KIGT Inc. Terms and Conditions
Friends and Family Crowdfund
KIGT Inc. Terms & Conditions
These KIGT Inc. Terms and Conditions contain three parts. Part A, Terms of Service governs the general terms of service for the Investor Site Page and the Services; Part B, Investor Agreement governs the use of funds investment by the Investor; and Part C, KIGT Inc. Agreement governs certain matters applicable to KIGT Inc.
A. Terms of Service
KIGT Inc., Inc. and KIGT Inc. Portal LLC (together, "KIGT Inc.," "we," "us," "our" or the "Company") operate the Investor Site Page located at 3155-A East Sedona Court Ontario, California 91764 and online at KIGT Inc.com (the "Investor Site Page"). Our mission is to connect with people who may be able to provide financing, advice and other support to those KIGT Inc. ("Investors"). Among other things, KIGT Inc. offers preferred payment option, or dividend payment option, with a warrant coverage option for investing. KIGT Inc. also provides supplementary materials that educate both Investors about the nature of the business, the process and perils of investing in KIGT Inc.– the funding of a project or venture by raising small amounts of money from a large number of people. The products, services, features, content or applications that may be offered from time to time by KIGT Inc. in connection with KIGT Inc.'s business, including KIGT Inc. Cash are collectively referred to as the "Services."
1. Acceptance of the Terms of Service; Changes
By accessing the Investor Site Page and/or using the Services, you agree to be bound by all of the provisions of the Terms of Service (the "TOS"). IF YOU DO NOT ACCEPT AND AGREE TO ALL OF THE PROVISIONS OF THE TOS, OR IF YOU ARE NOT ELIGIBLE, YOU ARE NOT AUTHORIZED TO ACCESS THE INVESTOR SITE PAGE OR USE THE SERVICES.
This TOS provides that all disputes between you and KIGT Inc. will be resolved by BINDING ARBITRATION. YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend your rights under this contract, except for matters that may be taken to small claims court. Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury, and your claims cannot be brought as a class action. Please review Section 15.3 ("Dispute Resolution") for the details regarding your agreement to arbitrate any disputes with KIGT Inc.
As used in the TOS, the terms "you" and "your" mean each individual or entity that accesses, browses or uses the Investor Site Page and/or the Services in any manner. If you are accessing the Investor Site Page and/or using the Services on behalf of an entity, you represent and warrant to KIGT Inc. that you have the authority to bind the entity you represent to the TOS. Your agreement to this TOS will be treated as the agreement of the entity you represent.
KIGT Inc. may modify the TOS or add or remove terms at any time, and each such modification, addition or deletion will be effective immediately upon posting on the Investor Site Page. Your use of the Investor Site Page or the Services following any such posted modification, addition or deletion constitutes your agreement to be bound by and your acceptance of the TOS as so modified. It is therefore important that you review the TOS regularly. IF YOU DO NOT AGREE TO BE BOUND BY ALL OF THE TERMS OF THE MODIFIED TOS, YOU ARE NOT AUTHORIZED TO ACCESS THE INVESTOR SITE PAGE AND/OR USE THE SERVICES, AND YOU MUST IMMEDIATELY DISCONTINUE DOING SO.
2. Privacy Policy; Additional Terms.
Use of the Investor Site Page and the Services is subject to the KIGT Inc. Privacy Policy (the "Privacy Policy"). The terms of the Privacy Policy are incorporated into the TOS by this reference. (To view the Privacy Policy, click here.)
Your access to and/or use of certain portions of the Investor Site Page and certain of the Services will require you to accept terms and conditions applicable to such Services which are in addition to the terms of the TOS and will be presented to you for your acceptance when you sign up for such Services (the "Additional Terms"). For Investors, "Additional Terms" includes the Investor Agreement. The TOS, the Privacy Policy and the Additional Terms (collectively, the "Investor Agreements") set forth the terms and conditions that apply to your use of the Investor Site Page and the Services. To the extent there is any conflict between the TOS and any Additional Terms, the Additional Terms will prevail.
3. Eligibility.
You may only investment if you are at least 18 years of age. You may not make an investment if you are under 18 years of age. KIGT Inc. reserves the right to require you to provide KIGT Inc. with proof of your age and, if applicable, approval of your use of the Investor Site Page and the Services. KIGT Inc. may terminate your access to and use of the Investor Site Page and the Services without warning if it determines that you do not meet the foregoing eligibility requirements.In addition to the eligibility requirements in the TOS, your use of certain Services may be subject to eligibility requirements set forth in the
Additional Terms.
4. Access to the Investor Site Page and the Services
4.1 General Access.
Subject to your compliance with the Agreement, KIGT Inc. hereby grants to you a limited, non-transferable, non-exclusive right to access and use its proprietary, commercially available, hosted software product and related documentation via a Web-browser for use during the term of the Agreement. Nothing in this Agreement obligates KIGT Inc. to deliver or make available any copies of computer programs or code from the software to you, whether in object code or source code form. You may not rent, lease, distribute, or resell imagery, or the software, or use the software as the basis for developing a competitive solution (or contract with a third party to do so), or remove or alter any of the logos, trademark, patent or copyright notices, confidentiality or proprietary legends or other notices or markings that are on or in the software.
4.2 Registered Users.
In order to access or use certain Services you must become a "Registered Investor". By registering, you represent and warrant to the Company that all registration and other information you submit to or through the Investor Site Page is truthful, accurate, current and complete, and you agree to immediately provide corrected information if any of the submitted information shall no longer be truthful, accurate, current and complete. You further represent and warrant that your use of the Investor Site Page and the Services does not violate any applicable laws, rules or regulations. Without limiting any of KIGT Inc.'s other available legal remedies, if you provide any registration or other information that is untrue, inaccurate, or incomplete, or KIGT Inc. has reasonable grounds to suspect that such is the case, KIGT Inc. may immediately, and without notice to you, suspend or terminate your Account and refuse any and all use by you of the Investor Site Page and the Services. Your registration on the Investor Site Page and your use of the Investor Site Page and the Services are void where prohibited.
You are solely responsible for safeguarding the confidentiality of your password and for any and all use of your Account and password, whether or not authorized by you. Although KIGT Inc. will not be liable for any of your losses that are caused by any unauthorized use, you may be liable for the losses of KIGT Inc. or others due to such unauthorized use. If you suspect any unauthorized regarding your Registered Account or unauthorized access to your Investor Account, please contact KIGT Inc. immediately at investor@KIGT.co. You do not have the right to transfer your Account to any individual or entity and KIGT Inc. reserves the right to remove or reclaim your Account if KIGT Inc. determines, in its sole discretion, that such action is appropriate under the circumstances. You agree that you will not create an Account for another organization or any individual other than yourself (or, if applicable, the entity you represent). As a Registered User, you agree that KIGT Inc. may electronically provide you (via email or postings or links on the Investor Site Page) with invoices, documents, notices and other communications regarding the investment, the Product, Services and/or your use thereof, as well as special offers, promotions, commercial advertisements, marketing materials, etc. You agree that KIGT Inc. may send the foregoing communications to you via your email or mailing address(es) which you provide to KIGT Inc. as part of your Account registration or otherwise.
5. Use of the Investor Site Page and Services
5.1 Generally
5.1.1. You agree that you will use the Services solely in a manner consistent with this Agreement and the KIGT Inc. mission described above. You assume all risk when using the Investor Site Page and the Services, and you acknowledge that the Company cannot guarantee and does not promise any specific results from your use of the Investor Site Page and the Services.
5.1.2. While some of the Services relate to legal, tax, investment or accounting matters, neither we nor any of the professionals providing such content are providing professional advice to you, and you acknowledge that there is no professional relationship (including without limitation any attorney-client relationship) between you and any of the same, unless you and such party specifically agree otherwise.
5.1.3. The information and services provided on the Investor Opportunity Summary, Project Decks, Financials, Investor Site Page, and Investor Agreement are not provided to, and may not be used by, any person or entity in any jurisdiction where the provision or use thereof would be contrary to applicable laws, rules or regulations of any governmental authority or where KIGT Inc. is not authorized to provide such information or services. Some products and services described in the Investor Site Page may not be available in all jurisdictions or to all users.
5.1.4. You represent and warrant to KIGT Inc. that: you own all rights in and to the content shared by you on, through or in connection with the Investor Site Page or the Services ("User Content"), or otherwise have all the rights, power and authority legally required to grant KIGT Inc. the rights in your User Content pursuant to the TOS and the Additional Terms; and the posting of your User Content on or through the Investor Site Page does not violate the TOS or violate the privacy rights, publicity rights, intellectual property rights (including, without limitation, copyrights and trademarks), contract rights or any other rights of any person or entity, whether or not such person or entity is depicted or appears/performs in your User Content. You agree that you are solely responsible for the User Content that you post on or through the Investor Site Page and any material or information that you transmit to other users of the Investor Site Page or the Services.
5.2 You agree that KIGT Inc. has the right to perform all technical functions necessary to offer the Services, including, but not limited to, processing and transmitting email communications to and from you, and transcoding and/or reformatting your User Content. You do not have the right to use, copy or distribute any of the content posted on the Investor Site Page, except as expressly authorized by the TOS and the Additional Terms. Any violation by you of the forgoing prohibitions may result in the termination of your Account and your right to use the Investor Site Page and the Services.
5.3 Your Conduct When Investment and Using the Investor Site Page
5.3.1. As a condition of your access to the Investor Site Page and use of the Services, you are prohibited from taking any action that would violate the content and conduct standards set forth in Section 6 below. In addition and not in limitation of the prohibited actions set forth in Section 6 below, you agree that you will not (a) employ any device, scheme, or artifice to defraud or (b) engage in any act, practice, or course of business which operates or would operate as a fraud or deceit upon any person.
5.3.2. KIGT Inc. reserves the right, but is under no obligation or duty, to at any time, and without notice, monitor activity on the Investor Site Page to determine compliance with the TOS or to comply with any law, regulation or authorized government request. You hereby specifically agree to such monitoring. In the event that KIGT Inc. does monitor the Investor Site Page or the Services, KIGT Inc. makes no representation or warranty that KIGT Inc. will take any action whatsoever in connection with any of the monitored activities and KIGT Inc. assumes no liability with respect thereto
5.4.1. KIGT Inc. uses various techniques to verify the accuracy of the information provided by users. However, in view of the limitations in verification on the Internet, KIGT Inc. cannot confirm the identity of users. We encourage you to use the various tools and content available on the Investor Site Page, as well as elsewhere, to evaluate the users with whom you are dealing.
5.4.2. You acknowledge that there are risks of dealing with other users acting under false pretenses, and you assume the risks of liability or harm of any kind in connection with transactions of any kind relating to goods and/or services that are the subject of transactions using the Investor Site Page. Such risks shall include, but are not limited to, misrepresentation of information about a user or a KIGT Inc., breach of warranty, breach of contract, and violation of third-party rights and consequent claims. You agree that KIGT Inc. shall not be liable or responsible for any damages, liabilities, costs, harms, inconveniences, business disruptions or expenditures of any kind that may arise as a result of or in connection with any transactions with others using the Investor Site Page.
6. Prohibited Content/Conduct.
As a condition of your access to the Investor Site Page and use of the Services, you are prohibited from (i) posting, uploading, exhibiting, communicating or distributing content which violates any applicable laws, rules or regulations or which KIGT Inc., in its sole and absolute discretion, deems to be inappropriate and (ii) engaging in conduct which violates any applicable laws, rules or regulations or which KIGT Inc., in its sole and absolute discretion, deems to be inappropriate. Examples of such prohibited content and prohibited conduct include, without limitation, the following:
Posting, uploading or transmitting any content that is pornographic or that exploits people (adults or children) in a sexual or violent manner; or contains nudity, excessive violence, or offensive subject matter or that contains a link to any of the foregoing types of content or to an adult web Site or in any way using the Investor Site Page in connection with any adult entertainment or pornography business;
Copying, reproducing, modifying (including, without limitation, altering, obscuring, deleting, etc. any copyright or other legally required notices, credits, logos, trademarks, etc.), creating derivative works from, or distributing in any manner or medium any content posted on the Investor Site Page or through the Services in any manner that is in violation of the terms of the Investor Agreements or other applicable agreements;
Impersonating any person or entity, or submitting any materials to the Investor Site Page or through the Services that are false, inaccurate, deceptive, misleading, unlawful, or are otherwise in violation of the TOS or the Additional Terms, including, without limitation, utilizing misleading email addresses, or forged headers or otherwise manipulated identifiers in order to disguise the origin of any content transmitted to the Investor Site Page or through the
Services;
Except as explicitly permitted by the TOS and Additional Terms, or otherwise pre-approved in writing by KIGT Inc., engaging in any commercial activity on the Investor Site Page or including any links to commercial services or website or uploading, posting or otherwise transmitting any content that contains advertising or any solicitation regarding products, goods or services;
Engaging in conduct that involves the posting, uploading or transmission of unsolicited or unauthorized advertising or promotional materials, "junk mail," "chain letters," unsolicited mass mailing, "spimming," or "spamming";
Engaging in any action or inaction that could disable, overload, impair the infrastructure of the Investor Site Page or impair the proper functioning of the Investor Site Page or the Services, including, without limitation, uploading, posting or otherwise transmitting any software or materials which contain a virus or other harmful or disruptive component; circumventing, altering or interfering with any computer software, or security-related features of the Investor Site Page or the Services; or deciphering, decompiling, disassembling or reverse engineering any of the software comprising or in any way utilized in connection with the Investor Site Page or the Services;
Accessing or attempting to access the Investor Site Page or the Services using automated means (such as harvesting bots, robots, spiders, or scrapers) or gaining, or attempting to gain, unauthorized access to any servers, computer systems or databases utilized in connection with the Investor Site Page or the
Services;
Using the communication systems provided by the Investor Site Page for any solicitation or other commercial purposes, except as explicitly permitted by the Investor Agreements or otherwise authorized by KIGT Inc., or KIGT Inc. and the specific user, as applicable;
Uploading, posting or transmitting any content that advocates or provides instruction on illegal activity or communicating on or through the Investor Site Page regarding illegal activities with the intent to commit them;
Making any untrue statement of a material fact or omitting to state a material fact necessary in order to make the statements made, in the light of the circumstances under which they were made, not misleading, in connection with the purchase or sale of any security; and
Engaging in any conduct that in KIGT Inc.'s sole discretion restricts or inhibits any other user from enjoying the use of the Investor Site Page or any of the Services.
7. Pricing and Payment
KIGT Inc. will not charge fees for use of the Investor Site Page or specific Services. You agree that, in addition to all other amounts payable under the TOS or the Additional Terms, you are responsible for paying all sales, use, value added or other taxes - federal, state or otherwise - however designated, that are levied or imposed by reason of your use of the Investor Site Page and the Services. KIGT Inc. will, send an invoice, collect a cashier’s check, share KIGT Inc.’s ACH wire transfer information, and/or charge the payment method you specify at the time of the investment. You authorize KIGT Inc. to charge all sums as described on the Investor Agreement for the investment you select, to that payment method. If you pay any fees with a credit card, KIGT Inc. may seek pre-authorization of your credit card account prior to your transaction to verify that the credit card is valid and has the necessary funds or credit available to cover your transaction.
8. Proprietary Property.
8.1 KIGT Inc. Proprietary Property.
The Investor Site Page will contain proprietary property/content of KIGT Inc. (such as logos, copyrights, trademarks, technology, processes, etc.) ("KIGT Inc. Proprietary Property") which may be protected by copyright, trademark, patent, trade secret and other laws. KIGT Inc. owns and retains all rights in and to the KIGT Inc. Proprietary Property. "KIGT Inc." and the KIGT Inc. logo are trademarks of KIGT Inc., Inc. KIGT Inc. hereby grants you a limited, revocable, nonsublicensable license to display and/or utilize the KIGT Inc. Proprietary Property solely for your use in connection with using the Investor Site Page and the Services for the purposes (if any) authorized by the Investor Agreement. Except as explicitly permitted in the TOS or any Additional Terms, you do not have the right to use the KIGT Inc. Proprietary Property for any commercial use, provide investment information, investment advice, or to receive any monetary or other compensation in connection with the KIGT Inc. Proprietary Property. Except as expressly provided by the TOS or the Additional Terms, your use of the KIGT Inc. Proprietary Property is strictly prohibited.
8.2 Third Party Proprietary Property.
The Investor Site Page and Services may contain proprietary property/content provided by third party KIGT Inc. licensors (such as logos, copyrights, trademarks, etc.) ("Third Party Proprietary Property"). Unless otherwise expressly provided by the TOS or the Additional Terms, your use of the Third Party Proprietary Property is strictly prohibited.
8.3 Use of Proprietary Property
Unless expressly provided by the TOS or the Additional Terms, you may not copy, modify, edit, translate, publish, broadcast, transmit, distribute, perform, display, sell or otherwise use any KIGT Inc. Proprietary Property, any Third Party Proprietary Property or any other content appearing on or through the Investor Site Page. You acknowledge that KIGT Inc. is responsible for, does not control and makes no representation or warranty regarding the reliability, accuracy, usefulness, safety, legitimacy, or quality of any content. The Investor Site Page is for review purposes only and is not an offer to sell or the solicitation of an offer to buy an interest in any investment. The Investor Site Page contains only summary information and is qualified in its entirety by, and must be read in conjunction with, the more detailed information contained in the offering documents, Investor Agreement or other operating documents that may be produced for investment in such an instrument (“Definitive Documents”). You must read such documents carefully, including the risk factors and potential conflicts of interest described therein, before investing with KIGT, Inc. You agree that you will bear any and all risk of reliance on the accuracy, validity or legitimacy of any content on the Investor Site Page. You further understand and agree that in the course of your use of the Investor Site Page and the Services, you may be exposed to content on the Investor Site Page that is illegal, inaccurate, offensive, indecent or objectionable and you hereby waive, any legal or equitable rights or remedies you have or may have against KIGT Inc. with respect thereto.
9. Protecting Intellectual Property; Digital Millennium Copyright Act.
9.1 General.
KIGT Inc. specifically prohibits users from uploading, embedding, posting, emailing, transmitting or otherwise making available on or through the Investor Site Page or any material that infringes any copyright, patent, trademark, trade secret or other proprietary rights of any person or entity. It is KIGT Inc.'s policy to terminate, under appropriate circumstances, the account of users who are determined to be repeat infringers.
9.2 DMCA Notification.
If you are a copyright owner or an agent thereof and believe that any content made available via the Investor Site Page infringes upon your copyright, you may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by providing KIGT Inc.'s copyright agent ("Copyright Agent") with the following information in writing: (a) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works; (b) identification of the claimed infringing material and information reasonably sufficient to permit us to locate the material on the Investor Site Page (providing the URL(s) of the claimed infringing material satisfies this requirement); (c) information reasonably sufficient to permit KIGT Inc. to contact you, such as an address, telephone number, and, if available, an email address; (d) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (e) a statement by you, made under penalty of perjury, that the above information in your notification is accurate and that you are the copyright owner or are authorized to act on the copyright owner's behalf; and (f) your physical or electronic signature. The contact information for the Copyright Agent to receive notifications of claimed infringement is: Copyright Agent, KIGT Inc., Inc., 3155-A East Sedona Court, Ontario, California 91764, email: investor@KIGT.co.
9.3 Counter-Notice.
If you feel that any of your content was improperly removed or made unavailable to other users, please contact KIGT Inc.'s Copyright Agent via the contact information set forth above.
10. Submitted Ideas/Feedback.
All comments, suggestions, ideas, notes, drawings, concepts or other information disclosed or offered by you through the Investor Site Page and the Services or in response to solicitations made through the Investor Site Page or the Services (collectively, "Feedback") is entirely voluntary and shall be deemed to be non-confidential and shall forever remain the sole property of KIGT Inc. You understand and acknowledge that KIGT Inc. has both internal and external resources which may have developed, or may in the future develop, ideas, content, programming, etc. identical to or similar to your Feedback and you agree that KIGT Inc. will not incur any obligation or liability to you or otherwise as a result of (i) any such similarities or (ii) KIGT Inc.'s review of any of the Feedback. KIGT Inc. shall exclusively own, throughout the universe in perpetuity, and you hereby irrevocably assign, all rights of every kind and nature (whether currently existing or hereafter developed) in and to the Feedback and KIGT Inc. shall be entitled to unrestricted use of the Feedback for any and all purposes whatsoever, commercial or otherwise, without any payment or other obligation to you or any other person involved with the creation and/or submission to KIGT Inc. of the Feedback. You hereby waive any and all of your rights of droit moral and similar rights with respect to the Feedback.
11. Disclaimer; Exclusion of Warranties.
KIGT INC. PROVIDES ITS INVESTORS WITH INFORMATION REGARDING KIGT INC.’S PRODUCT, SERVICES, PROJECTS, PUBLICLY AVAIABLE FINANCIAL INFORMATION TOOLS AND RESOURCES WITH THE GOAL OF CONNECTING WITH INVESTORS WHO MAY BE ABLE TO PROVIDE FINANCING, ADVICE AND OTHER SUPPORT TO THEIR KIGT INC.S. KIGT INC. IS NOT A "BROKER," "DEALER" OR "FUNDING PORTAL" (AS DEFINED IN SECTION 3(A) OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED). THE INVESTOR SITE PAGE AND THE SERVICES, AND ALL OF THE CONTENT, INFORMATION, COACHING, ADVICE, FEEDBACK AND MATERIALS POSTED ON OR PROVIDED BY OR THROUGH THE INVESTOR SITE PAGE OR THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY WARRANTY OF ACCURACY OR FITNESS FOR A PARTICULAR PURPOSE. BY USING THE INVESTOR SITE PAGE AND/OR THE SERVICES, YOU AGREE TO USE YOUR OWN JUDGMENT, CAUTION AND COMMON SENSE IN MANAGING ALL CONTENT, INFORMATION, COACHING, ADVICE, FEEDBACK AND MATERIALS OFFERED AND YOU AGREE THAT ANY USE YOU MAKE OF SUCH CONTENT, INFORMATION, COACHING, ADVICE, FEEDBACK OR MATERIALS IS AT YOUR OWN RISK. YOU ACKNOWLEDGE THAT KIGT INC. DOES NOT EVALUATE OR GUARANTEE AND SHALL NOT BE RESPONSIBLE FOR THE, INFORMATION, COACHING, ADVICE AND/OR FEEDBACK SERVICES GIVEN THROUGH THE INVESTOR SITE PAGE OR THE SERVICES. KIGT INC. IS NOT RESPONSIBLE FOR ANY DAMAGES OR LOSSES RESULTING FROM YOUR RELIANCE ON ANY OF THE FOREGOING CONTENT, INFORMATION, COACHING, ADVICE, FEEDBACK OR MATERIALS.
FOR ANY LOSS OR DAMAGE, INCLUDING, WITHOUT LIMITATION, PERSONAL INJURY OR DEATH, RESULTING FROM USE OF THE INVESTOR SITE PAGE OR THE SERVICES, FROM ANY CONTENT POSTED ON THE INVESTOR SITE PAGE OR THROUGH THE SERVICES (WHETHER SUCH CONTENT VIOLATES THE TOS OR ADDITIONAL TERMS OR NOT), FROM ANY SERVICES OFFERED THROUGH THE INVESTOR SITE PAGE OR FROM THE CONDUCT OF ANY USER OF THE INVESTOR SITE PAGE OR THE SERVICES OR ANY USER OF ANY LINKED INVESTOR SITE PAGE (REGARDLESS OF WHETHER SUCH CONDUCT VIOLATES THE TOS OR ADDITIONAL TERMS, OR WHETHER SUCH CONDUCT IS ONLINE OR OFFLINE). KIGT INC. ASSUMES NO RESPONSIBILITY FOR ANY ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMMUNICATIONS LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, OR ALTERATION OF, ANY OF YOUR COMMUNICATIONS ON OR THROUGH THE INVESTOR SITE PAGE. KIGT INC. IS NOT RESPONSIBLE FOR ANY MALFUNCTION OR OTHER PROBLEM WITH ANY TELEPHONE NETWORK, TELEPHONE LINES, COMPUTER ONLINE SYSTEMS, SERVERS, INTERNET SERVICE PROVIDERS, COMPUTER EQUIPMENT, SOFTWARE, OR FAILURE OF ANY EMAIL OR PLAYERS, INCLUDING, WITHOUT LIMITATION, ANY PERSONAL INJURY OR PROPERTY DAMAGE. KIGT INC. DOES NOT GUARANTEE ANY RESULTS (SPECIFIC OR OTHERWISE) FROM YOUR USE OF THE INVESTOR SITE PAGE OR THE SERVICES AND KIGT INC. MAKES NO REPRESENTATION OR WARRANTY THAT THE INVESTOR SITE PAGE, THE SERVICES OR THE INFORMATION OR SERVICES PROVIDED THEREBY WILL MEET YOUR REQUIREMENTS. IF YOU ARE IN ANY WAY DISSATISFIED WITH THE INVESTOR SITE PAGE OR THE SERVICES, YOUR SOLE REMEDY IS TO DISCONTINUE YOUR USE OF THE INVESTOR SITE PAGE AND/OR THE SERVICES. KIGT INC. DISCLAIMS ANY AND ALL LIABILITY OF ANY KIND FOR ANY UNAUTHORIZED ACCESS TO OR USE OF ANY OF YOUR PERSONALLY IDENTIFIABLE INFORMATION. BY ACCESSING THE INVESTOR SITE PAGE, YOU AGREE THAT KIGT INC. SHALL NOT BE LIABLE FOR ANY UNAUTHORIZED ACCESS TO OR USE OF ANY OF YOUR PERSONALLY IDENTIFIABLE INFORMATION.
The investments and services to which this document relates are only available to persons with a categorization as an accredited investor or qualified purchaser and other persons should not act or rely on it. In particular, any service to which this publication relates is not intended for persons who are retail clients and will not be made available to retail clients.
Any opinions, assumptions, assessments, statements or the like (collectively, “Statements”) regarding future events or which are forward-looking, including regarding industry characteristics and limits, constitute only subjective views, beliefs, outlooks, estimations or intentions of this investment, should not be relied on, are subject to change due to a variety of factors, including fluctuating market conditions and economic factors, and involve inherent risks and uncertainties, both general and specific, many of which cannot be predicted or quantified and are beyond the control of the Fund. The information contained in these materials may be based upon certain assumptions and KIGT Inc. makes no representations as to the reasonableness of such assumptions or the likelihood that such assumptions will coincide with actual events and this information should not be relied upon for that purpose. Future evidence and actual results could differ materially from those set forth in, contemplated by, or underlying these Statements, which are subject to change without notice. In light of these risks and uncertainties, there can be no assurance and no representation is given that these Statements are now, or will prove to be accurate, or complete in any way. KIGT Inc., undertakes no responsibility or obligation to revise or update such Statements. Statements expressed herein may not necessarily be shared by all personnel of KIGT Inc. Consequently, investors should not rely upon these statements or performance and risk targets in formulating their investment decision.
PAST PERFORMANCE IS NOT INDICATIVE NOR A GUARANTEE OF FUTURE RESULTS. NO ASSURANCE CAN BE MADE THAT PROFITS WILL BE ACHIEVED OR THAT SUBSTANTIAL LOSSES WILL NOT BE INCURRED.
12. Limitation on Liability.
IN NO EVENT SHALL KIGT INC., ITS AFFILIATES, LICENSORS, SPONSORS, OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOOD-WILL, OR OTHER INTANGIBLE LOSSES) RESULTING FROM (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT DISPLAYED ON THE INVESTOR SITE PAGE OR THROUGH THE INVESTOR SITE PAGE OR THE SERVICES, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND/OR USE OF (OR YOUR INABILITY TO ACCESS AND USE) THE INVESTOR SITE PAGE OR THE SERVICES, INCLUDING, WITHOUT LIMITATION, ANY DAMAGE CAUSED TO YOUR COMPUTER OR SOFTWARE OR INFORMATION STORED THEREON, (III) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY OBTAINED ON OR THROUGH THE INVESTOR SITE PAGE OR THE SERVICES, INCLUDING WITHOUT LIMITATION, ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES (IV) ANY UNAUTHORIZED ACCESS TO OR USE OF KIGT INC. SERVERS AND/OR ANY AND ALL PERSONAL AND/OR OTHER INFORMATION STORED THEREIN, (V) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE INVESTOR SITE PAGE OR THROUGH THE INVESTOR SITE PAGE OR ANY OF THE SERVICES, (VI) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH THE INVESTOR SITE PAGE OR THE SERVICES BY ANY THIRD PARTY, (VII) UNAUTHORIZED ACCESS, USE OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT, (VIII) EMAILS OR OTHER TRANSMISSIONS OR COMMUNICATIONS MADE TO YOU THROUGH THE INVESTOR SITE PAGE OR AND/OR (IX) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT OR SERVICES POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE INVESTOR SITE PAGE OR THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT KIGT INC. IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. ANY LIMITATION OF LIABILITY IN THIS TOS OR ANY OTHER INVESTOR AGREEMENT SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION, BUT NO LIMITATION OF LIABILITY IN ANY INVESTOR AGREEMENT IS INTENDED TO LIMIT THE RIGHTS OF ANY PERSON UNDER FEDERAL AND STATE SECURITIES LAW.
13. Termination.
You may terminate your account at any time by contacting KIGT Inc. at investor@KIGT Inc.co. If you violate any provision of this TOS, your permission from KIGT Inc. to use the Services will terminate automatically. In addition, KIGT Inc. may in its sole discretion terminate your user account for the Investor Site Page or Services or suspend or terminate your access to the Investor Site Page or Services at any time for any reason or no reason, with or without notice. KIGT Inc. also reserves the right to modify or discontinue the Service at any time (including by limiting or discontinuing certain features of the Service), temporarily or permanently, without notice to you. We will have no liability whatsoever on account of any change to the Service or any suspension or termination of your access to or use of the Service.
14. Governing Law; Disputes; Arbitration.
14.1 Governing Law; Venue and Jurisdiction; Waiver of Jury Trial.
The Investor Agreements shall be governed by, and construed in accordance with, the laws of the Commonwealth of Massachusetts, without regard to its conflict of law provisions. If a lawsuit or court proceeding is permitted under the Investor Agreement, then you and KIGT Inc. agree to submit to the personal and exclusive jurisdiction of the state courts and federal courts located within San Bernardino County, California for the purpose of litigating any dispute. THE INVESTOR KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION (INCLUDING, BUT NOT LIMITED TO, ANY CLAIMS, COUNTERCLAIMS, CROSS-CLAIMS, OR THIRD PARTY CLAIMS) ARISING OUT OF, UNDER OR IN CONNECTION WITH THE INVESTOR AGREEMENT. FURTHER, YOU HEREBY CERTIFY THAT NO REPRESENTATIVE EXPRESSLY OR OTHERWISE, THAT THE OTHER WOULD NOT IN THE EVENT OF SUCH LITIGATION, SEEK TO ENFORCE THIS WAIVER OF RIGHT TO JURY TRIAL PROVISION. YOU ACKNOWLEDGE THAT THIS SECTION IS A MATERIAL INDUCEMENT FOR THE INVESTOR AND KIGT, RESPECTIVELY, TO ENTER INTO THIS TOS.
14.2 Disputes With Other Users.
You are solely responsible for your interactions with the Investor Site Page. KIGT Inc. reserves the right, but has no obligation, to become involved in any way with these disputes.
14.3 Dispute Resolution.
14.3.1. Generally. In the interest of resolving disputes in the most expedient and cost effective manner, and except as described in Section 15.3.2, you agree that every dispute between you and any KIGT Inc. affiliate arising in connection with the Investor Agreement will be resolved by binding arbitration. Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. This agreement to arbitrate disputes includes all claims arising out of or relating to any aspect of any Investor Agreement, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of this TOS. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THIS TOS, YOU AND KIGT INC. ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
14.3.2. Exceptions. Despite the provisions of Section 15.3.1, nothing in any Investor Agreement will be deemed to waive, preclude, or otherwise limit the right of either party to: (a) bring an individual action in small claims court; (b) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (c) seek injunctive relief in a court of law; (d) to file suit in a court of law to address an intellectual property infringement claim; or (e) pursue any available remedies under federal or state securities law.
14.3.3 Arbitrator. Any arbitration between you and KIGT Inc. will be settled under the Federal Arbitration Act, and governed by the Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes (collectively, "AAA Rules") of the American Arbitration Association ("AAA"), as modified by this TOS, and will be administered by the AAA. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by contacting KIGT Inc.
14.3.4 Notice; Process. A party who intends to seek arbitration must first send a written notice of the dispute to the other party by certified U.S. Mail or by Federal Express (signature required) or, only if such other party has not provided a current physical address, then by electronic mail ("Notice"). KIGT Inc.'s address for Notice is: KIGT Inc., 3155-A East Sedona Court Ontario, California 91764. The Notice must: (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought ("Demand"). The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within 30 days after the Notice is received, you or KIGT Inc. may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or KIGT Inc. must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. If the dispute is finally resolved through arbitration in your favor, KIGT Inc. will pay you the highest of the following: (i) the amount awarded by the arbitrator, if any; (ii) the last written settlement amount offered by KIGT Inc. in settlement of the dispute prior to the arbitrator's award.
14.3.5. Fees. If you commence arbitration in accordance with this TOS, in which case the payment of any fees will be decided by the AAA Rules. Any arbitration hearing will take place at a location to be agreed upon in San Bernardino County, California, but if the claim is for $10,000 or less, you may choose whether the arbitration will be conducted: (a) solely on the basis of documents submitted to the arbitrator; (b) through a non-appearance based telephone hearing; or (c) by an in-person hearing as established by the AAA Rules in the county (or parish) of your billing address. If the arbitrator finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules. In that case, you agree to reimburse KIGT Inc. for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator's ruling on the merits.
14.3.6 No Class Actions. YOU AND KIGT INC. AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, both you and KIGT Inc. agree otherwise, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of a representative or class proceeding.
14.3.7 Modifications to this Arbitration Provision. If KIGT Inc. makes any future change to this arbitration provision, other than a change to KIGT Inc.'s address for Notice, you may reject the change by sending us written notice within 30 days of the change to KIGT Inc.'s address for Notice, in which case your account with KIGT Inc. will be immediately terminated and this arbitration provision, as in effect immediately prior to the changes you rejected will survive.
14.3.8. Enforceability. If Section 15.3.6 is found to be unenforceable or if the entirety of this Section 15.3 is found to be unenforceable, then the entirety of this Section 15.3 will be null and void and, in that case, the parties agree that the exclusive jurisdiction and venue described in Section 15.1 will govern any action arising out of or related to any Investor Agreement.
15. Indemnity.
You agree to defend KIGT Inc., its subsidiaries, affiliates, licensors and assignees and their respective officers, directors, managers, stockholders, members, agents, partners and employees (the "KIGT Inc. Indemnitees"), from and against any and all claims, actions, suits, demands or other proceedings brought by or on behalf of any third party, and to indemnify and hold the KIGT Inc. Indemnitees harmless against any losses, liabilities and other damages (including, but not limited to, reasonable attorneys' fees), in any case arising out of or related to (i) your access to and/or use of the Investor Site Page and the Services, including, without limitation, your use of the Investor Site Page and the Services in connection with any transaction in securities; (ii) a violation or breach by you, or any user of your account, of any provision of the TOS or of any Additional Terms, including, without limitation, a breach of any of the representations, warranties or agreements set forth in the TOS and the Additional Terms; and/or (iii) any content that you post on or through the Investor Site Page or the Services. This defense and indemnification obligation will survive following the termination of your use of the Investor Site Page and the Services.
16. Other Terms.
KIGT Inc. has the right to assign the Investor Agreements and/or its rights thereunder, in whole or in part, to any third party. You do not have the right to assign the Investor Agreements, except if and to the extent explicitly permitted in the Additional Terms. The failure of KIGT Inc. to exercise or enforce any right or provision of the Investor Agreements shall not operate as a waiver by KIGT Inc. of such right or provision. The Investor Agreements operates to the fullest extent permissible by law. If any provision of the Investor Agreements are held by a court or other tribunal of competent jurisdiction to be unlawful, void or unenforceable, such provision (i) is deemed severable from the Investor Agreements and does not affect the validity and enforceability of any remaining provisions which shall remain in full force and effect and (ii) shall be limited or eliminated to the minimum extent necessary to comply with the applicable law. KIGT Inc. reserves all rights in and to the Investor Site Page, including the Services and the other content posted thereon, unless otherwise expressly provided by this TOS or the Additional Terms. KIGT Inc. reserves the right to modify or discontinue any aspect of the Investor Site Page at any time without prior notice and without any liability to you.
17. Additional Terms and Conditions Related to KIGT Inc. Investment.
If you have any questions regarding KIGT Inc. Investment, please contact KIGT Inc. at investor@KIGT.co .
Income, net worth and other restrictions.
The ability to invest in KIGT Inc. offerings on the Investor Site Page will depend on their financial circumstances and investment history, pursuant to the eligibility requirements (the "Eligibility Requirements") of each type of offering available on the Investor Site Page.
For example:
Recipients who are not "accredited investors" (as defined in Regulation D under the 1933 Act) because they do not have a certain level of income or net worth can investment no more than twenty-two hundred dollars $2,200.Investments offered under Regulation D under the 1933 Act, and will be limited in the amount they can invest in certain types of KIGT Inc. Investments offered under Regulation A under the 1933 Act.
Recipients seeking to invest in KIGT Inc. offered under Regulation Crowdfunding under the 1933 Act will be limited with respect to the total amount they can invest in any particular Regulation Crowdfunding offering, which amount will depend on their annual income or net worth.
Recipients who have already invested in Regulation Crowdfunding offerings in the prior 12 months may be limited in the amount they can invest in a KIGT Inc. Investment offered under Regulation Crowdfunding under the 1933 Act, or may be prohibited from investing in such KIGT Inc. Investments altogether for a period of time.
Accordingly, the Eligibility Requirements as applied to this particular KIGT Inc. investment may result in there being an unpredictable number and type of KIGT Inc. shares available for investment at any one time, and there is no guarantee that there will be more KIGT Inc. common stock shares eligible to invest in at all times. As a consequence, it is possible that a KIGT Inc. warrant coverage common stock option may not be able to be purchased for a certain period of time.
Discretion of KIGT Inc.
Once an investor makes an investment in KIGT Inc., the applicable KIGT Inc. and/or KIGT Inc. Advisors (as applicable) will determine whether to accept the investment by the KIGT Inc., in whole or in part, in its discretion. It is not guaranteed that KIGT Inc. will accept an investment after the Investment Agreement is fully executed.
No Cash Redemptions. KIGT Inc. common stock shares are not redeemable for cash.
18.5 Common Stock Warrant Option Are Not Securities
The Investor will have a warrant to purchase KIGT Inc. on customary terms, with such shares of common stock to be issued at the same fair market value strike price per share that KIGT Inc. is using under its company incentive plans. KIGT Inc. common stock shares are not FDIC insured. None of KIGT Inc. or its affiliates is a registered broker-dealer or a member of the Securities Investor Protection Corporation ("SIPC").
Once Warrant Common Stock Option is purchased for the KIGT Inc. Investment, the value of the KIGT Inc. Investment will fluctuate with the market, which means there is a potential for gains and a risk of loss.
18.6 Misuse of KIGT Common Stock Shares.
KIGT Inc. common stock shares are not intended to be used as a way to transfer money from one person to another. KIGT Inc. and/or its affiliates will monitor transactions for such activity or any other activity that may constitute misuse of a KIGT Inc. common stock shares or that is potentially suspicious or illegal, and reserve the right to coordinate and share information as needed to ensure transactional and system integrity. KIGT Inc. reserves the right to change any of the above terms and conditions to protect its customers and the integrity of its business, or as required by law.
18.7 Refund Policy; Expiration Policy.
KIGT Inc. investments non-refundable, but you always have the option of purchasing KIGT Inc. common stock shares at the same fair market value strike price per share that the KIGT Inc. is using under its company incentive plans. KIGT Inc. common stock shares do not expire.
Payment.
We accept all major credit cards. Once you sign the Investor Agreement , you will receive an invoice via email, with method of payment options. You will receive a receipt with a PDF of the KIGT Inc. investment.
KIGT Inc. accepts credit cards for the convenience of investing directly a KIGT Inc. Gift Card. Credit cards cannot be used to purchase KIGT Inc. common stock. The Investor will pay any with credit card or debit card transaction fees that are incurred for making the investment. Please note that many credit cards charge interest when you carry a monthly balance but may not charge interest if you pay the outstanding balance by the payment due date. Please contact your credit card company if you’re not sure how interest is calculated for your card.
Delivery.
You can instruct KIGT Inc. to email the KIGT Inc. Investor agreement and warrant option certificate, and Card to the recipient, or you can print a hardcopy and give it to the recipient yourself. Physical warrant option certificates will be delivered via regular United States Postal Service to the Investor address provided upon making the investment. Expedited delivery is available upon request for an additional fee, which will be charged in addition to the $7 fee charged for each physical KIGT Inc.
18.Your Responsibilities as an Investor.
You are a self-directed investor who is individually responsible for determining the suitability of your investment decisions. KIGT Inc. is not responsible for the investment decisions made by you or on your behalf. KIGT Inc. is not responsible for the strategies, actions or inactions taken with respect to your KIGT Inc. Investments. KIGT Inc. is not responsible for the gains or losses you incur. The employees, agents, and representatives of KIGT Inc. are not authorized to give you investment advice, and any instructions you receive from KIGT Inc. with respect to KIGT Inc. Investments will be limited to technical or administrative guidance. Any opinions, assumptions, assessments, statements or the like (collectively, “Statements”) regarding future events or which are forward-looking, including regarding industry characteristics and limits, constitute only subjective views, beliefs, outlooks, estimations or intentions of this investment, should not be relied on, are subject to change due to a variety of factors, including fluctuating market conditions and economic factors, and involve inherent risks and uncertainties, both general and specific, many of which cannot be predicted or quantified and are beyond the control of the Fund. The information contained in these materials may be based upon certain assumptions and KIGT Inc. makes no representations as to the reasonableness of such assumptions or the likelihood that such assumptions will coincide with actual events and this information should not be relied upon for that purpose. Future evidence and actual results could differ materially from those set forth in, contemplated by, or underlying these Statements, which are subject to change without notice. In light of these risks and uncertainties, there can be no assurance and no representation is given that these Statements are now, or will prove to be accurate, or complete in any way. KIGT Inc., undertakes no responsibility or obligation to revise or update such Statements. Statements expressed herein may not necessarily be shared by all personnel of KIGT Inc. Consequently, investors should not rely upon these statements or performance and risk targets in formulating their investment decision. You assume individual responsibility for determining the suitability of all investment decisions and strategies you make or implement. You must base your investment decisions upon all information reasonably available to you and your own assessment of risks and rewards. You are solely responsible for knowing the rights and terms for all investments you make in KIGT Inc. Investments.
For further information related to the risks associated with KIGT Inc. Investments, refer to the Investor Agreement.