Terms of Use

Thank you for using our services, "NEORT" (hereinafter referred to as the "Services") provided by NEORT Corporation (hereinafter referred to as "We"). Users shall use the Services in accordance with these Terms of Use (hereinafter referred to as "this Terms").

Article 1 Application

1. This Terms shall apply to any relationship involving the use of the Services between users and us.
2. With respect to the Services, we may provide various rules (hereinafter referred to as the "Individual Rules") such as the rules for use in addition to this Terms. The Individual Rules, irrespective of their name, shall form part of this Terms.
3. In the event the provisions of this Terms are inconsistent with the provisions of the Individual Rules, the Individual Rules shall prevail, unless otherwise specified in the Individual Rules.
4. Users shall use the Services in accordance with the provisions of this Terms and shall be deemed to have consented validly and irrevocably to this Terms by actually using the Services.
5. If the user is a minor, such user must use the Services with the consent of the legal representative, such as the person with parental authority (including consent to this Terms).

Article 2 Registration of use

1. For the Services, the registration of use shall be completed by the applicant agreeing to this Terms and applying for the registration in the manner specified by us, which should be approved by us.

2. We may not approve an application for a registration of use if we determine that an applicant has any of the following reasons, and we shall not be obligated to disclose any such reason.

   1. Cases where false matters have been notified at the time of application for registration of use;
   2. In the event of an application by a person who has violated this Terms;
   3. Otherwise, if we determine that the registration of use is inappropriate.

Article 3 Management of User ID and Password

1. The user shall, at its own responsibility, properly manage the User ID and password of the Services.
2. In no event may a user assign, rent or share a user ID and password to or with a third party. We regard the user ID as being used by the user who has registered such user ID when the combination of the user ID and the password which is logged in is the same as the registered information.
3. We shall not be liable for any damage caused by the use of the user ID and password by any third party unless we are willfully or grossly negligent.

Article 4 Prohibitions

Article 5 Provision of Services

1. The user must, at its own expense and responsibility, provide the necessary personal computers, mobile phones, communications equipment, operational systems, communications means and power to use the Services.
2. We may provide the Services, in whole or in part, only to those users who meet such conditions as we deem necessary, such as age, identity verification, registration information or otherwise.
3. We may change the contents of all or any part of the Services, suspend or interrupt the provision thereof as we deem necessary, at any time without prior notice to users.
4. We shall not be liable for any disadvantages or damages suffered by users or third parties as a result of the suspension or interruption of the provision of the Services.

Article 6 Conditions of Use of the Services

1. The "Content" means text, audio, music, images, video, software, programs, codes, and any other information. "This Content" means Content accessible to users through the Services, and the "Posted Content" means Content submitted, transmitted, and uploaded to the Services by users.
2. Users may not reproduce, reproduce, alter, transfer this Content to a third party, or make any other use of the Content that may prejudice intellectual property rights or other rights related to the Content beyond the scope of access and use on the Services; provided, however, that the Posted Content purchased by Users may be used beyond the above scope as set forth in Article 7.
3. Users shall ensure to us that the Posted Content which is submitted, transmitted and uploaded does not violate any laws and regulations including copyright laws, and this Terms.
4. We will take such necessary and appropriate measures as deleting the Posted Content without notifying the user in advance if we determine that the user violates, or is likely to violate, laws or regulations or this Terms by the Posted Content, or if any other business necessity arises. However, we are not obligated to prevent or remedy any such breach.
5. We are not obligated to back up the Posted Content.
6. Users must indemnify us immediately in accordance with our claims if we incur any damages, either directly or indirectly, resulting from the use of the Services.
7. User agrees to resolve any and all disputes with other users or third parties with respect to the Posted Content between users or between users and third parties.
8. Users retain the rights they have to the Posted Content and we do not acquire such rights. Provided, however, that we may use and alter (including omission of any part of the information or the author's representation) the Posted Content for free of charge to the extent deemed necessary and appropriate for conducting our business (including the provision, promotion, improvement, maintenance of the Services) or advertising and marketing of us or the Services, or for the purpose of promotion business for digital arts and support business for creators, and users shall grant to us such use or alteration (including sublicensing to any third party affiliated with us).

Article 7 Sales of Posted Contents

1. "Seller" is a user who sells its Posted Content to another user, and "Buyer" is a user who buys the Posted Content sold by Seller.
2. The Service provides a platform for selling Posted Content to Buyer at a sales price (the "Sales Price") which is the sum of the price determined by Seller and the additional price set by Buyer at its discretion for a fee (i.e. system fee of 15% of the Sales Price) including consumption tax and a settlement fee.
3. When Buyer expresses his/her intention to purchase each Posted Content (when "Pay" is clicked and sent) on this website, a contract for viewing and using Posted Content containing the items (including, but not limited to, the terms of use etc.) specified for each Posted Content (hereinafter referred to as "Individual Contract") will be concluded between Buyer and Seller.
4. Upon conclusion of the Individual Contract, Seller shall accept that Buyer will freely process the Posted Content and shall not require copyright display (i.e. credit display) or non-display for the use of the Content. Seller shall also agree not to exercise author's personal rights.
5. Buyer may use and process purchased Posted Content without copyright display (i.e. credit display), however cannot use it for commercial use without Seller’s explicit consent at the time of purchase. In addition, Buyer cannot transfer, (re)sell, reproduce or (re)post, etc. the same content as purchased Posted Content.
6. When Buyer purchases Posted Content from Seller, Buyer shall pay to us or those who we designate the Sales Price (including consumption tax) based on the Individual Contract with Seller.
7. We will be able to receive payment of system fee (15% of the Sales Price including the consumption tax) to us by deducting the amount equivalent to the system fee when we pay to Seller the Sales Price received by us or the persons designated by us from Buyer.
8. Payment processing services for Seller on the Service shall be provided by Stripe and shall be subject to the Stripe Connect Account Agreement, which includes the Stripe Terms of Services (collectively, the "Stripe Services Agreement"). By agreeing to this Terms or continuing to operate as a Seller on the Service, Seller agrees to be bound by the Stripe Service Agreement, as the same may be modified by Stripe from time to time. As a condition of the Services enabling payment processing services through Stripe, Seller agree to provide the Services accurate and complete information about Seller and Seller’s business, and Seller authorizes the Services to share it and transaction information related to Seller’s use of the payment processing services provided by Stripe.
9. When Buyer buys Posted Content from Seller, they will pay by credit card based on the payment procedures provided by Stripe in accordance with the Stripe Services Agreement.
10. The Service is a matching platform service for users who want to sell Posted Content and users who want to purchase it. The Service provides a place for doing so, and assumes no responsibility for the content of Individual Contracts, viewing and usage conditions, and the content of Posted Content sold. In addition, in principle, we will not respond to refunds due to cancellation or cancellation etc. of Individual Contracts.
11. Seller agrees to disclose to Buyer, upon request from Buyer, the name, address, telephone number, person responsible for the business of mail order sales, and other statutory matters prescribed in the Specified Commercial Transaction Law.

Article 8 Restrictions on Use and Deletion of Registration

Article 9 No Warranties and Disclaimers

1. We do not expressly or impliedly guarantee that there are no de facto or legal defects in the Services (including, without limitation, defects in safety, reliability, accuracy, completeness, validity, fitness for a particular purpose, security, etc., errors, bugs, infringements of rights, etc.).
2. We shall not be liable for any damage caused to users resulting from the Services. However, this exemption does not apply if the agreement between us and the user regarding the Services (including this Terms) becomes a consumer contract as provided in the Consumer Contract Act.
3. Even in the cases set forth in the preceding paragraph, we shall not be liable for any damage (including the case where we or the user foresees or may foresee the occurrence of any damage) arising from a special circumstance among the damage caused to the user by default or tort due to our negligence (excluding gross negligence). In addition, for compensation for damage caused to the user due to default or tort due to our negligence (excluding gross negligence), the amount of usage fees received from the user in the month in which such damage occurred shall be limited to the amount of such damage.
4. We are not responsible for any transactions, communications or disputes that may arise between a user and other users or third parties with respect to the Services.

Article 10 Change of Content of the Services

We shall be able to modify the contents of the Services or discontinue the provision of the Services without notice to users and shall not be liable for any damage caused to users.

Article 11 Amendments to the Terms of Use

We may, if we deem it necessary, modify this Terms (including the Individual Rules) at any time without notifying users. In the event that the use of the Services commences after the amendment of this Terms, such user shall be deemed to have agreed to the amended Terms.

Article 12 Handling of Personal Information

We shall properly handle the privacy information and personal information obtained through the use of the Services in accordance with our Privacy Policy.

Article 13 No Assignment

Users may not assign or pledge to any third party any status relating to the use of the Services or any rights or obligations under this Terms without our prior written consent.

Article 14 Governing law and jurisdiction

1. This Terms shall be construed in accordance with the laws of Japan.
2. In the event of a dispute regarding the Services, the Tokyo District Court or the Tokyo Summary Court shall be the exclusive jurisdiction of the first instance.

Established February 18, 2019

Revised as of July 31, 2019