(Effective and last modified 5/30/18)
PLEASE READ THE FOLLOWING TERMS OF USE CAREFULLY BEFORE USING THIS WEBSITE OR OTHER SERVICES THAT WE PROVIDE. BY ACCESSING OR USING OUR WEBSITE OR OUR SERVICES (OTHER THAN TO READ THESE TERMS OF USE FOR THE FIRST TIME), YOU AGREE TO THESE TERMS OF USE.
Makino Asia Pte Ltd ("Makino," "we," "us and "our") offers you access to its interactive online website. These Terms of Use, together with our Privacy Policy and any additional terms that might apply to certain products or services, govern your access to and use of our website, including all information, software, text, displays, images, video, and audio (collectively, "Service"). Our websites include https://www.makino.com.sg/ and all other websites or Web pages on which we place these Terms of Use (collectively, "Website").
Please read these Terms of Use carefully before you start to use the Website. By using the Website, you accept and agree to be bound and abide by these Terms of Use. If you do not want to agree to these Terms of Use, you must not access or use the Website.
Consistent with Section 14 below, we may, from time to time modify, alter or update the Terms of Use. Any revised version of the Terms of Use will be posted on our Website and noted with an "effective date," meaning that the revised Terms of Use govern your future use of our Website and Service. If you do not agree to the revised version, you must immediately stop using our Website and Service. You agree that revised Terms of Use will apply to your continued use of our Website or Service if, after we post the revised Terms of Use, you continue use of our Website or our Service.
1. INTELLECTUAL PROPERTY
Our Website, Service and related content (and any derivative works or enhancements of the same) including but not limited to all text, illustrations, files, images, software, scripts, graphics, photos, sounds, music, videos, information, content, materials, products, services, URLs, technology, documentation and interactive features and the design, selection, and arrangement thereof (collectively, "Makino Content") and all intellectual property rights to the same are owned by us, our licensors, or both. Additionally, all trademarks, service marks, trade names and trade dress that may appear on our Website or Service are owned by us, our licensors, or both. Except for the limited use rights granted in these Terms of Use, you shall not acquire any right, title or interest in our Website or Service. Any rights not expressly granted in these Terms of Use are expressly reserved.
2. ACCESS
2.1 To access or use some content or features of our Website or Service, you may choose to provide us certain information, we may require you to provide certain information, or require that you establish an account with us through registration. Your access to certain content or features may be limited if you are not 18 years of age or older, or the legal age in your jurisdiction to form a legally binding agreement, or for other reasons.
2.2. Whenever you submit information to us, you agree to provide true, accurate and complete information and agree to, if the option is available, promptly update the information if there have been changes to the information you provided. You agree that all information you provide to us is governed by our Privacy Policy.
2.3. We may require that you establish an account with use to access certain parts of our Website or use certain Services (e.g., purchase tickets). When registering an account, you may need to select a username ("ID") and password. YOU ARE RESPONSIBLE FOR KEEPING YOUR ID AND PASSWORD, AND OTHER ACCOUNT INFORMATION, CONFIDENTIAL AND ARE FULLY RESPONSIBLE FOR ALL ACTIVITIES THAT OCCUR UNDER YOUR ACCOUNT, WHETHER OR NOT YOU AUTHORIZED SUCH ACTIVITIES. You agree to notify us immediately of any breach of security or unauthorized use of your account or ID and password by contacting us at
[email protected].
3. LIMITATION, SUSPENSION OR TERMINATION
3.1. We may, in our sole discretion, temporarily or permanently change, limit, suspend or terminate your access to our Website or Service (including any Makino Content) without prior notice. We may do so based on changes to our business practices, if you violate the letter and spirit of these Terms of Use, or for any other lawful reason. You agree that we are not liable to you or any third party for any such action.
3.2. Any limitation, suspension or termination we impose shall not alter your obligations to us under these Terms of Use. The provisions of these Terms of Use which by their nature should survive any such action on our part shall survive, including but not limited to provisions relating to indemnities, releases, disclaimers, limitations on liability, mandatory arbitration, no class action and all of the miscellaneous provisions in Section 16.
4. Acceptable Use.
4.1. Our Website and Service (including, without limitation, Makino Content) are provided for your information and personal, non-commercial (except in cases where you use our Website to (i) inquire about our company or our products or services; (ii) share information that we provide over our Website with others for the purpose of informing them about our company or our products or services or (iii) place orders for our products) use only. When using our Website or Service, you agree to comply with these Terms of Use and all applicable federal, state and local laws.
4.2. Except as expressly permitted by these Terms of Use, you may not:
4.2.1. Use our Website or Service in an unlawful or fraudulent manner or for such purposes, to collect personally identifiable information, or to impersonate other users;
4.2.2. Modify our copyright/trademark or other proprietary rights notices, or interfere with the security-related features of our Website or Service (e.g., those that prevent or restrict copying Makino Content);
4.2.3. Take any action to interfere with, damage, disrupt any part of our Website or Service;
4.2.4. Use our Website or Service to send, knowingly receive, upload/post or download any material that does not comply with our content standards;
4.2.5. Use our Website or Service to transmit or facilitate the transmission of any unsolicited or unauthorized advertising or promotional material;
4.2.6. Use our Website or Service to transmit any data, or upload to our Website or Service, any data that contains viruses, Trojan horses, worms, time bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware;
4.2.7. Decompile, reverse engineer or disassemble any portion of our Website or Service;
4.2.8. Engage in any conduct that restricts or inhibits any other user from using or enjoying our Website or Service.
4.3. You may link to our homepage, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part without our express written consent. You must not:
4.3.1. Establish a link from any website that is not owned by you.
4.3.2. Cause the Website or portions of it to be displayed on, or appear to be displayed by, any other site, for example, framing, deep linking or in-line linking.
4.3.3. Link to any part of the Website other than the homepage without our express written consent.
You agree to cooperate with us in causing any unauthorized framing or linking to stop immediately.
4.4. You agree to fully cooperate with us to investigate any suspected or actual activity that is in breach of these Terms of Use.
5. RELIANCE ON MAKINO CONTENT
5.1. Information available through our Website or Service is for educational, entertainment and promotional purposes only. While we make efforts to ensure that information provided by us is accurate, we do not verify all Makino Content. For this and other reasons, such information may have errors, inaccuracies and omissions. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or anyone who may be informed of any of its contents.
5.2. Our Website may include content provided by third parties. All statements and/or opinions expressed in such materials are solely the opinions and the responsibility of the third party providing these materials. These materials do not necessarily reflect the opinion of Makino. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.
5.3. If there is a dispute between you and anyone accessing our Website or Service, or you and any third party in connection with our Website or Service, you understand and agree that we are under no obligation to become involved. In such instances, you hereby release Makino and its officers, directors, employees, parents, partners, successors, agents, affiliates, subsidiaries and their related companies from claims, demands and damages of every kind or nature arising out of, relating to or in any way connected with such dispute.
6. THIRD-PARTY WEBSITES
Our Website and Service may include links to websites owned and operated by certain third parties. We are not responsible for the availability of, or the content located on or through, any third-party site. We have no control over the contents or operation of those sites. You use these services at your own risk, and we accept no responsibility for them or for any loss or damage that may arise from your use of them. When accessing any third-party site, that site's terms and policies apply, not our Terms of Use or Privacy Policy. Always review the terms and policies of third-party websites before using, relying upon, or transacting business via websites.
7. LIMITS ON OUR LIABILITY
7.1. UNDER NO CIRCUMSTANCES SHALL MAKINO OR ITS OFFICERS, DIRECTORS, EMPLOYEES, PARENTS, PARTNERS, SUCCESSORS, AGENTS, DISTRIBUTION PARTNERS, AFFILIATES, SUBSIDIARIES OR THEIR RELATED COMPANIES BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING OUT OF, RELATING TO, OR IN ANY WAY CONNECTED WITH OUR SITE, SERVICE OR THESE TERMS OF USE. YOUR SOLE REMEDY FOR DISSATISFACTION WITH OUR SITE OR SERVICE INCLUDING, WITHOUT LIMITATION, MAKINO CONTENT IS TO STOP USING OUR SITE AND SERVICE.
7.2. REGARDLESS OF ANY INFORMATION YOU HAVE RECEIVED TO THE CONTRARY, IN NO EVENT SHALL OUR CUMULATIVE LIABILITY OR THAT OF OUR OFFICERS, DIRECTORS, EMPLOYEES, PARENTS, PARTNERS, SUCCESSORS, AGENTS, DISTRIBUTION PARTNERS, AFFILIATES, SUBSIDIARIES AND THEIR RELATED COMPANIES EXCEED $100. FURTHERMORE, YOU AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF, RELATED TO, OR IN ANY WAY CONNECTED WITH OUR SITE, SERVICE OR THESE TERMS OF USE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. CAUSES OF ACTION BROUGHT OUTSIDE THIS TIME PERIOD ARE WAIVED.
7.3. In some jurisdictions, limitations of liability are not permitted and, therefore, some of the above limits may not apply in all instances.
8. DISCLAIMER OF WARRANTIES
8.1. TO THE FULL EXTENT PERMITTED BY LAW, MAKINO SERVICES AND ALL INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING SOFTWARE) INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH ITS SERVICES ARE PROVIDED BY MAKINO ON AN "AS IS" AND "AS AVAILABLE" BASIS AND ARE NOT WARRANTED TO BE, AMONG OTHER THINGS, FREE OF COMPUTER VIRUSES. YOU EXPRESSLY AGREE THAT YOUR USE OF OUR WEBSITE AND SERVICE IS AT YOUR OWN RISK. MAKINO MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF ITS SITE OR THE INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING SOFTWARE) OR SERVICES INCLUDED ON ITS SITE OR OTHERWISE MADE AVAILABLE TO YOU THROUGH ITS SERVICES.
8.2. Certain state laws do not allow limitations on implied warranties. 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.
9. INDEMNIFICATION
You agree to indemnify and hold harmless Makino and its officers, directors, employees, parents, partners, successors, agents, distribution partners, affiliates, subsidiaries and their related companies from and against any and all claims, liabilities, losses, damages, obligations, costs and expenses (including reasonable attorneys' fees and costs) arising out of or related to: (i) your access to or use of our Website or Service; (ii) any actual or alleged violation or breach by you of these Terms of Use; (iii) any actual or alleged breach of any representation, warranty or covenant that you have made to us; or (iv) your acts or omissions. You agree to cooperate fully with us in the defense of any claim that is the subject of your obligations hereunder.
10. MANDATORY ARBITRATION
10.1. The parties understand that they would have had a right or opportunity to litigate disputes through a court and to have a judge or jury decide their case, but they choose to have any disputes resolved through arbitration.
10.2. We each agree that any claim or dispute between us, and any claim by either of us against any agent, employee, successor or assign of the other, including, to the full extent permitted by applicable law, third parties who are not signatories to this agreement, whether related to this agreement or otherwise, including past, present, and future claims and disputes, and including any dispute as to the validity or applicability of this arbitration clause, shall be resolved by binding arbitration administered by the JAMS under its rules and procedures in effect when the claim is filed. The rules and procedures and other information, including information on fees, may be obtained from JAMS' website (www.jamsadr.com) or by calling JAMS at 949-224-1810.
10.3. We are entering into this arbitration agreement in connection with a transaction involving interstate commerce. Accordingly, this arbitration agreement and any proceedings thereunder shall be governed by the Federal Arbitration Act ("FAA"), 9 U.S.C. §§ 1-16. Any award by the arbitrator(s) may be entered as a judgment in any court having jurisdiction
10.4. Exception to Arbitrate. Either of us may bring qualifying claims in small claims court. Further, pursuant to Section 12 below, we each agree that any arbitration will be solely between you and Makino, not as part of a classwide claim (i.e., not brought on behalf of or together with another individual's claim). If for any reason any court or arbitrator holds that this restriction in Section 12 is unconscionable or unenforceable, then our agreement to arbitrate doesn't apply and the classwide dispute must be brought in court.
11. GOVERNING LAW AND FORUM
These Terms of Use shall be construed in accordance with the laws of the State of Ohio without regard to its conflict of laws rules. Any controversy or claim arising out of or relating to this Agreement or relating to use of this Website and the material contained in this Website shall be resolved in a federal or state court in Hamilton County, Ohio. Each of us agrees that, regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to this Agreement must be filed within one (1) year after such claim or cause of action arises or it will be forever barred.
12. NO CLASS ACTIONS
TO THE EXTENT ALLOWED BY LAW, WE EACH WAIVE ANY RIGHT TO PURSUE DISPUTES ON A CLASSWIDE BASIS; THAT IS, TO EITHER JOIN A CLAIM WITH THE CLAIM OF ANY OTHER PERSON OR ENTITY, OR ASSERT A CLAIM IN A REPRESENTATIVE CAPACITY ON BEHALF OF ANYONE ELSE IN ANY LAWSUIT, ARBITRATION OR OTHER PROCEEDING.
13. NO TRIAL BY JURY
TO THE EXTENT ALLOWED BY LAW, WE EACH WAIVE ANY RIGHT TO TRIAL BY JURY IN ANY LAWSUIT, ARBITRATION OR OTHER PROCEEDING.
14. AMENDMENT; ADDITIONAL TERMS
14.1. In certain instances, it may be necessary to update or modify our Terms of Use to reflect changes to our business, practices or policies. We also may, in some instances, need to provide you with operating rules or additional terms that govern your use of parts of our Website or any Service ("Additional Terms"). Accordingly, you agree that we may at any time provide you with Additional Terms, or update or modify these Terms of Use, as appropriate or necessary. To the extent any Additional Terms conflict with these Terms of Use, the Additional Terms will control.
14.2. Modifications to these Terms of Use or any Additional Terms will be effective upon: (a) notice, either by posting on our Website or by email notification; and (b) your subsequent use of our Website or Service. It is your responsibility to review the Terms of Use and the Website from time to time for any changes or Additional Terms. Your access and continued use of our Website or Service following any modification of these Terms of Use or the provision of Additional Terms will signify your assent to and acceptance of the same. If you object to any revision to the Terms of Use or to any Additional Terms, immediately discontinue use of our Website and Service and, if applicable, terminate your account.
15. ONLINE PURCHASES
All purchases through our Website or other transactions for the sale of goods formed through our Website or resulting from visits made by you are subject to our Terms and Conditions of Sale which are made available for review before placing an order.
OTHER TERMS
15.1. No waiver by either of us of any breach or default under these Terms of Use shall be deemed to be a waiver of any preceding or subsequent breach or default. The section headings used in these Terms of Use are for convenience only and shall not be given any legal import.
15.2. If any part of these Terms of Use is unlawful or unenforceable for any reason, we both agree that only that part of the Terms of Use shall be stricken and that the remaining terms in the Terms of Use shall not be affected. So, for example, if a provision in these terms is found to be unenforceable, we agree an arbitrator (or, if permitted, a court) shall only strike that provision and that the remaining terms of these Terms of Use shall remain in force.
15.3. You may not assign these Terms of Use or assign any rights or delegate any obligations hereunder, in whole or in part, without our prior written consent.
15.4. Where we have provided you with a translation of the English language version of these Terms of Use, our Privacy Policy or Additional Terms, you agree that the translation is provided for your convenience only and that the English version governs your relationship with us. The English language version takes precedence if there is any contradiction between the English and translated versions.
15.5. These Terms of Use (including the Privacy Policy and any Additional Terms incorporated by reference) constitute the entire agreement, and supersede all previous written or oral agreements, between you and Makino in connection with the Website and Service, and supersede all previous written or oral agreements between you and Makino.
