Akiba Cart Osaka Affiliate Terms of Service

AkibaCart Osaka (hereinafter referred to as “A”) and affiliate partner (hereinafter referred to as “B”) are the purpose of selling and disseminating AkibaCart Osaka (hereinafter referred to as “Handled Items” , The following contracts are concluded as follows.

Party A and Party B shall implement this Agreement in accordance with the principle of faithful integrity based on mutual trust, strive to sale and disseminate the products handled, and maintain mutual benefits and friendly relations.

Article 1 (Definition of Affiliate Partner)
１．Affiliate partner means Party B that has entrusted the mediation affairs to Party A about the advertisement of services which are provided by Party A, promotions, and expected users (hereinafter referred to as Participants) under this Agreement.

Article 2 (contents of consignment)
１．Party A consigns to the Party B the operations listed in the following items.
(1) Advertisement of services provided by Party A　and promotion
(2) Description of the services provided by Party A
(3) Mediation of applicant

Article 3 (Method of application)
１．Applicants shall make an application by filling in necessary information on the prescribed application form on Party A’s website and sending it.

Article 4 (formation of this agreement)
１．This Agreement shall be concluded when Party A consents to the contents of the application under the preceding Article.
２．Party A may not accept the application for this Agreement in the cases listed in the following items.
(1) When it is obviously expected that the applicant will conduct an act that violates these terms
(2) When the applicant is negligent or negligent in payment for expenses, etc. relating to the fee or procedure of the services offered by Party A
(3) When there is a false statement, misprint or omission in the application content of the applicant

Article 5 (Incentive)
１．Party A shall pay incentive to Party B when the applicant pays the usage fee to Party A after the reservation is made with the applicant mediated by Party B.
２．The amount of the incentive shall be 10% of the total amount used by the applicant.
３．Party A shall be able to change the details of the amount of incentive, conditions of occurrence and payment method etc., if there is a change in the service offer price and for other reasonable reasons.
４．Incentives paid by Party A to Party B shall be paid as closings at the end of each month with payments made the end of the following month.

Article 6 (Notification of Changes)
１．Party B will notify Party A of the details of the change within 14 days in a form separately determined by Party A if any changes to the matters declared to Party A at the conclusion of this Agreement are made.
２．Party A shall not assume any responsibility for damage caused to Party B due to Party B neglecting the notification under the preceding paragraph.
３．Party B shall submit to the Party A the materials to prove it if there is a succession of position or change of trade name due to merger or other reasons.

Article 7 (Precautions on Business Performance)
１．Party B shall comply with the contents listed in the following items when carrying out the work entrusted by Party A
(1) Describe fully to the applicant about the service terms, agreements and other detailed rules stipulated by Party A
(2) When using the trade name of Party A and trademarks, obtain the consent of Party A beforehand and use it appropriately within the purpose of this contract.
(3) In the case of implementing advertisement, promotion, etc. of the services provided by Party A, make sure that the contents are not false or exaggerated, and do not make the applicant misunderstand with using ambiguous expressions. Pay close attention to it.
(4) In addition, do consignment work with the attention of good manager.

Article 8 (Prohibition of Transfer of Rights and Obligations)
１．Party B shall not assign the contractual position regarding this Agreement to third parties, or serve the purpose of collateral or make it succeed, except in the case of obtaining prior written consent of Party A.

Article 9 (Confidentiality)
１．Party B does not have to disclose or leak any information including Confidential Information of Party A that it knew in connection with this Agreement to any third party even during the term of this Agreement as well as after the termination of this Agreement.
However, those falling under the following items are excluded.
(1) Information that is publicly known at the time of disclosure or publicly known without being subject to negligence on the part of the recipient or violation of the written agreement
(2) Information that the Recipient holds legitimately before it is disclosed from the Discloser
(3) Information that the recipient independently developed without using confidential information of the disclosing person
(4) Information acquired by a recipient from a third party who has the right to assign or disclose without imposing confidentiality obligation
(5) Information that the discloser agrees in writing to exclude from such restriction
(6) Information requested for disclosure due to the provisions of laws and regulations and the enforcement of public authority

Article 10 (Term of Contract)
１．The term of validity of this Agreement shall be one year from the date of this Agreement signing is provided, however, that this agreement shall be continued for one more year with the same content, starting from the day following the expiration of the period, if there is no written request from either or both sides by 60 days before the expiration of the contract term , The same shall apply thereafter.

Article 11 (Termination of contract)
１．Party A shall be able to immediately terminate this Agreement without requiring any notice or demand, if Party B falls under any of the following items:
(1) When a petition for provisional seizure, provisional disposition, etc. or a petition for auction, etc. is received, a petition for compulsory execution is received.
(2) When bankruptcy, specific mediation, corporate rehabilitation, civil rehabilitation, or other similar bankruptcy proceedings has been filed or when liquidation is started.
(3) When a tax duty has been delinquent and a demand has been received or a tax payment has been taken into consideration.
(4) When bills or checks become dishonored
(5) When the merger, dissolution, or transfer of all or a significant part of the business to a third party.
(6) Suspension of business from regulatory authorities, withdrawal or when we abolish or change business.
(7) There is a reasonable deterioration in the business condition, or there is a reasonable reason that it is deemed to be.
(8) When it is recognized as a gangster, a gang member, a gang group related company / organization, or a related person, other antisocial forces.
(9) Party B breached the provisions of this Agreement and did not correct it despite receiving a notice stipulating a reasonable period from Party A.
２．In the case where Party A has canceled this Agreement pursuant to the preceding paragraph, Party A shall not be liable for any damages occured to Party B due to the termination of this Agreement. Also, the exercise of such cancellation shall not prevent obstruction of damages from Party A.

Article 12 (Restriction on damages)
１．The amount of compensation in the case where Party A bears liability for damages against Party B shall be maximumly, the total amount of incentives paid within one year retroactively from the day on which the damage occurred.

Article 13 (Agreement jurisdictional court)
１．With respect to any dispute relating to this Agreement, the Osaka District Court shall be the exclusive agreement jurisdiction court of the first instance.

Article 14 (Agenda items)
１．In the event that any matter or doubt not stipulated in this Agreement arises, the two parties shall negotiate in accordance with the principle of faithful fidelity and resolve by themselves satisfactorily.