Please read these Terms carefully. If you do not agree to these Terms, please do not access or use the ReSaaS Platform or our Services.
These General/Website Terms of Service ("Terms") constitute a legal agreement between you and ReSaaS, operated by Nihonium Inc. ("Nihonium", "we", "our", or "us"), and govern your access to and use of the ReSaaS website www.resaas.jp (the "Platform") and any services available through the ReSaaS Platform (the "Services"). These Terms incorporate our Privacy Policy by reference, which can be found here www.ressas.com/privacy-policy.
Please read these Terms carefully. If you do not agree to these Terms, please do not access or use the ReSaaS Platform or our Services.
If you are a merchant using the ReSaaS Platform to manage an affiliate program (a "Merchant") or an affiliate using the ReSaaS Platform to solicit or participate in engagements with a Merchant (an "Affiliate"), you will also be subject to the following additional terms (each, an "Additional Agreement"):
If you are subject to Additional Agreement(s), such Additional Agreement(s) will be in addition to, and do not replace, these Terms. In the event of a conflict between a provision in these Terms and a provision in an Additional Agreement, the provision in the Additional Agreements will control.
Subject to these Terms, Nihonium grants you a limited licence to access ReSaaS Services in accordance with these Terms. The licence granted is personal, non-exclusive, and may not be transferred or sublicensed to any other person or entity. The licence may be revoked by Nihonium at any time, in its sole discretion.
In order to access certain parts of the ReSaaS Platform or Services, you may be required to create an account ("Account"). To create an Account, you agree to the following:
Nihonium reserves the right to investigate and prosecute violations of these Terms to the fullest extent of the law. Nihonium may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms. You acknowledge that Nihonium has no obligation to pre-screen or monitor your access to or use of the ReSaaS Platform, your Account, or any information, materials or other content provided or made available through the ReSaaS Platform, but has the right to do so. You hereby agree that Nihonium may, in its sole discretion, remove or delete any entries, information, materials or other content that violates these Terms or that is otherwise objectionable.
If you wish to cancel your Account, the Account owner may send an email to hello+resaas@nihonium.com with "Account Cancellation" in the subject line. You are solely responsible for properly canceling your Account. Any cancellation of your Account will result in the deactivation or deletion of your Account or your access to your Account, and the forfeiture and relinquishment of all content in your Account. This information cannot be recovered from Nihonium once your Account is canceled. You are responsible for downloading any content or data from your Account upon cancellation. Please be aware that Nihonium may for a time retain residual information in our backup and/or archival copies of our database. We will make reasonable commercial efforts to delete your information as soon as possible after you communicate that intention to us. If your Account is a Merchant Account, cancellations will take effect at the end of your current service period. Upon the commencement of a new service period, your access to and use of the ReSaaS Platform will terminate without additional notice, and you will not be charged for any subsequent service periods. You will not be provided any refunds for unused time on your service period. If your Account is an Affiliate Account, your Account will be cancelled immediately.
Nihonium may terminate or suspend any Accounts at any time with immediate effect and without notice, in its sole discretion. Additionally, Nihonium reserves the right to terminate any free Accounts that do not have any activity for sixty (60) days or trial accounts without a payment method thirty (30) days after expiration. Nihonium, in its sole discretion, has the right to suspend or terminate your Account if you breach these Terms. Nihonium may refuse to provide you any current or future use of the ReSaaS Platform, or any Nihonium Service. Any termination of your Account will result in the deactivation or deletion of your Account, denied access to your Account, and the forfeiture and relinquishment of all content in your Account. This information cannot be recovered from Nihonium once your Account is terminated; however Nihonium may for a time retain residual information in our backup and/or archival copies of our database. You agree that, upon the suspension or termination of your access or right to use the ReSaaS Platform or your Account, you will immediately cease and desist from all access to and use of the ReSaaS Platform or your Account, as applicable, unless and until access is restored by Nihonium.
Nihonium reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the ReSaaS Platform and Services (or any part thereof) with or without notice. We reserve the right, in our sole discretion, to change, modify, add to, supplement or delete any portion of these Terms at any time, effective with or without prior notice; provided, however, that we will use reasonable efforts to provide you with notification of any material changes (as determined in our sole discretion) by email. If any future changes to these Terms are unacceptable to you or cause you to no longer be in compliance, you must immediately stop using the ReSaaS Platform and our Services. Any new features that augment or enhance the current ReSaaS Platform or Services, including the release of new tools and resources, will be subject to these Terms. Your continued use of the ReSaaS Platform or our Services following any revision to these Terms constitutes your complete acceptance of any and all such changes.
You acknowledge and agree that the ReSaaS Platform, including all intellectual property and intellectual property rights in or related to the ReSaaS Platform, are, will be, and will remain the sole and exclusive property of Nihonium, its affiliates, its licensors, and their respective successors and assigns. Neither these Terms nor your access to and use of the ReSaaS Platform or Services convey or will convey to you any right, title, or interest in or in relation to the ReSaaS Platform, except for the limited right to access and use the ReSaaS Platform and Services that is granted to you expressly in these Terms. All rights in and to the ReSaaS Platform, and the intellectual property in and related to them, are expressly reserved by their owner(s), except to the extent of the licence expressly granted to you in these Terms.
You acknowledge and agree that any and all data, performance metrics, analytics, reports, know-how, or other information related to the functionality or performance of the ReSaaS Platform (collectively, "ReSaaS Data"), regardless of how, when, or by whom they are created, are, will be, and will remain the sole and exclusive property of Nihonium, its affiliates, its licensors, and their respective successors and assigns. You further acknowledge and agree that the ReSaaS Data is an original compilation protected by copyright law, Nihonium has dedicated substantial resources to collect, manage, and compile the ReSaaS Data, and the ReSaaS Data constitutes trade secrets of Nihonium. All rights in and to the ReSaaS Data, and the intellectual property in and related to the ReSaaS Data, are expressly reserved by their owner(s), except to the extent of the limited licence expressly granted to you in these Terms.
You grant to Nihonium, its affiliates, and their respective licensees, successors, and assigns, an exclusive, worldwide, perpetual, irrevocable, royalty-free, fully paid up, transferable, and sublicensable right and licence to use and incorporate into the ReSaaS Platform any suggestion, enhancement, request, recommendation, correction, or other feedback provided by you relating to the ReSaaS Platform.
You acknowledge and agree that you will not engage in any of the following prohibited conduct in connection with your access to or use of the ReSaaS Platform or Services:
You acknowledge and agree that we may use third-party service providers that we choose to assist with providing different aspects of the ReSaaS Platform and Services. As such, the ReSaaS Platform may also provide links to third-party websites, plug-ins, services, social networks, or applications. We are not affiliated or associated with any third-party service providers. We do not endorse, approve, or guarantee the accuracy of any content provided by a third-party service provider, make no representations or warranties about any third-party service provider or their services, and accept no responsibility or liability for such third-party service providers or their services.
Each party (the "Receiving Party") understands that the other party (the "Disclosing Party") has disclosed or may disclose business, technical or financial information relating to the Disclosing Party's business (hereinafter referred to as "Proprietary Information" of the Disclosing Party). Proprietary Information of Nihonium includes non-public information regarding features, functionality and performance of the ReSaaS Platform or the Services. The Receiving Party agrees: (i) to take reasonable precautions to protect such Proprietary Information, and (ii) not to use (except in performance of the Services or as otherwise permitted herein) or divulge to any third person any such Proprietary Information. The Disclosing Party agrees that the foregoing shall not apply with respect to any information after five (5) years following the disclosure thereof or any information that the Receiving Party can document (a) is or becomes generally available to the public, or (b) was in its possession or known by it prior to receipt from the Disclosing Party, or (c) was rightfully disclosed to it without restriction by a third party, or (d) was independently developed without use of any Proprietary Information of the Disclosing Party or (e) is required to be disclosed by law.
You agree to indemnify and hold Nihonium, its parents, subsidiaries, affiliates, officers, partners, employees, agents, representatives, shareholders, successors, and permitted assigns harmless from any and all losses, damages, claims, costs, penalties, fines, charges, judgments, levies, liabilities, or demands, including reasonable attorneys' fees, made by any third party due to or arising out of: (i) your use of the ReSaaS Platform or Services; (ii) use of your Account by any third party; (iii) your violation of these Terms or any applicable laws, regulations, by-laws, rules, policies, and customs; or (iv) the infringement by you, or any third party using your Account, of any intellectual property or other right of any person or entity.
UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL NIHONIUM OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD-PARTY PARTNERS OR SUPPLIERS, BE LIABLE TO YOU FOR ANY LOST PROFITS OR SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES THAT RESULT FROM OR RELATE TO THE ReSaaS PLATFORM OR SERVICES, INCLUDING YOUR USE THEREOF, OR ANY OTHER INTERACTIONS WITH NIHONIUM, EVEN IF NIHONIUM OR AN NIHONIUM AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL NIHONIUM OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD-PARTY PARTNERS OR SUPPLIERS' TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE RESAAS PLATFORM OR SERVICES EXCEED EITHER THE AMOUNT OF FEES PAID BY YOU TO NIHONIUM FOR THE SERVICES IN THE SIX (6) MONTH PERIOD PRECEDING THE EVENTS THAT GIVE RISE TO THE APPLICABLE CLAIM (IF ANY) OR FIFTY US DOLLARS, WHICHEVER IS GREATER.
THE SERVICES, RESAAS PLATFORM AND ITS CONTENTS ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT ANY WARRANTY OR REPRESENTATIONS OF ANY KIND, WHETHER EXPRESSED OR IMPLIED. NIHONIUM IS A DISTRIBUTOR AND NOT A PUBLISHER OF THE CONTENT SUPPLIED BY THIRD PARTIES; AS SUCH, NIHONIUM EXERCISES NO EDITORIAL CONTROL OVER SUCH CONTENT AND MAKES NO WARRANTY OR REPRESENTATION AS TO THE ACCURACY, RELIABILITY OR CURRENCY OF ANY INFORMATION, CONTENT, SERVICE OR MERCHANDISE PROVIDED THROUGH OR ACCESSIBLE VIA THE RESAAS PLATFORM. WITHOUT LIMITING THE FOREGOING, NIHONIUM SPECIFICALLY DISCLAIMS ALL WARRANTIES AND REPRESENTATIONS AS THE PUBLISHER OF ANY CONTENT TRANSMITTED ON OR IN CONNECTION WITH THE RESAAS PLATFORM OR ON SITES THAT MAY APPEAR AS LINKS ON THE RESAAS PLATFORM, OR THE SERVICES, INCLUDING WITHOUT LIMITATION ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS. NO ORAL ADVICE OR WRITTEN INFORMATION GIVEN BY NIHONIUM NOR ANY OF ITS AFFILIATES, EMPLOYEES, OFFICERS, DIRECTORS, AGENTS, OR THE LIKE SHALL CREATE A WARRANTY. PRICE AND AVAILABILITY INFORMATION IS SUBJECT TO CHANGE WITHOUT NOTICE.
YOU ACKNOWLEDGE AND AGREE THAT NIHONIUM IS NOT AND WILL NOT BE RESPONSIBLE FOR, AND HAS NO OBLIGATION TO INTERVENE IN, ANY DISPUTES BETWEEN MERCHANTS AND AFFILIATES.
NIHONIUM DOES NOT WARRANT THAT THE RESAAS PLATFORM OR SERVICES WILL BE UNINTERRUPTED OR ERROR FREE; NOR DOES IT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE RESAAS PLATFORM OR SERVICES.
If you believe that any content that resides or is accessible on or through the ReSaaS Platform infringes a copyright, please send a notice of copyright infringement (the "Copyright Notice") containing the following information to Nihonium:
The Copyright Notice may not contain an offer to settle the claimed infringement, including by way of hyperlink to such an offer, or a request or demand made in relation to the claimed infringement, including by way of hyperlink, for payment or for personal information. If the notice is non-compliant with the foregoing requirements, Nihonium is not obligated to pass the notice on to the alleged infringer and to otherwise preserve that person's identity for subsequent enforcement proceedings.
If a proper bona fide infringement notice is received by Nihonium, it is Nihonium's policy to: (i) remove or disable access to the infringing material; and/or (ii) to notify the content provider, member, or user that it has removed or disabled access to the material.
Notice of claims of copyright infringement should be provided to Nihonium via email to hello@Nihonium.com or via mail to the following address:
Nihonium Inc.
Nihonium Inc.