Terms and Conditions for Use of the “BuySmartJapan” Purchase Agent Service
NaviPlus Co., Ltd. and Navibird, Inc. (hereinafter referred to as “Company”) have stipulated the following Terms and Conditions of Use of “BuySmartJapan” Purchase Agent Service (hereinafter referred to as “Terms”) regarding usage of the purchase agent service we supply to our Members as defined in Article 10 hereof (hereinafter referred to as the “Service”).
Article 1 (Membership)
- The term “Member” shall designate an individual who, accepting the Terms, applies for membership of Service operated by Company via Internet, is granted membership by Company, and is given a member ID for the Service usage.
- Members shall not allow any third party to use their membership, as well as lend, transfer, sell or pledge it.
Article 2 (Revision of the Terms)
- The Company may revise the Terms without notification and obtaining Members’ prior consent. Any revision of the Terms shall come into effect when the revised Terms are posted on the website designated by the Company, and all matters concerning the Service shall thereafter be governed by already revised Terms.
Article 3 (Applying for Membership)
- Those who wish to apply for membership (hereinafter referred to as “Membership Applicants”) shall register their own membership related information (hereinafter referred to as “Member Information”) by a method prescribed by the Company, and apply for membership online. Underage Applicants shall apply for membership with their parents' consent.
- The membership registration procedure shall be completed when the Company accepts the application of the preceding paragraph. The Company may refuse issuing membership to Membership Applicants who fall within any of the following conditions, and may even revoke once granted membership
- If Membership Applicant is a minor and has not got their parents' consent;
- If Membership Applicant has had their membership revoked in the past due to any violation of the Terms;
- If Membership Information registered with the Company at the time of the Membership Applicant’s application contains any false or incorrect statement, omits required entry;
- If Membership Applicant failed to pay their debt to the Company in the past;
- If Membership Applicant was engaged in an act disturbing or interfering with the operation or service provision of the Company or the use of the services (including the Affiliated Sites of the Company as defined in Article 10) by third parties;
- If Membership Applicant lives in a country other than those separately designated by the Company;
- If the Company otherwise considers such membership to be inappropriate.
Article 4 (Member ID and Password Management)
- Members shall be responsible for managing the member ID and password given by the Company at the time of membership registration.
- Members shall not allow any third party to use their member ID or password, lend, transfer, sell or pledge it.
- Members shall be responsible for any damage arising from improper management, incorrect use or use by third parties of their member ID and password, and the Company shall not assume any responsibilities for such damage. Members shall be deemed to have used the Services themselves in cases where the Service is used with their member ID and password, and shall assume all the responsibilities for such use.
- Members shall promptly notify Company and comply with all the instructions given by Company, in cases when their member ID or password is known to any third party or is suspected of being used by any third party. Members shall compensate Company for any loss arising from illegal use of their member ID and password.
- Members shall be obliged to change their password at regular intervals. Company shall not assume any responsibilities for any damage arising from Members’ failure to perform said obligation.
- Member IDs and passwords shall not be reissued, except in cases separately approved by the Company.
Article 5 (Change of Registered Information)
- In case of changing Membership Information registered at the time of application for membership, Members shall report the change to Company and take necessary steps prescribed by the Company. The Company shall not assume any responsibilities for the damages arising from Members’ failure to take said steps.
Article 6 (Notification)
- The Company shall give notifications by sending emails to the email addresses of Members registered with the Company. The notice is deemed to be received when it is recorded in a readable state in the mailbox within the mail server.
- In spite of the statements of the preceding paragraph, the Company may notify Members by another notification method contained in Membership Information at the discretion of the Company. In any case, any notification sent by Company to Members shall be deemed to arrive when such notice would normally reach Members.
Article 7 (Handling of Personal Information)
- In addition to purposes stipulated in separately established “Handling of Personal Information”, Company may use Members' personal information for the following purposes
- Purchase and delivery of Goods;
- Packing and shipment of Goods;
- Fee calculation and billing;
- Inquiries and after-sales services;
- Planning of campaigns and prizes, questionnaires;
- Advertisement, promotion and invitation to purchase Company's and third parties' goods (by e-mail and other methods);
- E-mail newsletters;
- Survey and analysis of marketing data, development of new services;
- Preparation of statistics for strategically-allied corporations prescribed by the Company.
- In addition to cases stipulated in separately established "Handling of Personal Information", Company may provide Members' personal information in the following cases
- If Member consents to such provision;
- If the disclosure of data is required by law or as part of a criminal investigation or other legal proceedings or if a legitimate information request is received from a consumer center, bar association or other public institution;
- When information relating to Member's order is transmitted to supplier;
- When the Member's information is disclosed to distribution center for the purpose of Goods' delivery;
- When the Member's information is disclosed to business operator engaged in settlement of Goods' price;
- If Company entrusts all or part of its business to a third party;
- If, in case of a merger, transfer of business or any succession of business due to other causes, information is disclosed to the successor of business; and
- If disclosure of Members’ personal information is permitted under the Act on the Protection of Personal Information and other laws and regulations.
Article 8 (Withdrawal)
- Members may withdraw from the Service by following steps prescribed by the Company.
- In case if Member passes away, Company shall consider Member to withdraw from the Service at the time of their death.
- The Company shall not allow any Members who withdraw from the Service or otherwise cease to have membership to continue using their member ID and password.
- In cases where any Member withdraws from the Service or otherwise ceases to have membership, the Company may terminate Sales Agreement (as defined in paragraph 3 , Article 11 (Purchase of Goods); the same shall apply hereinafter) which have already come into effect, without any prior notice or demand. In cases where any Member withdraws from the Service or otherwise ceases to have membership, sales agreements which have already come into effect shall remain effective and shall be applied to the Terms unless the Company separately gives notice of its intention to terminate or cancel the Sales Agreement.
Article 9 (Suspension of Membership; Removal from the Service)
- The Company may suspend membership or remove Member from Service without giving prior notice or demand
- If Member uses, or allows a third party to use their member ID, password, or the Service itself improperly;
- If Member fails to pay their fees prior to the due date;
- In the event that the member has proceedings filed against them, including seizure, provisional seizure, provisional injunction, compulsory execution, bankruptcy, civil rehabilitation or any other similar, or files for such proceedings themselves;
- If the number of inputting errors of the Member’s password exceeds the threshold prescribed by the Company;
- If Member does not use the Service within the period of time prescribed by the Company;
- If Member otherwise breaches any provision of the Terms; or
- If Company otherwise considers Member to be unqualified for membership.
Article 10 (Contents of the Service)
- The Service of Company is to purchase goods, specified by Member (hereinafter referred to as "Goods") from eCommerce websties, online stores or other suppliers (hereinafter reffered to as "Suppliers") via websites of suppliers (hereinafter referred to as "Affiliated Websites") and resell said goods to Member.
Article 11 (Purchase of Goods)
- Members may apply for goods' purchase method prescribed by Company.
- Application for goods' purchase may only be filled by Members.
- When Company accepts Member's application, an agreement of sale/purchase of Goods (hereinafter referred to as "Sales Agreement") shall be created between Member as the buyer and Company as the seller.
- The Sales Agreement shall be concluded when Company's e-mail notifying Member of acceptance is received in address registered by Member (and is recorded in a readable state in the mailbox within the mail server). Members shall hereby acknowledge that the Company notified its acceptance in connection with the Sales Agreement by such method.
- Other than the e-mail notifying of acceptance as stipulated in the preceding paragraph, Company shall not notify Members of goods' purchase etc. from Suppliers.
- Once applied for purchase of Goods, Members shall not cancel the application even before the Sales Agreement is concluded.
- The Company shall be free to determine whether it does or does not accept any Member's application.
- The whole amount of the following costs, expenses and delivery of Goods (hereinafter referred to as "Goods' Price") shall be borne by Members
- The cost of Goods;
- The handling fee for the Service;
- The administration charge;
- The expense for overseas delivery;
- Other costs and expenses presented by the Company at the time of application.
- Members shall pay the Goods' Price as set forth in the preceding paragraph by due date specified by Company and competed by a method prescribed by Company.
- Any Member who fails to pay the Goods' Price by due date specified by Company shall pay to the Company 14.6% of the unpaid amount as liquidated damages.
- Members shall not transfer or pledge to any third party or otherwise dispose of any of their rights arising under the Sales Agreement with the Company.
- In case any Member fails to pay the Goods' price as set forth in paragraph 8 of this Article by due date specified by Company, Company may terminate the Sales Agreement without giving any notice. Such termination shall not preclude the Company's demand for compensation of damage caused by Member.
- In case the subject matter of the Sales Agreement falls under any of the categories set forth in Article 12 (Goods Ineligible for the Service), in event of any of the items set forth in Article 17 (Refusal of Provision of the Service), or in event that Members violate any Members' duties set forth in the Terms, the Company may terminate the Sales Agreement without giving any prior notice or demand, even when the Sales Agreement is already concluded.
- In case Member refuses to receive Goods, the Company shall be entitled to sell, discard, return or otherwise dispose of said Goods received from Suppliers and the Member shall not raise any objection to such disposal. The same shall apply when said Goods cannot be delivered to the destination address registered by Member.
Article 12 (Goods Ineligible for the Service)
- Members shall not use the Service with regards to the goods listed below
- Cash as well as checks, bills, share certificates and other securities (including cash vouchers such as airline tickets and concert tickets);
- Cards, such as credit and bank cards;
- Savings passbooks of financial institutions, savings withdrawal cards;
- Mail delivery, or other means of communication defined by the current laws as mail delivery;
- Live animals and plants, dead animals and stuffed animals;
- All or part of human bodies, dead human bodies, cremains and spirit tablets;
- Foods, beverages and other items that spoil or decay easily;
- Stimulant drugs, marijuana, narcotic drugs, mind-altering medicines and other banned substances;
- Guns, swords, weapons, gunpowder, explosive materials, poisons, and deleterious substances;
- Medical supplies and devices;
- Child pornography, adult videos and other obscene materials;
- Items which were acquired illegally;
- Items of which transportation, export and import are prohibited or restricted by the law and regulations of the exporting/importing countries (including stopover countries), states and local governments;
- Other items which are not approved for handling under the transportation agreement of carriers;
- Items which infringe or may infringe rights and interests of third parties;
- Items deemed inappropriate by the Company.
Article 13 (Delivery of Goods)
- Company shall, after receiving payment for the Goods' Price under the provisions of paragraph 9, Article 11, have a delivery company upon commission by the Company (hereinafter referred to as the “Delivery Company”) deliver Goods directly to the destination address registered by Member under instruction provided by Company.
- The timing of delivery shall be made known to Member by Company via confirmation e-mail as set forth in paragraph 4, Article 11.
- Members shall not change their Goods' destination address unless they report the change to Company prior to said confirmation e-mail of the preceding paragraph by a method prescribed by Company.
- Company shall not guarantee the Goods to be delivered to the registered destination address by the date requested by Member. In addition, the Company shall not guarantee any delivery date of Goods.
- When Company hands over Goods to Delivery Company under the Sales Agreement, the ownership of said Goods shall be transferred to Member.
- In case Delivery Company intentionally or negligently loses any Goods prior to arrival at the destination address, Company shall assume responsibilities within the scope set forth in Article 23 (Scope of Responsibilities of Company). Company shall not assume any responsibilities for damage and loss of Goods in the absence of willful misconduct or negligence of Delivery Company.
Article 14 (Cancellation of Sales Agreements)
- Company shall, after receiving a Member’s application for purchase of Goods, begin to purchase Goods from a Supplier. Therefore the Member shall not cancel the application for their own reasons after applying for purchase of Goods, even before any Sales Agreement is concluded.
- The Company may cancel sales of Goods to a Member in the event of any of the following items, and shall not assume any responsibilities for damage caused to the Member by such cancellation
- If the Supplier asks for termination or cancellation of the sales agreement concerning Goods;
- If the Supplier has still failed to deliver Goods when thirty (30) days have passed since the Company completed placement of an order to the Supplier;
- If the Supplier designated by the Company does not have any Goods in stock at the time of purchasing Goods from the supplier;
- If the price of the Goods at the time the Company purchases the Goods from the supplier exceeds the standard specified by the Company from the price of the Goods at the time the member applied for the purchase of the Goods.
- If delivery of Goods is impossible due to discontinuance of production or other reasons;
- If the stipulated Goods' Price is clearly wrong, compared with the market price;
- If the destination address does not belong to countries or regions separately designated by the Company; or
- If Goods cannot be delivered by the Delivery Company designated by the Company.
Article 15 (Returned Goods, Exchange)
- The Company shall not accept any Member’s request for return or exchange of Goods, except in cases where such request is based on causes attributable to the fault of the Company.
- With regard to request for return or exchange of Goods due to causes attributable to the fault of the Company , Members shall notify the Company in a method separately prescribed by the Company within seven (7) days of the arrival of Goods at the destination address (including the date of such arrival), and the Company shall not respond to any request for return or exchange made after expiration of said period of seven (7) days.
- In case of return of Goods due to causes attributable to the fault of the Company as mentioned in the preceding paragraph, the Company shall refund to the Members the Goods' Price that they have already paid, in a method separately prescribed by the Company.
- In case of exchange of Goods due to causes attributable to the fault of the Company as mentioned in the second paragraph, the Company shall exchange Goods at no additional cost to the Members, in a method separately prescribed by the Company.
- Notwithstanding the provisions of the four preceding paragraphs, we will not accept Members' request for exchange, if the commodities, etc. fall under the category of secondhand articles (as defined in Paragraph 1, Article 2 of the Used Articles Business Act). In addition, in the event of any doubt as to the existence of causes attributable to the fault of the Company in connection with Members' request for exchange involving any secondhand article, we may determine whether return of the article is acceptable or not, taking into consideration the Supplier's own standard of acceptance of returned commodities, if such standard is disclosed on the website of the Supplier.
- In cases where any initial defect is detected in Goods, Members shall directly contact the manufacturer of Goods and ask for repair or exchange. The Company and Suppliers shall not respond to any request for return or exchange of Goods due to initial defect.
Article 16 (Inquiries)
- The Company shall not accept any inquiries from Members unless in a method or a language separately specified by the Company.
- The Company shall not make any guarantees regarding the timing of its response to Members’ inquiries, or the accuracy, appropriateness and reliability of the contents of the response.
Article 17 (Refusal of Service Provision)
- The Company may refuse to provide Service in the event of any of the following, even after having agreed to provide Service
- If any untrue fact is or may potentially be found in Member Information;
- If Goods are or may be ones that fall under any of the categories listed in Article12 (Goods Ineligible for the Service);
- If the Member’s location or the designation address for Goods is not or may not be confirmed;
- If the Member fails or may fail to pay the Goods' Price;
- If Goods for which Member applies are or may be difficult to acquire;
- If the Member unreasonably refuses or may refuse to receive Goods;
- If the Member breaches or may breach the Terms;
- If the Company otherwise considers provision of the Service to be inappropriate.
Article 18 (Fluctuation of Price)
- Members shall agree in advance that Goods' prices shown in Affiliated Websites are subject to constant fluctuation and may drop considerably against the Members’ will after their application for the Service. Members shall not terminate a Sales Agreement on the grounds of any price fluctuation of Goods after they applied for Service.
Article 19 (Modification and Discontinuation of the Service)
- The Company may modify or discontinue any contents of Service at any time, without giving any prior notice, and shall not assume any responsibilities for any disadvantage or damage caused to Members by such modification or discontinuation.
Article 20 (Interruption and Suspension of the Service)
- The Company may temporarily interrupt or suspend all or part of Service without giving any prior notice to Members in the event of any of the following conditions
- If any regular or temporary maintenance, inspection or update is performed on any device or system required for provision of Service;
- If it is difficult to provide the Service due to fire, power failure, natural disaster or system failure;
- If the necessary service is not provided by telecommunications carriers; or
- If Company otherwise considers interruption or suspension of Service to be necessary.
- Company shall not assume any responsibilities for any damage caused to Members by interruption or suspension of Service provision.
Article 21 (Prohibited Acts)
- The Member shall not perform any act which falls or may fall under any of the acts listed below while using Service
- Any act of using Service for illegal purposes;
- Any act which infringes or may infringe the intellectual property rights (such as trademark rights, copyrights, design rights and patent rights), portrait rights, publicity rights and other rights and interests of Company and any third party;
- Any act leading to crimes such as fraud;
- Any act of pretending to be another person for the purpose of using Service;
- Any act of illegal usage, and disturbing the operation of, any facilities of Company and any third party;
- Any act in violation of laws and regulations, the Terms, public order and morals;
- Any act of interfering with the Service operating;
- Any other act deemed inappropriate by Company.
- In the event of any damage caused to Company by any Member’s violation of the Terms, Company may demand compensation from Member.
Article 22 (No Guarantees)
- The Company shall not guarantee that it can purchase Goods for purchase of which Member applied through Company on Affiliated Websites and sell the item to Member.
- The Company shall not guarantee the accuracy of information posted on an Affiliated Website if said Website specifies that said information is supplied by a party other than Company.
- The Company shall not guarantee that Members will be free from any damage caused by computer viruses or other harmful programs when they use Service.
- The Company shall not guarantee any level of performance of equipment and software used by Members while using Service.
- The Company shall not guarantee performance of the system managed by the Company for the Service.
- Members shall, at their own expense and responsibility, prepare equipment and communication environment required for using Service. The Company shall not bear any expenses for such equipment and communication environment.
Article 23 (Scope of Responsibilities of the Company)
- In case any Member suffers damage due to causes attributable to be fault of the Company regarding with Goods for which Member applies through Company Services, the Company shall compensate such damage with up to the amount equivalent to the total sum of the Goods' Price received by Company from Member; provided, however, that this shall not apply when said damage is due to Company’s willful misconduct or gross negligence.
- This Article shall stipulate all the responsibilities Company may assume to Members. In no event shall Company compensate for Members’ loss of profits, indirect or direct damage, attorney fees or other damages not stipulated in this Article; provided, however, that this shall not apply when said damage is due to Company’s willful misconduct or gross negligence.
Article 24 (Validity)
- Article 4 (Management of the Member ID and Password).3,4,5,the second sentence of Article 5 (Change of Registered Information), Article 7 (Handling of Personal Information),Article 8 (Withdrawal).3,4, Article 11 (Purchase of Goods).10,11,12,and14, Article 13 (Delivery of Goods).4,6, Article 14 (Cancellation of Sales Agreements).the second sentence of paragraph 2, Article 15 (Returned Goods, Exchange), Article 16 (Inquiries), Article 18 (Fluctuation of the Price), the second sentence of Article 19 (Modification and Discontinuance of the Service), Article 20 (Interruption and Suspension of the Service). 2, Article 21 (Prohibited Acts), Article 22 (No Guarantees), Article 23 (Scope of Responsibilities of the Company) and Article 25 (Governing Law and Jurisdiction) shall remain valid even if any Member is disqualified from membership, regardless of the reason.
Article 25 (Governing Law and Jurisdiction)
- The Terms shall be governed by Japanese law.
- In case of any dispute arising in connection with Terms, the parties shall submit it to exclusive jurisdiction of the Tokyo District Court in the first instance.
- In case any part of Terms becomes invalid, regardless of the reason, such invalidity shall not affect the validity of the other provisions hereof.
5. Nov. 2013 established
18. Sep. 2018 revised
12. Oct. 2018 revised
NaviPlus Co., Ltd., Navibird, Inc.