Terms & Conditions
Terms and Conditions
Last Updated: August 22,2022
These terms of use (“Terms of Use”) between KawaAnalytics Corp., a Delaware corporation (“KAWA”, “our”, “us”,or “we”), and you, or the entityor organization that you represent (“you” or “your”) contain theterms and conditions governing your use of the Kawa Beta Platform, accessible at cloud.kawa.ai and any provided documentation (the “Service”).
BY ACCESSING OR USING THE SERVICE, YOU: (A) ACKNOWLEDGETHAT YOU HAVE READ AND UNDERSTAND THESE TERMS OF USE; (B) REPRESENT AND WARRANTTHAT YOU HAVE THE RIGHT, AUTHORITY, AND CAPACITY (AND HAVE REACHED THE AGE OFMAJORITY IN THE JURISDICTION YOU ARE IN) TO ENTER INTO THESE TERMS OF USE; AND (C)ACCEPT THESE TERMS OF USE AND AGREE TO BE LEGALLY BOUND BY THE TERMS ANDCONDITIONS SET FORTH IN THESE TERMS OF USE. IF YOU DO NOT AGREE TO ALL OF THETERMS AND CONDITIONS SET FORTH IN THESE TERMS OF USE, YOU MUST NOT ACCESS ORUSE THE SERVICE. THESE TERMS OF USE REQUIRE THE USE OF ARBITRATION ON ANINDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS,AND ALSO LIMIT THE REMEDIES AVAILABLE TO YOU IN THE EVENT OF A DISPUTE.
Any information or data that you provide to us may beused by us in accordance with our privacy policy https://www.kawa-analytics.com/utility-pages/terms-conditions#privacy-policy (“Privacy Policy”). By accessing or using, and providing information toor through, the Service, you acknowledge that we may collect store, disclose,and use your personal information as described in the Privacy Policy.
We may revise and update these Terms of Use from timeto time in our sole discretion by posting a revised version of these Terms ofUse and publishing a general notice of such changes on our website. You canreview the most current version of these Terms of Use at https://www.kawa-analytics.com/utility-pages/terms-conditions#terms-and-conditions.Unless we indicate otherwise, all changes are effective immediately when wepost them. However, any changes to the dispute resolution provisions set out inSection 11 (Governing Law) and Section 12 (Arbitration and ClassAction Waiver) will not apply to any disputes for which the parties have actualnotice before the date the change is posted. Your continued use of the Service followingthe posting of revised Terms of Use and publication of the general notice meansthat you accept and agree to the changes. You are expected to check this page fromtime to time so you are aware of any changes, as they are binding on you.
1. Access and Use.
(a) Provision of Access. Subject to theterms and conditions of these Terms of Use, we hereby grant you a limited, non-exclusive,non-transferable, revocable right to access the Service solely for your internalevaluation purposes (and not for any commercial purposes) during the EvaluationPeriod. The “Evaluation Period” is the period from the date you first accessthe Service (“Effective Date”) until your access to the Service (andthese Terms of Use) are terminated in accordance with provisions set forthherein, including in accordance with Section 10. For avoidance of doubt,we may terminate your access to the Service (and these Terms of Use) at anytime, with or without cause, and with or without notice to you. You will not usethe Service for any purpose other than evaluating and testing such Serviceinternally. This grant of access is restricted to use by you and does notinclude the right to use the Service on behalf of any third party or the rightto permit any other person to access or use the Service.
(b) Use Restrictions. You shall not usethe Service for any purposes beyond the scope of the access granted in these Termsof Use. Except as otherwise set forth in these Terms of Use, you shall not at anytime, directly or indirectly, and shall not permit any third-party to: (i)copy, modify, or create derivative works of the Service, in whole or in part;(ii) rent, lease, lend, sell, license, sublicense, assign, distribute, publish,transfer, or otherwise make available the Service; (iii) reverse engineer, disassemble,decompile, decode, adapt, or otherwise attempt to derive or gain access to anysoftware component of the Service, in whole or in part; (iv) remove anyproprietary notices from the Service; (v) use the Service in any manner or forany purpose that infringes, misappropriates, or otherwise violates anyintellectual property right or other right of any person, or that violates anyapplicable law; (vi) use theService for any purpose that is to our detriment or commercial disadvantage, including,but not limited to, developing a competing software product or service; or (vii)provide, upload, input, or otherwiseprocess any Personal Information (defined below) through or in connection withyour use of the Service (other than your own Personal Information required toset up an account for access to the Service). Without limiting the foregoing, youshall comply with all applicable laws concerning the privacy and protection ofPersonal Information. “Personal Information” means (1) any information thatcan be used to identify an individual or could reasonably be used to identifysuch individual (including, without limitation, name, address, email, phone,and social security number), and (2) any information that any applicable lawtreats as personal information, personal data, or similarly protectedinformation.
(c) Reservation of Rights. We reserve all rights not expressly granted to you in these Terms of Use.Except for the limited rights and licenses expressly granted under these Termsof Use, nothing in these Terms of Use grants, by implication, waiver, estoppel,or otherwise, to you or any third party, any intellectual property rights orother right, title, or interest in or to the Service, or any and allintellectual property provided to you in connection with the foregoing (“KAWA IP”).
2. Your Responsibilities. You areresponsible and liable for all uses of the Service and resulting from access,directly or indirectly, whether such access or use is permitted by or in violationof these Terms of Use. You areresponsible for maintaining and safeguarding the security of your account andpassword and you shall not share such password with any other person or allowany other person to access the Service under your account. You hereby agree to onlyuse the Service in a manner consistent with applicable laws and regulations. Youmay only use the Service to develop, manage, and support Customer Data (definedbelow in Section 6(b)), that you control or which you have been legallygranted access to. You acknowledge and agree that your use of the Service canaffect your Customer Data and you accept all risks and sole responsibility forall Customer Data that you provide or use with the Service, including withoutlimitation, for: (a) any errors, malfunction, or corruption of any CustomerData caused by your use of the Service, and (b) its accuracy, legality, and rightto use. You are responsible for securing and backing up your Customer Data; assuch, we have no responsibility or liability for the deletion of, or failure tostore any Customer Data on the Service.
3. Support and Updates. KAWA has no obligation under these Terms of Use toprovide support, maintenance, upgrades, modifications, or new releases of the Serviceto you. However, we may from timeto time in our sole discretion develop and provide Service updates, which mayinclude upgrades, bug fixes, patches, other error corrections, and/or new features(collectively, including related documentation, “Updates”). Updates mayalso modify or delete in their entirety certain features and functionality. Youagree that we have no obligation to provide any Updates or to continue toprovide or enable any particular features or functionality. All Updates will bedeemed part of the Service and be subject to all terms and conditions of theseTerms of Use.
4. Evaluation Fee. The parties agreethat no fees will be payable in exchange for the access granted under theseTerms of Use. You acknowledge and agree that this fee arrangement is made inconsideration of the mutual covenants set forth in these Terms of Use, including,without limitation, the disclaimers, exclusions, and limitations of liabilityset forth herein.
5. Confidential Information. From time to timeduring the Evaluation Period, either party may disclose or make available tothe other party information about its business affairs, products, confidentialintellectual property, trade secrets, third-party confidential information, andother sensitive or proprietary information, whether orally or in written,electronic, or other form or media, whether or not marked, designated, orotherwise identified as “confidential” (collectively, “Confidential Information”). Confidential Information does notinclude information that, at the time of disclosure is: (a) generally known tothe public; (b) known to the receiving party at the time of disclosure; (c)rightfully obtained by the receiving party on a non-confidential basis from athird party; or (d) independently developed by the receiving party without useof disclosing party’s Confidential Information. The receiving party shall notdisclose the disclosing party's Confidential Information to any person or entity,except to the receiving party's employees who have a need to know the ConfidentialInformation for the receiving party to exercise its rights or perform itsobligations hereunder. Each party shall safeguard the Confidential Informationof the other party from unauthorized use, access, or disclosure using at leastthe degree of care it uses to protect its similarly sensitive information andin no event less than a reasonable degree of care. Notwithstanding theforegoing, each party may disclose Confidential Information to the limitedextent required (i) in order to comply with the order of a court or other governmentalbody, or as otherwise necessary to comply with applicable law, provided thatthe party making the disclosure pursuant to the order shall first have givenwritten notice to the other party and made a reasonable effort to obtain aprotective order; or (ii) to establish a party's rights under these Terms of Use,including to make required court filings. Each party's obligations ofnon-disclosure with regard to Confidential Information are effective as of theEffective Date and will expire three years from the expiration or terminationof these Terms of Use; provided, however, with respect to any ConfidentialInformation that constitutes a trade secret (as determined under applicablelaw), such obligations of non-disclosure will survive the termination orexpiration of these Terms of Use for as long as such Confidential Informationremains subject to trade secret protection under applicable law.
6. Intellectual Property Ownership; Feedback.
(a) KAWA IP. You acknowledge that, as between youand KAWA, KAWA owns all right, title, and interest, including all intellectualproperty rights, in and to the KAWA IP.
(b) Customer Data. KAWA acknowledges that, as between KAWAand you, you own all right, title, and interest, including all intellectual propertyrights, in and to, other than Aggregated Statistics (defined below), data, databases,and other content, in any form or medium, that is submitted, posted, or otherwisetransmitted by you or on your behalf through or in connection with the Service(“Customer Data”). You hereby grantto KAWA a non-exclusive, royalty-free, worldwide license to reproduce,distribute, and otherwise use and display the Customer Data and perform allacts with respect to the Customer Data as may be necessary for KAWA to providethe Service to you and to improve the Service.
(c) Aggregated Statistics. Notwithstandinganything to the contrary in this Agreement, KAWA may monitor your use of theService and collect and compile data and information related to your use of theService that is used by KAWA in an aggregate and anonymized manner, includingto compile statistical and performance information related to the provision andoperation of the Service (“Aggregated Statistics”). As between KAWA and you,all right, title, and interest in Aggregated Statistics, and all intellectualproperty rights therein, belong to and are retained solely by KAWA. You agreethat KAWA may (i) make Aggregated Statistics publicly available in compliancewith applicable law, and (ii) use Aggregated Statistics to the extent and inthe manner permitted under applicable law.
(d) Feedback. If you send or transmit anycommunications or materials to us by mail, email, telephone, or otherwise,suggesting or recommending changes to the KAWA IP, including withoutlimitation, new features or functionality relating thereto, or any comments,questions, suggestions, or the like (“Feedback”),KAWA is free to use such Feedback irrespective of any other obligation or limitationbetween the parties governing such Feedback. All Feedback is and will betreated as non-confidential. You hereby assign to KAWA all right, title, andinterest in, and KAWA is free to use, without any attribution or compensationto any party, any ideas, know-how, concepts, techniques, or other intellectualproperty rights contained in the Feedback, for any purpose whatsoever, althoughKAWA is not required to use any Feedback.
7. Disclaimer of Warranties.
(a) THE SERVICE IS ABETA RELEASE OFFERING THAT MAY NOT HAVE THE PERFORMANCE OF A COMMERCIALLYAVAILABLE PRODUCT OFFERING, MAY NOT OPERATE CORRECTLY, MAY BE SUBSTANTIALLYMODIFIED PRIOR TO FIRST COMMERCIAL RELEASE OR, AT OUR OPTION, MAY NOT BE RELEASEDCOMMERCIALLY. WITHOUT LIMITING THE FOREGOING, YOU EXPRESSLY ACKNOWLEDGE THATTHE SERVICE MAY NOT HAVE THE FUNCTIONALITY TO EXPORT, DOWNLOAD, OR OTHERWISE RETRIEVETHE CUSTOMER DATA SUBMITTED, POSTED, OR OTHERWISE TRANSMITTED BY YOU OR ON YOURBEHALF THROUGH OR IN CONNECTION WITH THE SERVICE.
(b) THE SERVICE AND KAWAIP ARE PROVIDED “AS IS” AND KAWA HEREBY DISCLAIMS ALL WARRANTIES, WHETHEREXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. KAWA SPECIFICALLY DISCLAIMS ALL IMPLIEDWARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ANDNON-INFRINGEMENT, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, ORTRADE PRACTICE. KAWA MAKES NO WARRANTY OF ANY KIND THAT THE SERVICE, KAWA IP,OR ANY PRODUCTS OR RESULTS OF THE USE THEREOF, WILL MEET YOUR OR ANY OTHERPERSON'S REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDEDRESULT, BE COMPATIBLE OR WORK WITH ANY SOFTWARE, SYSTEM, OR OTHER SERVICES, ORBE SECURE, ACCURATE, COMPLETE, FREE OF HARMFUL CODE, OR ERROR FREE.
(c) YOU HEREBY ACKNOWLEDGETHAT THE SERVICE MAY NOT BE AVAILABLE DUE TO ANY NUMBER OF FACTORS, INCLUDING,WITHOUT LIMITATION, PERIODIC SYSTEM MAINTENANCE, SCHEDULED OR UNSCHEDULED, ACTSOF GOD, UNAUTHORIZED ACCESS, VIRUSES, DENIAL OF SERVICE OR OTHER ATTACKS,TECHNICAL FAILURE OF THE SERVICE AND/OR TELECOMMUNICATIONS INFRASTRUCTURE, ORDISRUPTION, AND THEREFORE, WE EXPRESSLY DISCLAIM ANY EXPRESS OR IMPLIEDWARRANTY REGARDING THE USE AND/OR AVAILABILITY, ACCESSIBILITY, SECURITY, ORPERFORMANCE OF THE SERVICE.
(d) YOUR ACCESS TOAND USE OF THE SERVICE, DOWNLOAD OF ANY SOFTWARE RELATING TO THE SERVICE, AND USEOF ANY INFORMATION WE MAY PROVIDE IN CONNECTION WITH YOUR ACCESS TO OR USE OFTHE SERVICE IS AT YOUR SOLE OPTION, DISCRETION, AND RISK.
(e) SOMEJURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, THEREFORE THEABOVE DISCLAIMERS OF WARRANTIES MAY NOT APPLY TO YOU.
8. Indemnification. You shallindemnify, hold harmless, and defend us, our affiliates, and our and theirofficers, directors, employees, agents, successors, and assigns from andagainst any losses, damages, liabilities, or costs (including reasonableattorneys’ fees) resulting from any third-party claim, suit, action, orproceeding arising out of or relating to: (a) your Customer Data, (b) your violationof these Terms of Use, (c) your violation of any applicable laws or regulations,or (d) your infringement or misappropriation of any intellectual propertyright, or your violation of any other proprietary or privacy right. KAWA reservesthe right, at our option and in our sole discretion, to assume full control ofthe defense of claims with legal counsel of our choice. You may not enter intoany third-party agreement which would, in any manner whatsoever, affect ourrights, constitute an admission of fault by us, or bind us in any manner,without our prior written consent.
9. Limitations of Liability.
(a) IN NO EVENT WILL KAWA BE LIABLE FOR ANY DAMAGES ARISINGFROM, OR IN ANY WAY RELATED TO, YOUR ACCESS TO OR USE OF THE SERVICE OROTHERWISE UNDER OR IN CONNECTION WITH THESE TERMS OF USE UNDER ANY LEGAL OREQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE),STRICT LIABILITY, OR OTHERWISE, FOR ANY: (i) CONSEQUENTIAL, INCIDENTAL,INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES; (ii) INCREASEDCOSTS, DIMINUTION IN VALUE OR LOST BUSINESS, PRODUCTION, REVENUES, OR PROFITS;(iii) LOSS OF GOODWILL OR REPUTATION; (iv) USE, INABILITY TO USE, LOSS, INTERRUPTION,DELAY OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY; OR (v) COSTOF REPLACEMENT GOODS OR SERVICES, IN EACH CASE REGARDLESS OF WHETHER KAWA WASADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGESWERE OTHERWISE FORESEEABLE. IN NO EVENT WILL KAWA'S AGGREGATE LIABILITY ARISINGOUT OF OR RELATED TO THESE TERMS OF USE UNDER ANY LEGAL OR EQUITABLE THEORY,INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, ANDOTHERWISE EXCEED $200 UNITED STATES DOLLARS.
(b) SOME JURISDICTIONS DONOT ALLOW CERTAIN LIMITATIONS OF LIABILITY SO SOME OR ALL OF THE ABOVELIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, KAWA’SLIABILITY IS LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
10. Term and Termination. The term of theseTerms of Use begins on the Effective Date and will continue in effect for theEvaluation Period. You may terminate these Terms of Use at any time by ceasingfurther use of the Service. We may, with or without notice, terminate, modify,suspend, and/or deny you access to the Service (in whole or in part) at our solediscretion for any reason or no reason. In addition, these Terms of Use will terminateimmediately and automatically without any notice if you violate any of theterms and conditions of these Terms of Use. You agree that we will not beliable to you or to any third party for any termination, modification,suspension, discontinuation, or denial of access to, the Service or any partthereof. Upon expiration or termination of these Terms of Use for any reason, allrights granted to you will also terminate and you shall immediately cease useof the Service and KAWA IP. Termination will not limit any of our rights orremedies at law or in equity. This Section 10 and Sections 5, 6, 7, 8, 9, 11, 12 and 13 and any other right or obligation of the parties in theseTerms of Use that, by its nature, should survive termination or expiration of theseTerms of Use, will survive any expiration or termination of these Terms of Use.
11. Governing Law. These Terms of Use are governed by and construed inaccordance with the internal laws of the State of Delaware without givingeffect to any choice or conflict of law provision or rule that would require orpermit the application of the laws of any jurisdiction other than those of theState of Delaware. The UN Convention onContracts for the International Sale of Goods shall not apply to thisAgreement.
12. Arbitration and Class Action Waiver. PLEASE READ THIS SECTION 12 CAREFULLY. BY AGREEING TO THESETERMS OF USE, YOU AGREE THAT YOU ARE REQUIRED TO RESOLVE ANY CLAIM THAT YOU MAYHAVE AGAINST KAWA ON AN INDIVIDUAL BASIS IN ARBITRATION, SUBJECT TO THE TERMSAND CONDITIONS SET FORTH IN THIS SECTION 12, WHICH IS REFERRED TO AS THE“ARBITRATION AGREEMENT.” THIS ARBITRATION AGREEMENTAFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT. ITALSO CONTAINS PROCEDURES FOR MANDATORY BINDING ARBITRATION AND A CLASS ACTIONWAIVER.
(a) This ArbitrationAgreement is intended to be interpreted broadly and governs any and alldisputes between the parties, including but not limited to claims arising outof or relating to any aspect of the relationship between the parties, whetherbased in contract, tort, statute, fraud, misrepresentation, or any other legaltheory, and claims that may arise after the termination of these Terms of Use.The only disputes excluded from this broad prohibition are set forth in Section 12(e) below. By agreeing to this ArbitrationAgreement, you agree to resolve any and all disputes with KAWA as follows:
(b) Initial Dispute Resolution. Most disputes can be resolvedwithout resorting to arbitration or litigation (as expressly permitted herein).Except as set forth in Section 12(e), the parties hereby agree to use their best effortsto settle any dispute, claim, question, or disagreement directly through consultationwith KAWA’s support department, and such good faith negotiations shall be acondition prior to either party initiating arbitration or litigation (as expresslypermitted herein). You can reach KAWA’s support department at support@kawa.ai.
(c) BindingArbitration. If the parties do not reach an agreed-upon solutionwithin a period of thirty (30) days from the time informal dispute resolutionis initiated under the Section 12(b) above, then either party mayinitiate binding arbitration as the sole means to resolve claims, subject tothe terms set forth below. Specifically, all claims arising out of or relating tothese Terms of Use, the parties' relationship with each other, and/or your useof the Service shall be settled by final, binding arbitration, conducted under theRules of Arbitration (“Rules”) of the International Chamber of Commerce(“ICC”) in effect at the time of filing of the demand for arbitration.The language of any arbitration shall be in English and in accordance withGoverning Law set forth in Section 11 above. Either party may commencethe arbitration process by filing a written demand for arbitration with ICC andsending a copy to the other party. The arbitration shall be conducted in Paris,France (unless the parties agree otherwise, including through virtual hearings/proceedingspursuant to the Rules) by one arbitrator selected from a list of arbitratorsprovided by ICC. If the parties are unable to agree upon an arbitrator from thelist provided, the parties shall alternate in striking names of arbitrators fromthe list until one is left who shall be the arbitrator. The parties will cooperatein scheduling the arbitration proceedings. The arbitrator shall have exclusiveauthority to resolve all disputes arising out of or relating to theinterpretation, applicability, enforceability, or formation of these Terms of Use,including but not limited to any claim that all or any part of these Terms ofUse are void or voidable, whether a claim is subject to arbitration, or thequestion of waiver by litigation conduct. The arbitrator shall be empowered togrant whatever relief would be available in a court under law or in equity. Thearbitrator's award shall be written and shall be final and binding on theparties and may be entered as a judgment in any court of competentjurisdiction. You and KAWA agree to submit to the personal jurisdiction of any courtof competent jurisdiction in order to compel arbitration, stay proceedingspending arbitration, or to confirm, modify, vacate, or enter judgment on theaward entered by the arbitrator.
(d) Class ActionWaiver. You acknowledge and agree that you are waiving the rightto participate as a plaintiff or class in any purported class action orrepresentative proceeding. The parties further agree that the arbitration shallbe conducted in their individual capacities only and not as a class action orother representative action, and the parties expressly waive their right tofile a class action or seek relief on a class basis. YOU AND KAWA AGREE THATEACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUALCAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ORREPRESENTATIVE PROCEEDING. If any court or arbitrator determines that the classaction waiver set forth in this Section is void or unenforceable for any reasonor that an arbitration can proceed on a class basis, then the arbitration provisionsset forth above shall be deemed null and void in their entirety and the partiesshall be deemed to have not agreed to arbitrate disputes.
(e) Exceptions. Notwithstandingthe parties' decision to resolve all disputes through arbitration, you and KAWAagree that the following disputes are not subject to required arbitration asset forth in this Section 12: (i) any dispute or claim of validity, theft,piracy, or unauthorized use of intellectual property may be brought in anycourt of competent jurisdiction or in the U.S. Patent and Trademark Office toprotect such party’s intellectual property rights ("intellectual propertyrights" in this Section means patents, copyrights, moral rights, trademarks,trade secrets, and other intellectual property rights, but specificallyexcluding privacy or publicity rights), and (ii) any dispute or claim for injunctiverelief may be brought in any court of competent jurisdiction.
(f) Waiver of JuryTrial. EXCEPT AS EXPRESSLY OTHERWISE SET FORTH IN THISARBITRATION AGREEMENT, THE PARTIES HEREBY WAIVE THEIR RIGHTS TO GO TO COURT ANDHAVE A TRIAL IN FRONT OF A JUDGE OR A JURY, instead electing that all claimsand disputes shall be resolved by arbitration in accordance with the terms andconditions of this Arbitration Agreement. In the event any litigation should arisebetween you and KAWA as permitted under this Arbitration Agreement orotherwise, YOU AND KAWA WAIVE ALL RIGHTS TO A JURY TRIAL, instead electing thatthe dispute be resolved by a judge.
(g) Confidentiality. All aspects of thearbitration proceeding, including but not limited to the award of thearbitrator and compliance therewith, shall be strictly confidential. Theparties agree to maintain confidentiality unless otherwise required by law.This Section 12(g) shall not prevent a party from submitting to a court oflaw any information necessary to enforce these Terms of Use, to enforce anarbitration award, or to seek injunctive or equitable relief.
(h) Survival. This ArbitrationAgreement (including, without limitation, the Class Action Waiver provisions)shall survive any termination of these Terms of Use and/or relationship with KAWA.
13. Miscellaneous. These Terms of Use contains the entire agreement betweenthe parties with respect to the subject matter hereof and supersedes all previousagreements and understandings. In the event that any action, suit, or otherlegal or administrative proceeding (including arbitration) is instituted orcommenced by either party against the other party arising out of these Terms ofUse, the prevailing party is entitled to recover its reasonable attorneys’ feesand arbitration and/or court costs from the non-prevailing party. No failure ofeither party to exercise or enforce any of its rights under these Terms of Useshall act as a waiver of subsequent breaches and the waiver of any breach shallnot act as a waiver of subsequent breaches. In the event any term or provisionof these Terms of Use is held by an arbitrator, court, or other tribunal of competentjurisdiction to be invalid or unenforceable, then such invalidity or unenforceabilityshall have no effect on the other terms and provisions of these Terms of Use,which shall remain valid, binding and enforceable and in full force and effect,and such invalid or unenforceable term or provision will be enforced to themaximum extent permissible under applicable law. No amendment to or modificationof these Terms of Use is effective unless it is in writing and signed by an authorizedrepresentative of each party. You may not assign or transfer any of your rightsor delegate any of your obligations hereunder, in each case whethervoluntarily, involuntarily, by operation of law or otherwise, without the priorwritten consent of KAWA. Any purported assignment, transfer, or delegation inviolation of this Section is null and void.
Privacy Policy for KAWA ANALYTICS CORP
Effective September 21, 2022
Kawa Analytics Corp. (“KAWA”, or “we,” “us”or “our”) respects your privacy. This Privacy Policy (“Policy”)describes how we collect, use, protect and disclose your Personal Data in connection with your use of our website, https://www.kawa-analytics.com/,along with the features, functionalities, applications, browser extensions and other services available through our website, (collectively, our “Website”)and your use of our products or services in connection with the Website including without limitation your use of the Kawa Beta Platform, available at cloud.kawa.ai and trial.kawa.ai (our “Services”). We refer to our Website and Services collectively as our “Platform.”
You can access and interact with our Platform in many ways, including from a computer or mobile device. This Policy applies regardless of how you access or interact with our Platform. Depending on how you interact with our Platform, there may be some cases where we need to provide you with additional information about how we collect, use, protect or disclose your Personal Data and/or what options you have regarding our collection, use or disclosure of your Personal Data. We may provide this additional information through notices on our Platform or via direct communications with you. If we do this, unless we tell you otherwise, the additional information will apply in addition to what is described in this Policy.
Please read this Policy carefully. If you do not want us to collect, use or disclose your Personal Data in the ways described in this Policy, please do not access, participate in, interact with or use our Platform or Services, provide us with your Personal Data or authorize any third party to make your Personal Data available to us. By accessing, participating in, interacting with or using our Platform or Services, you acknowledge that you understand that we may use your Personal Data as described in this Policy. If you have any questions about how we collect, use, protect or disclose your Personal Data in connection with our Platform, please contact us by email at support@kawa.ai.
PERSONAL DATA AND OTHER INFORMATION WE COLLECT
Our primary goals in collecting Personal Data are to provide our Services, conduct our business operations, and improve our Platform.
When we refer to “Personal Data” in this Policy, we mean information that identifies, relates to, describes or is reasonably capable of being associated with, or could reasonably be linked, directly or indirectly, to a specific person. This might be information that directly identifies someone, such as their name, or it may be information that identifies someone only when combined with other information available to us. Please note, except as provided under applicable laws, Personal Data does not include information that is publicly available through government records or information that has been deidentified or aggregated in a way that it cannot be used to identify as pecific individual.
Categories of Personal Data We Collect
Depending on how you access, use or otherwise interact with our Platform, we, or third parties acting on our behalf, may collect the following categories of Personal Data about you:
· Identifiers and contact information, such as your real name, alias, email address,telephone number, postal address, physical address, unique personal identifier,online identifier, IP address and other similar information;
· Internet and other similar network activity information, such as your browsing history,search history, interactions with our Platform and online advertisements and other similar information;
· Communication information, such as information contained in voicemails, chats, emails, and other similar information;
· Location information, such as where you live, where you are located and other similar information; and
· Other information you provide to us.
Other Information We Collect
We, or third parties acting on our behalf, may collect certain information about the device you use when you interact with our Platform through their normal operation of our Platform and through the use of cookies, pixels, and other web technologies on our Platform (collectively, “Usage Data”). Usage Data, by itself, generally does not identify the specific person using the device that generated it. This means that Usage Data usually will not be considered Personal Data and our use of such Usage Data is not subject to this Policy unless required pursuant to applicable law. However, if we link Usage Data directly with other Personal Data or other information that could identify you, we will treat the linked Usage Data as Personal Data and use the linked Usage Data as described in this Policy.
Depending on how you access, interact with or use our Platform, the Usage Data that we, or third parties acting on our behalf, may collect may include:
· Device information, such as the IP address, general geographic location, operating system, browser type, language preferences, mobile phone number, device identifier and other similar information associated with a device used to access, use, or interact with our Platform;
· Information about online interactions with our Platform, such as links that are clicked,pages or screens that are viewed, access and session times, interactions with emails we send and other similar information associated with a device used to access, use, or interact with our Platform;
· Information about internet and network activity, such as websites visited, search engine results and similar information associated with a device that accesses,interacts with or uses our Platform;
· Other information automatically collected by cookies and other technologies on our Platform; and
· Any other information that a browser or device automatically sends whenever connected to a website or an online application.
HOW WE COLLECT PERSONAL DATA
A large portion of the Personal Data we, or third parties acting on our behalf, collect is collected directly from you. In some cases, we may collect Personal Data from third parties in the ways described in this Policy.
Directly from You
When you access, use or otherwise interact with our Platform, or otherwise engage with us in connection with our Platform, such as requesting more information about us, we may ask you to provide certain Personal Data.
From Third Parties
We, or third parties acting on our behalf, may collect Personal Data about you from third parties, including, without limitation,online and offline sources, entities affiliated with us, our service providers,social media platforms, advertising networks and other public or commercial sources (collectively, “Third Party Sources”). The collection of Personal Data from these Third Party Sources can occur in a variety of ways,including, without limitation:
· We,or third parties acting on our behalf, may receive Personal Data about you from third parties that provide services to us through or in connection with the performance of our Services or the operation of our Platform (“Service Providers”). Service Providers may include, without limitation, hosting providers and payment providers.
· We,or third parties acting on our behalf, may also receive Personal Data about you from other third parties, such as other users of our Platform and those that refer you to our Platform.
Please note, we may combine the Personal Data and other content and information we receive about you from multiple sources,including, without limitation, Personal Data we collect directly from you and one or more Third Party Sources.
HOW AND WHY WE COLLECT USAGE DATA
We, and third parties acting on our behalf, collect Usage Data in a variety of ways. Some Usage Data, such as the IP address of a device attempting to access, use or interact with our Platform, is necessary for us to make certain portions of our Platform available. Other Usage Data,such as information about which features of our Platform are popular, helps us improve and advertise our Platform. This section describes the primary ways Usage Data is collected in connection with our Platform.
· The systems we use to make our Platform available to you. When you access, use, or interact with our Platform, these systems automatically record certain information that your browser or device sends whenever you visit a website or utilize an online application as well as information about how long your device is connected to our Platform and the activities that device engages in while connected.
· Cookies,which are small data files that are uploaded to the hard drive or other storage on devices that access, use, or interact with portions of our Platform. Among other things, cookies help us improve our Platform and our users’ experience.We use cookies to see which areas and features are popular and to understand usage of our Platform. We use first party cookies, served directly by us to the devices that access our Platform, to recognize those devices when they revisit.We also use third party cookies, which are cookies that are placed by other parties we work with. These third parties may upload unique cookies to your device to collect information about your use of our Platform and potentially other online activities you engage in over time across different platforms and other online applications. The Options/Settings section of most internet browsers will tell you how to manage cookies and other technologies that may be uploaded to your device, including how to disable such technologies. You can disable our cookies, or all cookies, through your browser settings, but please note, disabling cookies may impact some of the features of our Platform and prevent them from operating as intended. You can learn more about cookies,including how to see what cookies have been uploaded to your device and how to manage and delete them, by visiting https://www.allaboutcookies.org/.
· Other tracking technologies, such as web beacons, clear gifs, and pixel tags. These technologies may be used on or in connection with our Platform, including,without limitation, in emails we send. We may use these technologies to deliver cookies, count visits, understand usage, and observe data on email delivery,open rates, click rates, bounces, unsubscribes and other information.
· Third party analytic tools, including Google Analytics, a web analytics that assists us in understanding how our Platform is used. Google Analytics will place cookies on your device that will generate information we select about your use of our Platform, including your device’s IP address. That information will be transmitted directly to and stored by Google. The information will be used for the purposes of evaluating use of our Platform, compiling reports on activity on our Platform for our use and providing other services relating to activity on, and usage of, our Websites. Google may also transfer this information to third parties where required to do so by law, or where such third parties process the information on Google’s behalf. You may refuse the use of cookies by selecting the appropriate settings on your browser. Please note that by doing so, you may not be able to use the full functionality of our Platform. Google’s practices with respect to the Personal Data collected through Google Analytics are covered by Google’s privacy policy, available at https://policies.google.com/privacy. Google allows you to opt out of Google Analytics. You may opt-out by visiting https://tools.google.com/dlpage/gaoptout.
Please note, we have not yet developed a response to browser “Do Not Track” signals, and do not change any of our data collection practices when we receive such signals. We will continue to evaluate potential responses to “Do Not Track” signals in light of industry developments or legal changes.
HOW WE USE PERSONAL DATA
We use Personal Data for various purposes to operate and improve our Platform and conduct our Services. The primary purposes for which we use Personal Data are:
§ Operational Purposes –we may use the Personal Data we, or third parties acting on our behalf, collect for operational purposes, including: (1) operating and improving our Platform;(2) validating your identity; (3) carrying out our obligations and enforcing our rights arising from any contracts we have entered into, including, without limitation, any contracts between you and us; (4) sending you emails to provide you with alerts and updates about your engagement with our Platform; (5)conducting statistical or demographic analysis; (6) complying with legal and regulatory requirements; (7) customizing your experience with our Platform; (8)protecting and defending Kawa against legal actions or claims; (9) preventing fraud; (10) satisfying contractual obligations; (11) cooperating with law enforcement or other governmental agencies for purposes of investigations,national security, public safety or matters of public importance when we are legally required to do so or believe that disclosure of Personal Data is necessary or appropriate to protect the public interest; (12) those purposes in which you authorize or instruct us to use your Personal Data; and (13) other business purposes permitted under applicable law.
§ Marketing Purposes – we may, either on our own or jointly with our third party marketing partners (“Marketing Partners”),use the Personal Data we, or third parties acting on our behalf, collect for marketing purposes, including notifying you of special promotions,opportunities, offers and events via push notifications, e-mail and other means, all subject to our compliance with applicable laws (“Marketing Purposes”). We may also link Personal Data (including your name, mobile phone number, and email address) with other information (including information we automatically collect as described in this Policy) and use such linked information for Marketing Purposes.
We will not collect additional categories of Personal Data or use the Personal Data we, or third parties acting on our behalf,collect in connection with our Platform for materially different, unrelated or incompatible purposes without providing you notice.
Please note, we may use and disclose aggregated, anonymized or de-identified information collected in connection with our Platform and other information that does not identify any individual (“Anonymized Data”)for any lawful purposes, which may include, without limitation, purposes not described in this Policy. Except as otherwise required under applicable laws,our use and disclosure of such Anonymized Data is not subject to this Policy.
SHARING PERSONAL DATA WITH THIRD PARTIES
To operate our Platform and provide our Services, we may share certain Personal Data that we, or third parties acting on our behalf,have collected, with certain third parties. The third parties that we may share Personal Data with include:
§ Our Service Providers in connection with the services they provide to us, including, without limitation,order fulfillment, marketing, data hosting, payment processing and fraud protection and prevention. We require these Service Providers to exercise reasonable care to protect your Personal Data and restrict their use of your Personal Data to the purposes for which we provided it to them.
§ Our Marketing Partners to facilitate the delivery of ads, promotions and offers to you.
§ In the event of a merger, acquisition, bankruptcy or other sale of all or a portion of our assets, we may transfer or allow third parties to use information owned or controlled by us, including Personal Data. We reserve the right, in connection with these types of transactions, to transfer or assign your Personal Data and other information we, or third parties acting on our behalf, have collected to third parties or to authorize such third parties to use any such information.Except as ordered by a bankruptcy or other court, the use and disclosure of all transferred Personal Data will be subject to this Policy. However, any Personal Data you submit or that is collected after this type of transfer may be subject to a new privacy policy adopted by the successor entity.
§ Government and law enforcement individuals or private parties where necessary to enforce and comply with the law. To the extent permitted under applicable law, we may disclose any Personal Data and other information to government or law enforcement officials or private parties as we believe is necessary or appropriate to investigate, respond to and defend against legal claims, for legal process (including subpoenas), to protect our property and rights of those of a third party, to protect us against liability, for the safety of the public or any person, to prevent or stop any illegal, unethical, fraudulent,abusive or legally actionable activity, to protect the security and integrity of our Platform and any equipment used to make our Platform available or to comply with applicable laws.
§ Any third party to whom you consent and/or instruct us to provide your Personal Data.
HOW TO MANAGE YOUR PERSONAL DATA
We offer you several choices with respect to how we use your Personal Data.
§ To update or correct any Personal Data you have provided us, update your preferences, or otherwise contact us about our use of your Personal Data, please email us at support@kawa.ai.
§ For marketing and other promotional email communications you receive from us, you can opt-out of receiving such communications by following the unsubscribe instructions contained in most email messages from us. Your unsubscribe request or email preference changes will be processed promptly, though this process may take several days. During that processing period, you may receive additional marketing and other promotional emails from us. Please note, opting out of these communications will only apply to marketing and other promotional emails and will not apply to any email or other communications we send to you for non-marketing purposes, including, but not limited to, emails and other communications about your interactions with our Platform.
PROTECTING YOUR PERSONAL DATA
We are committed to protecting the security of your Personal Data. We use commercially reasonable safeguards to maintain the security and privacy of Personal Data we collect and use in connection with our Platform. Nevertheless, when disclosing Personal Data, you should remain mindful that there is an inherent risk in the transmission of information via the internet and mobile platforms. Although we take precautions to protect against the risk of unauthorized access to your Personal Data, we cannot guarantee the security of any information, including your Personal Data, that you disclose online and you do so at your own risk.
RETENTION OF PERSONAL DATA
We reserve the right to retain any Personal Data as long as it is needed to: (1) fulfill the purposes for which we collected the Personal Data; and (2) comply with applicable law.
CHILDREN’S PRIVACY
We do not direct or target any piece of our Platform to children under the age of 16. If we learn that we have collected the Personal Data of anyone under the age of 16,we will take appropriate steps to delete this information. If you are a parent or guardian of someone under the age of 16 and discover that your child has submitted Personal Data to us, please contact us at support@kawa.ai. We will make reasonable efforts to remove such information from our databases.
CALIFORNIA PRIVACY RIGHTS[7]
If you are a California resident, under California’s Shine the Light Law (California Civil Code Section 1798.83) you have the right to request the following information regarding our disclosure of your personal information to third parties for direct marketing purposes: (1) the categories of personal information we disclosed to third parties for their direct marketing purposes during the preceding calendar year; (2) the names and addresses of the third parties that received the information; and (3) if the nature of the third party’s business cannot be determined from their name,examples of the products or services they marketed. This information may be provided in a standardized form that is not specific to you.
You are permitted to obtain this information from us once a year, free of charge. To make such a request, please submit your request in writing to:
Kawa Analytics Corp.
Attn: CA Privacy Rights Request
201 S. Biscayne Blvd, suite 1440
Miami, Florida 33131
EUROPEAN USER RIGHTS
If you are located in the EU, Switzerland, or the United Kingdom, you have certain rights with respect to your Personal Data.Following is a summary of those rights and additional information applicable to our collection and use of your Personal Data.
Data Controller
When you provide us with your Personal Data in connection with our Platform, we serve as a data controller. When we act as a data controller we determine how your Personal Data will be utilized, in accordance with this Policy.
Legal Basis for Processing
We rely on several legal bases to process your Personal Data. These legal bases include where:
· The processing is necessary to perform our contractual obligations, such as to provide you with access to our Platform;
· You have given your prior consent, which you may withdraw at any time (such as for marketing purposes or other purposes we obtain your consent for from time to time);
· The processing is necessary to comply with a legal obligation, a court order, or to exercise or defend legal claims; and
· The processing is necessary for the purposes of our legitimate interests, such as improving, personalizing, and developing our Platform, marketing new features or products that may be of interest, and promoting safety and security as described above.
If you have any questions about or would like further information about the legal bases we rely on to collect and use your Personal Data, please contact us at support@kawa.ai.
Rights Under the General Data Protection Regulation
If you are located in the EU, Switzerland, or theUnited Kingdom, you have the following rights in respect of your Personal Data that we hold:
· Right of access.The right to obtain access to your Personal Data.
· Right to rectification.The right to obtain rectification of your Personal Data without undue delay where that Personal Data is inaccurate or incomplete.
· Right to erasure.The right to obtain erasure of your Personal Data without undue delay incertain circumstances, such as where the Personal Data is no longer necessary in relation to the purposes for which it was collected or processed.
· Right to restriction.The right to obtain the restriction of the processing undertaken by us on your Personal Data in certain circumstances, such as where the accuracy of the Personal Data is contested by you, for a period enabling us to verify the accuracy of the Personal Data.
· Right to portability.The right to portability allows you to move, copy, or transfer Personal Data easily from one organization to another.
· Right to object.You have a right to object to processing based on legitimate interests and direct marketing.
If you wish to exercise one of these rights, please email us at support@kawa.ai. You also have the right to lodge a complaint with your local data protection authority. Further information about how to contact your local data protection authority is available at http://ec.europa.eu/justice/data-protection/bodies/authorities/index_en.htm.
Retention of Personal Data
We reserve the right to retain any Personal Data as long as it is needed to: (1) fulfill the purposes for which we collected the Personal Data; and (2) comply with applicable law.
Transfers of Personal Data
If you are located in the EU, Switzerland, or the United Kingdom, the Personal Data we collect may be stored and processed in any country in which we or our affiliates, suppliers, third party electronic payment processors, and/or agents maintain facilities, including, without limitation, the United States of America. The United States of America has not sought nor received a finding of “adequacy” from the EU, Switzerland, or the United Kingdom. We rely on appropriate safeguards and derogations for specific situations as set forth in applicable laws to protect Personal Data transferred from the EU, Switzerland, or the United Kingdom to third countries and international organizations.
Obligations to Data Protection Authorities (DPAs)
We will respond diligently and appropriately to requests from DPAs about this Policy or compliance with applicable data protection privacy laws and regulations. We will, upon request, provide DPAs with names and contact details of the individuals designated to handle this process. With regard to transfers of Personal Data, we will (1) cooperate with inquiries from the DPA responsible for the entity exporting the data and (2)cooperate with its decisions, consistent with applicable law and due process rights. With regard to transfers of data to third parties, we will comply with DPAs decisions relating to it and cooperate with al DPAs in accordance with applicable legislation.
CHANGES AND UPDATES TO THIS POLICY
Because the methods used to protect your Personal Data and the Services we provide are continually evolving, this Policy may change at any time. Unless otherwise noted, those changes will be effective as soon as they are posted. If changes are made to this Policy, we will make it known on our Platform or by email and will indicate the last date it was updated above.Please check back periodically to see if our Policy has been updated.
CONTACT US
We welcome your questions, comments, and concerns about privacy. Please email us at support@kawa.ai with any questions or feedback you have pertaining to our privacy practices.