Geek Guild Terms of Use

Terms of Use

Effective Date: April 27, 2020; revised on October 28, 2020

These Terms of Use (“Terms”) govern the terms and conditions between you and Geek Guild, Co., Ltd. (“Geek Guild”) in respect to your use of this website and its webpages (collectively, the “Sites”).

1. Content

You shall use the Sites only for your personal and informational purposes. Geek Guild makes no representations or warranties of any kind as to the accuracy, currency, or completeness of the information and other materials made available through the Sites (collectively, the “Content”). Geek Guild is not liable to you or any party for any decision you make in reliance on, or otherwise using or based on, any of the Content. Please see Section 6 of these Terms for further statements regarding such representations and warranties and liability.

2. Amendment of the Terms

Geek Guild is entitled to amend these Terms at any time in its discretion. In the event of such amendment, two weeks before the effective date of such amendment, Geek Guild shall provide notification on the Sites regarding the details of such amendment, the effective date of such amendment and any other relevant information; provided that Geek Guild is entitled to shorten such notice period in the event of any urgency or other reason necessitating such shortened notice period.

3. Prohibited Conduct

You shall not perform, directly or indirectly, any of the following actions in any connection with the Sites or Content or any use thereof:

• impersonate any person, entity or any other party, or otherwise misrepresent your affiliation or the origin of any material you transmit;

• engage in unauthorized use of content or personal information;

• use any unauthorized automated means to compile information;

• take any action that imposes an unreasonable or disproportionately large load on Geek Guild’s system, network or infrastructure;

• use any device, software, or means to interfere or attempt to interfere with the proper functioning of the Sites or any activity conducted on the Sites;

• attempt to probe, scan, test the vulnerability of, or breach the security of any system, network or infrastructure relating to the Sites or Geek Guild;

• attempt to decipher, decompile, disassemble, or reverse-engineer any of the software comprising any part of the Sites;

• distribute any unauthorized materials on or through the Sites or advertise or promote goods or services without Geek Guild’s permission including any distribution of spam or other unsolicited materials;

• submit content that (i) infringes on the copyright, trademark, patent, or other intellectual property rights of any third party, (ii) are false, misleading, libelous, defamatory, obscene, abusive, hateful, or sexually-explicit, (iii) violates a third party’s right to privacy or publicity, or (iv) degrades others on the basis of gender, race, class, ethnicity, national origin, religion, sexual preference, disability, or other classification;

• engage in any other conduct that restricts or inhibits any person from using or enjoying the Sites, or that causes damage to Geek Guild or any of Geek Guild’s customers, affiliates, or any other third party;

• access or use, or attempt to access or use, the Sites to take any action that harms or has the potential to harm Geek Guild or any third party, or that interferes with the operation of the Sites; and

• use the Sites in a manner that violates any laws.

Geek Guild is entitled to suspend or terminate the provision of all or any part of the Sites for any reason at any time without notice. Geek Guild may investigate and work with law enforcement authorities to prosecute any user who violates these Terms. Any user who violates or otherwise causes any breach in the security of any system, network or infrastructure relating to the Sites or Geek Guild may be subject to civil or criminal liability.

4. Intellectual Property

All copyright and other intellectual property rights relating to the Sites and the Content belong to Geek Guild or are licensed by a third party to Geek Guild. Your use of the Sites and Content does not give you any intellectual property right in the Sites or Content.

5. Links to Third-Party Content

The Sites may contain links to third-party content. Geek Guild does not have or accept any responsibility for such content.

6. Limitation of Liabilities

Your use of the Sites and Content is at your own risk. Geek Guild provides the Sites and Content “as is” and does not provide warranties of any kind, whether express or implied, as to any matter whatsoever in respect to the Sites and Content, including any warranties of merchantability, fitness for a particular purpose, non-infringement, or no violation of any right of any other party.

Geek Guild does not warrant the adequacy, currency, accuracy, likely results, or completeness of the Sites, Content or any third-party sites linked to or from the Sites. Geek Guild expressly disclaims any liability for any error or omission in the Sites, Content or any third-party sites linked to or from the Sites.

In no event will Geek Guild, or Geek Guild’s shareholders, subsidiaries, affiliates, directors, officers, employees, agents, assigns or representatives be liable for any direct or indirect, special, incidental, consequential or punitive damages, lost profits, or any other damages arising in connection with (i) any interruption in the availability of the Sites or Content or any delay in operation or transmission of the Sites or Content, (ii) any computer virus or loss of data stemming from the Sites or Content, or (iii) any use, misuse, reliance, review, manipulation, or other utilization in any manner whatsoever of the Sites, Content or any data collected through the Sites.

7. Indemnification

You shall indemnify, defend, and hold harmless Geek Guild and Geek Guild’s shareholders, subsidiaries, affiliates, directors, officers, employees, agents, assigns and representatives from and against any and all losses, costs, expenses (including reasonable attorneys’ fees and expenses), claims, damages and liabilities related to or associated with your use of the Sites and Content and any alleged violation by you of these Terms. Geek Guild reserves the right to assume the exclusive defense of any claim for which Geek Guild is entitled to indemnification under this Section 7. In such event, you shall cooperate with Geek Guild as Geek Guild reasonably requests.

8. Governing Law

These Terms shall be governed by the laws of Japan and shall be construed in accordance with the laws of Japan without any reference to its conflict of laws provisions that would apply the laws of any other jurisdiction.

9. Jurisdiction

If any dispute in connection with these Terms, Sites or Content arise, you and Geek Guild shall confer in good faith to resolve the dispute. If the dispute is not resolved in such manner between the parties, the dispute shall be determined by arbitration in accordance with the Interactive Arbitration Rules of the Japan Commercial Arbitration Association and the site of arbitration shall be in Kyoto, Japan.

10. General Provisions

These Terms constitute the entire agreement between you and Geek Guild concerning the Sites and Content. In the event any provision of these Terms is held unenforceable, it will not affect the validity or enforceability of the remaining provisions and will be replaced by an enforceable provision that comes closest to the intention underlying the unenforceable provision.

No joint venture, partnership, employment, or agency relationship exists between you and Geek Guild as a result of these Terms or your access to and use of the Sites and Content.

Any inaction or failure by Geek Guild to enforce any provisions of these Terms or to respond to any violation of these Terms by you or any party does not waive Geek Guild’s right to subsequently enforce any provisions of these Terms or to respond to any such violations.

Nothing contained in these Terms is in derogation of Geek Guild’s right to comply with any governmental, court or law enforcement request or requirement relating to your use of the Sites or Content or any information provided to or gathered by Geek Guild with respect to such use.