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Membership Agreement

Article 1. (Membership Agreement)
This membership agreement (“this Agreement”) shall apply to all use of the information provision service (“the Service”) provided by Denyo Co., Ltd. (“the Company”).

Article 2. (Changes to this Agreement)

1. The Company may make changes to this Agreement without obtaining the prior consent of members.
2. Changes to this Agreement shall take effect when they are posted on the Service’s website.

Article 3. (Use of the Service)

1. Members shall use the Service in accordance with this Agreement, rules separately prescribed by the Company and others, and after acquiring data, information and other materials provided by the Company (“the Information”), may use the Information within the scope reasonably necessary for the marketing activities of the Company’s products.
2. The Company may change, add to or discontinue the content of the Service without obtaining the prior consent of members.

Article 4. (Members)
“Members” refers to parties previously designated as dealerships by the Company that have gave consent to this Agreement and have applied for membership registration in accordance with the procedures prescribed by the Company.

Article 5. (Notification of Changes and Cancellation)

1. When there are changes to the registered information, the member shall promptly apply for registration of the change in accordance with the procedures specified by the Company.
2. When a member wishes to cancel their member registration, they shall contact the Company to give notification to that effect.

Article 6. (Personal Information)
Registered information the members is used in business activities for the purpose of operation of the Service. Except in cases where disclosure is required by laws and regulations, the Company does not provide such information to any third party outside the Denyo Group without the consent of the member concerned.

Article 7. (Suspension of Use of the Service, and Cancellation of Membership Registration)
In the event that the Company judges that the Service is being used inappropriately by a member, the Company may suspend the member’s use of the Service or cancel their membership registration without prior notice to the member.

Article 8. (Prohibited Matters)
Members are prohibited from engaging in the following conduct:

1. Submitting false registration details when registering as a member;
2. Using the Information outside the scope reasonably necessary for marketing activities of the Company’s products;
3. Reproducing the Information without the prior written consent of the Company;
4. Selling the Information to a third party;
5. Obstructing the operation of the Service, or engaging in other conduct judged by the Company to be likely to interfere with the operation of the Service;
6. Transferring to a third party, or causing a third party to succeed to, the whole or part of the right to use the Service or any other rights pursuant to this Agreement, or offering them as security;
7. Using a member’s ID and password without authorization;
8. Causing inconvenience, disadvantage or damage to another member or a third party, or engaging in conduct likely to cause such inconvenience, disadvantage or damage;
9. Infringing, or engaging in conduct likely to infringe, the copyright, trade secrets, property, privacy or any other rights of another member, a third party or the Company;
10. Engaging in conduct that is contrary to public order and morals or conduct that violates or is likely to violate laws and regulations;
11. Posing as a different person when sending or receiving information;
12. Tampering with information on the Service’s website;
13. Inserting a computer virus or other harmful program on the Service’s website;
14. Damaging confidence in or the reputation of services provided by the Company; or
15. Engaging in other conduct judged by the Company to be inappropriate.

Article 9. (Copyright, etc.)
Copyright and all other rights to the Information belong to the Company or its affiliated companies. The Information may only be used to the extent allowed by laws and regulations and within the scope reasonably necessary for the marketing activities of the Company’s products.

Article 10. (Management of Member ID and Password)

1. Members shall be fully responsible for the management and use of their member ID and password, and the Company shall bear no liability whatsoever in that regard.
2. Members shall not transfer, lend or disclose their member ID and password to a third party.
3. The Company shall bear no liability whatsoever for any damage sustained by a member due to an error in use or inadequate management of their member ID and password or unauthorized use by a third party.
4. In the event that a member discovers that there has been unauthorized use of their member ID and password by a third party, they shall immediately contact the Company.

Article 11. (Equipment, etc.)
Members shall, at their own expense and under their own responsibility, make arrangements for all telecommunication equipment, software, and other necessary ancillary equipment, and contracts for connecting to the Internet required for using the Service.

Article 12. (Suspension of Provision of the Service)
The Company may suspend the provision of the whole or part of the Service without prior notice to members in cases falling under any of the following items;

1. Periodic or emergency maintenance of the system;
2. Difficulties in operating the system due to a natural disaster, fire, power failure or other event of force majeure, obstruction by a third party, or other factors;
3. System malfunction or breakdown; or
4. Other cases in which the Company judges that suspension of the system is necessary.

Article 13. (Discontinuation of the Service)
The Company may, at its discretion, discontinue the provision of the Service without notice to members. The Company shall bear no liability whatsoever for any damage, loss or disadvantage caused to members due to the discontinuation of the Service, regardless of reasons.

Article 14. (Cessation of Use of Information)
In cases of loss of membership qualification or discontinuation of the Service, members may not subsequently use the Information without the consent of the Company and must promptly delete or dispose of the Information held by them.

Article 15. (Warranty as to Content of the Service)
The Company provides no warranty as to the accuracy of the Information. Also, members should be aware that the content of the Information may not be up to date.

Article 16. (Disclaimers)

1. The Company shall bear no liability whatsoever in any cases in which a member or a third party suffers damage, loss or inconvenience in connection with the use of the Service or the Information.
2. If a member causes damage or other inconvenience to another member or a third party through its use of the Service or the Information, the member shall resolve the matter under its own responsibility and at its own expense, and shall not cause any inconvenience or damage to the Company.

Article 17. (Compensation for Damage)

1. If the Company incurs damage due to a breach of this Agreement by a member, the member shall be obliged to pay compensation for the damage to the Company.
2. In the event that the Company is requested by a third party to pay compensation due to a breach of this Agreement by a member, all costs and losses incurred by the Company shall be borne by the member, and the member shall be obliged to pay compensation for such damage to the Company.

Article 18. (Jurisdiction)
The Tokyo District Court shall be the agreed court of first instance with exclusive jurisdiction if any legal proceedings are required in relation to this Agreement.

Article 19. (Governing Law)
This Agreement shall be governed by the laws of Japan.