1. INTRODUCTORY STATEMENT
1.1 By using or visiting the web site at www.flatoak.com (the ‘Web site’), you expressly agree to be bound by these Terms and to adhere to these Terms and all applicable laws and regulations governing the Web site. Flatoak reserve the right to change these Terms at any time, effective immediately upon posting on the Web site. IF YOU DO NOT OR CANNOT AGREE TO ANY OR ALL OF THESE TERMS, DO NOT USE THIS WEB SITE.
1.2 These Terms are entered into by and between Flatoak and you. Through the Web site, Flatoak provides you with access to content, features, information and resources that may be augmented or modified from time to time by Flatoak in its sole discretion (collectively, ‘Materials’). Unless otherwise agreed upon by you and Flatoak in writing, these Terms are the only Terms that govern your use of the Web site and any Materials.
2. PERMITTED USE OF THE WEB SITE AND MATERIALS
2.1 You agree that you are only authorized to visit, view and to download and retain copies of pages of this Web site for your own personal, non-commercial and informational purposes, and that you shall not duplicate, download, publish, or otherwise distribute the Materials on this Web site for any other purpose. Without limiting the foregoing, you may not modify the Materials or copy or post the Materials on any networked computer or broadcast the Materials in any media. Except as expressly provided herein or unless permitted as “fair use” under U.S. copyright law, you may not display, perform, transmit or otherwise use the Materials without the prior written consent of a duly authorized representative of Flatoak.
2.2 Certain areas of the Web site allow users to submit content (collectively, ‘User Content’). In submitting any User Content through the Web site, you agree not to transmit any unlawful or harmful content, including without limitation any virus or other computer code or files that may interrupt, destroy, disable or limit the functionality of any computer software, hardware, equipment or systems. You further agree not to interfere with, disrupt, or attempt to gain unauthorized access to any restricted part of the Web site or servers or networks connected to the Web site.
2.3 The permission to use the Web site and Materials shall be deemed automatically revoked by Flatoak without notice if you breach any of these Terms. Upon such revocation, you must immediately destroy any downloaded and printed Materials that you have in your possession. Except for the permission granted to you in Section 2.1 above, these Terms will survive and remain enforceable against you following the revocation of such permission.
3. FLATOAK PROPRIETARY RIGHTS
You acknowledge and agree that the Materials are owned by Flatoak and/or its suppliers and are protected by U.S. and international copyright, trademark and other applicable laws. Where Flatoak has posted a legal notice or credits on pages of the Web site, you may not remove such notices or credits, or any additional information contained along with the notices and credits. Within the Materials and pages of the Web site, Flatoak has included its names, marks, brands, logos, designs, trade dress, and other designations Flatoak uses in connection with its product offerings and services (collectively, ‘Flatoak Trademarks’). You may not alter or remove the Flatoak Marks or display or use the Flatoak Marks for any purposes without the prior written consent of a duly authorized representative of Flatoak. Flatoak reserves all of its rights in the Materials and Flatoak Trademarks.
4. DISCLAIMER OF WARRANTIES
4.1 YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE WEB SITE AND MATERIALS IS AT YOUR SOLE RISK. THE WEB SITE AND MATERIALS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. FLATOAK DISCLAIMS ALL EXPRESS OR IMPLIED CONDITIONS, REPRESENTATIONS, AND WARRANTIES OF ANY KIND, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT. FLATOAK MAKES NO REPRESENTATIONS, WARRANTIES, OR GUARANTIES AS TO THE QUALITY, SUITABILITY, TRUTH, ACCURACY, OR COMPLETENESS OF ANY OF THE MATERIALS. IN NO EVENT WILL FLATOAK OR ITS SUPPLIERS BE LIABLE FOR THE ACCURACY OR COMPLETENESS OF THE MATERIALS.
4.2 FLATOAK MAKES NO WARRANTY THAT: (i) THE MATERIALS AND/OR WEB SITE WILL MEET YOUR REQUIREMENTS, (ii) THE MATERIALS AND/OR WEB SITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE MATERIALS AND/OR WEB SITE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER ITEMS PURCHASED OR OBTAINED BY YOU THROUGH THE WEB SITE WILL MEET YOUR EXPECTATIONS, OR THAT (v) ANY ERRORS IN THE FUNCTIONALITY OF THE WEB SITE OR MATERIALS WILL BE CORRECTED.
4.3 ANY MATERIALS DOWNLOADED OR OTHERWISE OBTAINED THROUGH YOUR USE OF THE WEB SITE IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
4.4 NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM FLATOAK OR THROUGH THE WEB SITE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS.
5. LIMITATION OF LIABILITY
5.1 YOU AGREE THAT FLATOAK AND ITS SUPPLIERS SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF YOU HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM OR IN CONNECTION WITH YOUR USE OR INABILITY TO USE THE WEB SITE AND/OR MATERIALS OR SUBMISSION OF USER CONTENT TO FLATOAK THROUGH THE WEB SITE.
5.2 YOUR DEALINGS WITH OTHER ENTITIES PROMOTED ON OR THROUGH THE WEB SITE, INCLUDING PAYMENT AND DELIVERY OF RELATED GOODS OR SERVICES, AND ANY OTHER TERMS, CONDITIONS, WARRANTIES OR REPRESENTATIONS ASSOCIATED WITH SUCH DEALINGS ARE SOLELY BETWEEN YOU AND SUCH OTHER ENTITY. YOU AGREE THAT FLATOAK SHALL NOT BE RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGE OF ANY SORT INCURRED AS A RESULT OF ANY SUCH DEALINGS. THE WEB SITE MAY PROVIDE LINKS TO OTHER INTERNET SITES OR RESOURCES. FLATOAK HAS NO CONTROL OVER OR RESPONSIBILITY FOR SUCH SITES AND RESOURCES. YOU AGREE THAT FLATOAK IS NOT RESPONSIBLE FOR THE AVAILABILITY OF SUCH SITES AND RESOURCES, AND DOES NOT ENDORSE AND IS NOT RESPONSIBLE OR LIABLE FOR ANY CONTENT, ADVERTISING, PRODUCTS, OR OTHER INFORMATION ON OR AVAILABLE FROM SUCH SITES AND RESOURCES. FLATOAK PROVIDES THESE LINKS TO YOU SOLELY AS A CONVENIENCE, AND THE INCLUSION OF ANY LINK DOES NOT IMPLY ENDORSEMENT OF THE SITE.
5.3 YOU, UNDERSTAND AND EXPRESSLY AGREE THAT FLATOAK ASSUMES NO RESPONSIBILITY OR LIABILITY FOR ANY USER CONTENT AND THAT YOU ARE SOLELY AND ENTIRELY RESPONSIBLE FOR ANY USER CONTENT THAT YOU SUBMIT THROUGH THE WEB SITE. FLATOAK IS NOT RESPONSIBLE IF THE USER CONTENT YOU SUBMIT CONTAINS ERRORS OR OMISSIONS OR FOR LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF SUCH USER CONTENT. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN WARRANTIES AND/OR THE LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO SOME OF THE EXCLUSIONS AND LIMITATIONS IN SECTIONS 4 AND 5 ABOVE MAY NOT APPLY TO YOU.
YOU AGREE TO HOLD FLATOAK HARMLESS FROM ANY LOSS, LIABILITY, CLAIM OR DEMAND, INCLUDING REASONABLE ATTORNEYS’ FEES, MADE BY ANY THIRD PARTY DUE TO OR ARISING OUT OF YOUR USE OF THE WEB SITE AND/OR MATERIALS, INCLUDING WITHOUT LIMITATION YOUR SUBMISSION OF USER CONTENT THROUGH THE WEB SITE.
8. GENERAL TERMS
8.1 Flatoak controls and operates this Web site from its facilities in various locations in the United States of America (and in Japan) and makes no representation that these Materials are appropriate or available for use in other locations. If you use this Web site from other locations, you are responsible for compliance with applicable local laws.
8.2 You acknowledge and agree that the Materials are subject to U.S. (and Japan) export control laws and regulations, and may be subject to export or import regulations in other countries. You agree that you will not export, re-export or transfer the Materials in violation of any applicable laws or regulations of the United States or the country where the Materials were legally obtained. You are solely responsible for obtaining any licenses or authorizations required to export, re-export, transfer or import the Materials. In addition to the above, in the absence of authorization by U.S. (and Japan) and local law and regulations, as required, the Materials may not be used or exported or re-exported to (i) any U.S. sanctioned or embargoed country, or to nationals or residents of such countries; or (ii) any person, entity, organization or other party identified on the U.S. Department of Commerce’s Denied Persons or Entity List, the U.S. Department of Treasury’s Specially Designated Nationals or Blocked Persons List, or the Department of State’s Debarred Parties List, as published and revised from time to time; or (iii) any party engaged in nuclear, chemical/biological weapons or missile proliferation activities.
8.3 These Terms constitute the entire agreement between you and Flatoak with respect to your use of the Web site and Materials, superseding any prior agreements between you and Flatoak with respect thereto. These Terms and the relationship between you and Flaltoak shall be governed by the laws of Japan without regard to its conflict of law provisions. In the event of any dispute between you and Flatoak, you agree to submit to the personal and exclusive jurisdiction of the federal and state courts located within Japan. The failure of Flatoak to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. In the event any provision of these Terms is found to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired, and a valid, legal and enforceable provision of similar intent and effect shall be substituted for such invalid, illegal or unenforceable provision. You may not assign the Terms or any of your rights or obligations under the Terms without the express written consent of a duly authorized representative of Flatoak. These Terms inure to the benefit of Flatoak’s successors, assigns and licensees. These Terms are written in the English and Japanese languages, and the governing language of these Terms shall be in English and Japanese. You hereby waive and agree not to assert any right to have these Terms written in the language of your place of residence. The exercise of any right or remedy provided in these Terms shall be without prejudice to the right to exercise any other right or remedy provided by law or equity, except as expressly limited by these Terms.