Terms of Use

These terms of use (hereafter "Terms of Use") stipulate the terms and conditions of use of various service at the internet service (hereafter "Service") "LAYLA" operated by TMH Inc. (hereafter "TMH").

Article 1 Contents of the Service and TMH's role

1.1

The Service is an online market service which provides the platform and opportunity for trading goods between the Users (defined in the following article), and TMH itself does not conduct any sales or consigned sales. All guarantees concerning sales contract, listing, purchase, etc. between Users shall be the responsibility of the Users, and TMH will not be in any means liable in any performance of transactions including retraction, cancellation, termination of the sales contract, return, refund or warranty of goods, etc.

1.2

Contents of the Service shall be as stipulated in the Terms of Use and the Guide.

Article 2 Definition

2.1

Definition

1. "Terms" shall mean the Terms of Use, the Privacy Policy, and the Guide, all of which shall constitute the Terms.
2. "Privacy Policy" shall mean the privacy policy stipulated by TMH (regardless of the title).
3. "Guide" shall mean the guide concerning the Service stipulated by TMH.
4. "User" shall mean individuals and business operators who agree to the contents of the Terms and use the Service.
5. "Personal Information" shall mean the "personal information" stipulated in the Act on the Protection of Personal Information and shall mean the name, postal code, address, date of birth, sex, occupation, telephone number, account information (email address and password, etc.), financial account information (company payment account information, bank account information and usage history, and such information entered by the User that can identify the specific individual (including the information that can be easily cross-referred to other information, by which the specific individual can be identified).
6. "Contents" shall mean the information posted or transmitted to the Service by TMH or a User.
7. "Listing" shall mean that a User posts or transmits the Contents required for the transaction of a product in the Service, allows other Users to browse it and makes the product ready for the transaction.
8. "Seller" shall mean the User who lists a product via the Service.
9. "Buyer" shall mean the User who purchases a product through the Service.

2.2

Application The definitions of this article shall apply in the Terms of Use unless otherwise defined and unless required to be interpreted otherwise contextually.

Article 3 Agreement to the Terms and amendment of the Terms

3.1

Agreement and application of the Terms The Terms shall aim to stipulate the terms and conditions concerning the use of the Service between the User and TMH and shall be applied to all relationships related to use of the Service between the User and TMH. The User must agree to the Terms before using the Service in accordance with the Terms. The User will be considered to have agreed to the Terms by using the Service.

3.2

Amendment of the Terms TMH may amend the Terms as necessary. TMH shall notify the User of any amendment of the Terms, and the User will be considered to have agreed to an amendment of the Terms when after notification, the User uses the Service or does not take the procedure to delete the account within the period stipulated by TMH. TMH shall not be responsible nor liable for any damages (including but not limited to consequential or indirect damage) caused to the User by revision or amendment of the Terms.

Article 4 User Sign Up and Account Information

4.1

Sign Up User sign up must be done by the User. Make sure to enter the correct information for User sign up.

4.2

Prohibition of Multiple Sign Ups The User and the person who intends to sign up as a User (hereafter collectively "User, etc.") shall not be permitted for multiple sign-ups.

4.3

Rejection of Sign Up

TMH may not approve an application of User sign up if the applicant;

1. breaches 4.2 herein,
2. receives dispositions such as suspension of use by TMH due to the past breach hereof,
3. includes incorrect information or false information in the registered content,
4. intervenes or obstructs TMH's operation and service provision or use by other Users, or is considered by TMH that s/he may possibly do so,
5. is found to be a gangster, a gang member and a person who has not passed five (5) years since s/he became a non-gang member, a quasi-gang member, a person who belongs to a gang-affiliated company, corporate racketeer, etc., political racketeering organization, organized crime syndicate, etc., terrorist, etc. and the person designated by the Japanese Government or foreign governments to be subject to economic restrictions (the above ten (10) categories shall be hereafter collectively called "Gang Member, etc."), a symbiotic person such as organized crime group, a person similar thereto (all of the above shall be hereafter called "Antisocial Forces, etc."), or is found to be have some relationship with the Antisocial Forces, etc., such as being the board member, employee, etc. of the company of which the company is managed by the Antisocial Forces, etc. is practically engaged in, or;
6. is considered by TMH to be inappropriate.

4.4

Commitment by User, etc. The User, etc. shall commit that s/he does not and will not in the future fall under any of the Antisocial Forces, etc., and shall not conduct or have any third party conduct any violent demanding acts, unjust demanding acts beyond legal liabilities, acts intimidating in relation to transactions, violent acts, disseminating rumors, making false statements that damage TMH's credit or interfere TMH's operations or other acts similar thereto.

4.5

Change of Registered Content The User must immediately change the registered content if there is any change thereto and shall be responsible to manage and correct the registered content so that the User's correct information is registered at all time. If change is not made although there are changes with the registered content, TMH may handle it as if there were no changes to the registered content. The transaction and various procedures, which were conducted before changing the registered content, may depend on the information before changing.

4.6

TMH's disclaimer TMH shall not be liable for any damage (including but not limited to consequential or indirect damage) caused by User sign up, change of registered content by the User, or TMH's disapproval of the User sign up.

4.7

Management of Account information The User shall be liable to manage the email address and password, etc. that s/he entered (hereafter "Account Information"). The User must not have any third party, etc. use, or must not transfer, trade, pledge, lease, rent or dispose of the Account Information regardless of other forms.

4.8

Wrongful use, etc. of Account Information The User shall be liable for, and TMH shall not be liable for, any damage (including but not limited to consequential or indirect damage) arising from information leakage, malpractice of use, use by a third party due to insufficient management, unauthorized access, etc. of the Account Information.
The User shall compensate any damage to TMH due to any wrongful use of the Account Information.

4.9

Leakage of Account Information TMH must be immediately notified in the event that the Account Information is or is possibly leaked to any third party. Any instruction from TMH, therefore, must be followed.

Article 5 Cancellation, etc. of User Sign Up

5.1

Cancellation of User Sign Up / Suspension of Use, etc.

TMH may cancel User Sign Up, refuse access to / suspend use of all or part of the Service, etc., or delete all or part of the Contents and information related to the User in the event that the User falls under, or is considered by TMH that s/he falls under any of the following. In such case, TMH shall not bear an obligation to explain such reason. Furthermore, if consider by TMH as necessary, TMH may verify the User's identification in order to confirm that the User does not fall under any of the following, and may refuse access to / suspend use of, all or part of the Service, etc. until such confirmation is completed.

1. In the event that the User breaches the law or the Terms
2. In the event of the User's fraudulent act
3. In the event that the registered information is considered by TMH as fraudulent information
4. In the event that the User does not conduct required procedure or communication to TMH necessary hereunder
5. In the event that the registered information is overlapped with the existing registration
6. In the event that the registered telephone number or email address is found to be invalid
7. In the event, the User falls under the status of person with excessive debt, lack of funds, payment suspension or insolvency
8. In the event that the User causes any trouble to other Users or any third party
9. The registered financial institution account is found to be illegal or inappropriate, or with other problem by such financial institution's advice, etc.
10. In the event that the User falls under any of 4.3
11. In the event that the User conducts or have any third party conduct any violent demanding acts, unjust demanding acts beyond legal liabilities, acts intimidating in relation to transactions, violent acts, disseminating rumors, making false statements that damage TMH's credit or interfere with TMH's operations
12. In the event that TMH considers one as not appropriate as a User.

5.2

Prohibition of Use of the Services, etc. TMH may prohibit the User subject to the measures of this section from the use of and access to the services provided by TMH in the future.

5.3

Payment Withhold At the point when TMH has taken measures under this article mentioned-above against the User, TMH may withhold payment at its sole discretion in the event that the money, etc., which was supposed to be paid to such User, is suspected to be involved in the illegal act. In such case, TMH may refund the product price to the Buyer.

5.4

TMH's disclaimer TMH shall not be liable for any damage (including but not limited to consequential or indirect damage) arising from the measures of this article.

Article 6 User Membership Withdrawal

6.1

Withdrawal procedure The User can withdraw from membership if s/he makes an application to TMH indicating a desire for withdrawal and is admitted at its sole discretion. However, the User cannot withdraw if there is uncompleted payment, undelivered products or other uncompleted procedure of transactions, and the User must smoothly process and complete a series of the uncompleted transactions in accordance with the Terms without delay and must make a notice to TMH after the completion.

6.2

Invalidation, etc. At the point when a User desires to withdraw membership which leads to difficulties, TMH may, at its discretion, withhold payment of the money, etc. which was supposed to be paid to the User. TMH may also invalidate the transaction at its sole discretion upon consultation with other Users pertaining to said transaction to the necessary extent.

6.3

TMH's disclaimer TMH shall not be liable for any damage (including but not limited to consequential or indirect damage) arising from the measures of this article.

Article 7 Handling of Personal Information, etc.

7.1

Privacy Policy TMH shall handle the Personal Information, etc. in accordance with the Terms.

7.2

Acceptance of Privacy Policy The User shall make sure to confirm the Privacy Policy on the Service before using or browsing the Service and shall use the Service after agreeing to the content thereof.

7.3

Use by Users The User may use the Personal Information, etc. acquired through the Service only to the extent of use of the Service and must not use for any other purposes.

7.4

Purpose of Use

TMH may use the Personal Information, etc. acquired by TMH for the purposes stipulated in the following.

1. Use to the extent necessary for the provision of the Service
2. Use for notification of matters necessary for an operation
3. A User in questionnaire survey and analysis for quality control and improvement of convenience
4. Use in response to inquiries for the Service
5. Use for contact on the matters concerning the operation or for additional response
6. Use for resolution of fraudulent use and other troubles in operation of the Service
7. Use for maintenance of the system or improvement of defects
8. Other purposes stipulated in the Privacy Policy

7.5

Disclosure or provision to the third party

TMH shall not disclose or provide the Personal Information, etc. to any third party without prior consent of the User except under the law or in the following cases.

1. When necessary for the performance of the sales agreement
2. When providing the Personal Information to the person succeeding the business as a result of a succession of the business or other purposes
3. When considered by TMH as necessary to disclose in order to resolve trouble between the Users or with a third party
4. Other cases stipulated in the Privacy Policy

7.6

TMH's disclaimer TMH shall not be liable for any damage (including but not limited to consequential or indirect damage) to the User arising from depositing or providing the Personal Information, etc. to a third party in accordance with the previous clause. The User shall be required to use the Service upon thorough acknowledgment of this article.

7.7

User's request for correction, etc. TMH shall take appropriate measures of the Personal Information, etc. entered by the User into the Service upon confirmation of facts in accordance with the related laws. Measures include correction, deletion or suspension of use, etc.

Article 8 Prohibitions

 

Among acts of the use of the Service by the User and a third party and any acts related to thereof, TMH shall at its discretion prohibit an act that falls under the following (hereafter "Prohibitions").
The following Prohibitions is subject to addition and revision by TMH as necessary and therefore the User shall bear an obligation to confirm the latest content at all time in using the Service.

1. Act to breach the laws or the Terms, etc.
2. Inappropriate act in consideration of the spirits of the Terms
3. To interfere TMH's operation of the services
4. To claim oneself as another person
5. To use TMH's services by using another user's membership
6. Act that to infringe or possibly infringe TMH's or other Users' copyright and other rights
7. To infringe TMH's or other Users' benefits
8. Act that adversely affect the physical and mental conditions of adolescents
9. Act against public order and moralities
10. To post or distribute vulgar and obscene contents
11. To post or distribute fraudulent information
12. Act which is not understood by other Users and Act to possibly cause misunderstanding or confusion
13. To infringe other Users' privacy, damage their reputation, or cause mental damage
14. To transmit or post the User her/himself's or other Users' Personal Information (any contact information including autonym, address, email address and telephone number) in a manner other than TMH's prescribed procedures
15. To cause economic damage to TMH or other Users
16. To cause physical damage to other Users
17. Act to possibly cause trouble or discomfort to other Users
18. Act to possibly cause dispute with other Users
19. Act to evoke or leading to ethnic discrimination or racial discrimination
20. Act considered by TMH as not acceptable in a point of ethical view
21. To use, for commercial purposes, all or part of any of the services, contents, information, system, function, program, etc. provided by TMH outside TMH's services without TMH's prior written consent
22. Act for commercial advertisement or publicity
23. To provide links to other websites and resources that are not operated by TMH
24. To conduct soliciting activities, etc.
25. All acts concerning election campaign
26. Act to cause an adverse impact on the computer device, communication line, software, etc., such as transmission of computer virus
27. To cause an adverse impact on the server and network connected to the services provided by TMH
28. To unlawfully access to any of the systems related to TMH's service provision
29. To access the Service by using other method other than the interface provided by TMH
30. Act to intentionally use a security hole, error, bug, etc. of the system and software related to TMH's website
31. Act to decipher, tamper, modify, copy or secondary use the system, software, protocol, etc. related to TMH's website in the manners of reverse engineering and disassembling of the said system, software, protocol, etc.
32. Act for the purpose of money laundering
33. To list the product with a selling price remarkably diverging from normal economic market value
34. Act to mutually reduce the prices of the products and purchase them before conclusion of the sales contract
35. Exchange, quasi-exchange (exchange-like act), and act to suggest such acts
36. Act to suggest other Users on LAYLA for direct transaction
37. Act to suggest cash on delivery (to suggest paying part or all of the product price by cash on delivery)
38. Multiple listings of product which contains the same product
39. Act to have other Users list the products on his/her behalf and act to list the products on behalf of other Users
40. Act to violate the "List Controls" or "Catch-all Control"
41. Other acts considered by TMH as inappropriate

Article 9 Product Listing

9.1

Procedures for Product Listing The Seller shall list a product in accordance with the procedures prescribed by TMH. TMH shall conduct examination by establishing standards for the specific listing method described in the Guide, and TMH may limit the use of such Product Listing if the Seller does not conform to the standards.

9.2

Products prohibited for Product Listing

The Seller shall acknowledge beforehand that the products related to the following cannot be listed. Listing a product that falls under the following shall be considered as a violation of the Terms, regardless of whether the act of the Seller is intentional or out of negligence.

1. A product breaching the law
2. A product with the main purpose to be used, or possibly used as weapon
3. A product infringing or possibly infringing other Users' right (including but not limited to counterfeit brand products)
4. A product acquired through crime means, etc. regardless of direct indirectly in whatever way
5. A product against the public order and moralities (including but not limited to adult-related products, obscene products, products related to child pornography)
6. A product not permitted for sale despite the need for legal authorization
7. A product possibly affects human body and health
8. Digital contents including computer virus
9. A product, which can be divided into multiple parts, is listed with price on each part after it is disassembled into parts
10. A financial product such as bonds, securities, insurance, etc.
11. A human body, organ, cell, blood or similar substances thereto
12. A living creature
13. A stolen object
14. A product which is not goods (including but not limited to information, service provision, rights such as membership)
15. Other products considered by TMH as inappropriate

9.3

Product description, etc. The User must not make a listing of any product which s/he does not truly intend to sell or listing of any product which cannot be correctly understood only by its product description or product which may cause confusion, any product without sufficient product description, etc. The Seller must not post any image, etc. with no relation to the listed product as the Product Listing information of such product.

9.4

Compliance with laws The User must observe the Secondhand Articles Dealer Act, Act on Specified Commercial Transactions, Act against Unjustifiable Premiums and Misleading Representations, Unfair Competition Prevention Act, Trademark Act, Copyright Act and other laws during the Product Listing.

9.5

Breach of the Terms concerning Product Listing In the event that any Product Listing is considered by TMH to be breaching the Terms or to be inappropriate, besides the measures stipulated in Article 5, TMH may at its sole discretion cancel such Product Listing and purchase act, etc. which has arisen therefore. TMH shall not be liable for any damage (including but not limited to consequential or indirect damage) caused to the User due to the measures under this clause.

9.6

Listing of equipment Every equipment deals are made under the market intermediation in order to avoid equipment deal troubles caused by not having enough preliminary inspections. The market supports to provide item condition, price, and warranty terms etc. for buyers' confirmation and to adjust the preliminary inspection schedule when necessary.
The e-mail communication between buyers and sellers are conducted under the market intermediation. Additionally, buyers are required to agree and to sign on the commitment form designated by the market before obtaining details of products or sellers.

Sellers who list equipment are required to agree with the following conditions:

1. It is prohibited to disclose buyers' information provided by the market to a third party.
2. It is prohibited to have direct negotiation with buyers provided by the market without the market's consent.

9.7

TMH's disclaimer TMH shall not be liable for any damage (including but not limited to consequential or indirect damage) caused to the User and any third party due to the User's Product Listing, etc.

Article 10 Purchase of Products

10.1

Purchase procedure The User shall place an order following the procedures stipulated by TMH with the intention to purchase.

10.2

Intention to purchase, etc. The User must not place any order deemed as a mischievous purpose such as an order without intention to purchase, etc.

10.3

Required data If the arrival of data prescribed by TMH, such data concerning the sales price and action data of intention to purchase, cannot be confirmed into the server managed by TMH within the time available for transaction starting stipulated by TMH, the order shall be invalid, and the User shall acknowledge in advance thereof.

10.4

Prohibition of purchasing own listed products The Seller must not purchase her/his listed product. The User shall take the procedures prescribed by TMH if the User desires to withdraw the listing.

10.5

TMH's disclaimer TMH shall not be liable for any damage (including but not limited to consequential or indirect damage) caused to the User and any third party due to the User's order or purchase, etc.

Article 11 Execution of payment and transaction

11.1

The Conclusion of a sales contract The sales contract of the specific listed product shall be concluded at the time when the Buyer has completed the purchase procedures for such product. The Seller or Buyer shall not assign, provide protection of, or otherwise dispose of the rights and obligations arising under the sales agreement to any third party.

11.2

Payment terms and shipping charge The Buyer shall pay the total amount of the product price and shipping charge in the manner stipulated by TMH when the sales contract is concluded.

11.3

Shipment The Seller shall ship the product after the Buyer's payment of the product price is settled.

11.4

Trouble concerning a product, etc. Any trouble with regards to the product, etc. between the Seller and Buyer shall be resolved by such Users. However, TMH may be involved in the discussion at its sole discretion.

11.5

Cancellation and defect in a product The Buyer cannot cancel the order after ordering the product in using the Service. The Seller shall be liable for any defect in the product, any visible difference in the actual product from the product description, any damage to the product during delivery due to deficiency in packaging, etc., and the Seller shall take measures such as refund, acceptance of the returned product, repair or exchange, etc. at the Seller's responsibility and cost. If trouble cannot be resolved between users, TMH will rule upon hearing the transaction situation and mutual contentions. The users involved shall comply with the ruling result. Measures such as degrade in rating, suspension of listing, suspension of account may be taken by TMH if a user does not comply.

11.6

Payment procedures

1. Any payment or settlement required in the Service shall be made in the manner stipulated by TMH, and such details shall be in accordance with the contents stipulated in the Guide of the Service. The receipt, etc. for payment settlement paid by the User by using the Service shall not be issued. Bank transfer commission and other expenses necessary for payment shall be borne by the User in accordance with the Guide of the Service.
2. The Seller shall grant TMH the authorization to receive payment for the product paid by the Buyer on behalf of the Seller, including the money equivalent to payment for the product paid by settlement operator or payment collection agent. The Seller shall grant the settlement operator or payment collection agent designated by TMH, if any, the authorization to receive payment for the product on behalf of the Seller. TMH may designate the settlement operator or payment collection agent in the limited area. Furthermore, if required, the Seller shall agree to transfer receivables of the product payment to TMH under a franchise agreement on settlement services made between TMH and the settlement operator or payment collection agent.

11.7

Non-payment / delay of payment, etc.

1. In the event that the User does not make, or delays necessary payment in accordance with the Terms, or use of the account at the settlement operator (PayPal, etc.) or financial institution entered into the Service is suspended, TMH may suspend the use of the Service by such User and take the measures stipulated in Article 5 without giving any notice to such User.
2. In the event of the outstanding payment obligation, TMH may consign a third-party collection of the outstanding payment obligation.
3. In the event that the Buyer does not pay the payment obligation before the payment's due date, TMH may claim a delinquency charge of annual rate 14.6% against such Buyer.

11.8

Cancellation of a sales contract Even after a conclusion of the sales contract, in the event that the Buyer does not pay the total amount of the product price and shipment charge, or delays doing such payment, or the Seller does not ship the product, or in other event considered by TMH as necessary, TMH may cancel such sales contract.

11.9

TMH's disclaimer TMH shall not be liable for any damage (including but not limited to consequential or indirect damage) caused to the User due to the event where the settlement method or financial institution information entered by the User into the Service is used by a third party, or the event where the entered information is inaccurate, or the event where TMH takes, or does not take the measures in accordance with article 11.

Article 12 Rating of User

12.1

Rating of Seller The Buyer shall confirm the product immediately after its arrival and rate the Seller in accordance with the method prescribed by TMH. The product's acceptance inspection shall be deemed as completed after the rating of the Seller is done.

12.2

Rating of Buyer After the Buyer rates the Seller, the Seller shall rate the Buyer in accordance with the method prescribed by TMH.

Article 13 Fees

13.1

Fees

1. As usage fee of the Service, the Seller shall, when the sales contract of the listed product is conducted, pay TMH the amount obtained by multiplying the total amount of product price (of which sales contract is concluded) and its shipping charge by the rate specified separately in the Guide.
2. As usage fee for the Service, the Buyer shall, when the sales contract of the Demand product is conducted within the valid period of Demand stipulated by TMH, pay TMH the amount obtained by multiplying the total amount of product price (of which sales contract is concluded) and its shipping charge by the rate specified separately in the Guide.
3. As bank transfer handling commission, the Seller shall, when using settlement by bank transfer, pay TMH the amount obtained by multiplying the total amount of product price (of which sale contract is concluded) and its shipping charge by the rate specified separately in the Guide.
4. As usage fee of the Service but not (1) and (2) of this clause, the User shall, in the event of cancellation or revocation after conclusion of the sales contract, pay TMH the amount obtained by multiplying the total amount of product price (of which sales contract is concluded) and its shipping charge by the rate specified separately in the Guide.

13.2

The fees stipulated in 13.1 shall be paid by electric withdrawal from PayPal account or bank transfer. The user shall agree to use PayPal function named "reference transaction process" for electric withdrawal process from PayPal account.

13.3

The fees stipulated in 13.1 shall not be refunded regardless of the reason.

Article 14 Product Entry / product sales, etc. by TMH

14.1

TMH may conduct Product Listing and sales in the Service. In such case, the nature that the Service is the online market service providing platform and opportunity for sales of goods between the Users shall not be affected in any way.

14.2

Even if the Buyer purchases the product listed by TMH, the product may not be delivered due to trouble in the system, Stock-Out, delivery accident or any other circumstances. In such case, TMH may at its sole discretion cancel the sales contract with the Buyer concerning such product and shall refund to the Buyer and otherwise take measures considered by TMH as appropriate.

14.3

The Buyer who purchases the product listed by TMH cannot cancel the sales transaction or return the product except for defect in the product or wrong product.

14.4

In the event of a defect in the product or wrong product, the Buyer who purchased the product listed by TMH shall contact TMH in the manner prescribed by TMH within the period prescribed by TMH. In such case, the Buyer shall follow TMH's instruction on return, etc. of the product and TMH may refund or exchange the product or otherwise take measures considered by TMH as appropriate.

14.5

When purchasing the product listed by TMH, the Buyer shall pay the product price and take other actions which the Buyer is required to do in accordance with the Terms. However, the stipulations of Article 10.5, Article 12 and 13 of the Terms and the stipulations separately designated by TMH as necessary shall not be applied when TMH conducts Product Listing and sales of the product in the Service.

Article 15 Product delivery by TMH

15.1

In the case that TMH sells products in the Service, TMH shall ship by themselves or shall have the delivery company deliver the products to the Buyer. The Buyer shall acknowledge that TMH or the delivery company entrusted by TMH may contact the Buyer to confirm the date and other matters for the product delivery by phone including during the nighttime.

15.2

If the Buyer is absent at the address for product delivery at the time of delivery, the Buyer shall designate the re-delivery date within the period prescribed by TMH or the delivery company from the delivery date in accordance with the absent notice given at such delivery. If the re-delivery date is not designated within the above period or the Buyer is absent on the re-delivery date, or delivery of the product is difficult due to rejection of the Buyer or because the Buyer's location is unknown, or other reason, TMH may at its sole discretion cancel the sales contract with the Buyer and otherwise take measures considered by TMH as appropriate.

15.3

In the case stipulated in the previous clause, TMH shall not be liable for any damage (including but not limited to consequential or indirect damage) caused to the Buyer or any third party due to a cancellation of the sales contract or measures taken under the previous clause. In the case stipulated in the previous clause, the Buyer shall compensate the damage incurred by TMH if any.

Article 16 Page Transition to other services

16.1

Page Transition to external service During the use of the Service by the User, the Service may transmit the page to other service operated by TMH's group or a third party from the Service (hereafter "External Service"). The User shall acknowledge in advance of the above transition and shall comply with the Terms and the terms of use of the External Service, etc. in using the Service and the External Service.

16.2

Terms of use of External Service, etc. The User who continued use of the Service after page transition to the External Service shall be deemed to have agreed to the terms of use of the External Service. TMH shall not make any guaranty for the External Service and shall not be liable for any damage (including but not limited to consequential or indirect damage) caused by the use of External Service by User and a third party.

Article 17 Discontinuation, termination and change of the Service

17.1

Discontinuation of the Service TMH may temporarily discontinue all or part of the Service without prior notice to the User in the event of any of the following. In such case, TMH shall not be liable for any damage (including but not limited to consequential or indirect damage) caused to the User if any.

1. In the event that the Service cannot be provided due to failure or trouble of the server, communication line, and other equipment or any other reason
2. In the event of a periodical or emergency maintenance, inspection, repair, and change of the system (including the server, communication line, power supplies and the building to store them, etc.)
3. In the event that the Service cannot be provided due to fire, blackout, etc.
4. In the event that the Service cannot be provided due to natural disasters such as earthquake, eruption, flood, tsunami, etc.
5. In the event that the Service cannot be provided due to war, disturbance, riot, mayhem, labor dispute, etc. or another force majeure
6. In the event that the Service cannot be provided due to the laws or measures thereunder
7. In the event that TMH considers it necessary to temporarily discontinue the Service for the operational or technical purposes

17.2

Termination and change of the Service TMH may terminate or change all or part of the Service at any time with any reason at its sole discretion without prior notice to the User. Any uncompleted transaction at the time of termination of the Service may be invalidated at TMH's sole discretion.
TMH shall not be liable for any damage (including but not limited to consequential or indirect damage) caused to the User and a third party due to termination and change of the Service in the previous clause.

Article 18 Intellectual property rights and Contents

18.1

Attribution of intellectual property rights The rights concerning all the materials constituting the Service shall belong to TMH or the third party holding such rights. The User shall not acquire any rights concerning all the materials of the Service and must not conduct any act infringing all the intellectual property rights including the property right, copyright, and the rights concerning the Contents material such as portrait right, publicity right, etc. without permission of the right holder. Permission for use of the Service hereunder shall not mean the permission for use of rights of TMH or the third party holding such rights concerning the Service.

18.2

Use by TMH Photos, videos, information, etc. of the listed product posted by the Seller may be freely used by TMH or the person designated by TMH for the purpose of advertisement, operation, research and development, and presentation, etc. of the Service.

18.3

Liabilities for Contents All the liabilities for the Contents transmitted or posted by the User, etc. in relation to the Service shall be borne by such User, etc. and TMH shall not confirm such content, quality, accuracy, credibility, legality, novelty, usability, etc. TMH shall not make any guaranty and shall not be liable therefor.

18.4

Description of Contents, etc. The User, etc. is required to judge by her/himself the content, quality, accuracy, credibility, legality, novelty, usability, etc. of the Contents transmitted or posted by other Users, etc. TMH shall not be liable for any damage (including but not limited to consequential or indirect damage) arising from the use of TMH's Contents by the User, etc. and a third party.

18.5

Backup TMH shall not be obligated to back up the Contents. The User shall make a backup of the Contents of her/his cost and responsibility if necessary.

18.6

Change and deletion of Contents TMH may change and delete any of the Contents posted by the User without prior notice in the event that TMH considers that the User breached the Terms or conducted inappropriate act in consideration of the spirit of the Terms.

Article 19 User's liabilities and connection environment, etc.

19.1

Preparation of necessary device, etc. The User shall at its own expense and liability prepare and maintain a computer, smartphone, other devices, software, communication line and another communication environment, etc. necessary for receiving provision of the Service. In addition, installation and operation of such device, software, communication environment, etc. must be done at the User's expense and responsibility. TMH shall not guarantee that the Service is compatible with all devices, etc. and shall not engage in any of preparation, installation, and operation of the devices, etc. and shall not give any support to the User.

19.2

Network via which the Service goes, etc. The User shall acknowledge that using the Service may go via various networks and shall acknowledge that in order to connect and go via them, the content of data and signal, etc. may be changed depending on the network and device, etc. to which the Service is connected, and TMH shall not be liable for any such change thereof.

19.3

Conclusion of procedures As for the procedures related to the Service such as entering, Product Listing, purchase, withdrawal and other procedures done by the User via the Internet line, at the point when the data concerning such procedures is transmitted to TMH's server and the content of such procedures is reflected in TMH's system, such procedures shall be deemed effective.

19.4

Resolution of trouble The Users shall at their own expense and responsibility of each resolve any trouble arising between the Users, or between the User and a third party concerning the Service (including trouble occurred on the condition that the Service shall be used in the future) and TMH shall not bear any liability. Any trouble shall be resolved between the parties, and any damage incurred by TMH due to such trouble shall be compensated jointly and severally by the parties.

19.5

Resolution of a dispute with a third party In the event of any dispute including any troubles such as a lawsuit, complaint, claim, etc. occurs between the User and the third party in relation to the Service, it shall be resolved at the expense of responsibility of each User, and TMH shall not be liable for any such dispute. The User shall jointly and severally compensate all the cost and compensation money including attorney fee arising in handling such dispute.

19.6

Cost burden The User shall agree to jointly and severally bear all costs including attorney fee incurred by TMH in connection with any dispute between TMH and the User.

Article 20 Non-guaranty and disclaimer

20.1

Non-guaranty for the content, etc. TMH shall not guarantee any of the content, quality, and level of the Service, stability of the provision of the Service, or the result, etc. from the use of the Service.

20.2

TMH's disclaimer TMH shall not be liable for any damage (including but not limited to consequential or indirect damage) caused to the User and a third party arising from any inaccurate, inappropriate, obscure content, expression, and act, etc. in use of the Service, regardless of deliberate or negligence.

20.3

Non-guaranty of advice, etc. TMH may provide the User, etc. with information and advice as necessary, but shall not be liable therefor. TMH shall not guarantee the accuracy or usability of such advice and information provision.

20.4

Non-guaranty concerning computer virus, etc. TMH shall not guarantee that the Contents related to the Service is free from any computer virus, etc. or hazardous matters. TMH shall not be liable for any damage (including but not limited to consequential or indirect damage) caused to the User and a third party due to the computer virus, etc. and hazardous matters included in the Contents related to the Service.

20.5

Disclaimer concerning devices, etc. TMH shall not be liable for any damage (including but not limited to consequential or indirect damage) caused to the User or a third party due to the device, communication line, software, etc. used by the User.

20.6

Disclaimer concerning communication failure, etc. TMH shall not be liable for any of incapability to access to the Service, trouble in the User's computer, an occurrence of an error, bug, etc., trouble in the computer, system, communication line, etc. related to the Service.

20.7

Disclaimer related to other websites TMH shall not be liable for any damage (including but not limited to consequential or indirect damage) occurring in the linked website which its URL was entered by the User.

Article 21 Compensation

21.1

User's liabilities and TMH's disclaimer In the event that the User breaches the Terms, such User shall be entirely and solely liable for the User and third party damaged by such breach including compensation regardless of intention or negligence. In the event that TMH incurs any damage due to such breaching act of the User, the parties shall jointly and severally compensate such damage.

21.2

TMH's liability related to damage TMH shall not be liable to compensate any damage (including but not limited to consequential or indirect damage) incurred by the User due to suspension, termination or change of provision of the Service, cancellation of the User Sign Up, deletion or loss of the Contents, data loss or device breakdown by use of the Service, etc. by TMH and other damage concerning the Service. Even in the case that TMH bears the damage liability for the User regardless of this clause and other stipulation disclaiming TMH's damage liability due to application of the Consumer Contract Act or other reason, TMH's liability shall be limited to the direct and normal damage actually occurring and incurred by the User, excluding consequential or indirect damage, due to default or tortious act by TMH's negligence (excluding gross negligence) and such upper limit shall be the total accumulative amount of the payment received from such User.

Article 22 General provisions

22.1

Notification

1. Any notification and contact from TMH to the User concerning the Service shall be given by posting in the appropriate place in the website or application operated by TMH, and otherwise in the manner considered by TMH as appropriate. TMH may notify and contact by using the messaging function, email, mail or telephone, etc. to the email address, address or telephone number of the User information if considered by TMH as necessary to notify and contact User.
   TMH shall not be liable for any damage (including but not limited to consequential or indirect damage) due to non-arrival of notification and contact from TMH or delay thereof.
2. The User shall use the inquiry form of the Service when in need of making notification, contact or inquiry for TMH, no one but the person permitted by TMH may call or visit TMH. TMH may confirm the User's identification in the manner stipulated by TMH when such contact or inquiry is made. The responding manner considered by TMH as appropriate may be used for response to the inquiry, and such responding manner cannot be determined by the User.

22.2

Prohibition of assignment The User must not, to any third party, assign, transfer, provide protection of, lease or otherwise dispose of the contractual status hereunder or rights or obligations hereunder without TMH's prior written consent.

22.3

Business Transfer In the case that TMH transfers the business concerning the Service (including business transfer, corporate divestiture, and all other cases where the Service is transferred) to a third party, TMH may assign to the assignee of such business the User's contractual status hereunder, rights and obligations hereunder, and information registered for User Sign Up and other information for such business transfer and the User shall be deemed to have consented to such assignment in advance.

22.4

Severability Although any provision or part thereof is considered as invalid by the Consumer Contract Act and other laws, the remaining provisions hereof and the remaining part of such provision of which part is considered as invalid shall continue to effectively survive, and such provision considered as invalid or part thereof shall be revised to the extent necessary to make it effective and it shall be interpreted that the purport of such provision considered as invalid or part thereof can be secured with the legally and economically same effect to the maximum.

22.5

Matters not stipulated, etc. The User shall conform to stipulation by TMH for any matters not stipulated herein or any doubt arising from interpretation hereof. If not resolved thereby, TMH and the User shall immediately endeavor to resolve the above upon discussion in accordance with the principle of good faith and trust.

22.6

Controlling Language The Japanese version of the Terms shall be the official document. English translation of the Terms may be made for reference, however, the official document in Japanese shall only be in force as a contract and the English translation shall in no way be in force.

22.7

Governing law and jurisdiction The Terms shall be interpreted under the laws of Japan, and the Tokyo Summary Court or the Tokyo District Court shall have exclusive primary jurisdiction of the first instance with respect to any dispute arising between the User and TMH depending on such content.

Instituted: March 31, 2018