TERMS AND CONDITIONS
OVERVIEW
This website www.nothingbeforeyouwerehere.com (this “Site”) is operated by UNFAMOUS PAINTERS CLUB. for DAICHI YANAI. (“UPC.”) This Site is dedicated to the promotion and screening of DAICHI YANAI.’s experimental art short film titled NOTHING BEFORE YOU WERE HERE. (the “Film”).
Throughout this Site, the terms “we”, “us” and “our” refer to UPC. UPC. offers this Site, including all information, tools and services available from this Site to you, the user, conditioned upon your acceptance of all terms, conditions, policies and notices stated in these Terms & Conditions (“these Terms”).
By visiting this Site and viewing the Film or communicating with UPC., you are establishing a business relationship with UPC. and you are engaging UPC. to perform entertainment services (the “Services”) and you are agreeing to be bound by these Terms, including those additional terms and conditions and policies referenced in these Terms and/or available by hyperlink. These Terms apply to all users of this Site, including without limitation users who are browsers, customers, and/or contributors of content or information.
Please read these Terms carefully before accessing or using this Site. By accessing or using this Site or the Services, you agree to be bound by these Terms. If you do not agree to all of the terms and conditions set forth in these Terms, then you may not access this Site or use the Services. If these Terms are considered an offer, acceptance is expressly limited to these Terms.
UPC. relies on an electronic signature process as official authorization for your agreement and any business conducted using this Site or the Services. By accessing this Site or by submitting any information using the Services, you agree to conduct business by electronic means and UPC. and you hereby state that electronic signatures shall have the same force and effect as original signatures with respect to these Terms and all written agreements entered into between you and UPC. You may revoke approval of this electronic signature process at any time with prior written notice to UPC. at info@nothingbeforeyouwerehere.com; however this will result in our suspension or termination of the Services and/or your access and use of this Site absent your acknowledgment of agreement or consent by other valid legal means.
You can review the most current version of the Terms at any time on this page of this Site. We reserve the right to update, change or replace any part of these Terms by posting updates and/or changes to this Site. It is your responsibility to check this Site periodically for changes. Your continued use of or access to this Site following the posting of any changes constitutes acceptance of those changes.
This Site is hosted on Squarespace and Square. These third party service providers provide us with the online platform that allows UPC. to present information and screenings of the Film to you.
SECTION 1 – FILM SCREENING
UPC. is the worldwide publisher of the Film. This Film will be screened at various film festivals, theaters and exhibitions around the world, and any and all public displays of the Film and its trailers must be through written authorizations or licensed with DAICHI YANAI. or UPC.
This Site allows you to screen the Film for your personal use (and not for commercial use or resale to the public). If you wish to publicly display or screening the Film for your business, your organization, your school or your private party in a public or semi-public place (including the Internet and social media), you must first contact UPC. and obtain written authorization prior to publication or public viewing. We reserve the right to refuse service (including Film screenings and communication) to anyone for any reason at any time.
This Site is intended to be for information and entertainment purposes only.
SECTION 2 – GENERAL TERMS
By agreeing to these Terms, you represent that you are at least the age of majority in your state or nation of residence, or that you are the age of majority in your state or nation of residence and you have given us your consent to allow any of your minor dependents to use this Site or the Service.
You may not use this Site for any illegal or unauthorized purpose nor may you, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright laws).
You must not transmit any malicious code or viruses or any code of a destructive nature.
A breach or violation of any of the Terms will result in an immediate termination of your access to this Site and any of the Services.
You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service or any contact on this Site through which the service is provided, without express written permission by UPC.
The headings used in these Terms are included for convenience only and will not limit or otherwise affect these Terms.
SECTION 3 - ACCURACY, COMPLETENESS AND TIMELINESS OF INFORMATION
We are not responsible if information made available on this Site is not accurate, complete or current. The material on this Site is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete or more timely sources of information. Any reliance on the material on this Site is at your own risk.
This Site may contain certain historical information. Historical information, necessarily, is not current and is provided for your reference only. We reserve the right to modify the content of this Site at any time, but we have no obligation to update any information on this Site. You agree that it is your responsibility to monitor changes to this Site.
SECTION 4 - MODIFICATIONS TO THE SERVICE
We reserve the right at any time to modify or discontinue any feature of this Site and the Service (or any part or content thereof) without notice at any time.
We shall not be liable to you or to any third-party for any modification, price change, suspension or discontinuance of this Site or the Service.
We reserve the right, but are not obligated, to limit access and use of any of the Services available from this Site to any person, geographic region or jurisdiction. We may exercise this right on a case-by-case basis. We reserve the right to limit the quantities of screenings of the Film that we offer per person or per household or business at any time.
We do not warrant that the quality of any services, information, or other material obtained by you will meet your expectations, or that any errors in the Service will be corrected.
Occasionally there may be information on this Site or in the Service that contains typographical errors, inaccuracies or omissions. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information if any information on this Site or in the Service (including any correspondence issued by UPC.) is inaccurate at any time without prior notice to you.
We undertake no obligation to update, amend or clarify information on this Site or in the Service (including any correspondence issued by UPC.), except as required by law. No specified update or refresh date applied in this Site or in the Service (including any correspondence issued by UPC.) should be taken to indicate that all information in this Site or in the Service (including any correspondence issued by UPC.) has been modified or updated.
SECTION 5 – COPYRIGHT
The Film and all content posted on this Site contains the original art of DAICHI YANAI. licensed or authorized for use by UPC.
You acknowledge and agree that as between you and UPC., title to and ownership of the Film and all content, materials and information found on this Site and the Services, and all intellectual property rights relating thereto, including without limitations copyrights, graphic artwork, photographs, artwork, website content “look and feel”, user-interface designs, documentation (both printed and electronic), and any related intellectual property rights and goodwill associated with the foregoing throughout the world (whether owned by DAICHI YANAI. or UPC. or licensed to UPC. from a third party), and any derivatives, improvements, enhancements or extensions of, and any feedback or suggestions to, any of the foregoing, conceived, reduced to practice, or developed whether alone or jointly with others by UPC. or you (collectively, “UPC. IP”), are and will remain vested in DAICHI YANAI. and UPC. at all times and for all purposes. You will not challenge, contest or otherwise take any action inconsistent with UPC’S rights in and to the UPC. IP. Nothing in these Terms shall grant you any rights in and to the UPC. IP, and all rights in the UPC. IP are reserved by DAICHI YANAI. and UPC.
You should ask permission or seek a license to use any UPC. IP from DAICHI YANAI. or UPC. before you copy or use any of the UPC. IP found on this Site or the Service.
SECTION 6 - THIRD-PARTY LINKS
Certain content, materials and services available via this Site may include content or materials from third-parties.
Third-party links on this Site may direct you to third-party websites that are not operated by UPC. We are not responsible for examining or evaluating the content or accuracy and we do not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or services of third-parties.
We are not liable for any harm or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any third-party websites. Please review carefully the third-party's policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products should be directed to the third-party.
SECTION 7 - USER COMMENTS, FEEDBACK AND OTHER SUBMISSIONS
If, at our request, you send certain specific submissions (for example contest entries) or without a request from us you send creative ideas, suggestions, proposals, plans, or other materials, whether online, by email, by postal mail, or otherwise (collectively, “comments”), you agree that we may, at any time, without restriction, edit, copy, publish, distribute, translate and otherwise use in any medium any comments that you forward to us. We are and shall be under no obligation (1) to maintain any comments in confidence; (2) to pay compensation for any comments; or (3) to respond to any comments.
We may, but have no obligation to, monitor, edit or remove content that we determine in our sole discretion are unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectual property or these Terms.
You agree that your comments will not violate any right of any third-party, including copyright, trademark, privacy, personality or other personal or proprietary right. You further agree that your comments will not contain libelous or otherwise unlawful, abusive or obscene material, or contain any computer virus or other malware that could in any way affect the operation of this Site or the Service or any related website. You may not use a false email address, pretend to be someone other than yourself, or otherwise mislead us or third-parties as to the origin of any comments. You are solely responsible for any comments you make and their accuracy. We take no responsibility and assume no liability for any comments posted by you or any third-party.
SECTION 8 - PERSONAL INFORMATION
Your submission of personal information through this Site (including the screening of the Film) is governed by UPC.’s Privacy Policy posted on this Site.
SECTION 9 - PROHIBITED USES
In addition to other prohibitions as set forth in the Terms, you are prohibited from using this Site or its content or the Services: (a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (d) to infringe upon or violate the intellectual property rights of UPC. and any artist represented by UPC. or appearing on this Site or the intellectual property rights of others; (e) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (f) to submit false or misleading information; (g) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service or this Site, other websites, or the Internet; (h) to collect or track the personal information of others; (i) to spam, phish, pharm, pretext, spider, crawl, or scrape; (j) for any obscene or immoral purpose; or (k) to interfere with or circumvent the security features of this Site or any of the Service or any related website, other websites, or the Internet. We reserve the right to terminate your use of this Site or any of the Service or any related website for violating any of these prohibited uses.
SECTION 10 - DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY
We do not guarantee, represent or warrant that your use of this Site or the Service will be uninterrupted, timely, secure or error-free.
We do not warrant that the results that may be obtained from the use of this Site or the Service will be accurate or reliable.
You agree that from time to time we may remove this Site and any part of the Service for indefinite periods of time or cancel any part of the Service at any time, without notice to you.
YOU EXPRESSLY AGREE THAT YOUR USE OF, OR INABILITY TO USE, THIS WEBSITE AND THE SERVICE IS AT YOUR SOLE RISK. THE FILM AND ANY SERVICE MADE AVAILABLE TO YOU THROUGH THIS WEBSITE ARE (EXCEPT AS EXPRESSLY STATED BY US) PROVIDED “AS IS” AND “AS AVAILABLE” FOR YOUR PERSONAL USE, WITHOUT ANY REPRESENTATION, WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE, DURABILITY, TITLE, AND NON-INFRINGEMENT.
IN NO CASE SHALL UPC., OUR ARTISTS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, CONTRACTORS, INTERNS, SUPPLIERS, SERVICE PROVIDERS OR LICENSORS BE LIABLE FOR ANY INJURY, LOSS, CLAIM, OR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION LOST PROFITS, LOST REVENUE, LOST SAVINGS, LOSS OF DATA, REPLACEMENT COSTS, OR ANY SIMILAR DAMAGES, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, ARISING FROM YOUR USE OF THIS SITE OR ANY OF THE SERVICE USING THIS SITE, OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO YOUR USE OF THIS SITE OR THE SERVICE, INCLUDING, BUT NOT LIMITED TO, ANY ERRORS OR OMISSIONS IN ANY CONTENT, OR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF THIS SITE OR THE SERVICE OR ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THIS SITE, EVEN IF ADVISED OF THEIR POSSIBILITY. UPC.’S TOTAL LIABILITY AND YOUR SOLE REMEDY FOR ANY BREACH OR CLAIM ARISING FROM YOUR USE OF THIS SITE OR ANY SERVICE ON THIS SITE SHALL BE USD $100. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, OUR LIABILITY SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
SECTION 11 - INDEMNIFICATION
You agree to indemnify, defend and hold harmless UPC. and its artists, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns and employees, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third-party due to or arising out of your breach of these Terms or the documents incorporated by reference, or your violation of any law or the rights of a third-party.
SECTION 12 - SEVERABILITY
In the event that any provision of these Terms is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms, such determination shall not affect the validity and enforceability of any other remaining provisions.
SECTION 13 - TERMINATION
The obligations and liabilities of the parties incurred prior to the termination date shall survive the termination of these Terms for all purposes.
These Terms will remain in effect from the date of your first use of this Site unless and until terminated by either you or UPC. You may terminate these Terms at any time by notifying UPC. in writing that you no longer wish to use this Site or any of the Services, or when you cease accessing this Site for six consecutive months or more.
We can terminate these Terms at any time by notifying you in writing. Also, if in our sole judgment you fail, or we suspect that you have failed, to comply with any term or provision of these Terms, we also may terminate these Terms at any time without notice and you will remain liable for all amounts due up to and including the date of termination; and/or accordingly may deny you access to this Site or the Services (or any part thereof).
SECTION 14 - ENTIRE AGREEMENT
The failure of UPC. to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.
These Terms and any policies or operating rules posted by us on this Site or in respect to the Service constitutes the entire agreement and understanding between you and UPC. and govern your use of this Site and the Service, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between you and UPC. (including, but not limited to, any prior versions of the Terms).
Any ambiguities in the interpretation of these Terms shall not be construed against the drafting party.
Your use of this Site and the Services is personal and you may not assign or transfer any of your rights and obligations under these Terms without our prior written authorization. UPC. may subcontract, assign, transfer or convey our rights and obligations under these Terms by contract, merger, reorganization or operation of law to a third party without your prior notice or consent.
SECTION 15 - GOVERNING LAW
These Terms and any separate agreements whereby we provide you any product or services (including the Services) shall be governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict of laws, and the laws, regulations, orders, ordinances and treaties of the United States of America. Any action arising out of any dispute with respect to these Terms shall only be brought in the state or federal courts located in Dallas, Texas, U.S.A. and you submit to exclusive personal jurisdiction in such courts.
This Site is designed and operated from the State of Texas, United States of America and all transactions will be treated as being made, transmitted, processed and performed in the State of Texas, United States of America, and will be conducted in English language.
SECTION 16 – SPECIFIC PERFORMANCE
You understand and agree that the breach of any covenants and obligations of limited use, ownership and purchase set forth this Agreement may cause irreparable injury to UPC. for which no adequate remedy at law will be available, and UPC. will be entitled, in addition to such other remedies as it may have hereunder, to a temporary restraining order and preliminary injunctive relief for any breach or threatened breach of these Terms without first posting bond or proving actual damages.
SECTION 17 - CONTACT INFORMATION
For more information about these Terms, if you have questions, or if you would like to make a complaint, please contact us by e‑mail or by mail using the contact information provided below:
UNFAMOUS PAINTERS CLUB.
Attn: DAICHI YANAI.
25 Highland Park Village, Suite 100-818
Dallas, Texas 75205