TERMS OF USE

(Effective) Date: November 1, 2020
This Website ("Website") is owned and edited by NIWAKA Corporation, a corporation located in Kyoto, Japan, and organized under the laws of Japan ("NIWAKA").

1. Use of the Website

Use of the Website and purchases made using the Website are subject to the following Terms of Use ("Terms"). NIWAKA may revise these Terms. Please consult the Terms regularly.

Please read these Terms carefully before making a purchase. By selecting an item for purchase, you expressly acknowledge you are aware of and have had access to the Terms. By making a purchase, you signify your assent and agreement to these Terms. If you do not agree to these Terms, you are not authorized to make a purchase using this Website.

2. Use of Materials on This Website

All content on this Website (including, without limitation, text, design, graphics, logos, icons, images, audio clips, downloads, interfaces, code and software, as well as the selection and arrangement thereof, hereinafter referred to as "the Content") is the exclusive property of and owned by NIWAKA and is protected by copyright, trademark, and other applicable laws. You may access and view the Content for purposes of reviewing our products and/or making a purchase. However, you may not use the Content in any manner that conflicts with or violates NIWAKA's copyright, trademark, or other rights with respect to the Content.

3. Purchases

For any purchases made through the Website, you agree to pay the full purchase price at the time of placing your order. Once your item(s) have been completed and are ready for shipping, your item(s) will be shipped via FedEx International Priority delivery service to the shipping address provided by you at the time of your order. You agree that NIWAKA's sole responsibility with respect to shipping is to deliver your items to FedEx for shipping, addressed to the shipping address provided by you, and that NIWAKA has no responsibility whatsoever for any damage that may be caused by such events as theft, loss of items, etc. during shipping.

Purchased products are imported from Japan to the United States with the recipient of the shipment (hereinafter called "the consignee") designated as the importer. Should US Customs or FedEx ask for importer information during import customs clearance, the consignee must provide the required information. You agree that US Customs or FedEx may contact the consignee directly. If the person who placed the order is not the consignee, you must provide the consignee with the shipment information.

NIWAKA is not responsible for any issues caused by the consignee's inadequate response or inaction during the import customs clearance process. Should the purchased products be returned to NIWAKA due to inadequate response or inaction by the consignee, and should the purchased products need to be resent, the costs of returning the products to Japan and resending them to the United States will be borne by the person who placed the order or the consignee.

In the event of inadequate response or inaction by the consignee, such as failure to receive the products within the storage or delivery period set by the carrier after shipment to the United States, the products will be returned to NIWAKA. In this case, you agree that NIWAKA shall have the right to cancel the purchase without your consent and take necessary actions at NIWAKA's discretion to deal with the ordered products, such as disposal or alteration, sale or loan to third parties, and so on, after six (6) months from the date of the order. In addition, you shall also be responsible for the cost of shipping the products back to Japan. As stated below, the purchase cannot be canceled by the customer. You agree to indemnify NIWAKA for any and all damages incurred by NIWAKA as a result of cancellation.

All purchases made using this Website are final. In other words, once you click the "Complete Purchase" button on the Website and complete your transactions, NO PAYMENT REFUNDS, PRODUCT RETURNS, MODIFICATIONS, CANCELLATIONS or PRODUCT EXCHANGES will be permitted.

In addition, because you expressly agree that any purchase you make is on a no-modification, no-cancellation, no-refund, no-return, no-exchange basis, you expressly agree to waive any and all chargeback rights or similar rights to request a refund from PayPal, your bank, or your credit card carrier or to otherwise reverse a charge relating to your purchase.

You agree that any products you purchase through this Website are purchased for your personal use only and that you are not purchasing products for resale purposes or for any other commercial purposes. You agree that any purchases made for resale or other commercial purposes are null and void.

If you purchase a ring, you are solely responsible for selecting the size of the ring. In the event the ring you selected does not fit as expected, you expressly agree that you are not entitled to a refund, return, or exchange on that basis. However, if you contact us within 30 days of receipt of the ring and inform us of your desired ring size, you may request our complimentary resizing service (although certain conditions may apply).

You agree to the following conditions regarding any purchases made using this Website:

• The title to any items purchased through the Website will be transferred to you in Kyoto, Japan, at the time the items are shipped to you.
• In the event that your state or local government imposes a tax on your purchase, such as a use tax or sales tax, you will bear the responsibility of paying said tax.

In the event that one of the following applies or it is deemed that there is sufficient likelihood that one of the following applies, NIWAKA reserves the right to cancel your order:

• Your order interferes with the operation of this Website or with NIWAKA's business operations.
• Your order contains false information or you are attempting to illicitly impersonate someone else and place an order in their name.
• The placement of your order did not follow the procedure approved by NIWAKA.
• Your order is in violation of these Terms.
• Your order is deemed to have been made for commercial or resale purposes.
• Your order is otherwise deemed to be inappropriate.

In the case of after-sales services, you agree that when you send jewelry to Japan, you will not include any NIWAKA product other than the item(s) that require such services (as previously agreed in writing between you and NIWAKA), any product of any other company or any item whose import or export is prohibited in either Japan or the United States.

In the event that your failure to comply with the above provision creates an obligation for NIWAKA to perform additional procedures, such as submitting a second importer's declaration, or to pay any extra customs duties or other fees (hereinafter called "processing fees"), all processing fees incurred as a result will be borne by the owner of the jewelry, the person who placed the after-sales service request or the person who sent the shipment from the United States (hereinafter called "the customer").

If you send any NIWAKA product other than the item(s) that require after-sales services (as previously discussed with NIWAKA) or any product of any other company, the cost of shipping such a product back to the United States will be borne by the customer. NIWAKA will return such a product to the customer only after NIWAKA has been reimbursed in full by the customer for the processing fees and any cost of shipping.

Moreover, you agree that, in the event that the customer does not fully reimburse NIWAKA for the processing fees and any cost of shipping within six (6) months of the date the item in question arrives at NIWAKA, the owner of the item will be deemed to have forfeited the right of ownership of said item, and NIWAKA will have the right to handle the item at NIWAKA's discretion, including disposal, alteration, sale or loan to a third party.

In the event that you ship an item to NIWAKA whose import or export is prohibited in either Japan or the United States, you agree that the owner of the item in question will immediately forfeit the right of ownership of said item and that NIWAKA will have the right to dispose of the item.

4. No Warranties

NIWAKA makes no warranties, express or implied, including but not limited to the implied warranty of fitness for a particular purpose, with respect to any of the products appearing on the Website. Any purchase made through the Website is on an as-is, no-warranty basis. In particular, NIWAKA makes no warranty that the photographs and digital images appearing on the Website accurately depict any item purchased by you. Although we have used our best efforts to provide photographs, digital images and other information that accurately describe our products, variations between the displayed images and actual items purchased can occur. We therefore cannot guarantee that the item you receive will be exactly as it appears on the Website.

5. Limitation of Liability

Under no circumstances whatsoever shall NIWAKA, or its subsidiaries or affiliates, be liable for any loss or damages of any kind (including, without limitation, for any economic, exemplary, special, punitive, incidental, or consequential losses or damages) that are directly or indirectly related to (a) the Website, (b) the Content, (c) the purchase of any products identified on the Website, or (d) any damage to any user's computer, mobile device, or other equipment or technology of any kind, even if foreseeable or even if NIWAKA, or its subsidiaries or affiliates, has been advised of or should have known of the possibility of such damages, whether in an action of contract, negligence, strict liability, or other tort.

You expressly agree that, in any action or claim asserted by you relating to any item purchased through the Website, you will have no right to seek exemplary or punitive damages and you will be prohibited from seeking damages in excess of the amount actually paid by you for the item purchased.  In other words, your sole remedy would be to seek compensatory damages in an amount that does not exceed the amount you paid for the item.

6. Offset

You agree that in the case you have any monetary claim against NIWAKA, NIWAKA shall be entitled to set off such claim against any monetary claim NIWAKA may have against you with the corresponding amount and that NIWAKA may do so at any time, regardless of whether or not NIWAKA's claim is due. In addition, you agree that you shall not be entitled to set off your monetary claim against NIWAKA's claim.

7. Privacy Protection

NIWAKA's privacy statement explains how your personal information is treated when you use this Website. You agree that NIWAKA is permitted to use such information in accordance with its privacy statement. You further agree, as set forth in its privacy statement, that NIWAKA is permitted to provide your personal information to NIWAKA's associated companies with respect to your use of this Website or for purposes of corresponding with you.

8. Trademark Notice

All trademarks, logos, and service marks that appear on this Website are registered, unregistered, or otherwise protected NIWAKA trademarks. Other trademarks are proprietary marks and are registered to their respective owners. Nothing contained on the Website should be construed as granting, by implication or otherwise, any license or right to use any trademark displayed on this Website without NIWAKA's prior written permission or that of such third party who owns the trademark. Misuse of any trademark displayed on the Website, or any other content on the Website, except as provided herein, is strictly prohibited.

9. Copyright Notice

All Content is either Copyright © NIWAKA Corporation or is licensed for use by NIWAKA. All rights reserved.

10. General Provisions

Any cause of action you may have with respect to these Terms or with respect to any purchase must be commenced within one year after the claim or cause of action arises.

Neither the course of conduct between the parties nor trade practice will act to modify the Terms.

The Terms do not confer any third-party beneficiary rights.

Unless otherwise expressly provided, nothing on the Website constitutes any offer or invitation to conduct business in any jurisdiction other than Japan, and any implied offers are expressly disclaimed.

11. Applicable Law, Jurisdiction, and Severability

The Terms of Use and any sale made through this Website shall be governed by and construed in accordance with the laws of Japan, without reference to its conflicts of law provisions. Any dispute, controversy or claim arising out of any sale made through this Website or in relation to the Terms of Use, including the validity, invalidity, breach or termination thereof, shall be adjudicated in the District Court of Tokyo, Japan.

The waiver by NIWAKA of a breach of any provision of these Terms of Use shall not be interpreted as a waiver of any other or subsequent breach.

For any action at law or in equity relating in any way to any sale through this Website or these Terms of Use, you agree to resolve any dispute you have with NIWAKA and/or its subsidiaries and/or affiliates exclusively in the District Court of Tokyo, Japan, and to submit to the personal jurisdiction of that court for the purpose of litigating all such disputes. If any provision of the Terms of Use is held to be unlawful, void, or for any reason unenforceable by a court of competent jurisdiction, then that provision shall be deemed severable from these Terms of Use and will not affect the validity and enforceability of any remaining provisions. NIWAKA's failure to insist on or enforce strict performance of any provision of these Terms of Use will not be construed as a waiver of any provision or right. No waiver of any of these Terms of Use will be deemed a further or continuing waiver of such term or condition or any other term or condition.

12. Entire Agreement

These Terms of Use constitute the entire agreement between you and NIWAKA with respect to your use of the Website and any purchases made using the Website, superseding any prior agreements between you and NIWAKA.

13. Contact

If you have questions or concerns regarding these Terms, including with respect to your rights and/or obligations herein, please contact us via the "Contact Us" page.