Last Updated: October 5, 2019
1. ACCEPTANCE OF TERMS OF SERVICE
These Terms of Service (these “Terms” or “Terms of Service”) are between you and Shujinko, Inc. (“Shujinko”, “we”, “our” or “us”), and govern your access to and use of the Shujinko website (available here: www.shujinko.io/terms), including any content, functionality, or services offered on, through, or in connection with the Shujinko website (collectively, the “Site”). These Terms do not apply to your purchase and use of Shujinko cloud subscription services, which shall be governed by a separate subscription agreement entered into by you and Shujinko.
Please read these Terms of Service carefully before accessing or using our Site. These Terms of Service apply to all users of the Site, including, without limitation, users who are browsers, vendors, customers, merchants, and/or contributors of content. If you access this Site behalf of a company, organization, or entity, then: (a) the term “you” as used herein includes you and that company, organization, or entity; (b) you represent and warrant that you are authorized to grant all permissions and licenses provided in this Terms of Service and to bind the company, organization, or entity to the terms of this Terms of Service; and (c) you agree to the terms of this Terms of Service on behalf of the company, organization, or entity.
2. CHANGES TO TERMS OF SERVICE
You can review the most current version of the Terms of Service at any time on this page. We reserve the right to update, remove, add to, or otherwise change or replace any part of these Terms of Service by posting updates and/or changes here (https://www.shujinko.io/terms). It is your responsibility to check this page periodically for changes to the Terms of Service. Your continued use of or access to the Site following the posting of any changes constitutes acceptance of any changes to the Terms of Service.
3. GENERAL CONDITIONS
By agreeing to these Terms of Service, you represent that you are at least the age of majority in your state or province of residence and, if applicable, you have given us your consent to allow any of your minor dependents to use this Site. You may not use this Site if you are under the age of majority (which is 18 in most states) without the consent or involvement of your parent(s) or guardian(s). The Site is intended for use only by persons who have reached their age of majority or older who have the capacity to form a binding contract. We do not knowingly collect personal information as defined by the U.S. Children’s Privacy Protection Act from children under 13 via our Site, and do not target our Site to children under 13. We encourage parents and guardians to take an active role in their children’s online activities and interests.
You understand that your information may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.
4. ACCURACY, COMPLETENESS AND TIMELINESS OF INFORMATION
While we strive to ensure that the Site is up to date and accurate, we are not responsible if information made available on this Site is not accurate, complete or current. The material on this Site is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete or more timely sources of information. Any reliance on the material on this Site is at your own risk.
This Site may contain certain historical information. Historical information, necessarily, is not current and is provided for your reference only. We reserve the right to modify the contents of this Site at any time, but we have no obligation to update any information on our Site.
5. ACCESS TO AND USE OF THE SITE
License Grant to You. We grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Site solely (i) for your personal, non-commercial use or legitimate business purposes related to your role as a current or prospective customer of ours; and (ii) in accordance with the terms of these Terms of Service. All rights not expressly granted in these Terms of Service are reserved by us. You may not reproduce, publish, transmit, distribute, display, modify, create derivative works from, sell or participate in any sale of or exploit in any way, in whole or in part, the Site or any of the Shujinko Content (defined below) without our express, written consent.
Restrictions on Your Access to and Use of the Site. In connection with your access to or use of the Site, you are prohibited from:
- accessing data not intended for you or logging onto a server which you are not authorized to access;
- using any engine, software, tool, agent or other device or mechanism (including without limitation browsers, spiders, robots, avatars or intelligent agents) to access, navigate, or search the Site, other than generally available third-party web browsers (e.g., Mozilla Firefox, Google Chrome and Microsoft Explorer);
- using any device, software or routine to interfere or attempt to interfere with the proper working of the Site or any activity being conducted on or through the Site;
- attempting to probe, scan or test the vulnerability of a Shujinko system or network or to breach security or authentication measures;
- attempting to interfere with service to any user, host or network, including, without limitation, via means of submitting a virus to the Site or through the Site, overloading, “flooding,” “spamming,” “mailbombing” or “crashing”;
- forging any TCP/IP packet header or any part of the header information in any email or newsgroup posting;
- copying, modifying, adapting, reproducing, reverse engineering, decompiling, disassembling, or preparing derivative works of our software or Shujinko Content, or any content that is not your own;
- distributing viruses, malicious code, malware or any other technologies that may harm the Site or any user of the Site;
- violating or circumventing any applicable laws or regulations, or any technical measures, security measures or policies of the Site;
- violating, infringing, or breaching the rights of Shujinko or a third-party, including, but not limited to, any copyrights, trademark rights, patent rights, trade secret rights, rights of publicity or personality, moral rights, or any other proprietary rights; or
- submitting to or through the Site any false, inaccurate, misleading, deceptive, defamatory, or libelous materials or content.
Violations of system or network security may result in civil or criminal liability. Shujinko will investigate occurrences that may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting users who are involved in such violations.
User Content and License Grant to Us. When you transmit any information, content, materials or data to or through the Site (“User Content”), you are not forfeiting any ownership rights you may have in the User Content. However, by submitting User Content on or through the Site, you hereby grant Shujinko and its affiliates a non-exclusive, royalty-free, perpetual, irrevocable and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, sell or participate in the sale of or exploit in any way, and display, in whole or in part, such User Content, including, but not limited to, throughout the world in any media, as necessary (a) to provide, maintain and improve the Site; (b) to prevent or address service, security, support or technical issues; (c) as required by law; and (d) as expressly authorized by you. You represent and warrant that you own or have obtained all necessary rights and/or licenses to User Content that you transmit, and that our use of such User Content as authorized under these Terms of Service do not violate or infringe upon the rights of any person or entity. In the event of any loss of or damage to your User Content, your sole and exclusive remedy shall be for us to make reasonable commercial efforts to restore the lost or damaged User Content. Shujinko will not be responsible for any loss, destruction, alteration or disclosure of your User Content caused by any third party. If you are a company, organization, or entity, you hereby grant Shujinko and its affiliates a non-exclusive, royalty-free, perpetual license to use your name, logo and/or trademark, without further notice, in connection with our promotional, sales, and marketing materials solely to identify you as our customer. Such marketing materials may include, but are not limited to, the Site homepage.
6. OWNERSHIP AND INTELLECTUAL PROPERTY RIGHTS
The Site and all information, content, and materials offered on or through the Site, including, but not limited to, text, images, videos, illustrations, designs, icons, photographs, software, programs and written and other materials that are part of the Site or accessible through the Site, other than User Content (collectively, “Shujinko Content”), is the property of Shujinko or its licensors. No right, title or interest in any Shujinko Content is transferred to you by way of these Terms of Service or otherwise. You may not reproduce, publish, transmit, distribute, display, modify, create derivative works from, sell or participate in any sale of or exploit in any way, in whole or in part, any of the Shujinko Content or the Site. The SHUJINKO trademark and the Shujinko logo are trademarks of Shujinko, Inc. The Site, the Shujinko Content, and the SHUJINKO and Shujinko logo trademarks are protected by copyright, trademark, and/or other intellectual property laws.
7. COPYRIGHT INFRINGEMENT (DIGITAL MILLENNIUM COPYRIGHT ACT)
We respect the intellectual property of others. We strive to respond promptly to proper notices of copyright infringement by removing or disabling access to allegedly infringing material. It is our policy to terminate the access privileges of those who infringe the copyrights of others.
Submitting a Copyright Infringement Notification. If you believe that any material appears on the Site in a way that infringes the copyright in a work you own, please send a notification containing the following information to Shujinko’s Copyright Agent (identified below):
- an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
- a description of the work in which you hold a copyright interest which you believe is being infringed;
- a description of the location on the Site where the allegedly infringing material is located (preferably including a URL address);
- your address, telephone number, and email address;
- a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
- a statement by you, made under penalty of perjury, that the above information in your notification is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.
Our Copyright Agent can be reached at the following address:
Attn: Copyright Agent
c/o Shujinko, Inc.
8. THIRD PARTIES; THIRD-PARTY CONTENT AND THE SITE
References on the Site or through the Site to any third parties or any products or services of such third parties, are provided solely as a convenience to you. We do not endorse, recommend, approve of or make any representations or warranties regarding any third parties or their products or services. We are not responsible for the content of any third-party websites and do not make any representations regarding the content or accuracy of material on such websites. If you decide to follow a link to any third-party website, you do so entirely at your own risk.
9. DISCLAIMER OF WARRANTY
THE SITE IS PROVIDED BY SHUJINKO ON AN “AS IS” AND “AS AVAILABLE” BASIS. SHUJINKO MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE SITE, OR INFORMATION, CONTENT, OR MATERIALS OFFERED ON OR THROUGH THE SITE. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, SHUJINKO DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE. SHUJINKO DOES NOT WARRANT THAT THE SITE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU AGREE THAT YOUR USE OF THE SITE IS AT YOUR SOLE RISK. THIS DISCLAIMER CONSTITUTES AN ESSENTIAL PART OF THESE TERMS OF SERVICE, AND YOU ACKNOWLEDGE THAT SHUJINKO WOULD NOT HAVE ENTERED INTO THESE TERMS OF SERVICE WITH YOU WITHOUT YOUR AGREEMENT TO THE TERMS OF THIS DISCLAIMER.
10. LIMITATION OF LIABILITY
UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL OR EQUITABLE THEORY, WHETHER IN TORT, CONTRACT, STRICT LIABILITY OR OTHERWISE, SHALL SHUJINKO, ITS AFFILIATES, AND THEIR RESPECTIVE EMPLOYEES, DIRECTORS, OFFICERS, AND AGENTS BE LIABLE TO YOU OR TO ANY OTHER PERSON FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL LOSSES OR DAMAGES OF ANY NATURE ARISING OUT OF OR IN CONNECTION WITH THE USE OF OR INABILITY TO USE THE SITE, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, LOSS OF DATA, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, EVEN IF SHUJINKO, ITS AFFILIATES, OR THEIR RESPECTIVE EMPLOYEES, DIRECTORS, OFFICERS, AND AGENTS HAVE BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES. IN NO EVENT WILL SHUJINKO BE LIABLE FOR ANY DAMAGES IN EXCESS OF THE AMOUNTS PAID BY YOU (IF ANY) IN CONNECTION WITH YOUR USE OF THE SITE DURING THE SIX-MONTH PERIOD PRECEDING THE DATE ON WHICH THE CLAIM AROSE.
CERTAIN JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
You agree to defend, indemnify and hold harmless Shujinko, its affiliates, and their respective employees, directors, officers and agents from and against any and all claims, damages, costs and expenses, including attorneys’ fees, arising from or related to your breach or alleged breach of these Terms of Service, your improper use of the Site, or your breach of any applicable law or infringement of the rights of a third party. Shujinko shall have the right to participate in the defense of any such claim at its own cost. You may not settle or negotiate any claim that results in liability to, or imposes any obligation upon, Shujinko, financial or otherwise, without the written consent of Shujinko.
12. INFORMATION ABOUT YOU AND YOUR VISITS TO THE WEBSITE
13. LIMITATION ON TIME TO BRING CLAIMS
To help resolve any issues between us promptly, you agree to bring any claim arising out of or relating to these Terms of Service, our relationship, or the use of the Site within one year after a claim arises; otherwise, the claim is waived. This limitation applies regardless of the venue in which such claim is or could otherwise be asserted.
These Terms of Service shall remain in force and effect unless and until terminated by either you or us. We reserve the right to immediately suspend or terminate your current or future use of the Site at any time, with or without notice or liability, at any time and in our sole discretion, for any business reason or if we determine that you have breached or threaten to breach these Terms of Service, violated any law, rule, or regulation, or engaged in other inappropriate conduct. You may terminate these Terms of Service at any time by providing written notice to us, via email to email@example.com. Upon termination of these Terms of Service, you must immediately discontinue use of the Site. Even after your rights under these Terms of Service are terminated, all provisions of these Terms of Service that by their nature should survive, will survive, including, without limitation, ownership provisions, warranty disclaimers, and limitations of liability.
15. MISCELLANEOUS TERMS
Consent to Electronic Communications. You consent to receive communications from us electronically. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically, via email, or on the Site or through the Site, satisfy any legal requirement that such communications or agreements be in writing.
Assignment. You may not assign your rights under these Terms of Service without the prior written permission of Shujinko and any attempt by you to do so shall be null and void.
Waiver. The waiver of a breach of any provision of these Terms of Service will not operate or be interpreted as a waiver of any other or subsequent breach.
Severability. If any provision of these Terms of Service is held to be invalid or unenforceable for any reason, the remaining provisions will continue in full force without being impaired or invalidated in any way.Relationship of the Parties; No Third Party Beneficiaries. Shujinko and you are independent contractors. These Terms of Service do not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship between Shujinko and you. There are no third-party beneficiaries to these Terms of Service.
Governing Law; Forum; Waiver of Jury Trial. These Terms of Service will be construed in accordance with and governed exclusively by the laws of the State of Washington applicable to agreements made among Washington residents and to be performed wholly within such jurisdiction, regardless of the parties’ actual domiciles. Shujinko and you consent to the exclusive jurisdiction and venue of the state and federal courts of King County, Washington. EACH PARTY HEREBY WAIVES ANY RIGHT TO JURY TRIAL IN CONNECTION WITH ANY ACTION OR LITIGATION IN ANY WAY ARISING OUT OF OR RELATED TO THESE TERMS OF SERVICE.