tripla Hotel Booking Service Terms of Use

 

Article 1 (Application of the Terms of Use)

  1. tripla K.K. (hereinafter referred to as the “Company”) will provide services (hereinafter referred to as the “Services”, including support services, and the same will apply hereinafter) in accordance with these Terms of Use (hereinafter referred to as the “Terms of Use”), and applicant will use the Services in accordance with the Terms of Use.
  2. In the event of any discrepancy between the Terms of Use and the contents of an individual application form, such contents will prevail over the Terms of Use.

 

Article 2 (Definitions)

In the Terms of Use, the following terms have the following meanings:

  • The System

Accommodation Booking System provided by the Company to Applicant under the Terms of Use, enables Users to receive applications for hotel booking and to see reception status of the bookings on the Internet through Web Browser.

  • Applicant(s)

Individual(s) or group(s) that use administration tools of the System with an ID and a password issued by the Company through the administration tools of the System.

  • User(s)

Individual(s) or group(s) that use administration tools of the System with an ID and a password issued by the Company through the administration tools of the System.

  • Guest(s)

Individual(s) or group(s) that make on-line contacts with Applicants through the System for purposes including applying for hotel booking.

  • Web Browser

Software that enables its users to send and receive information with computers connected to the Internet and to view Web pages, as recommended by the Company in the attachment.

  • ID

A combination of alphabets, numbers, and codes provided by the Company to identify an Applicant.

  • Password

A combination of alphanumeric characters provided by the Company together with an ID to identify an Applicant.

 

Article 3 (Application for Service Agreement)

An Applicant needs to agree to the Terms of Use before filling in an application form of the System with information designated by the Company and submitting the form to the Company by postal mail. The application will be deemed completed when the information entered in the application form (hereinafter referred to as the “Application Information”) reaches the Company.

 

Article 4 (Basic Matters of Service Agreement)

The service agreement between an applicant and the Company (hereinafter referred to as the “Agreement”) will be executed if all the following requirements are met:

  • The Application Information stipulated in Article 3 arrives at the Company.
  • The Company sends notice of acceptance to Applicant.
  • The Agreement will be effective when the Company sends notice of acceptance to the Applicant.

 

Article 5 (Term and Renewal)­

  1. The Agreement will be effective for one (1) year from the date when the Service commencement notice is sent.
  2. The Agreement will automatically be renewed for another year on the same terms and conditions from the date following the expiration date if neither Party makes any objection no later than one (1) month prior to the expiration of the term, and the same will apply to any additional renewal.

 

Article 6 (Means of Notification and Consent)

  1. The Company will notify an Applicant of the operation and content of the System by a means as the Company consider appropriate, including e-mail and postal mail as set forth in the Application Information.
  2. If the Applicant uses the System after the content of the notification as set forth in paragraph 1 of this Article 6 is introduced to the System, it will be deemed that the Applicant accepts such content of the notification.

 

Article 7 (Notification of Change)

  1. If any of the Application Information changes, the Applicant will notify the Company of such change without delay.
  2. If an Applicant notifies the Company of any change of the Application Information, the Company will use such new information for communication with the Applicant, including contact and notification, thereafter.
  3. The Company will not be liable for any damage which is incurred by the Applicant or any third party and due to the fact that the Applicant does not notify the Company as stipulated in paragraph 1 and that, as a result, a notification or a document from the Company does or does not reach the Applicant at the contact information as stated in the Application Information.

 

Article 8 (Assignment of Rights and Obligations)

Applicant will not be entitled to the rights and obligations stipulated in the Agreement to any third party.

 

Article 9 (Commencement of Use of the System)

  1. The System will be available to an Applicant when the Company sends the Service commencement notice to the Applicant after the Agreement is executed.
  2. The Company will notify an Applicant who has entered into the Agreement, of an ID and a Password necessary for the use of the System in the manner prescribed by the Company.

 

Article 10 (Term)

The term for using the System is from the date when the Service commencement notice as stipulated in the preceding Article is sent and to the date when the Agreement expires.

 

Article 11 (Usage Fee)

  1. Applicants will pay the usage fee for the System as set forth in the attachment in the manner designated by the Company.
  2. The basic service fee for the Service will be calculated on a monthly basis, and the basic service fee for the first month will be calculated on a prorated daily basis if the starting date is in the middle of the month. In addition, even if a notifier notifies the Company of termination of the Agreement in the middle of a month and the Agreement is terminated in the middle of a month, such notifier will pay the Company the full amount of the usage fee for such month.
  3. The pay-per-use fee for the Service is set and specified in the attachment as the threshold therein shows. If the number of rooms booked by Guests go beyond the threshold, the Applicant will pay an amount equivalent to 3% of accommodation fee for such rooms beyond the threshold.
  4. If an Applicant does not pay any monetary debt including service’s fee under the Agreement even after the due date, the Applicant will pay, together with all of such monetary debt, delayed interest of 14% per annum of such monetary debt from the day following due date to the day before the date of full payment, by the deadline and the manner designated by the Company. Applicant will bear the bank transfer fees and other expenses required for payment.
  5. If a Guest makes payment concerning an Applicant’s accommodation fee in advance by credit card through the Service, the accommodation fee is entitled NT$3 per transaction for the processing fee collected by third party payment gateway provider. Applicant will pay credit card processing fee together with monthly basic service fee as stipulated in paragraph 2 of this Article 11. The credit card processing fee does not include the fee charged by the acquiring bank.
  6. All Calculation will be based on checkout dates.

 

Article 12 (Cancellation of Booking)

In case of cancellation of the accommodation booking, the Applicant will make changes accordingly on the Company’s management page and such change can be made up until 23:59, on the first day of the following month of the month to which the original checkout day belongs (“Change Deadline”). The Company will not be involved in any cancellation of the booking and the Applicant and the Guest will resolve such cancellation.

 

Article 13 (Management of ID and Password)

  1. Applicants and Users will appropriately manage IDs and Passwords issued to such Applicants and Users at their own cost and expense, and will not disclose, leak, or disseminate such IDs or Passwords to any third parties other than such Applicants and Users.
  2. If IDs or Passwords is known or suspected to be known to any third party other than the Applicants and the Users, such Applicants and the Users will immediately notify the Company of such fact. In this case, the Company will endeavor to take measures including suspending the relevant service account immediately on the business day on which the Company accepts such notification. After confirming that such measures are taken successfully, the Company will implement procedures including issuing new service accounts.
  3. In the event that the notification set forth in the preceding paragraph is not made, any use of the Service by using the IDs and Passwords issued by the Company to the Applicants will be deemed as the use of the Service by the Applicants and the fees set forth in the Agreement will accrue.
  4. The Company will not be liable for any and all damage directly or indirectly incurred by the Applicants or any third party due to the unauthorized use of the Applicants’ IDs and Passwords by any third party.

 

Article 14 (Establishment and Maintenance of Facilities for Use of the System)

  1. An Applicant will, at its own responsibility and expense, prepare its equipment necessary for the use of the Service and maintain such equipment and the environment for the use of the System.
  2. The Applicant will maintain the settings of its terminal equipment and environmental conditions for the use of the Service necessary for the use of the Services in conformity with the technical standards and technical conditions set forth by the Company.
  3. The Company will be entitled to monitor, analyze, investigate, and perform other necessary actions with respect to the data and other information provided or transmitted by Applicants during the use of the System, if the Company determines that such actions are necessary for maintenance, operation, or technology of the System.

 

Article 15 (Use of API)

  1. If API (hereinafter referred to as the “API”) is provided by the Company, the Applicant can use the API free of charge in principle for the purpose of having the API work with the Service; provided, however, that in the event that the Company determines the Applicant needs to be subject to measures including restrictions on the use of API, including that the number of usage times or the amount of data transferred exceeds the Company’s standard and provision of the Service to other Applicants is hindered,  the Company can limit the number of usage times, the time frame of usage, and the available amount of data transference concerning the API. In addition, if the Company determines that another action is required besides such restrictions or limits, the Company can charge the Applicant for using API. The details of such restrictions, limits, and charging will be separately provided by the Company.
  2. The Applicant will use the API in accordance with instructions including specifications provided with the API. In addition, the Applicant can either create a tool or a linked service using the API as long as the Applicant uses the API with the Service; provided, however, that if the API is provided with its Terms of Use the Applicant will use the API in accordance with such Terms of Use.
  3. Applicant will use at Applicant’s discretion and responsibility any and all functions provided by the Company in connection with the Services, including the API and the System (hereinafter referred to as the “Functions”). Unless otherwise stipulated, the Company does not warrant that any function included in the Functions will satisfy the requirements of the Applicant, that the Functions will operate normally, that there will be no defects (including bugs, and structural problems) in the Functions and that the Functions will be corrected if defects exist in the Functions. Nor does any information or advice given orally or in writing by the Company (including by e-mail and posted on a Web page separately designated by the Company) constitute a new warranty or in any other sense extend the scope of the Company’s warranty.
  4. The Company can change or discontinue the Functions, including their specifications, without the prior approval of the Applicant. The Company does not guarantee that the usage environment of Functions will remain the same as that at the time of execution of the Terms of Use.
  5. The Company will not be responsible for impact on performance, information leakage, or other results arising from the Applicant’s use of the Functions.
  6. In the event functions of systems provided by third parties (hereinafter referred to as “Third Party Solutions”) are incorporated in the Functions, the Applicant will comply with separate provisions for warranty or liability provided by the third parties, if there are any, with respect to the use of Third Party Solutions and in that case, the Company will not take any responsibility.

 

Article 16 (Handling of Input Data)

  1. The data and information which has been entered and stored by an Applicant and a User in the Service (hereinafter referred to as “Input Data”) will be managed by the Applicant, and the Company will not acquire any rights with respect to Input Data except to the extent approved by the Applicant pursuant to the Terms of Use.
  2. The Company will be entitled to back up the Input Data at its discretion without obtaining the consent of the Applicant for the convenience of recovery in the event of server failure or outage.
  3. Upon termination of each service agreement, the Company will delete the Input Data after the storage period separately determined by the Company. Upon termination of each service agreement, the Company will not be liable for any damage incurred by the Applicant or any third party in connection with any handling of the Input Data including its storage, deletion, backup.
  4. The Company will not access the Input Data unless the Company consider it necessary to access as set forth in each of the following items:
  • For the safe operation of the service system
  • To prevent any problems with the Service or the service system
  • Upon the Applicant’s request to the Company in connection with the Service support issues, to resolve such Service support issues
  1. The Company will not disclose or make public any Input Data without obtaining Applicant’s consent. Provided, however, that the Company can disclose or make public all or part of the Input Data without the consent of the Applicant in the event of a request in accordance with laws and regulations (including a request by a written inquiry into matters related to investigation) or a requirement for legal procedures.
  2. The functions of the Service include collaboration with the services of alliance partners. If the Applicant uses such collaboration function, the Input Data which has been registered for use of such collaboration function can be provided to the alliance partner. Provided, however, that the Company will not be responsible for the use of Input Data by the alliance partners.

 

Article 17 (Prohibitions)

  1. Regarding the use of the Service by Applicants, the Company prohibits any of the following acts:

(i) unauthorized access such as excessive load on the system providing equipment of the System; (ii) acts such as randomly sending messages including e-mails to unspecified parties against their will, using the System, or delivering messages including e-mails to addressees without their prior approval; (iii) any act of lending, assigning, pledging or permitting any third party to use, anything provided by the Company pursuant to the Terms of Use; (iv) the act of reproducing, altering, editing or distributing anything provided by the Company pursuant to the Terms of Use; (v) any act of misusing, or using for any purpose other than as authorized by the Company, anything provided by the Company pursuant to the Terms of Use; (vi) any act that infringes or is likely to infringe upon the intellectual property rights such as copyrights, trademarks or any other rights of the Company or a third party; (vii) acts that slander or defame the Company or a third party or that infringe privacy; (viii) any act that infringes upon the property of the Company or a third party or interferes with the business activities of the Company or a third party; (ix) other acts in violation of laws and regulations or contrary to public policy and morality; (x) disclosure of undisclosed vulnerability information about the System without the Company’s consent (the Company recommends that if an Applicant or a User finds  such vulnerability information, please contact the Company. The Company will respond appropriately according to vulnerability handling policies when vulnerability information is communicated in a manner designated by the Company); (xi) act that interferes with or threatens to interfere with the operation of the System and any of the Company’s services; (xii) act that defames or threatens to defame the reputation or credit of the System or any services that the Company provides; and (xiii) any other act that the Company deems inappropriate.

  1. In the event the use of the Service or the Service Account by the Applicant falls under any of the items in the preceding paragraph, the Company will be entitled to suspend the provision of the Service or the use of the Service Account, or take any other measures deemed necessary by the Company without prior notice to the Applicant. In addition, the Company can issue a substitute account if the Company deems it necessary after the suspension of use of the Service Account.

 

Article 18 (Limitation of Liability)

  1. The maximum amount for the Company’s liability for damages with respect to the System is the amount equivalent to one (1) month’s usage fee for the month when the damages occur to the Applicant. Provided, however, that in no event will the Company be liable to the Applicant or any third party for any indirect, accidental, special, incidental, consequential or punitive damages whatsoever, including without limitation, loss of business value or operating income, suspension of business, damage due to computer failure, or any other commercial damage or loss, arising out of the use or failure to use the Service and other services through the Service.
  2. The liability for damages stipulated in the preceding paragraph will not arise in the event the Company is informed in advance of the possibility of the occurrence of such damages or in the event the occurrence of direct damages is not due to reasons attributable to the Company. In addition, in the event the system used by the Applicant is a trial version or a test account, the Company will not be responsible for any damages, whether or not such damages are attributable to the Company.
  3. In the event the Applicant causes damage to the Company or a third party through the use of the Service, such Applicant will compensate for such damage at its own expense and responsibility, and will not be entitled to claim any compensation or indemnification against the Company.
  4. In the event of any dispute between the Applicant and any third party arising from the use of the System, the Applicant will be responsible for resolving such dispute and will not be entitled to arbitrate, inquire or make any other claims against the Company. In addition, in the event that the Company incurs damages to such third parties or other damages (including attorneys’ fees) in connection with such dispute due to the intention or negligence of the Applicant, the Company will be entitled to claim compensation for such damages against the Applicant.

 

Article 19 (Handling of Confidential Information)

  1. The Company and the Applicant will not disclose or divulge to any third party any technical or business information provided by the other party for the performance of the Service which is designated in writing beforehand as confidential by the other party and of which the scope of the Confidential Information is specified with express statement that it is Confidential Information (hereinafter referred to as “Confidential Information”) at the time of disclosure. Provided, however, this does not apply when the Applicant grants the prior approval or in any one of the following: (i) Information that is already lawfully obtained by the Company at the time of disclosure by the Applicant from a third party who is in the Company’s possession or lawfully authorized; (ii) Information that is already in the public domain at the time of disclosure by the Applicant; (iii) Information that becomes publicly known through no fault of the Company after disclosure by the Applicant; (iv) Information that is independently developed by the Company after disclosure by the Applicant; and (v) Information that is provided without any explanation, specifying the scope of Confidential Information or statement that disclosed information is Confidential Information, in accordance with this Article.
  2. Notwithstanding the provisions of the preceding paragraph, if provisions of laws and regulations requires such disclosure or if an authorized public agency requests such disclosure, the Company and the Applicant will be entitled to disclose such Confidential Information pursuant to the provisions of relevant laws and regulations or such authorized public agency. In this case, either party will notify the other party to the effect that such first party will disclose Confidential Information prior to such disclosure unless it is contrary to the applicable laws and regulations, and in the event that such first party is unable to give notice prior to such disclosure, such first party will do so promptly after such disclosure.
  3. The Company and the Applicant will take necessary measures for the management of confidential information.
  4. The Company and the Applicant will use the Confidential Information provided by the counterpart party only within the scope of the purpose of performing the Service.
  5. Notwithstanding the provisions of the preceding paragraphs, in the event the Company deem it necessary, the Company can disclose Confidential Information to the outsourcee as stipulated in Article 21 to the extent necessary for outsourcing without obtaining the prior approval of the Applicant. Provided, however, that in this case, the Company will oblige the Outsourcee to assume the same obligation of confidentiality as the Company assumes under this Article.

 

Article 20 (Handling of Applicant Information and Guest Information)

  1. The Company will use Personal Information contained in business or other business information provided by the Applicant and Personal Information provided by Guests through the System, for the sole purpose of implementing the System will not disclose or divulge the Personal Information to any third party.
  2. The provisions of paragraphs 2 to 5 of the preceding Article will apply mutatis mutandis to the handling of personal information as stipulated in the preceding paragraph. In this case, the term “Applicant” is replaced by “Applicant or Guest”.

 

Article 21 (Outsourcing)

The Company will be entitled to outsource all or part of the services relating to the provision of the System to a third party outsourcee without the consent of the Applicant. In this case, the Company will be responsible for managing the outsourcee.

 

Article 22 (Storage and Deletion of Information)

  1. The Company can record the information registered by the Applicant using the System for a certain period of time separately for the purpose of recovering such information in the event of loss or failure of equipment for providing the System. However, the Company will not be obliged to record such information.
  2. The Company can, but is not obliged to, keep for a certain period correspondence records generated by the use of the System by Applicants. In addition, the Company will not disclose such information to Applicants.
  3. The Company can delete any information registered by Applicants using the System without notice to the Applicant if the Company considers that the purpose of such information at the time of registration is achieved and that such information is no longer necessary for the provision of the System.
  4. In the event the Agreement is terminated, the Company will be entitled to delete all information registered by Applicants using the System on or after the day following the date of such termination. The Company will not be liable for any damage incurred by the Applicants or any third due to the deletion of the registration information pursuant to paragraphs 3 and 4 of this Article.

 

Article 23 (Failure of Facilities)

  1. The Company will promptly notify Applicants of any failure in the System in a manner that the Company deems appropriate.
  2. The Company will endeavor to recover the System immediately upon discovery of any failure in the System.
  3. In addition to the foregoing, in the event of any failure of the System, each of the Applicant and the Company will immediately notify the other in a manner separately set forth by the Company. After due consultation between the two parties, each party will decide on the measures to be taken and implement such measures.

 

Article 24 (Termination of System)

  1. The Company can suspend providing the System in the event of any of the following: (i) In the event that the Company performs system maintenance on a regular or emergency basis; (ii) When suspension is unavoidable for maintenance or construction work of the Company’s System or the server used by the Company; (iii) In the event that it is difficult, or deemed difficult by the Company, to provide normal service due to a significant load or failure on the System; (iv) In the event that the Company recognizes the possibility of significant damage, including data falsification and hacking, to parties including customers and third parties due to the provision of the Service; (v) In the event that it becomes difficult to provide the Service due to the suspension of the provision of telecommunications services, electric power supply services, and other public services by telecommunications providers or domestic and overseas telecommunications providers; (vi) In the event that an emergency situation occurs or is likely to occur due to an earthquake, tsunami, typhoon, lightning strike or other natural disaster, war, civil strife, enactment, revision or abolition of laws or other force majeure; and (vii) In the event the Company deems it desirable to discontinue all or part of the operation of the System.
  2. The Applicant will not be entitled to receive a refund of any fees already paid to the Company even for the period when the provision of the System is suspended pursuant to the preceding paragraph.
  3. The Company will not be liable for any damage incurred by the Applicant or any third party due to the suspension of the System as specified in paragraph 1 of this Article.

 

Article 25 (Suspension of System)

  1. The Company can immediately suspend the provision of the System to the Applicant in the event of any of the events listed in of paragraph 1 of the preceding Article with respect to the Applicant. The Applicant will not be entitled to receive a refund of any fees already paid to the Company even for the period when the provision of the System is suspended pursuant to the provisions of this Article.
  2. The Company does not accept, in principle, an emergency suspension request from an Applicant or a third party.
  3. The Company assumes no responsibility for any damage incurred by an Applicant or third parties due to the suspension of the System as specified in paragraph 1 of this Article.

 

Article 26 (Change and Partial Abolishment of System)

  1. The Company can change or partially abolish the contents of the System that is currently provided to Applicants, including the revision or abolition of the services that the Company provides, if the Company objectively judges that such revision or abolition is necessary for reasons including business purposes.
  2. In the event the contents of the System are changed or partially abolished as set forth in the preceding paragraph, the Company will notify Applicants of such contents in advance in a manner that the Company deems appropriate.
  3. The Company will not be liable for any damage incurred by an Applicant or any third party due to the change or partial abolition of the contents of the System as set forth in paragraph 1 of this Article.

 

Article 27 (Abolishment of System)

  1. The Company can abolish all of the Systems currently provided to Applicants, including the discontinuation of the services provided to Applicants, if deemed necessary in the course of business.
  2. In the event the contents of the System are changed or partially abolished as set forth in the preceding paragraph, the Company will notify Applicants of such contents in advance in a manner that the Company deems appropriate.
  3. The Company will not be liable for any damage incurred by an Applicant or any third party due to the change or partial abolition of the contents of the System as set forth in paragraph 1 of this Article.

 

Article 28 (Responsibilities)

  1. The Company will provide the System so that the System functions in our recommended environment. Although the Company does not guarantee the full, accurate, reliable, or useful results of the use of the System that are suitable for purposes of Applicants, the Company will endeavor to ensure that the System is useful for businesses of the Applicants.
  2. When using the System, Applicants will handle Input Data, including registered information, with sufficient care and will manage such Input Data at their own responsibility so that such Input Data will not be destroyed in whole or in part. If such destruction happens due to defects in the System due to a ground attributable to the Company, the Company will endeavor to restore such Input Data.

 

Article 29 (Disclaimer)

  1. In the event of any damage to an Applicant or a third party in the use of the System, the Company will be responsible for dealing with such damage if such damage is caused intentionally or through gross negligence on the part of the Company, but in no other case will the Company be liable.
  2. In the event an Applicant causes damage to the Company or a third party intentionally or through gross negligence in the use of the System, the Applicant will compensate for such damage.
  3. In the event any dispute arises between an Applicant and a third party in connection with the use of the System, the Applicant will settle such dispute at its own expense and responsibility, and upon the request of the Applicant, the Company will provide materials to the extent possible.

 

Article 30 (Warranty and Liability for Damage)

  1. In providing the System, the Company guarantees to Applicants that the Service will not be suspended for more than 24 consecutive hours due to an abnormality in the service network installed by the Company, except as set forth in Articles 24 to 27 of the Terms of Use.
  2. If it is confirmed that the Company breaches the warranty set forth in the preceding paragraph, upon the request of the Applicant, the Company will, at the Company’s choice, reduce usage fees for the month following the month when the breach occurs or refund the whole or a part of usage fees for the month when the breach occurs. In this case, the Company will determine the amount of such reduction or refund based on the number of 24 hours consecutive suspension cases and such amount will be equivalent to one (1) month usage fees at the maximum.
  3. Notwithstanding the provisions of the preceding paragraph, the warranty will not apply if the cause of the Service suspension falls under any of the following:

(i) in the event the cause is attributable to the Applicant’s website or for any other reason attributable to the Applicant; (ii) in the event the cause is attributable to the terminal equipment; and (iii) in the event the cause is not attributable to the Company.

  1. Any request under this Article needs to be made within sixty days from the date of occurrence of such breach, together with a document evidencing payment of usage fees and a document evidencing the content and date of such breach.
  2. Applicant hereby acknowledges and agrees that the warranty set forth in paragraph 1 of this Article is the only warranty for the use of the Service and that all other risks will be borne by Applicant only.
  3. Except for the warranties set forth in paragraph 1 of this Article, the Company does not warrant that the functions contained in the Service will satisfy customer’s requirements, that the Service will operate properly, that there will be no defects in the Service (including bugs and structural problems), and that if any, these will be corrected. Nor does the Company’s oral or written information or advice make any new warranty or otherwise extend the scope of this warranty in any way.
  4. The Company can change or suspend services incidental to the Service without the prior approval of Applicants. The Company does not guarantee that the usage environment will remain the same as that at the time of execution of the Terms of Use.

 

Article 31 (Attribution of Rights)

In providing the System, the programs, software, services, procedures, documents, drawings, documents, trademarks, trade names, etc., and all other intellectual property rights (hereinafter referred to as the “Intellectual Property Rights”) provided by the Company to Applicants exclusively belongs to the Company or any third party with legitimate rights, and Applicants will be entitled to use Intellectual Property Rights to the extent permitted by the Company or such third party. Applicants will not be licensed to use Intellectual Property Rights beyond the scope set forth in the Terms of Use or any other individual agreements and such Intellectual Property Rights will not be transferred to the Applicants. Accordingly, Applicants and Users must treat such Intellectual Property Rights in the same manner as with other works. The intellectual property rights for each content accessed, displayed, and used through the System are the property of each information content provider and are protected by laws and treaties relating to intellectual property rights.

 

Article 32 (Notification of Information)

  1. The Company will notify Applicants of any discontinuation, suspension, modification and partial or total abolishment of the System, information about the services, and other information by any of the methods of posting on the System’s Web page, sending e-mail, or mailing in writing (including e-mail), which the Company deems appropriate. Provided, however, that in the event of an emergency, notice will be given separately in a manner deemed appropriate by the Company.
  2. In the event of a notice to be posted on a web page, the notice will be deemed to have been completed upon posting. In the event of a notice sent by e-mail, the notice will be deemed to have been completed when the Company sends the notice to the e-mail address of the Applicant which is then-registered to the Company.
  3. In the case of a written notice sent by mail, the notice will be deemed to have been completed when the Applicant sends the notice in writing to the address of the Applicant which is then-registered to the Company.
  4. The Company will not be liable for any damage incurred by Applicants or any third party arising from the arrival or non-arrival of the notice from the Company to Applicants in the event of the notice given in accordance with the method stipulated in paragraph 1 of this Article.

 

Article 33 (Termination of the Agreement)

  1. If an Applicant wishes to terminate the Agreement, the Applicant will give notice to the Company of termination in the manner designated by the Company and the termination will take effect as of the last day of the month when the Company receives such notice. Provided, however, that the Applicant will pay to the Company an amount equivalent to the total amount of the System usage fee from the time of termination of the Agreement until the expiration of the Agreement as a termination fee in accordance with the Company’s demand.
  2. In the event the Applicant falls under any of the following items, the Company will be entitled to immediately terminate the Agreement without any prior notice or demand.
    • In the event of a breach of any of the obligations set forth in the Terms of Use
    • If a draft or check drawn by the applicant is dishonored and a reason for suspension of payments has arisen
    • In the event that a third party files a petition for auction, attachment, provisional attachment, provisional disposition, disposition for delinquent tax, commencement of bankruptcy proceedings, commencement of civil rehabilitation proceedings, or commencement of corporate reorganization proceedings, or files a petition for commencement of bankruptcy proceedings, civil rehabilitation proceedings, or corporate reorganization proceedings
    • In the event of dissolution or in the event of revocation or suspension of business by the competent authority
    • In the event the Agreement is terminated pursuant to the preceding paragraph, the Applicant will immediately pay in cash all the debts such Applicant owes to the Company

 

Article 34 (Revision of the Terms of Use)

  1. The Company can revise contents of the Terms of Use by the means listed in the following items.
  • The contents of the Agreement will be changed in accordance with the revised contents of the Terms of Use from the date of enforcement of the revised Terms of Use.
  • The Company will notify Applicants of the details of the revision by specifying the date on which the revision will be put into force.
  1. In the event the Applicant does not claim to terminate the Agreement within fourteen (14) days after notification of the contents of the revision, the Applicant will be deemed to have accepted the contents of the revision on the day when fourteen (14) days

 

Article 35 (Good Faith)

Any matter not stipulated in the Terms of Use or any doubt regarding the interpretation of the provisions of the Terms of Use will be resolved through mutual consultation in good faith between the Applicant and the Company.

 

Section 36 (Governing Law)

The laws of Japan will apply to the formation, validity, implementation, and interpretation of the Agreement.

 

Article 37 (Jurisdictional Court)

In the event of the necessity of litigation between the Applicant and the Company, the Summary Court or the District Court having jurisdiction over the location of the Company’s head office in Japan will have the exclusive jurisdiction for the first instance depending on the amount of litigation.

 

Article 38 (Exclusion of Anti-Social Forces)

The Company and the Applicant represent and warrant the following matters prior to the execution of the Agreement, at all times from the execution of the Agreement to the termination of the Agreement:

  • The fact that a party who has substantial control of itself and its members, owners, affiliates, and other applicators (collectively referred to as a “Party”) was not an organization, a member, an organization, or any other antisocial force (collectively referred to as an “Anti-social Force”) and was not an Anti-Social Forces in the past or in the future.
  • The fact that a party and its stakeholders have and will not have any relationship to be criticized socially with Anti-Social Forces.
  • The fact that a party or its Affiliates do not, and will not, utilize any Anti-Social Forces.
  • The fact that a party or its related parties have not, and will not, cooperate with or be involved in the maintenance and operation of Anti-Social Forces, such as by providing wages or other benefits to Anti-Social Forces.
  • Not to use violent acts, fraudulent or threatening words against the Company, not to damage the reputation or credibility of the Company or its affiliates, etc., or not to interfere with the business of the Company or its affiliates, etc., by using oneself or a third party.

 

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