Last Revised: February 17, 2021

 

This document, which we refer to as the “Terms of Use,” together with our Privacy Policy which can be found here, govern your use of our Service (defined below), including any future modifications to our Service or additional services provided by Lisuto AI. You can access the Service via our website, located at http://app.lisuto.ai, (the “Website”). When we refer to Lisuto AI, or “we,” or “us,” or similar phrases, we are referring to LISUTO K.K. When we are referring to “you” or the “User,” we are referring to each registered user of the Service. When we refer to our “Privacy Policy,” we are referring to the privacy policy for Lisuto AI, which can be found in this link .

BY ACCESSING THE WEBSITE, USING THE APP OR USING THE SERVICE, YOU HEREBY ACCEPT ALL OF THE TERMS AND CONDITIONS OF THESE TERMS OF USE AND THE PRIVACY POLICY AND REPRESENT TO US THAT YOU ARE AT LEAST 18 YEARS OF AGE AND ARE LEGALLY COMPETENT TO ENTER INTO AND AGREE TO THE TERMS AND CONDITIONS OF THESE TERMS OF USE AND THE PRIVACY POLICY. IF YOU DO NOT AGREE TO ABIDE BY THESE TERMS OF USE AND THE PRIVACY POLICY, YOU ARE NOT AUTHORIZED TO USE OR ACCESS (OR CONTINUE TO USE OR ACCESS) THE WEBSITE OR THE SERVICE, AND YOU MUST CEASE ALL USE OF THE WEBSITE AND THE SERVICE.

THESE TERMS OF USE INCLUDE (1) AN ARBITRATION PROVISION; (2) A WAIVER OF RIGHTS TO BRING A CLASS ACTION AGAINST US; (3) A DESCRIPTION OF YOUR RESPONSIBILITIES AND OUR LIABILITY WITH RESPECT TO THE SERVICE; AND (4) A RELEASE BY YOU OF CERTAIN CLAIMS FOR DAMAGE AGAINST US IN ACCORDANCE WITH THESE TERMS OF USE THAT MAY ARISE OUT OF YOUR USE OF THE SERVICE. BY USING THE WEBSITE OR THE SERVICE, YOU HEREBY EXPRESSLY AGREE TO THESE PROVISIONS. 

 

1. Lisuto AI SERVICES

 

Through the Lisuto AI service, you can submit, through designated areas of the Website, certain data and content such as text and images (the “Input Data”) about your products (the “Products”) you wish to list on selected third party e-commerce marketplaces (the “Marketplaces”). The Lisuto AI service then applies its data extraction technology to generate category classifications, product attributes, product information structuring, tags, tag multilingualizations, marketplace category mapping and product catalog information (the “Output Data”), for use on the Marketplaces designated by the user (the “Service”). The quality of the Output Data may vary depending on the nature, type, quality and content of the Input Data, the data requirements of the relevant Marketplace, and target markets identified by the User.

Lisuto AI reserves the right to modify or otherwise revise the Service at any time and may stop providing the Service at any time without any notice or obligation to you. 

To access and use the Service, you must register an account with Lisuto AI via the Website, by providing your full legal name, current address, phone number, a valid email address, payment details and any other information as may be requested by Lisuto AI. Lisuto AI may, in its sole discretion and for any reason, reject your application for an account, or cancel an existing account you maintain. 

You may select a rate plan from the listed options, which may be updated from time by Lisuto AI. You may change your rate plan by selecting another plan on the website, prior to the conclusion of a calendar month.

 

1. Lisuto AI as a data processing service

 

OUR SERVICE IS MERELY A DATA PROCESSING SERVICE TO GENERATE THE OUTPUT DATA TO BE USED IN DESIGNATED MARKETPLACES.  Lisuto AI IS NOT RESPONSIBLE FOR THE ACCURACY OF THE SERVICE, OR FOR VERIFYING THE EFFECTIVENESS OF THE OUTPUT DATA IN THE RESPECTIVE MARKETPLACE, OR THE CONFORMITY OF THE OUTPUT DATA TO THE REQUIREMENTS OF SUCH MARKETPLACE, ANY SALES OF PRODUCTS (OR LACK THEREOF) OR FOR FULFILLMENT OF ANY SALES ON ANY MARKETPLACE. Lisuto AI is also not responsible for verifying that the listing of a Product in a Marketplace is approved by such Marketplace or whether it complies with the Marketplace’s terms of use. Lisuto AI is additionally not responsible for any fees or other charges imposed by a Marketplace for listing or selling a Product via its services. You are responsible for determining whether the posting and sale of a Product or other use of a Marketplace will incur any fees or charges, and you will be fully responsible for such fees or charges, as well as to any compliance obligations imposed by such Marketplace’s terms of use. You acknowledge that not all Marketplaces are compatible with the Output Data generated by the Service, and the Output Data is limited in the number and types of category classifications it can generate.

 

2. User Input Data

 

You may provide information, photographs and other content satisfying our content requirements relating to your Product (including with respect to specifications, descriptions and pricing) when you are using the Service and providing us Input Data. You agree that all Input Data is an accurate description of your Products and that you are in compliance with our content requirements  which we update from time to time in our sole discretion. It is your responsibility to review, and remain updated with, our content requirements when using the Service. Lisuto AI reserves the right to refuse to provide you with the Service at any time if Lisuto AI reasonably believes that you have breached these Terms of Use.

 

3. Billing

 

The use of the Service is subject to payment of fees as set out in the rate plan you select. Your rate plan will include a fixed subscription fee component, a variable component with respect to specific features and usage limits of the rate plan and excess charges in the event the usage limits are exceeded (the “Fees”). To the extent permitted by law, the Fees are exclusive of applicable all taxes, levies and duties (including value added tax, sales tax, goods and services tax, etc.). 

You will be charged the Fees on a monthly basis, by no later than the 10th business day of each calendar with respect to your usage for the previous calendar month, against the billing information you provide us. An invoice for the Fees will be delivered to your registered email and account. There are no refunds or credits for partial months of Service or rate plan downgrades.

If you do not provide your credit card or other billing information to Lisuto AI, or any other information or documents as requested by Lisuto AI for the purpose of verifying your identity and the nature of your business, and/or fail to pay the Fees as required, your account may be suspended or terminated, without notice, until payment and verification information and charge authorization are provided and approved by Lisuto AI.  

 

2. YOUR RESPONSIBILITIES

 

1. Use of the Service

 

You are solely responsible for your Input Data and your use of the Output Data. Without limiting any other provision of these Terms of Use, your permission to use the Service is conditioned upon the following use and conduct restrictions.

 

You agree that you will not under any circumstances:

• post or submit any content that is abusive, threatening, obscene, defamatory, libelous, or racially, sexually, religiously, or otherwise objectionable or offensive; create a false identity or impersonate any person or otherwise provide untrue or inaccurate information in using the Service; 
• use the Service for any unlawful purpose or for the promotion of illegal activities;
• create fake Input Data or provide false or inaccurate information to Lisuto AI about your Products; 
• publish, submit or link to malicious content, including any content that contains a “back door,” “drop dead device,” “time bomb,” “Trojan horse,” “virus,” “worm,” “spyware,” or adware” (as such terms are commonly understood in the software industry), intended to damage, disable, harm, disrupt or otherwise impede in any manner the operation of the browser, computer or systems of Lisuto AI or of any other person or entity or compromise the privacy or data security of the Service or the computer or systems of Lisuto AI or any other person or entity; 
• setting up a fake account and/or providing false or inaccurate billing information to Lisuto AI; 
• attempt to discover or gain access to the source code for the Service, Website or the App or to reverse engineer, decrypt, extract, disassemble or decompile the Service, Website or the App, or otherwise use the Service, Website or the App for any purpose not expressly permitted under these Terms of Use;

 

2. Input Data

 

Lisuto AI takes no responsibility and assumes no liability for your Products or for any Input Data that you or any other User or third party submit to the Website. Lisuto AI does not, and cannot, pre-screen or monitor the Input Data, and we have no obligation to do so. You are responsible for the accuracy and content of your Input Data. However, at our discretion, we, or technology we employ, may monitor and/or record your interactions with the Service.

 

You agree that you will not submit Input Data that:

 

• would constitute, encourage or provide instructions for (i) any of the prohibited conduct listed in these Terms of Use, (ii) a criminal offense, or (iii) a violation of the rights of any party;
• would otherwise violate any local, state, national or international law;
• we think is or could be harmful, unlawful, inflammatory, harassing, vulgar, obscene, pornographic, lewd, fraudulent, invasive of privacy or publicity rights, hateful, abusive, threatening, obscene, defamatory, libelous, or racially, sexually, religiously, or otherwise objectionable or offensive or which restricts or inhibits any other person from using or enjoying the Service, the Website or which may expose us, the Marketplaces, or any other Users or customers of your Products to any harm or liability of any type;
• includes any private information of any third party, including addresses, phone numbers, email addresses, Social Security numbers and credit card numbers;
• are subject to third party proprietary rights unless you are the owner of such rights or have the appropriate permission from their rightful owner to specifically submit such content; 

 

We reserve the right, but are not obligated, to limit or deny your access to the Service or take other appropriate action if you violate these Terms of Use or engage in any activity that violates the rights of any person or entity or which we otherwise deem to be unlawful, offensive, abusive, harmful or malicious. Unauthorized use of the Service or any third party rights may result in criminal and/or civil prosecution under national and local law. If you become aware of misuse of our Service, please contact us at ai-support@lisuto.com or via contact information found on http://www.lisuto.com.

 

3. LICENSE TO YOU

 

1. License Grant

 

Lisuto AI hereby grants to you, subject to the terms and conditions of (i) these Terms of Use (ii) the terms and conditions of any third-party application provider from which the App is downloaded (as applicable), and (iii) payment of the Fees a personal (without a right to sublicense), nonexclusive, revocable, nontransferable, limited license (without the right to sublicense) to access and use the Service solely for your personal use, subject to the limitations set forth in these Terms of Use. All rights not expressly granted herein are reserved by Lisuto AI.

 

2. License Restrictions

You agree to protect the Service, the Output Data and the related information and other materials, from any unauthorized access or use, and you agree that you will not use the Service or such proprietary content, information or other materials except as expressly permitted herein or otherwise expressly authorized in writing by Lisuto AI. Except as specifically permitted herein or expressly authorized in writing by Lisuto AI, you agree that you will not directly or indirectly:

 

(a) distribute, sell, transfer, rent, lease, sublicense or otherwise exploit the Website, the App, or the Service in any unauthorized manner; or

 

(b) copy, reproduce, adapt, create derivative works of, translate, localize, port or otherwise modify, in any form or manner or by any means, the Website, the App, or the Service, or any part thereof.

 

You understand and agree that you are not permitted to: (i) remove or alter any copyright or other proprietary rights’ notice or restrictive rights legend contained or included in the Service; (ii) use any means to discover the trade secrets in the Service; or (iii) otherwise circumvent any functionality that controls access to or otherwise protects the Service. Any attempt to do any of the foregoing is a violation of the rights of Lisuto AI and its affiliates and licensors. If you breach these restrictions, you may be subject to prosecution and damages.

 

4. OWNERSHIP BY Lisuto AI

 

All text, graphics, data, formatting, graphs, designs, HTML, look and feel, photographs, music, sounds, images, software, videos, designs, typefaces and other content that you see or read through the Service and the underlying software relating to the Service (collectively, the “Proprietary Material”) is owned by Lisuto AI, or its affiliates or licensors. As between you and Lisuto AI, Lisuto AI owns all Proprietary Material, as well as the coordination, selection, arrangement, translation and enhancement of such Proprietary Material as a collective work under all applicable copyright rights and other intellectual property rights of any applicable jurisdiction. The service marks and trademarks of Lisuto AI are owned by Lisuto AI or its affiliates. 

 

5. LICENSES TO Lisuto AI

 

Subject to the terms of the Privacy Policy, you hereby grant to Lisuto AI a nonexclusive, perpetual, irrevocable, royalty-free, fully-paid, worldwide, transferable, sublicenseable license to access, use, reproduce, transmit, perform, display, modify, translate, excerpt (in whole or in part) adapt, publish and distribute any Input Data that you upload to the Service, and waive any applicable moral rights. You represent and warrant (a) that you own or otherwise control all of the rights to the Input Data; (b) that the Input Data is accurate; and (c) that the Input Data does not violate these Terms of Use or the Privacy Policy and will not cause injury to any person or entity.

 

6. OWNERSHIP OF FEEDBACK

 

You hereby acknowledge that any and all (i) suggestions for correction, change and modification to the Service and other feedback (including but not limited to quotations of written or oral feedback), information and reports provided to Lisuto AI by you (collectively “Feedback”), and all related (ii) improvements, updates, modifications or enhancements, whether made, created or developed by Lisuto AI or otherwise relating to Service (collectively, “Revisions”), are and will remain the property of Lisuto AI. You authorize Lisuto AI to treat any Feedback as non-confidential and non-proprietary. You acknowledge and expressly agree that any contribution of Feedback does not and will not give or grant you any right, title or interest in the Service or in any such Feedback or any related Revisions. All Feedback and Revisions shall be the sole and exclusive property of Lisuto AI and Lisuto AI may use and disclose Feedback and/or Revisions in any manner and for any purpose whatsoever without further notice or compensation to you and without retention by you of any proprietary or other right or claim. You hereby assign to Lisuto AI any and all right, title and interest (that you may have in and to any and all Feedback. At Lisuto AI’s request, you will execute any document, registration or filing required to give effect to the foregoing assignment.

 

7. TERM AND TERMINATION

 

These Terms of Use shall commence when you access or use Service and shall continue until terminated in accordance with this Section 7. You may terminate your account by ceasing use of the Service and emailing us at ai-support@lisuto.com. Your termination will come into effect upon the conclusion of the last day of the calendar month that immediately follows the date on which your notice for termination is registered with Lisuto AI. During the termination period, you shall continue to be bound to these Terms of Use, including, without limitation, your obligation to pay the Fees, and the Privacy Policy.

These Terms of Use will automatically renew for recurring periods of one (1) month each, in accordance with your prevailing rate plan, if termination has not come into effect by 23:59 GMT of the last day of the outgoing calendar month.   

 

Lisuto AI may terminate these Terms of Use and the Service immediately at any time upon notice, with or without cause, including that Lisuto AI may immediately terminate these Terms of Use if you: (i) fail to comply with any term or condition specified in these Terms of Use, Privacy Policy or any other policy posted by Lisuto AI on the Website or App from time to time; or (ii) engage in any activities or conduct that Lisuto AI, in its reasonable discretion, determines to be inappropriate, negligent, offensive, abusive or otherwise unacceptable or objectionable; or (iii) fail to timely pay the Fees.

 

Upon termination, all of your rights to use the Website and the Service shall immediately terminate. However, all terms regarding ownership of intellectual property rights, dispute resolution, limitations of liability and waivers of representations and warranties shall continue in full force and effect subsequent to and notwithstanding the expiration or termination of these Terms of Use, including Section 4 (Ownership by Lisuto AI), Section 5 (Licenses to Lisuto AI), Section 6 (Ownership of Feedback), Section 9 (Disclaimer of Warranties) Section 10 (Limitation of Liability), Section 11 (Indemnification), Section 12 (Release), Section 13 (Dispute Resolution), Section 15 (Governing Law, Venue and Jurisdiction) and Section 16 (Miscellaneous). You agree that upon termination, Lisuto AI may choose to retain or delete any and all information related to your account.

 

8. THIRD PARTY WEBSITES AND SERVICES 

 

The Website may contain links to other websites and apps, including the Marketplaces (“Third Party Services”). We may add or remove any links to Third Party Services from our Website at any time without notice.

 

1. No Responsibility for Third Party Services or Content

 

Third Party Services are not investigated, monitored or checked for accuracy, appropriateness, or completeness by us, and we are not responsible for any Third Party Services accessed through the Website or App posted on or available through the Website or App, including the content, accuracy, offensiveness, opinions, reliability, privacy practices or other policies of or contained in the Third Party Services. Inclusion of, linking to or permitting the use of any Third Party Services does not imply approval or endorsement thereof by Lisuto AI. If you decide to leave the Website or App and access the Third Party Services, you do so at your own risk and you should be aware that our terms and policies no longer govern.

 

2. Terms and Policies of Third Party Services

 

Please remember that the manner in which the Marketplaces use, store and disclose your information is governed solely by the policies of such Marketplaces. You should review the applicable terms and policies of any Third Party Services, including privacy and data collection practices. We shall have no liability or responsibility for the privacy practices or other actions of any Third Party Services or any other third party site or service that may be enabled within the Service.

 

9. DISCLAIMER OF WARRANTIES

 

1. The Service

 

The Service, the Website and/or the App may be unavailable from time to time for maintenance or for other reasons, and Lisuto AI makes no guarantees of uptime, response time or availability. Lisuto AI shall have no responsibility for any interruption, connection failure, delay in operation or transmission, theft or destruction of, unauthorized access to, or alteration of, any content made available via the Service, the Website or the App.

ALL USE OF THE SERVICE IS ENTIRELY AT YOUR OWN RISK. THE SERVICE, THE OUTPUT DATA AND ANY CONTENT AND INFORMATION PRESENTED ON THE WEBSITE OR APP OR VIA THE SERVICE ARE PROVIDED ON AN “AS IS,” “AS AVAILABLE” BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, TIMELINESS, ACCURACY, COMPLETENESS, RELIABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT OR SAFETY.

 

WITHOUT LIMITING THE FOREGOING, NEITHER Lisuto AI NOR ITS AFFILIATES OR LICENSORS WARRANT THAT ACCESS TO THE SERVICE WILL BE UNINTERRUPTED OR THAT THE SERVICE WILL BE ERROR-FREE; NOR DO THEY MAKE ANY WARRANTY AS TO THE RESULTS AND OUTPUT DATA THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE. NEITHER Lisuto AI NOR ITS AFFILIATES OR LICENSORS WARRANT THAT THE SERVICE IS FREE FROM VIRUSES, WORMS, TROJAN HORSES, OR OTHER HARMFUL COMPONENTS. NEITHER Lisuto AI NOR ITS AFFILIATES OR LICENSORS IS RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF YOU OR ANY USER.

 

2. Third Party Services and Content 

 

Lisuto AI MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE SERVICE, OR ANY THIRD PARTY SERVICES AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF ANY PROPRIETARY CONTENT, AND (II) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION, REGISTRATION INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN.

 

Lisuto AI DOES NOT WARRANT, ENDORSE, GUARANTEE OR ASSUME RESPONSIBILITY FOR ANY SERVICE OR PRODUCT ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICE OR ANY HYPERLINKED WEBSITE OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND Lisuto AI WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.

 

10. LIMITATION OF LIABILITY

 

TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, UNDER NO CIRCUMSTANCES WILL Lisuto AI OR ITS DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS BE LIABLE TO YOU OR ANY THIRD PERSON CLAIMING THROUGH OR UNDER YOU FOR ANY LOSS OF PROFIT, REVENUE, GOODWILL, BUSINESS OPPORTUNITY OR ANTICIPATED SAVINGS OR LOST DATA, OR FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, ARISING FROM YOUR USE OF THE SERVICE, THE OUTPUT DATA OR ANY OF THE WEBSITE OR APP CONTENT OR OTHER MATERIALS ON, ACCESSED THROUGH OR DOWNLOADED FROM THE WEBSITE OR APP, EVEN IF Lisuto AI IS AWARE OR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WITHOUT LIMITING THE FOREGOING, Lisuto AI SHALL HAVE NO LIABILITY FOR ANY LOSS OR DAMAGE ARISING FROM OR IN RELATION TO THE DISCLOSURE OR DISPLAY OF ANY CONTENT YOU SUBMIT TO THE SERVICE OR FROM ANY INTERACTIONS WITH Lisuto AI OR ANY OTHER USE OF THE SERVICE.

 

IN NO EVENT SHALL Lisuto AI’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES EXCEED US$250. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS ITS ESSENTIAL PURPOSE.

 

YOU AGREE THAT THE ABOVE LIMITATIONS OF LIABILITY TOGETHER WITH THE OTHER PROVISIONS IN THESE TERMS OF USE THAT LIMIT LIABILITY ARE ESSENTIAL TERMS OF THESE TERMS OF USE AND THAT Lisuto AI WOULD NOT BE WILLING TO GRANT YOU THE RIGHTS SET FORTH IN THESE TERMS OF USE BUT FOR YOUR AGREEMENT TO THE ABOVE LIMITATIONS OF LIABILITY. 

 

11. INDEMNIFICATION

 

You hereby agree to indemnify, and hold Lisuto AI, its directors, officers, employees, agents, licensors, attorneys, independent contractors, providers, subsidiaries, and affiliates, harmless from and against any and all liabilities, losses, damages, costs and expenses, including without limitation reasonable attorneys’ fees and costs incurred by Lisuto AI, in connection with (i) your violation of these Terms of Use, including any infringement or other violation of the intellectual property rights of a third party by Input Data you submit to the Website or App, or your use of or inability to use the Service, (ii) your violation of the terms of use or other policies of the Third Party Services accessed through our Website or App, and (iii) your failure to comply with all applicable laws.

 

12. RELEASE

 

If you have a dispute with any other third party, including any Marketplaces, resulting from or arising out of or in connection with your use of the Service, you release us (and our officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes.

 

13. DISPUTE RESOLUTION – ARBITRATION, NO CLASS ACTIONS

 

You agree that if you have any dispute with Lisuto AI relating in any way to these Terms of Use or from access to or use of the Service, you will first contact us and attempt to resolve the dispute with us informally. If we are unable to resolve the dispute, we each agree to resolve any claim, dispute, or controversy (excluding claims for injunctive or other equitable relief) arising out of or in connection with or relating to these Terms of Use by binding arbitration by the International Chamber of Commerce (“ICC”) under the ICC Rules of Arbitration by one arbitrator. The arbitration will be conducted in Tokyo, Japan. If you intend to seek arbitration you must first send written notice to Lisuto AI of your intent to arbitrate (“Notice”). The Notice should be sent by sending the Notice by certified mail to: 228 KDX Bldg. 9F, 2-2-8 Roppongi, Minato-ku, Tokyo, 106-0032, Japan. The Notice must (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought. Each party will be responsible for paying any CPR, administrative and arbitrator fees (other than the initial filing fees) in accordance with CPR Rules. Nothing in this section shall prevent either party from seeking injunctive or other equitable relief from the courts for matters related to data security, intellectual property, or unauthorized access to the Service, in any applicable jurisdiction. ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THESE TERMS OF USE, YOU AND Lisuto AI ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.

 

If the prohibition against class actions and other claims brought on behalf of third parties contained above is found to be unenforceable, then all of the preceding language in this section will be null and void.

 

If for any reason a claim proceeds in court rather than in arbitration, the dispute will be governed by the laws of Japan without regard to or application of its conflict of law provisions, and will be brought solely in Tokyo District Court. You consent to the jurisdiction of and venue in such courts and waive any objection as to inconvenient forum.

 

14. MODIFICATION OF TERMS OF USE

 

We can amend these Terms of Use at any time and will update these Terms of Use in the event of any such amendments. If we make changes to the Terms of Use that, in our discretion, we consider significant, we will post a notice on the homepage of the Website containing a link to the revised Terms of Use and date when the changes become effective. Such significant changes will become effective on the stated date following such notice. Non-material changes or clarifications will take effect immediately upon posting to our Website. It is your sole responsibility to check the Website from time to time to view any changes in the Terms of Use. If you continue to use the Service after we post an update to these Terms of Use, you indicate your acceptance of the updated Terms of Use. You agree that the amended terms and conditions of these Terms of Use shall be effective and binding on you upon the effective date indicated on our Website or on such other date as Lisuto AI may designate in its notice.

 

15. GOVERNING LAW, VENUE AND JURISDICTION

 

These Terms of Use are governed by the laws in force in Japan and shall be interpreted according to the internal laws of such a country, without reference to principles of conflicts of laws or choice of law rules. 

 

16. MISCELLANEOUS PROVISIONS

 

1. Entire Agreement

 

These Terms of Use and the Privacy Policy set forth the entire understanding between you and Lisuto AI with respect to the matters contained herein and there are no promises, covenants or undertakings other than those expressly set forth herein.

 

2. Assignment

 

These Terms of Use and the rights granted to you under these Terms of Use are not assignable or transferable by you, whether in whole or in part. Any attempt to transfer these Terms of Use or any of the rights granted to you hereunder without the prior written consent of Lisuto AI shall be null and void. Lisuto AI may freely assign these Terms of Use and any of its rights hereunder, whether to an affiliate or to another entity in connection with a corporate transaction or otherwise. These Terms of Use will inure to the benefit of and will be binding upon each party’s permitted successors and assigns.

 

3. Relationship

 

No independent contractor, agency, partnership, joint venture, employer-employee or franchiser-franchisee relationship is intended or created by these Terms of Use.

 

4. Waiver

 

No delay or omission by Lisuto AI to exercise any right or power occurring upon any noncompliance or default by you with respect to any of the terms of these Terms of Use shall impair any such right or power or be construed to be a waiver thereof. Any waiver by Lisuto AI of any covenant, condition, or agreement to be performed by you shall not be deemed to be a waiver of any prior or subsequent breach of the same, or of any other covenant, condition, or agreement hereunder. Unless stated otherwise, all remedies provided for these Terms of Use shall be cumulative and in addition to and not in lieu of any other remedies available to either party at law, in equity, or otherwise.

 

5. Severability

 

If any term, provision, covenant or condition of these Terms of Use is held invalid or unenforceable for any reason, the remainder of the provisions will continue in full force and effect as if these Terms of Use had been executed with the invalid portion eliminated. The parties further agree to substitute for the invalid provision a valid provision that most closely approximates the intent and economic effect of the invalid provision. The headings and captions contained herein will not be considered to be part of these Terms of Use but are for convenience only.

 

6. Notices

 

Any notices or communication required or permitted to be given to you shall be in writing and shall be sufficiently given if delivered by email or mailed to you at the email or postage address provided to Lisuto AI in your completed registration or as updated by you and on file with Lisuto AI. Any notices or communication required or permitted to be given to Lisuto AI shall be in writing and shall be sufficiently given if delivered via email or mailed as follows:

 

Lisuto AI

Attention: Support

228 KDX Bldg. 9F,

2-2-8 Roppongi, Minato-ku, Tokyo, 106-0032, Japan

Email Address: ai-support@lisuto.com

 

Any notice delivered via email shall be deemed to have been received on the first business day after which it was sent, unless the sending party is notified that the email address is invalid. Any notice sent by letter shall be deemed to have been received on the fourth business day after it was posted.

 

7. Mobile Services

 

Please be aware that when accessing the Service via the Website (on a mobile device) or App, your carrier’s normal messaging, data and other rates and fees may apply. You should check with your carrier to find out what plans are available and how much they cost.
 
Last Updated: These Terms of Use were last updated on February 17, 2021.