Privacy Policy

    Privacy Policy

    (1.a) You agree and consent to the handling of Personal Information in accordance with our Privacy Policy.

    We may amend our Privacy Policy in our sole discretion. If we amend our Privacy Policy, we will post the new privacy policy on our website.

    Provider intellectual property

    We own or have a licence to use all the Intellectual Property Rights in the Website.

    Undertakings regarding intellectual property

    You warrant that you will not do any of the following, or permit any person over whom you have effective control to:

    • (1.a) copy or reproduce, or create an adaptation or translation of, all or part of the Website in any way, except to the extent that reproduction occurs automatically through the ordinary use of the Website in accordance with this Agreement;
    • incorporate all or part of the Website in any other webpage, site, application or other digital or non-digital format;
    • (subject to other rights explicitly granted under the Agreement) sell, license, sublicense, lease, rent, distribute, disclose, permit access to, or transfer to any third party, whether for profit or without charge, any portion of the Website on any medium; or
    • directly or indirectly copy, recreate, decompile, reverse engineer or otherwise obtain, modify or use any source or object code, architecture, or algorithms contained in the Website or any documentation associated with them.

    Implied Conditions

    We exclude all implied guarantees, conditions and warranties from this Agreement and except any Non Excludable Condition.

    Limitation of Liability

    We exclude all other liability for any costs, including consequential loss, suffered or incurred directly or indirectly by you in connection with this Agreement, including in connection with:

    • (1.a) the Website being inaccessible for any reason;
    • any delay or failure in the delivery of the barcodes;
    • the use of the barcodes for a purpose they were not intended to be used;
    • any retailer, wholesaler or any other third party’s refusal to accept or use the barcodes.
    • incorrect or corrupt data, lost data, or any inputs or outputs of the Website;
    • computer virus, trojan and other malware in connection with the Website;
    • security vulnerabilities in the Website or any breach of security that results in unauthorised access to, or corruption of data;
    • any negligent act performed by you connected with the Website or the barcodes;
    • any unauthorised activity in relation to the Website;
    • your breach of this Agreement; or
    • any act or omission by you, your personnel or any related body corporate under or in relation to this Agreement.

    Non Excludable Condition

    Where a Non Excludable Condition is deemed to apply, to the fullest extent possible under the law, we limit our liability for any breach to:

    • (1.a) in the case of goods:
      • the re-supply of the goods or payment of the cost of the re-supply of the goods; or
      • the replacement or repair of the goods or payment of the cost of replacement or repair of the goods; and
    • in the case of services:
      • the resupply of the services; or
      • the payment of the cost of having the services resupplied.

    Assignment

    We may assign, encumber, declare a trust over or otherwise create an interest in its rights under this document without your consent, and may disclose to any potential holder of the right or interest any information relating to this document or any party to it.

    Governing law

    These terms of use are governed by Japanese law. The parties submit to the non exclusive jurisdiction of courts exercising jurisdiction there.

    Inconsistency with other documents

    If the terms of this Agreement are inconsistent with any other document or agreement between the parties, these terms prevail to the extent of the inconsistency.

    Operation of these terms

    (1.b) These terms contain the entire agreement between the parties about its subject matter. Any previous understanding, agreement, representation or warranty relating to that subject matter is replaced by these terms and has no further effect.

    (1.c) Any provision of these terms which is unenforceable or partly unenforceable is, where possible, to be severed to the extent necessary to make these terms enforceable, unless this would materially change the intended effect of these terms.

    Relationship

    Nothing in this Agreement is intended to create or be construed as creating a relationship of agency, joint venture or partnership between any of the parties. Unless expressly stated in this Agreement, no party may act as agent of or in any way bind another party to any obligation.

    Reliance

    Neither party has entered into any contract under this Agreement in reliance on or as a result of any representation, promise, statement, conduct or inducement by the other otherwise than as set out in this Agreement.

    Unforeseen Event

    (1.d) The obligations of the parties under this Agreement are suspended to the extent that occurrences or conditions beyond its control, including but not limited to acts of terrorism, hacking, acts of God, war, strikes, civil disorder, disasters, earthquake, fire, flood, lockout, embargo, failure of suppliers, equipment failures or changes to government regulations (Unforeseen Event) which affects them, as long as the Unforeseen Event continues. However, if an Unforeseen Event continues for more than 40 Business Days, we may terminate this Agreement by notice in writing to the you of not less than 10 Business Days.

    (1.e) The occurrence of an Unforeseen Event does not suspend the obligation of the Customer to pay any money under this Agreement.

    (1.f) A party claiming an Unforeseen Event must use their best endeavours to remove, overcome or minimise the effects of that Unforeseen Event as quickly as possible.

    Variations

    This Agreement may only be varied in writing by agreement between the parties.

    Interpretation

    Unless the terms and conditions of the Agreement explicitly state otherwise, the Agreement will be interpreted as follows:

    • (1.a) a reference to a party includes that party’s permitted assigns, administrators, successors, executors, legal representatives and any novated party;
    • any reference to a trustee includes any substituted or additional trustee;
    • unless used for the usual grammatical purpose, inverted commas around a term indicate industry jargon that will be interpreted according to how that term would be understood by an individual with expertise in the relevant industry;
    • “including”, “includes” or any derivation of those words does not limit the matter in question to the things specifically mentioned in the applicable context;
    • where a term is defined, other grammatical forms of that term will be taken to have the same meaning;
    • headings are for convenience and will not affect interpretation;
    • words in the singular will be taken to include the plural and also the opposite;
    • a reference to currency is a reference to United States Dollar (USD).
    • when any kind of legislative instrument is referenced, the reference will be taken to be that instrument as updated or substituted for by the legislative body in any way;
    • where a “URL” is mentioned, the non-operation of the “URL” will not render the rights and obligations associated with it invalid; and a reference to a party’s conduct includes omissions as well as acts.