EN
1. These terms of use (these “Terms of Use”) of the Product Catalog WEB System (the “System”) provided by Sanrio Company, Ltd. (“Sanrio”) in relation to the products sold and distributed by Sanrio (the “Sanrio Products”) apply to a user (the “User”) of the System who applied to use the System pursuant to the procedures prescribed in Article 2 and who has been granted the Access Authority prescribed in Article 2 and a person who wishes to apply to use the System (the “Applicant”) for the purpose of browsing prescribed in Item (1) below, or for the purpose of browsing prescribed in Item (1) below and applying for desired delivery quantity prescribed in Item (2) below:
2.The User agrees and acknowledges that Sanrio does not guarantee the availability of the Sanrio Products at the time that the User applies through the System for the desired delivery quantity of the Sanrio Products posted on the System , that a sales agreement of the Sanrio Products will not automatically be concluded between Sanrio and the User by the User using the System and filing an application with Sanrio for the desired delivery quantity of the Sanrio Products, that Sanrio will not bear any obligation to deliver the Sanrio Products to the User as a result of the User filing the foregoing application, and that a sales agreement (the “Sales Agreement”) of the Sanrio Products will be executed between Sanrio and the User separately after the foregoing application is filed by the User on the System.
1. When Sanrio accepts the Applicant’s application for using the System, the Applicant shall, on the condition of following the procedures prescribed in this article, acquire the authority to access and use the System as the User (the “Access Authority”).
2.The term “authentication information” as used herein means, collectively, the following email address and the password to be combined with such email address which are required for the authentication procedures for accessing and using the System:
3.In order to acquire the Access Authority, the Applicant shall, after appointing the person prescribed in Item (1) below, enter the required information (including each of the following items) designated by Sanrio in the “Application Form for Using the System (Product Catalog WEB System)” prescribed by Sanrio (the “Initial Application Form”), submit the same to Sanrio, and obtain Sanrio’s approval:
4.When Sanrio approves the information entered in the Initial Application Form, Sanrio shall send a request for an account registration of the System by way of sending an email to the User’s Designated Email Address, and the Applicant shall, promptly after receiving the foregoing email, cause the Management Supervisor to set the User’s designated password according to the System’s prescribed procedures, and thereby complete the registration procedures of the authentication information.
5.The Access Authority of the System of a User shall be granted by Sanrio to the Applicant as of the completion of registration procedures of the authentication information in accordance with the preceding paragraph.
1. The User agrees and acknowledges in advance that Sanrio may, as needed, request the User to change the User’s designated password, and in such a case the User shall comply with Sanrio’s request.
2.The User agrees and acknowledges in advance that it is required to take procedures for changing the User’s designated password periodically or irregularly.
1. The User must appoint, among its own officers and employees, a person to manage the authentication information and use the System (the “Administrator(s)”) and the Management Supervisor (collectively, the “Administrator, etc.”).
2.When the User is to appoint one (1) Management Supervisor pursuant to Article 2, Paragraph 3, the User shall do so by limiting the Management Supervisor to a person who is a regular employee (including a person equivalent thereto) among the User’s employees and who is in a managerial/supervisory position.
3.When the User wishes to replace the Management Supervisor, the User shall promptly submit Sanrio’s prescribed “Application for Replacement of Management Supervisor (Product Catalog WEB System)” (the “Application for Replacement”) to Sanrio which describes the name of the Management Supervisor to be replaced, and obtain Sanrio’s approval.
4.In the case of the replacement of the Administrator, etc., if all or a part of the Administrator, etc. resign, or if it is otherwise inappropriate to allow all or a part of the Administrator, etc. to manage the authentication information, the User shall make sure that persons who should not manage the authentication information cannot use the authentication information under its own responsibility and cost burden such as by taking procedures for changing the User’s designated password.
1. The Management Supervisorshall be solely responsible regarding the management of the authentication information. The User acknowledges that this paragraph does not in any way exempt or reduce the User’s responsibility in relation to the use of the System.
2.The Management Supervisor shall explain to all Administrators regarding the obligations in handling the authentication information.
3.The Administrator, etc. shall manage the authentication information with the due care of a faithful manager
4.When the Administrator, etc. is to use the authentication information and access the System, the Administrator, etc. shall do so in an office of a company or an organization located at the location of head office or branch office separately applied or notified by the User to Sanrio (the User’s Location etc.”); provided, however, that, if the User files an application with Sanrio in advance and obtains Sanrio’s approval, the Administrator, etc. may access the System from a location other than the User’s Location, etc. by using the mobile PC device, smartphone, tablet or any other portal device supplied by the User to the Administrator, etc.
5.The Management Supervisor is obligated to manage and supervise the Administrators so that the Administrators do not access the System by using the authentication information in a method or manner other than as prescribed in the preceding paragraph.
6.The Administrator, etc. shall not disclose any authentication information to any third parties other than the Administrator, etc. (including the User’s officers, employees (including regular employees, student employees, part-time employees, dispatched workers from a third party and any other person having an employment relationship or managerial/supervisory relationship irrespective of the name thereof; hereinafter the same), retired employees, and officers, employees and retired employees of a company or an organization with which the Administrators are affiliated; hereinafter the same). Furthermore, the Administrator, etc. shall not allow any third party other than the Administrator, etc. to use, transfer to such third party, share with such third party, or license to such third party the authentication information 3 and the User’s Access Authority of the System.
7.The User shall not allow a third party to use the authentication information, and any act that is conducted using the authentication information, irrespective of the entity that used the authentication information, shall be deemed to be an act conducted by the User. Even in cases where a third party other than the User uses the authentication information due to insufficient management, erroneous use or the unauthorized use by a third party of the authentication information, Sanrio shall not be liable in any way for any damage that is consequently caused.
8.If the User finds out that the authentication information has been used by a third party without authorization or that there is a possibility of such unauthorized use, the User shall immediately notify Sanrio to such effect, and follow the instructions given by Sanrio (if any). If Sanrio suffers any damage due to the unauthorized use of the authentication information by a third party, it shall be deemed to be an unauthorized use by the User, and the User shall be liable for compensating such damage suffered by Sanrio.
The User shall prepare communication equipment, software and all other incidental devices required for using the System under its own responsibility and cost burden, and maintain the same in a state where the System is available. Furthermore, the User shall access the System via its arbitrary telecommunications service under its own responsibility and cost burden.
The User shall observe the operating manual and other incidental documents related to the use of the System which were presented by Sanrio, and also cause the Administrator, etc. to observe the same.
Copyrights, rights to derivative works, neighboring rights, industrial property rights (including rights for obtaining such rights) and all other rights (including the rights prescribed in Article 27 and Article 28 of the Copyright Act of Japan) related to the manuscripts, etc. (including images on the System) created (including editing, encoding, modification, maintenance, update, etc.; hereinafter the same) or displayed on the System shall belong to Sanrio.
The User agrees and acknowledges in advance that it is prohibited from conducting each of the following acts while the User uses the System and even after the User’s Access Authority of the System is extinguished:
1. The User and Sanrio shall treat any and all information acquired from the other party through the use of the System (including the authentication information; the “Confidential Information”) as confidential information while the User uses the System and even after the User’s Access Authority of the System is extinguished, shall strictly maintain the confidentiality of the Confidential Information, and shall not disclose the same to any third party.
2. Notwithstanding the preceding paragraph, information set out in each of the following items among the information acquired from the other party through the use of the System shall not be included in the Confidential Information:
3. Notwithstanding the preceding two paragraphs, the User agrees and acknowledges that Sanrio may, to the extent required for protecting and preserving Sanrio’s rights, disclose the Confidential Information acquired from the User to third parties such as Sanrio’s agent, Sanrio’s affiliated companies, customs and investigating authorities, and manufacturers of products using the copyrighted works to which Sanrio owns the rights
4. The User agrees and acknowledges that its personal information and personal data including the authentication information (including those of the Administrator, etc.) will be acquired, used and managed (including transfer outside the User’s country/region of residence) by Sanrio and the System to the extent required for providing the System.
Sanrio may outsource to a third party all or a part of the services related to the provision of the System.
1. When the User is to suspend the use of all or a part of the System due to reasons of the User, the User shall promptly cause the Management Supervisor to apply for the suspension of use according to the application procedures for suspending the use of the System separately designated by Sanrio, and thereby notify Sanrio of such suspension of use of the System. In such a case, the User’s Access Authority shall be extinguished or restricted according to the scope of suspension of the User’s use of the System. The User shall delegate the authority to apply for suspending the use of the System to the Management Supervisor.
2. Sanrio may, due to reasons of Sanrio, extinguish or restrict the User’s Access Authority of the System at any time, and suspend the User’s use of all or a part of the System, and the User may not raise any objection thereto. In such a case, Sanrio shall notify the User in advance of the suspension of the User’s use of all or a part of the System and the date of such suspension of the User’s use of the System by way of announcement on the System or via email or a written notice to the User; provided, however, that, in cases of emergency, Sanrio may suspend the access by the User to the System and thereafter promptly notify the User to such effect.
3. Sanrio may, due to reasons of Sanrio, extinguish User’s Access Authority of the System and close the System at any time, and the User may not raise any objection thereto. In such a case, Sanrio shall notify the User in advance of the closing of the System and the closing date of the System by way of announcement on the System or via email or a written notice to the User; provided, however, that, in cases of emergency, Sanrio may close the System and thereafter promptly notify the User to such effect
4. When the purposes set out in Article 1, Paragraph 1 are lost irrespective of the reason, the User’s Access Authority of the System shall be extinguished or restricted regarding such lost portion as a matter of course.
1. The User shall cause not only the Administrator, etc., but also third parties other than the Administrator, etc., to strictly observe these Terms of Use while the User uses the System and even after the User’s Access Authority of the System is extinguished.
2. If the User breaches these Terms of Use, Sanrio may suspend the User’s use of all or a part of the System. In such a case, the User’s Access Authority shall be extinguished or restricted according to the scope of suspension of the User’s use of the System. The User agrees and acknowledges that Sanrio will not be liable in any way for such suspension. Furthermore, if Sanrio consequently suffers any damage, Sanrio may seek damages against the User.
3. If a third party suffers any damage in cases where the User breaches these Terms of Use, the User shall compensate such damage suffered by the third party under its own responsibility and cost burden. If Sanrio is forced to bear money such as settlement money, compensation or in any other pretext against a third party, the User shall compensate such money borne by Sanrio.
1. The User shall not falsify the application contents and information submitted to Sanrio for using the System.
2. If Sanrio determines that the User has breached the preceding paragraph and such breach will hinder the operation of the System, Sanrio may suspend the User’s use of all or a part of the System. The User agrees and acknowledges that Sanrio will not be liable in any way for such suspension. Furthermore, if Sanrio consequently suffers any damage, Sanrio may seek damages against the User.
3. Notwithstanding the preceding paragraph, if the User breaches Paragraph 1 of this article and hinders the operation of the System, Sanrio may extinguish all or a part of the User’s Access Authority of the System. Such extinguishment of the Access Authority shall not preclude Sanrio from seeking damages against the User.
4. If the User breaches Paragraph 1 of this article and hinders the continuation of the Sales Agreement, Sanrio may terminate all or a part of the Sales Agreement. Such termination of the Sales Agreement shall not preclude Sanrio from seeking damages against the User.
1. When the User’s Access Authority of the System is extinguished, the User shall return to Sanrio all materials containing the authentication information according to the instructions given by Sanrio.
2. If Sanrio suffers any damage as a result of a third party using the authentication information and accessing the System after the extinguishment of the User’s Access Authority of the System, it shall be deemed to be the unauthorized use of the System by the User, and the User shall be liable for compensating such damage suffered by Sanrio.
1. Sanrio shall not bear any liability for damages or any other responsibility regarding the safety, applicability and usefulness of the operation of the System
2. Sanrio shall not bear any liability for damages or any other responsibility (including Sanrio’s 6 responsibility prescribed in the Sales Agreement) regarding any damage suffered by the User or a third party due to the extinguishment or restriction of the User’s Access Authority of the System
1. Unless there are special circumstances, Sanrio may amend these Terms of Use by notifying the details of amendment to the User according to the method designated by Sanrio without having to obtain the User’s approval, and the amended version of these Terms of Use (the “Amended Terms of Use”) shall come into effect from the effective date designated by Sanrio; provided, however, that, if Sanrio deems necessary due to emergencies, Sanrio may amend these Terms of Use by notifying the User to such effect according to the method designated by Sanrio, and in such a case the Amended Terms of Use shall come into effect from the time of such notice.
2. Notwithstanding the preceding paragraph, if Sanrio deems that the User’s approval should be obtained in amending the terms and conditions of the System, Sanrio shall amend or make additions to these Terms of Use upon obtaining the User’s approval.
If Sanrio determines that the User (including the User’s officers, employees, etc.) corresponds to or is affiliated with an organized crime group, company or organization related to an organized crime group or other antisocial forces (subject to the judgment criteria of the “Guidelines for Companies to Prevent Damage from Antisocial Forces” issued by the Ministerial Meeting Concerning Measures Against Crime), or has a relationship with antisocial forces that should be socially criticized, Sanrio may immediately extinguish the User’s Access Authority without requiring any kind of formal demand, as well as terminate all or a part of the Sales Agreement. Such extinguishment of the Access Authority and/or termination of the Sales Agreement shall not preclude Sanrio from seeking damages against the User.
If there is any conflict among these Terms of Use, the Amended Terms of Use, or other provisions related to the System irrespective of the name thereof, the provisions that came into effect at a latest point in time shall prevail.
These Terms of Use shall be governed by the laws of Japan.
All disputes, controversies or differences arising out of or in connection with these Terms of Use shall be finally settled by arbitration in accordance with the Commercial Arbitration Rules of The Japan Commercial Arbitration Association. The place of the arbitration shall be Tokyo, Japan. The number of the arbitrators shall be three (3), and the arbitral proceedings shall be conducted in Japanese.
Even after the User’s Access Authority of the System is extinguished, the provisions of Articles 8, 9, 10, 12 through 16, 18, 20, the preceding article and this article shall continue to remain in force
With regard to matters not prescribed herein or any doubts that arise regarding the respective provisions hereof, Sanrio and the User shall consult in good faith and resolve such matters or doubts.
End
(Supplementary Provision)
These Terms of Use were formulated on March 2nd , 2023