“Website” shall mean and include all the materials, text, information, concepts, program materials, photographic images, narrative, music, design, videos or any other content generally viewable by Visitors on www.studiomiya.com
“Company” refers to Studio Miya Inc., an Illinois Incorporated company, owner of the Website.
“Us” or “we” or “our” refers to the Company.
“Visitor” is someone that merely visits or browses our Website.
“Member” has the meaning set forth in the Email Subscription Agreement
“User” is a collective identifier that refers to either a Visitor or a Member.
“You” or “Your(s)” refers to you as a Visitor, Member or User.
“Content” shall mean any all text, music, information, materials, concepts, program materials, photographic images, manuals, narratives, design, graphics, videos or any other content offered by the Company on or in Website or Service (including any Blog),
“Blog” shall mean that portion of the Company’s Website containing the Company representative’s experiences, observations, narratives, videos, photographic images or graphics or containing links to other websites, exclusively available to Members for viewing or submission of Member Content.
“Third Party Link” or “Third Party Advertiser Link” shall have the meaning as further set forth herein.
AGREEMENT; SOLE AND ENTIRE UNDERSTANDING; REVISIONS AND AMENDMENTS
The Company may revise or amend this Agreement at any time without specific notice to you. The then latest Agreement will be posted on our Website, and Users should review this Agreement prior to using our Website or Service. After any revisions to this Agreement are posted, you agree to be bound to any changes to this Agreement. Therefore, it is important for you to visit this page periodically to review the Agreement. Please read this Agreement carefully and save it. If you do not accept this Agreement, do not access and use our Website or access our Service. If you have already accessed our Website and do not accept this Agreement, you should immediately discontinue use of our Website and Service.
WEBSITE LIMITED LICENSE GRANT
USER ELIGIBILITY; USER COMPLIANCE
CONTENT DISCLAIMER; ERRORS; REVISIONS
Notwithstanding the foregoing or anything to the contrary, Company reserves the right to change, alter, amend or otherwise revise the Website or the Service (including any Content contained therein) at any time, for any reason, with or without notice. User acknowledges that the Website and Service (including any Content contained therein) are not guaranteed to be complete, correct, error-free, bug-free, virus-free timely, current or up-to-date or otherwise reliable, and Company makes no warranty or guaranty that it will undertake any obligation to modify the Website or the Service (including any Content contained therein) to correct such conditions. Company reserves the right, exercisable at any time for any reason, with or without notice to Users: a) to alter or delete or revise the Website or Service (including any Content contained therein) in any way, including but not limited to changes in content, design, layout, form, functionality, or software or hardware necessary to access the Website and Services (including any Content contained therein) and; b) to shutdown the Website or the Service (including any Content contained therein) temporarily or permanently. In addition to the foregoing, Users may not be able to access the Website or Service (including but not limited to any Content contained therein) from time to time as a result of traffic congestion or acts beyond our reasonable control (e.g. fire, flood, loss of power, riots, terrorists attack, internet failure, equipment failure, failure or lack of telecommunications or network connections or computer systems, et. al. (collectively “Force Majeure Event”)). In the event of the occurrence of a Force Majeure Event, Company will have no liability for its inability or failure to make the Website or Service (including any Content contained therein) available but Company will use commercially feasible efforts to restore the affected Website or Service (including any Content contained therein) as soon as reasonably feasible.
MEMBER CONTENT SUBMISSIONS; COMPANY AT-RISK DISCLAIMER OF LIABILITY; MEMBER WARRANTIES AND REPRESENTATIONS; PROHIBITED CONDUCT; OWNERSHIP RIGHTS
Each Member hereby grants Company a royalty-free, non-exclusive, worldwide license to display its Member Content on the Website for viewing by other Members as part of the Company’s Monthly Subscription Service for the thirty (30) day period commencing on the first day upon which the Company first displays the Member Content. Company acknowledges that, subject to the foregoing license grant to the Company, Member shall retain any underlying ownership rights to the photographic images contained in any such Member Content.
Members warrant and represent that a) any and all text, information, materials, concepts, programs, program materials, photography images, manuals, narratives, design, graphics or any other content posted, uploaded or transmitted to the Website or Service: 1) is the sole and exclusive, original property of the Member, is owned in its entirety by the Member exclusively and does not violate any other Member or third party’s copyright, trademark, service mark, privacy right or otherwise infringe on any other party’s ownership or privacy rights..
Members agree to abide by any and all rules and regulations that Company may adopt from time to time respecting posting, uploading, transmitting or sharing of Member Content on the Website or Service viewable by Members. Member submitting Member Content agree to abide by the terms of the Monthly Subscription Agreement accessible on the Company’s Website and incorporated herein by reference to this Agreement.
Members submitting Member Content in the form of narrative or written material understand and agree to not submit any such Member Content that is a) offensive, vulgar, defamatory, libelous or slanderous, tortious, or constitute an invasion of privacy; or b) harassing, racist, threatening, homophobic, hateful or obscene; c) sexually graphic or profane; or d) harmful or dangerous; or e) violent or graphic.
Members acknowledge and understand that Company has no obligation to monitor Member Content posted on the Service section of the Website and disclaims any and all liability to any Member (including the Member submitting Content) or any other party, as a result of a Member’s uploading, posting or transmitting Member Content to the Website or Service and the Company’s embedding of the Member Content on the Website or Service.
Members may report to Company any photographic or video imagery submitted Member Content as being either in violation of subparagraphs a), b) or c) of the above paragraphs (individually or collectively a “Violation”). In the event that the Company determines in the exercise of its sole unfettered discretion that a Violation has occurred, the Company may: a) remove the objectionable Member Content from the Website; b) terminate the submitting Member’s authorization to submit further Member Content in photographic or video image form or any narrative or written form; c) terminate the submitting Member’s right to access the Monthly Subscription Service in its entirety; or d) all of the above.
Members acknowledge, represent and warrant that each will refrain from infringing on the Company’s or any third party’s intellectual property rights. Upon notification of potential infringement by any Member, we will investigate a claim of potential infringement and may, upon completion of that investigation, a) remove the objectionable Member Content from the Website; b) terminate the submitting Member’s authorization to submit further Member Content in photographic or video image form or any narrative or written form; c) terminate the submitting Member’s right to access the Monthly Subscription Service in its entirety; or d) all of the above.
As a Member, you agree not to use our Website or Service (including any Content contained therein), to: a) upload, post or otherwise transmit any Member Content that: 1) violates any local, state, federal or international laws, rules or regulations; 2) infringes upon any trademark, service mark, patent, copyright, trade secret or any other property right or breaches any confidentiality or non-disclosure agreement; 3) contains any private personally identifiable information about any party; 4) contains software viruses or other code files capable of limiting or impairing our ability to deliver the Website or the Service (including any Content contained therein); 5) contains photographic or video images, text , narrative, design or any other content to which a Member does not have full ownership rights or an enforceable non-exclusive, royalty-free, worldwide, license, sublicense, distribution or sub-distribution right to transmit or display such image content in a public, commercial setting in any medium without geographic or other limitation in perpetuity; 6) contains any advertising, promotional, misleading metadata, spam, robots, spiders, offline readers, junk mail, scams or solicitation content; 7) contain links to other websites or; 8) contains video or music.
Notwithstanding anything contained herein to the contrary, the Company reserves the right, exercisable at any time in its absolute discretion for any reason not specifically referenced above, to decline to include any submitted Member Content for access and view by Members.
DISCLAIMER OF WARRANTIES
ANY USER’S USAGE OF THE WEBSITE OR SERVICE PROVIDED ON OR THROUGH THE WEBSITE (INCLUDING ANY CONTENT CONTAINED THEREIN) IS AT USER’S OWN RISK. THE WEBSITE AND SERVICES (INCLUDING ANY CONTENT CONTAINED THEREIN) ARE PROVIDED ON AN “AS IS”, “WHERE IS”, “WITH ALL FAULTS” AND “AS AVAILABLE” BASIS. USERS ACKNOWLEDGES AND AGREES THAT THE COMPANY HAS MADE, AND HEREBY DOES NOT MAKE ANY STATEMENTS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. COMPANY (INCLUDING ITS AGENTS, EMPLOYEES, DIRECTORS AND OFFICERS) HAS NOT MADE AND DOES NOT MAKE ANY STATEMENT, WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE WEBSITE AND SERVICE PROVIDED THROUGH THE WEBSITE (INCLUDING ANY CONTENT CONTAINED THEREIN). WITHOUT LIMITING THE FOREGOING, COMPANY (INCLUDING ITS AGENTS, EMPLOYEES, DIRECTORS AND OFFICERS) DOES NOT PROMISE THAT THE WEBSITE OR SERVICE PROVIDED THROUGH THE WEBSITE (INCLUDING ANY CONTENT CONTAINED THEREIN) WILL BE ACCURATE, RELIABLE, PROMISE ANY SPECIFIC RESULTS, BE ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEBSITE OR SERVICES OBTAINED THROUGH THE WEBSITE (INCLUDING ANY CONTENT CONTAINED THEREIN) OR THE SERVER OR NETWORK CONNECTIONS OR SOFTWARE THAT MAKE THE WEBSITE OR SERVICES (INCLUDING ANY CONTENT CONTAINED THEREIN) AVAILABLE ARE SECURE, FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE WEBSITE OR SERVICE (INCLUDING ANY CONTENT CONTAINED THEREIN) WILL OTHERWISE MEET USER’S NEEDS OR EXPECTATIONS. COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE. NO VERBAL OR WRITTEN REPRESENTATIONS, INFORMATION OR ADVICE GIVEN BY COMPANY OR ITS AUTHORIZED REPRESENTATIVE AT ANY TIME SHALL LIMIT THIS DISCLAIMER OF WARRANTIES OR OTHERWISE CREATE A WARRANTY OR INCREASE THE SCOPE OF THIS WARRANTY. COMPANY EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY FOR MEMBER CONTENT POSTED, UPLOADED OR OTHERWISE TRANSMITTED TO THE PAY SUBSCRRIPTION SERVICES SECTION OF THE WEBSITE. NOTHING CONTAINED HEREIN SHALL AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
LIMITATION OF LIABILITY
IN NO EVENT WILL COMPANY (OR ITS LICENSORS, DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS) BE LIABLE TO ANY USER OR THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM ANY LOSS OF USE, LOSS OF DATA, LOSS OF PROFITS, WHETHER OR NOT THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR ANY OTHER THEORY LOSS, ARISING FROM ANY USER’S USAGE OF THE WEBSITE OR SERVICE (INCLUDING ANY CONTENT CONTAINED THEREIN) OR ANY SOFTWARE OR HARDWARE USED TO MAKE THE WEBSITE OR SERVICES (INCLUDING ANY CONTENT CONTAINED THEREIN) AVAILABLE. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, USER’S EXCLUSIVE REMEDY AND COMPANY’S TOTAL LIABILITY TO YOU, IF ANY, FOR ANY CLAIM WHATSOEVER, REGARDLESS OF THE CLAIM THEORY (WHETHER BASED ON CONTRACT, TORT, WARRANTY, INDEMINIFICATION OR OTHEWISE) OR THE EXISTENCE OF MULTIPLE CLAIMS, WILL AT ALL TIMES BE LIMITED TO AN AMOUNT EQUAL TO THE AMOUNT PAID, IF ANY, BY USER TO THE COMPANY FOR ONE MONTH’S ACCESS TO THE WEBSITE OR SERVICE (INCLUDING ANY CONTENT CONTAINED THEREIN).
THIRD PARTY LINKS, THIRD PARTY ADVERTSING LINKS AND SERVICES OR PRODUCTS OFFERED
The Company’s Website and Service (and any Content contained therein) may contain links to other websites which are not operated by the Company and which may or may not offer goods or services for sale or lease (“Third Party Links”). In addition, the Company from time to time may include links to third party advertising, sponsorship or promotional materials on the Website or Service (including any Content contained therein) (“Third Party Advertising Link Content” or “ Third Party Advertiser Link”). Third Party Links or Advertisers are responsible for ensuring that material submitted for inclusion on our Website and Service (including any Content contained therein) is accurate and complies with applicable laws. The Company does not monitor the accuracy of the material provided or the products or services provided by Third Party Links or Advertisers
COMPANY DOES NOT ENDORSE, GUARANTEE, WARRANTY, OR RECOMMEND ANY PRODUCTS OR SERVICES OR PROMOTIONS OFFERED BY SUCH THIRD PARTY LINKS OR THIRD PARTY ADVERTISER LINKS AND WE MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT ANY PRODUCT, PROMOTION OR SERVICE CONTAINED IN THIRD PARTY LINKS OR THIRD PARTY LINK ADVERTISING CONTENT CONTAINED ON THE WEBSITE OR SERVICE (INCLUDING ANY CONTENT CONTAINED THEREIN). Users acknowledge that the foregoing disclaimer applies without limitation to any and all written or oral references or mere mentions of goods, products, services, promotions or other information even if, solely or in combination, by use of such third party’s trade name, trademark, manufacturer, supplier, advertiser or otherwise.
Users acknowledge that, in leaving the Website or Service (including any Content contained therein) to use such Third Party Links or Third Party Advertising Links or purchasing a product from a Third Party Link or Third Party Advertising Link, it does so at its own risk. Such Third Party Links and Third Party Link Advertisers each operate its own processing, fulfillment, billing and customer service, and a User’s purchases of goods or services is governed solely by terms and conditions of sale established by such Third Party Link or Third Party Advertising Link (including any and all warranties, (whether express or implied), disclaimer of warranties, limitation of liability) and any privacy policies.
User agrees to hold harmless, defend and indemnify the Company (including its agents, officers, directors, employees, and successors and assigns) from and against any and all loss damage and expense (including for reasonable attorneys fees) from any third party claim, demand or action arising out of User’s breach of any of its obligations, warranties or representations under this Agreement
Any such controversy or claim not excluded under the immediately preceding subparagraphs a), b) or c) shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party.
Any arbitration proceeding shall be conducted in the City or County of Los Angeles, Illinois and any arbitration award may be enforceable in any court having jurisdiction thereof. Either party may seek an interim or preliminary protective order from a court of competent jurisdiction in the City or County of Chicago, Illinois pending the completion of arbitration. Each party shall split the arbitration fees and costs on a 50-50 basis, provided however, that each party will bear its own attorney fees.
COLLECTING AND USING YOUR PERSONAL INFORMATION
“Non-personal Identifiable Information” shall mean any and all information, other than Personal Information, that does not identify a specific individual. Non-personal Identifiable Information may include your equipment, device, operating system or browser used to visit, access, browse or use the Website or Service; a your visiting or browsing or accessing or using activity or actions; summary information respecting our entire user base that may be collected by Company or its third party servers, including information about ads, sponsorships, products, goods or services provided through Third Party Links presented and clicked upon by you; any other information which provides Company with anonymous usage data (including, but not limited to, the number of unique visits, pages visited or navigational preferences); web browser information for facilitating communications between you and Company (including your MAC or IP address); “Cookies” or “Flash Cookies” or “Clear Gifts” technology allowing the Company to track repeat users and user’s usage patterns; Client-side page tagging or Pixel or Beacons tagging activities that allow the Company to make servicing users more efficient, and; content in any form or medium voluntarily submitted to the Company for posting and critique by Company representatives or users. The Company may provide, sell or transfer Non-personal Identifiable Information about user sales, traffic patterns, preferences or any other related Website or Service information to third parties.
Collection and Use of Personal Information
The Company only collects Personal Information voluntarily given to us by you. The Company does not require Visitors to provide it with any Personal Information to access public areas of our website; however, the Company may use or collect a Visitor’s IP Address and other diagnostic information to: a) diagnose problems with the Company’s server or Website or b) to identify you during your registration as a Member. If, however, you elect to register and qualify as and Member to order the Company’s Monthly Subscription Service, the Company will require that you access certain secure areas of the Website as well as provide the Company with Personal Information (including a Payment Source). Subject to the further conditions contained herein,
The Company may use Personal Information for the following purposes:
a) Verifying a Member’s identity so that we can be sure that all of communications are secure and confidential;
b) Responding to inquiries or requests from a Member;
c) Delivering the Service to a Member in the most efficient manner;
e) Providing a Member with specific information requested by a Member, the request for which information constitutes Member’s consent to be contacted;
Subject to the further terms hereof, the Company will not sell, license or otherwise transfer any rights to Personal Information to any third party unless a) expressly authorized by you; or b) such license, sale or other transfer is in connection with the sale, transfer, merger, reorganization, consolidation or other transaction involving all or part of the Company.
Notwithstanding the foregoing, the Company will or may transmit or disclose Personal Information to third parties in the following circumstances:
a)The Company uses certain third party contractors or vendors to perform certain services for us, including, but not limited to, webhosting, website maintenance and performance improvement tasks. In addition, should you register or attempt to register as a Member to order the Company’s Monthly Subscription Service (and, if once authorized as a Member to maintain your status as a validly registered Member) we must release your credit or debit card information or other Personal Information to a card-issuing bank to confirm payment for the service. The Company will also provide your email address information or other Personal Information to third parties under contract to us such that we can deliver the Monthly Subscription Service to a Member or receive and post Member Content on the Website. When any user or visitor subscribes to an Internet Service Provider (ISP) the computing device is assigned an IP Address, which the Company will track and store to manage security and monitor usage volume and patterns.
NOTICE TO EUROPEAN ECONOMIC AREA (EEA) MEMBERS
NOTICE TO ILLINOIS RESIDENTS
Illinois law gives Illinois residents providing Personal Information to the Company the right to request once per calendar year that the Company provide users with information about how the Company has shared the user’s Personal Information with third parties for their direct marketing purposes. To the extent applicable, if at all, such information includes: a) list and names and addresses of all third parties with whom such Personal Information was shared during the prior calendar year along with a list of the categories of Personal Information shared. To make such a request, please send an email to firstname.lastname@example.org and specifically reference “Illinois Privacy Request” in the subject matter line. Your request should include your name, physical address (other than email address) and an email address. The Company will respond you your request within thirty (30) days of the receipt of your request.
The Company does not share Personal Information with third parties for their marketing purposes and will not do so without prior written consent.
ILLINOIS “DO NOT TRACK” SETTINGS
Some web browsers have settings that allow users to request that Websites not track a user’s movement within a Website. The Company’s Website DOES NOT obey any such settings when transmitted to, or received (whether detected or not) by the Company’s Website.
Account Cancellation; Deletion of Personal Information
We have adopted and adhere to stringent security standards designed to protect non-public Personal Information obtained or stored by the Company is protected from and against accidental or unauthorized access or disclosure. Among the safeguards that the Company has developed for this Website are administrative, physical and technical barriers that together protect the Website from unauthorized access or use. We may from time to time be required to shutdown the entire Website for security maintenance.
Notwithstanding the foregoing, users and Members acknowledge that no 100% guarantee can be made regarding the security of any data transmission over the Internet or any wireless network. Users accordingly acknowledge that: 1) there are security and privacy limitations respecting data transmissions over the Internet and in wireless networks; 2) the Company shall have no liability to any user, Member or third party for any loss, disclosure, alteration, modification or misuse of an information transmitted via the Internet or wirelessly; and 3) any information transmitted over the Internet or wirelessly may be subject to viewing or being tampered with by an unauthorized third party.