Articler 1: General Terms and Conditions
Net Gate Asia Co.,Ltd. (hereinafter referred to as the “NGA”) uses an internet to offer the information and sell Japanese used car(s) to the customer(s), who permitted to utilize the service and to import used car(s) into customer's country. NGA hereby establishes the following Terms and Conditions for customer(s).
Article2: Scope of and Changes to the Terms and Conditions
1. The Terms and Conditions apply to NGA and to the Customer(s) of the Service. Both the NGA and the Customer(s) shall strictly adhere to the Terms and Conditions in a sincere manner.
2. Where changes are made
to the Terms and Conditions, the NGA will notify the Customer(s) of such changes
on NGA's web-site.
If the Customer(s) does not indicate that he or she does not accept changes
when he or she next uses the service, or within 10days of notification of said
changes, the Customer(s) will be deemed to have accepted the changes.
3. Where one or more Articles or parts of Articles contained within the Terms and Conditions is deemed ineffective or not executable, the remainder of the Articles or parts of Articles will remain fully in force. The NGA and/or the Customer(s) will legitimize the Article or part of Article deemed ineffective or not executable and revise it as necessary in order to facilitate enactment. Both parties will work toward achieving the original objective, as well as legal and economic impact, of the concerned Article or part of Article.
Article 3: Customer Notification :
Notification : (1) Mail,
(2). Fax, (3). NGA web-Site posting
1. Except where otherwise stipulated in the Terms and Conditions, the Customer(s)
is notified by the NGA via e-mail, via facsimile, via posting on NGA web-site.
or by other means deemed appropriate by the NGA.
2. Where notification as described in 1 above is carried out by e-mail, said notification is deemed complete when the e-mail is sent to the User's e-mail address.
3. Where notification as described in 1 above is carried out by facsimile, said notification is deemed complete when the facsimile is sent to the Customer(s)’s facsimile number.
4. Where the notification in 1 above is carried out via NGA web-Site posting, said notification is deemed complete once it has been posted to the Website and the Customer(s) accessing the Service can view the posting.
5. Once notification has been completed, any information contained in said notification is effective immediately.
6. The Customer(s) is under obligation to peruse notification from the NGA made by e-mail without delay. User perusal e-mail is defined as the Customer(s) displaying the mail delivered to their server on their screen, carefully reading the content, and verifying that it has been understood.
Article 4: Applicable Laws, etc.
1. The enactment, validity, execution, interpretation, etc. of the Terms and Conditions are subject to the laws of Japan.
2. The original English
document pertaining to these Terms and Conditions takes legal precedence.
No changes in enactment, validity, execution, interpretation, etc. are effective
with respect to translation of the document into other languages.
Article 5: Court Holding Jurisdiction
1. Should any disputes between the Customer(s) and the NGA occur with regard to the Service and/or any contracts concluded through the Service, the parties concerned agree to attempt to settle any such disputes in a sincere manner through discussion.
2. If the dispute(s) cannot be resolved through discussion between the parties concerned, it shall be decided by arbitration by The Japan Commercial Arbitration Assosiation.
Article 6: Prerequisites for Utilizing the Service
1.The Customer(s) is responsible
for obtaining the equipment necessary to utilize this service, including communications
equipment, software, relevant Internet services, etc.
2. Access to the Service Website is permitted only to the Customer(s) who has
the qualification to utilize the Service (hereinafter referred to the “Member
Qualification”). The Member Qualification shall be obtained as provided in Article
8.
Article 7: Making Changes to Registration Information
1. Should changes occur in registered user information such as name, address, telephone number, facsimile number, email account and other information provided to the NGA at the time of registration, the Customer(s) must report any such changes to the NGA immediately.
2. The NGA is not liable
for any damages incurred by the Customer(s) or a third party
due to failure to inform the NGA of the changes in user information noted above.
3. Where the Customer(s) neglects to inform the NGA of changes in registered information, the Customer(s) understands that the NGA will deem any notification sent to have been received by the Customer(s) at the time it is supposed to be received, even if said notification returns to the NGA as undeliverable, as the notification will be sent as indicated in the information previously provided to the NGA by the Customer(s).
Article 8: Member Qualification
The Member Qualification
will be provided to an individual or a corporation when
they
(i) agree to the Terms and Conditions of use
(ii) provide their required personal/corporate information specified on the
applicable registration screen, and
(iii) obtain user ID and password.
(iv) are located outside Japan and shoukd knows what can and cannot be imported
to the destination country. And also The Member need to know the regulations
concerning import approval and compliance for their own countries.
Article 9: Forfeit of Membership
The NGA has the right to revoke the Member Qualification of the Customer(s) applicable to the following.
1. In case of bankruptcy of the Customer(s), or when the NGA decides the Customer(s) has the risk of bankruptcy.
2. Where the registration information provided by the Customer(s) is found to be untrue, inaccurate, or imcomplete.
3. Where the Customer(s) is in breach or violation of the Terms and Conditions or any other agreements with the NGA.
4. In case the NGA decides the Customer(s) is inadequate due to the following circumstances.
(i) Where the Customer(s) takes any action that infringes on the NGA or third party copyrights or other rights, or actions that pose a threat to such rights.
(ii) Where the Customer(s) takes any action that infringes upon the NGA's assets or its privacy, or actions that pose a potential threat to such rights.
(iii) In addition to numbers 1 and 2 above, where the Customer(s) takes any action that causes loss or damage to a third party or to the NGA, or any action that poses a potential threat of such loss or damage.
(iv) Where the Customer(s) transfers the rights stipulated in the Terms and Conditions to a third party.
(v) Where the Customer(s) takes any action resulting in the defamation of a third party or the NGA.
(vi) Where the Customer(s) takes any action that runs counter to public order and morals (including obscenity, prostitution, violence, atrocities, abuse, etc.) or any action deemed by the NGA to potentially lead to such violations, or the action of providing information that runs counter to public order and morals to a third party.
(vii) Where the Customer(s) takes any illegal action or any action related to illegal action, or action that could potentially lead to illegal action.
(viii) Where the Customer(s) takes any action related to the sex industry or religious proselytizing.
(ix) Where the Customer(s) utilizes the Service as a third party.
(x) Where the Customer(s) falsifies or suppresses the NGA’s or any third party’s information through access of the Service.
(xi) Where the Customer(s) utilizes harmful computer programs such as viruses through the Service or in conjunction with the use of the Service, or provides any such programs.
(xii) Where the Customer(s) takes any action leading to inconvenience or loss for the NGA or a third party, any action that may interfere with the Service, or any action that impede operation of the Service.
(xiii) Where the Customer(s) utilizes the Service in order to cause significant interference to the use of the Service by other Customers, either directly or indirectly.
(xiv) Where the Customer(s) takes any action that may promote any of the above actions including linking to sites that carry out the above actions (including where said actions are carried out by a third party).
(xv) Where the Customer(s) takes any other illegal action or any action that may potentially lead to illegal actions.
(xvi) Where the Customer(s) takes any other action deemed inappropriate by the NGA.
Article 10: Copyrights
1. The Customer(s) may not utilize any information or files accessed via the Service by any means whatsoever without the permission of the copyright holder for any purpose besides individual personal use.
2. The Customer(s) may not, by any means whatsoever, have third parties utilize or disclose information or files obtained through the use of the Service without the permission of the copyright holder.
3. Should any disputes
arise due to violation of the rules stipulated in this Article, the Customer(s)
is responsible, financially and otherwise, for the resolution of such disputes.
The NGA will not be held liable in any way, and the Customer(s) will not cause
loss to the NGA.
Chapter 2: Information Pertaining to Sales Contracts
Artice 11: Order
1. The Customers can request a Proforma Invoice by clicking the “CONFIRM ORDER” button on NGA Web-site. The Customer(s) can request more particular information by sending inquiry to the NGA separately. Clicking the “CONFIRM ORDER” button does not indicate that the order is accepted or completed. Therefore, we will not keep/hold ordered product(s) until NGA confirm the customer's Payment. (described in Article 12). Therefore, Even if the ordered product(s) was sold before NGA comfirmed the customer's Payment and as a result if it incurs loss such as both financially and another loss to customer(s), NGA is not responsible for any of these loss.
2. Where an Proforma Invoice (and more particular information) is requested according to the procedure described above, it will be forwarded to the Customer(s) within three business days by e-mail or other means deemed appropriate by the NGA.
3. Proforma Invoice will be forwarded to the Customer(s) as described in Article 3 of these Terms and Conditions. Note, however, that this information will not be conveyed in the form of general postings on NGA web-site.
4. Proforma Invoice will be sent only for the Customer(s) that completed the required information as stipulated under the rules of the service as required in the Terms and Conditions. Should the Customer(s) be unable to obtain an Proforma Invoice due to incorrect or incomplete information, etc., and as a result incurs loss such as damage or conflict, the Customer(s) is responsible, both financially and otherwise, for resolving any disputes arising. The NGA will not be held liable in any way, and the Customer(s) will not cause loss to the NGA.
Article 12: Payment
1.
When the Customer(s) wish to purchase the products stock from the NGA through
the NGA web-site, the Customer(s) shall remit the amount indicated in the Proforma
Invoice transferred by telegraphic transfer to the NGA’s Account within three
business days.
2. The NGA utilizes systems
required for proper payment processing, including requiring the Customer(s)
to enter the Chassis No., Full name and Telephone No. on the message line.
3. The Customer(s) are responsible for any bank fees incurred in the remittance
of funds.
4. Customs, compliance, tax, duty, registration in the Customer's reqeusted destination is entirely the Customer's responsibility.
Article 13: Conclusion of Contract
1. The Customer(s) wishing to purchase products from the NGA, shall respond to the Proforma Invoice which the Customer(s) received from the NGA and confirm the purchase and transfer the full-amount to NGA bank account.
2. The contract between the Customer(s) and the NGA is concluded according to the Terms and Conditions where the Payment of the product(s) is confirmed by NGA..
Article 14: Termination of Contract
1. Even where the contract
has been concluded as described in Article 13, the NGA reserves the right to
terminate the contract;
(i) where the products cannot be delivered for reasons related to import restrictions,
guidance or instructions, etc.,from the relevant authorities;
(ii) where the Customer(s) has made false statements or has performed illegal
acts, or where it is recognized that the contract is rendered impossible to
execute due to actions of the Customer(s).
2.The NGA is entitled to
terminate or cancel the contract forthwith by written notice to the Customer(s)
upon the occurrence of any of the following events:
a. In the event the Customer(s) shall fail to perform any of the Terms and Conditions
or conditions contained in the Terms and Conditions;
b. In the event of the insolvency of the Customer(s) or in the event a voluntary
or involuntary petition in bankruptcy is filed by, against or on behalf of the
Customer(s)
3. In instances as described in 1 and 2 above, any funds remitted or payments made to the NGA will be returned to the Customer(s). Any bank fees arising as a result are paid by the Customer(s), and the NGA pays no interest whatsoever on funds held through the date of refund. Further, where any actual costs arise through the period up until the refund is made, any such costs are the responsibility of the Customer(s), and the NGA bears no such costs whatsoever.
Article 15: Shipment
1. It is the responsibility of the Customer(s) to research in advance any import regulations in their own country.
2. It is the sole responsibility of the Customer(s) to abide by any import restrictions, guidance and instructions from the relevant authorities that arise from neglecting to proceed as described in (4) above, and the Customer(s) will not hold the NGA liable in any instance whatsoever. Further, the Customer(s) is liable for any resultant damages incurred by the NGA, while the NGA bears no liability for any such damages.
3. Local clearance and vehicle registration will be arranged by the .Customer(s).
4. In case the contract is terminated on the grounds provided in 3 of this Article 15, the NGA shall not refund any deposit or payment made by the Customer(s) .
Article16： Risk and Title
1. Risk of the Products shall pass from the NGA to the Customer(s) when the Products pass the rail of the ocean-going vessel at the port of loading.
2. The NGA shall reserve the title to the Products until the full payment for the Products have been made.
Article 17: Refunds
1. Other than the cases provided in 3 of Article 14, refunds are made only where there is a reasonable basis for such action, such as where agreement is not reached on a contract for the payment concerned.
2. Refunds may also be given where both parties agree, even where no reasonable basis as described in 1 above is recognized.
3. Bank fees assessed on remittances related to refunds as described in 1 and 2 above are paid by the the Customer(s), except where the NGA is largely responsible.
Article 18: Product Liability
The NGA’s sales are based on as-is condition at the time of the sale. The NGA bears no liability whatsoever for problems, including failure and/or accidents, with the Customer(s) purchases of products where such problems arise from breakdown, defects etc. that are the responsibility of the commodity manufacturer. Further, the NGA holds no liability for damages so incurred by any third parties.
Article 19: Defect Liability
1. As described in Article 17, once property rights have been transferred, the NGA is in no way liable for damages incurred by the Customer(s), including defects or failure. Further, the NGA holds no liability for damages so incurred by any third parties.
2. The NGA and the Customer(s) may agree to conditions other than the above, in which case their agreement takes precedence.
3. Except where otherwise specified in the Terms and Conditions, the NGA shall not accept any claim for the vehicle.
4. The condition described on the NGA Web-site shall be carefully examined by the Customer(s) on his or her own responsibility.
5. The NGA shall not be responsible for any damage found after purchase.
Article 20: Cost Burden
1. The NGA is in no way liable for costs related to failure or accidents stemming from defects, for defects or failures that are the responsibility of the manufacturer, or for other damages incurred by the Customer(s) or a third party. The Customer(s) covers the cost burden required to resolve any such issues.
2. The NGA and the Customer(s) may agree to conditions other than the above, in which case their agreement takes precedence.
Article 21: Cancellation
1. The Customer(s) may terminate the contract before the NGA delivers the Products to a carrier for shipment to the Customer(s) with payment to the NGA of 10% of the contract amount or 100,000 YEN, whichever is larger.
2. The Customer(s) may cancel the Products which is ordered other than the line up displayed in the Service with payment to the NGA of 30% of the contract amount.
3. The Customer(s) may terminate the contract after the NGA delivers the Products to a carrier for shipment to the Customer(s) with payment to the NGA of general costs accrued at the destination in addition to the full amount of the contract.
Article 22: Returns
1. Where a contract is concluded as stipulated above, the NGA will not allow for any returns once the products or property rights on such products have been transferred.
Article 23: Safeguarding User Information
The NGA will not dispose of or disclose information provided to the NGA by the Customer(s) in register as service user, or information that becomes known to the NGA through the process of the Customer(s)’s utilizing the Service, except under the following circumstances.
1. Where the Customer(s) agrees to the disclosure of limited personal information (user name, address, telephone number, e-mail address, etc.).
2. Where the NGA discloses statistics collected on personal information (the type of information where individual the Customer(s) are not specified) for the purpose of assessing trends in the use of the Service.
3. Where disclosure is required by law.
Article 24: Termination and Suspension of Service
The NGA may terminate or
suspend operation of the Service under the following circumstances:
1. For regular or emergency system maintenance or work on the Service, or under
unavoidable conditions such as a NGA system failure.
2. Where due to war, civil unrest, rioting, labor disputes, earthquake, volcanic
eruption, floods, tsunami, fire, blackout, system failure due to hacking or
a computer virus, or other emergency conditions, the Service cannot be operated
as usual.
3. Where so restricted or order by a government agency, or where the services
of other electronic communications companies have been terminated or suspended.
4. Under any other circumstances where the NGA deems temporary suspension necessary
to the operation of the Service.
5. The NGA will inform the Customer(s) in advance when operation of the Service
is to be terminated or suspended as per the above. Note, however, that this
may not be possible in emergency situations.
6. The NGA is in no way liable for damages incurred by the Customer(s) or third
parties resulting form termination or suspension of the Service.
Article 25: Exclusions
1. Except where otherwise
specified in the Terms and Conditions, the NGA is in no way liable for damages
incurred by the Customer(s) or third parties through the provision of or delays/changes
in, suspension, termination, discontinuance, or abolishment of the Service,
leakage or loss of information provided through registration with the Service
or other means, or damage otherwise incurred related to the Service.
2. The above may not necessarily apply in cases where there is criminal intent
or gross negligence on the part of the NGA.
3. The NGA makes no guarantees whatsoever in Terms and Conditions of the completeness,
accuracy, usability, etc., of the description of the Service, or of information
obtained by the Customer(s) through the Service.
4. The NGA makes no guarantees of proper operation of any user equipment or
software.
5. The NGA is in no way liable for any disputes between the Customer(s) and
third parties that may arise through use of the Service.
6. In addition to the above, the Customer(s) is liable for compensation of any
damages incurred by the NGA as a result of his or her violation of the Terms
and Conditions, criminal intent, or gross negligence.
7. Any of the rights and obligations hereunder shall not be assigned by either
party without a prior written consent of the other party. In the event an assignment
is consented to by the other party, this Agreement shall inure to the benefit
of and be binding upon the successor or the assignee.
8. Should any provision of the Terms and Conditions be invalid or unenforceable,
then such provision shall be given no effect and shall be deemed not to be included
within the Terms and Conditions, but without invalidating any of the remaining
Terms and Conditions of the Terms and Conditions. The parties hereto shall then
endeavor to replace the invalid or unenforceable provision by a clause which
is closest to the contents of the invalid or unenforceable provision.
Article26: Claim and Compensations
1. No claim shall be accepted unless;
(i)the FOB amount of the vehicle purchased is above 150,000 YEN
(ii)claimed damages is above US$300 (the Buyer shall bear US$299 as a repair cost per car);
(iii)the age of the vehicle is less than 10 years;
(vi)for engine and transmission
trouble, the number of miles driven of the vehicle
is less 100,000km.
(vii)the Buyer notify the Seller of any claim in detail in writing within 7 days after the arrival of the vehicle at the destination specified in the bill of lading;
(viii)the following documents are presented by e-mail or facsimile within 7days after the notice in subparagraph, above ; port authority’s report of any damage or missing items from the vehicle, a reputable local garage’s report and quotation in U.S. dollar currency for repairs, and photos of any damage
2. The Seller shall not be liable for;
(i) interior damages that are judged as minor and non-need of mention or invisible (including without limitation scratches, cigar burns, stains and cuts);
(ii) missing or damaged interior equipments (including without limitation shift knobs, head rests, sun shades, spare tires, jack tool kits, floor mats, cigarette lighter, and remote controls);
(iii) exterior damages that are judged as minor and non-need of mention or invisible (including without limitation scratches, tiny dents, holes and small rust); or
(vi) snow tires after market alloy wheels not mentioned or missing wheel lock nut
(vii) any consumable parts
including without limitation oil, fuel, tire tread, air-conditioning gas, etc
