Article 1 Scope of Application
Article 2 Definitions
For the purposes of the Terms, the following terms shall have the meanings ascribed to them as follows:
(1) “Applicant” means the “Applicant” defined in Article 3.
(2) “User” means an individual or entity who is registered as a user of the Service in accordance with the provisions of Article 3. For the avoidance of doubt, the Supplier and the Guest shall be the User.
(3) “Guest” means the User who uses the Service to participate in the Activity.
(4) “Supplier” means the User who provides the Guest with the Activity Service through the Service as a guide with or without a qualification of Guide-Interpreter, travel agency, activity provider or transport service company.
(5) “Intellectual Property Rights"" means copyrights, patents, utility model rights, trademark rights, and any other intellectual property rights including, without limitation, the rights to acquire these rights or to file an application for the registration of any of such rights.
(6) “Service” means the service named JapanWonderTravel and JapanWonderGuide provided by the Company including, without limitation, the new service in cases where the name or contents of the Service are changed.
(7) “Activity” means the tour, service and tour provided by the Supplier.
(8) “Activity Agreement” means the “Activity Agreement” defined in Article 6
(9) “Website” means the website on the Internet operated by the Company with the domain of “japanwondertravel.com”, including, without limitation, the new website in cases where the domain or contents of the Website are changed.
Article 3 Registration
1.Any individual or entity which desires to use the Service (hereinafter referred to as the “Applicant”) may apply to the Company for the registration as a user of the Service by agreeing to abide by the Terms and providing the Company with the information required by the Company (hereinafter referred to as the “Registration Information”) in a manner specified by the Company.
2.The application for the registration shall be made by an individual or an entity that will use the Service, and applications by proxy or unauthorized person will not be accepted. For each application for the registration, the Applicant shall provide true, correct and updated information to the Company.
3.The acceptance or rejection of applications for the registration will be determined by the Company in accordance with the criteria established by the Company. The registration of an Applicant as a User shall be deemed to have been completed when the Company issues to the Applicant a notice stating that the application has been accepted.
4.The completion of the registration under Article 3.3 constitutes the execution of the agreement between the Company and the User with respect to the use of the Service under the provisions of the Terms (hereinafter referred to as “Service Agreement”), whereby the User shall be entitled to use the Service in such a manner as specified by the Company from the date of the completion of the registration.
5.The Company may reject the registration if:
(1) the Company determines that the Applicant is likely to violate the Terms;
(2) the Registration Information submitted to the Company contain, in whole or part, false or erroneous statements or omissions;
(3) the registration of the Applicant for the use of the Service has once been cancelled;
(4) the Applicant is a minor, an adult ward, a person under curatorship or a person under assistance, and has not obtained the necessary consent of his/her respective legal representative, guardian, curator or assistant; or
(5) the Company determines that the Applicant is antisocial forces (which mean gang groups, gang members, right-wing groups or other similar entities; the same shall apply hereinafter), or the Company determines that the Applicant is associated with or involved in antisocial forces in any manner such as cooperating or engaging in maintenance, operation, management of antisocial forces through funding or any other method.
(6) the Company otherwise determines that the registration would be inappropriate.
Article 4 Changes in Registration Information
In the event of any change in the Registration Information, the User shall promptly notify the Company of such change in accordance with the procedure specified by the Company and submit to the Company the required information.
Article 5 Management of Password and User ID
1.The User shall be fully responsible for the security and safekeeping of his/her password and user ID and the User shall not cause or permit any third party to use the password or user ID nor shall it loan, assign, or cause to be owned in the name of another person or to be sold or purchased the password or user ID or otherwise cause the password or user ID to be an object of any activity similar to the foregoing.
2.The User shall be responsible and liable for any damage incurred by the User as a result of inadequate management, wrong or improper use, or the use by a third party of the password or user ID. In no event shall the Company be responsible or liable for such damage.
3.In cases where the password or user ID is found to be stolen or used by a third party, the User shall immediately notify the Company to that effect and follow the instructions provided by the Company.
Article 6 Use of the Service
1.Use by the Users
(1) During the effective term of the Service Agreement, the User shall have the right to use the Service in such a manner as directed by the Company in accordance with, and within the scope of, the Terms.
(2) The User shall, with its own costs and responsibilities, prepare and maintain computers, software and other devices, and telecommunication line and other communication environment which are necessary to use the Service.
(3) The User shall, with its own costs and responsibilities, prepare and maintain security systems suitable for the User’s environment for use of the Service to avoid attack of computer virus, unauthorized access, information leakage, etc.
2.Use by the Guest
(1) The Guest may choose a Activity from the Website. In the case where the Guest wishes to participate in a Activity, the Guest shall fill in the booking form for the Activity online pursuant to the instruction by the Company.
(2) The Guest shall pay the price of the Activity Service (hereinafter referred to as the “Activity Price”) in a manner specified by the Company.
3.Use by the Suppliers
(1) The Supplier shall provide on the Website his/ her profile information and Activity information regarding the Activity to be provided by the Supplier pursuant to the instruction by the Company.
(2) The Supplier shall make a reasonable effort to make certain response to the Guest within twenty-four(24) hours after Guest has filled in the booking form pursuant to the Article 6.2.
4.Completion of the Activity Agreement
The agreement regarding use of Activity agreement between the Supplier and the Guest (hereinafter referred to as the “Activity Agreement”) shall be deemed to have been made and entered into at the time of acceptance of the booking by the Supplier. For the avoidance of doubt, the Company shall not be a party to the Activity Agreement.
5.Payment to supplier
Article 7 Treatment of User Information
3.Supplier uses the Services and registers Activitiy, to the Company disclosing to viewers of the Services the following information necessary to identify the Contents registered by such Supplier(Supplier information that will be provided)IDs, nicknames, thumbnail images, user evaluations, other information regarding Activity registered by the Supplier that the Supplier inputs and provides on input forms stipulated by the Company.
Article 8 Duties of Suppliers
1.The Supplier shall not entrust wholly or partly the Activity to a third party including other Suppliers.
2.The Supplier shall not provide service regarding escort and guidance concerning travel except through the Service, to the Guest that the Supplier has got to know, has been acquainted with or has got any relationship with through the Service.
3.In the event of breach of Article 8.2, the Supplier shall pay the Company as a penalty two (2) times the amount of the highest Activity Price per Guest that the Supplier has set forth before such breach, per Guest regarding which such breach occurs.
Article 9 Payment and Fee of the Supplier
1.The Supplier hereby authorizes the Company to receive, on behalf of the Supplier, the Activity Price to be paid by the Guest.
2.The Supplier shall pay the amount separately designated by the Company (the “Fee”) to the Company as the consideration for the use of the Service.
3.In case where the Activity Agreement is canceled, Articles 9.1 through 9.2 shall be applied mutatis mutandis by regarding the cancelation fee as the Activity Price.
Article 10 Cancel Policy
1.In case that Guest wishes to cancel the Activity Agreement, the Guest shall follow the cancel policy separately set forth by the Company.
2.The Supplier shall not change the cancel policy or any other conditions regarding the Activity Service stipulated in the Terms or otherwise designated by the Company without the Company’s prior consent.
3.In case of Force Majeure (which means any causes beyond the reasonable control of the Supplier, including but not limited to, fire, storm, flood earthquake, war, terror or any other act of God), the Supplier shall make its best efforts to reschedule the Activity through communication with the Guest. In cases where the terms and conditions of rescheduled Activity (including but not limited to, date, hour, price, etc.) has been agreed with the Guest, the Supplier shall immediately notify the Company of such detail. (If such agreed price is lower than the original price, the Company shall reimburse the difference to the Guest.) In cases where the terms and conditions of rescheduled Activity can not be agreed despite such effort, the Supplier may cancel the Activity Agreement without any penalty, however a notice of such cancelation shall be immediately given to the Company. The Guest hereby agrees to such Supplier's right to cancel. In the case of any conflict between the Users regarding whether the Force Majeure applies, the Users shall follow the decision of the Company. Except as stipulated in this Article 10.3, the Supplier shall not cancel the Activity Agreement once the Activity Agreement has been made and entered into.
Article 11 Prohibited Activities
1.The User shall be prohibited from engaging in any of the following activities with respect to the use of the Service:
(1)The act of providing the Company false information in relation to Member registration information;
(2)Any act that infringes on an intellectual property right, portrait right, privacy right, or any other right or interest of the Company, another Member, or a third party;
(3)A criminal act or any act that is offensive to public order or morals;
(4)The act of transmitting obscene or violent images or other information that is offensive to an ordinary person, or information that is harmful to minors;
(6)The act of transmitting information that includes a computer virus or other harmful computer program;
(7)Any act that tampers with information that may be used in relation to the Services, or the act of reverse engineering;
(8)Any act that causes excessive load on the server of the Services, or any act that hinders the operation of the Services or on the network or system;
(9)Any act that hinders or is likely to hinder the Company’s administration;
(10)The act of using the Services or information or materials obtained through the Services for commercial purposes or other purposes unrelated to the Services;
(11)The act of using the Services in a manner not approved by the Company;
(12)Any act that encourages or assists others to engage in illegal acts;
(13)Any act that defames or damages trust in the Company;
(14)The act of verbally abusing or threatening the Company’s staff, or any act that hinders or is likely to hinder the Company’s operations; or
(15)Any other act that the Company determines to be inappropriate.
2.In cases where the Company determines that the act of the User in the Service falls or is likely to fall under any of the items of Article 11.1, the Company may delete all or part of such information without any prior notice to the User. The Company shall in no event be responsible or liable for any damage incurred by the User as a result of an action taken by the Company pursuant to this Article 11.2.
Article 12 Discontinuation or Suspension of the Service
1.In the event of any of the following circumstances, the Company shall reserve the right to permanently discontinue or temporarily suspend all or part of the use of the Service without prior notice to the User:
(1) When the Company conducts scheduled or unscheduled inspections or maintenance of the computer systems relating to the Service;
(2) When a computer or telecommunications network ceases to operate or function as a result of an accident;
(3) When the operation of the Service becomes difficult due to fire, power failure, natural disaster, or any other cause of force majeure;
(4) When for any other reason the Company determines that the discontinuation or suspension will be necessary.
2.The Company shall not be responsible or liable for any damage incurred by the User as a result of any action taken by the Company in accordance with this Article 12.
Article 13 Retention of Information
The Company shall have no obligation to retain the messages or other information transmitted by or to the User through the Service even in cases where such information has been retained by the Company for a certain period for operational reasons, and the Company may delete such information at any time in its discretion. The Company shall not be responsible or liable for any damage incurred by the User as a result of any action taken by the Company pursuant to this Article 13.
Article 14 Warning for Downloading, etc.
In cases where at the commencement of or during the use of the Service the User installs software or programs from the Website into his/her computers by way of downloading or other means, the User shall exercise due care in order to prevent the loss or alteration of the information held by it, or any fault or damage to his/her equipment. The Company shall in no event be responsible or liable for such loss or damage incurred by the User.
Article 15 Ownership and Intellectual Property Rights
1.All ownership rights and Intellectual Property Rights in and to the Service and the Website shall vest in the Company or its licensors, and the use of the Service permitted through the registration under the Terms shall not be construed as granting any license with respect to the Website or the Service under any Intellectual Property Rights held by the Company or its licensors. The User shall not, for any reason whatsoever, perform any act which would infringe any Intellectual Property Rights of the Company or its licensors, including, without limitation, disassembling, decompiling, or reverse engineering.
2.The Users shall grant to the Company the non-exclusive, sublicenseable and royalty-free license to copy, reproduce, modify or otherwise use in all forms the texts, graphics, videos and other data uploaded or transmitted in the Website or the Service by the User.
Article 16 Suspension of the service and Cancellation of Registration
1.The Company may suspend temporarily the use by the User of the Service or cancel the registration of the User without any prior notice if:
(1) the User violates any provision of the Terms;
(2) the Registration Information or information provided pursuant to the Article 6.2 and 6.3 is found to contain false information;
(3) payment by the User is suspended, or the User becomes insolvent, or an application for a proceeding for bankruptcy, civil rehabilitation, corporate reorganization, special liquidation, or other similar proceedings is instituted with respect to the User;
(4) the User dies or is subject to an order for the commencement of guardianship, curatorship, or assistance;
(5) the Supplier has not executed the Activity Agreement for a period of twelve (12) months or more or responded to any communication from the Company for a period of twelve (12) months or more;
(6) the Company determines that rating or reputation of the Supplier is significantly low.
(7) the User falls under any of items of Article 3.5; or
(8) the Company determines for any reason that the continuation of the registration of the User would be inappropriate.
2.In cases where the User falls under any of items of Article 16.1, any and all monetary debt of the User to the Company shall become forthwith due and payable, and the User shall immediately pay such monetary debt.
3.The Company shall in no event be responsible or liable for any damage incurred by the User as a result of any action taken by the Company in accordance with the provisions of this Article 16.
Article 17 Disclaimer and Limitation of Liability
1.The User hereby agrees that the Service is a platform service to provide the Users with opportunities of provision and use of Activity, and that the Company is not a provider of or liable for any Activity. The Company shall not be responsible or liable for troubles regarding the Acitivity, including, without limitation, troubles in relation to the execution, cancelation and performance of the Activity Agreement, accidents during the Activity, or any other troubles between or among the Guest, or the Guest and the Suppliers. The Company shall not be responsible or liable for any damage incurred by the User in connection with the Activity, including, without limitation, damage incurred in connection with the troubles above.
2.If the Company is to bear liability for any reason, it shall not be liable for compensation for damage that exceeds the amount of the consideration for the related Activity. Further, the Company shall not be liable for incidental damage, indirect damage, special damage, future damage, or damage related to lost earnings and profits.
3.The Company shall not bear any liability with respect to matters such as transactions, communication, or disputes that arise in relation to the Services between a User and another User or a third party.
4.The User shall investigate at his/her own expense and responsibility to determine whether or not his/her use of the Service will violate any law or regulation applicable to the User or the internal rules of the entity of which the User is a member, and the Company makes no warranty that the use of the Service by the User will comply with the laws and regulations applicable to the User and the internal rules of the entity of which the User is a member.
5.In no event shall the Company be responsible or liable for suspension, discontinuation, unavailability or modification of the Service caused by the Company, deletion or loss of any message or information from the User, cancellation of the registration of the User, loss of data or failure of or damage to equipment through the use of the Service, or any other damage incurred by the User in connection with the Service.
6.Even if the Website contains links to and from other websites on the Internet, the Company shall not, for any reason, be responsible for any websites other than the Website or any information obtained therefrom.
7.Although the Service may be associated with SNS service companies, the Company makes no warranty regarding such association. The Company shall not be responsible or liable even when such association is not available.
Article 18 Resolution of Disputes
1.The User shall indemnify and hold harmless the Company from and against any damage incurred by the Company as a result of any breach by the User of any provision of the Terms or resulting in connection with the use by the User of the Service.
2.The User shall immediately notify the Company of any claim against the User brought by other Users or other third parties in connection with the Service or of any dispute arising between the User and any of the other Users or other third parties, and shall settle such claim or dispute at his/her own expense and responsibility and report the processes and results of the settlement to the Company at the request thereof.
3.In no event shall the Company be responsible or liable for the damage incurred by the User in connection with the Service. Even if the Company is responsible or liable for the damage by the application of Consumer Contract Law of Japan other laws, or by other reasons, the responsibility and liability of the Company for the damage are limited to the amount of the Service Fee received by the Company for the Activity with respect to which the cause of such damage occurs.
Article 19 Confidentiality
1.For the purposes of the Terms, the “Confidential Information” means any and all information related to technology, business, operation, finance, organization, etc. of the Company which may be provided or disclosed by the Company to, or come to the knowledge of, the User in connection with the Terms or the Service in writing, orally or in storage media, etc., but excluding information
(1) which is generally available to the public or known to the User at the time when the information is provided or disclosed by the Company to or comes to the knowledge of the User; (2) which becomes publicly known through publication or otherwise without fault of the User after the information is provided or disclosed by the Company to or comes to the knowledge of the User; (3) which the User has lawfully acquired without any obligation of confidentiality from a third party authorized to provide or disclose the information; (4) which the User has developed independently of the Confidential Information, or (5) which is confirmed by the Company in writing to be excluded from the obligation of confidentiality.
2.The User shall use the Confidential Information of the Company solely for the purpose of using the Service hereunder, and shall not provide, disclose or divulge the Confidential Information of the Company to any third party without the Company’s prior written consent.
3.Notwithstanding the provision of Article 19.2, the User may disclose the Confidential Information of the Company when such disclosure is required by law or by an order, requirement or request of a court or governmental authority; provided, however, that such order, requirement or request shall be promptly notified to the Company by the User.
4.The User shall first obtain the prior written consent of the Company if it intends to reproduce any document or magnetic storage media containing the Confidential Information of the Company, and shall keep the reproductions under strict control in the same manner as provided for in Article 19.2.
5.At any time upon request of the Company, the User shall promptly return to the Company or destroy the Confidential Information of the Company and the documents or other storage media containing or including the Confidential Information along with all reproductions thereof in accordance with the instructions of the Company.
Article 20 Effective Term
The Service Agreement shall become effective on the date of the completion of the registration pursuant to Article 3 in respect of the User, and remain in force and effect between the Company and the User until the earlier of the termination of the registration or the cessation of the provision of the Service.The provisions of Articles 5.2, 8.2, 8.3, 9, 11.2, 12.3, 13through 15, 16.2 through 16.6, 17 through 19, and 23 through 26 shall survive the expiration or termination of the Service Agreement and remain in full force and effect; provide, however, that Article 19 shall survive only for five (5) years from the expiration or termination of the Service Agreement.
Article 21 Amendment and Changes to Terms, etc.
1.The Company reserves the right to make amendment or change to the contents of the Service without restriction.
2.The Company reserves the right to make amendment or change to the Terms (including, without limitation, the rules and regulations concerning the Service which may be posted on the Website; the same shall apply hereinafter in this Article). In the event of any amendment or change to the Terms, the Company shall notify the User to that effect. If the User uses the Service, or fails to take steps to cancel the registration within the time specified by the Company after the notice set forth above, the User shall be deemed to have agreed to such amendment and change made to the Terms.
Article 22 Notice
Any inquiries with respect to the Service or other communications or notices from the Users to the Company, or the notices concerning any amendment to the Terms or other communications or notices from the Company to the User shall be made in accordance with the procedures specified by the Company.
Article 23 Assignment of Terms
1.The User shall not assign, transfer, grant security interests on or otherwise dispose of his/her status under the Service Agreement or rights or obligations under the Terms without the prior written consent of the Company.
2.In cases where the Company has assigned the business regarding the Service to a third party, the Company may, as part of such assignment of business, assign to the third party assignee its status under the Service Agreement, its rights and obligations under the Terms, and the Registration Information and other information relating to the User, and the User hereby agrees to such assignment in advance. For the purposes of this Article 23.2, the assignment of business referred to above shall include, in addition to the usual form of assignment of business, split of the Company or any other form of restructuring of the Company which would result in a transfer of the business.
Article 24 Entire Agreement
The Terms constitute the entire agreement between the Company and the User with respect to the matters contained herein, and supersede all prior agreements, representations and understandings, whether oral or in writing, between the Company and the User with respect to the matters contained herein.
Article 25 Severability
If any provision of the Terms or part thereof is held to be invalid or unenforceable under the Consumer Contract Law of Japan or other laws or regulations, the remaining provisions hereof shall remain in full force and effect, and the Company and the User shall endeavor to agree to an amendment thereof to the extent necessary to make such invalid or unenforceable provision or part thereof legally operative in order to achieve the same purpose and same legal and economic effect as originally contemplated by such invalid or unenforceable provision or part thereof.
Article 26 Governing Law and Jurisdiction
The Terms shall be governed by the laws of Japan. Any and all disputes arising out of or in connection with the Terms shall be submitted to the exclusive jurisdiction of the Tokyo District Court in the first instance.
Article 27 Resolution Through Discussion
Any matters not provided for in the Terms or those giving rise to any doubts with respect to the interpretation of the Terms shall be promptly resolved through good faith discussions between the Company and the User.
Article 28 Language
The Japanese language version of this Terms is the original copy and other language versions shall be made for the purpose of convenience only