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Terms of Use for Used Farm Machine Website (Provisional Appellation)

Updated on May 26, 2021

  1. Basics You Should Know About Us and Our Website
    1. This website (the "Site") is operated by us, ME Trading Co., Ltd., a Japanese corporation having its registered office at Tokyo Tatemono Kyobashi Bldg.3F, 3-6-18, Kyobashi, Chuo-ku, Tokyo, 104-0031, Japan. We offer and sell a wide range of used farm/agricultural machines, for business purposes (the "Services") including, without limitation, tractors, combines, or rice transplanters (the "Products").
    2. This is a legal document which is the agreement between you, the customer (whom we refer to as "you", "your" or the "Customer"), and us. The terms and conditions set forth here will govern the use of the Site and our Services (the "Terms and Conditions").
    3. The Site is made available free of charge. If you continue to browse and use the Site, you are agreeing to comply with and be bound by the Terms and Conditions. If you do not agree to the Terms and Conditions, please stop using the Site. You will also be asked to accept the Terms and Conditions during the registration process for setting up your account ("Account").
    4. Other terms: Such other terms may apply to you as:
      Privacy Policy which sets out the terms on which we process any personal information we collect from you;
      Cookies Policy which sets out information about the cookies on our Site; Other terms and conditions of sale and purchase agreement will apply if you purchase the Products from us.
    5. Scope of Use: The Site and our Services are for business purposes only, and not for personal use.
    6. Your Age: You must be at least 18 years old to purchase the Products through the Site.
    7. Suspension or Withdrawal: We do not guarantee that the Site or any content on it will always be available. We may suspend or withdraw the availability of all or any part of the Site for operational reasons.
    8. Prevention on Use: We reserve the right to prevent you from using the Site and the Services or any part of them if we deem it appropriate.
    9. Change to the Site: We reserve the right to update, remove, amend, or otherwise modify the Site from time to time to reflect changes to customers’ needs, our business priorities or operational reasons. Please refer to the top of this page to know when the Terms and Conditions have been updated.
    10. We try to keep the information on the Site updated and correct. However, we make no representation or warranties of any kind, express or implied, about the completeness, accuracy, reliability, or availability of the information on the Site.
    11. We do not guarantee that our Site will be secure or free from bugs or viruses. It is your responsibility for taking measures to protect your computer/system from any viruses.
    12. Copyright: The Site and its content is our copyright. All rights reserved.
  2. Registering with Us and Your Account
    1. If you register for an Account on our Site, you must ensure that all the information provided from you to us are true, complete, and accurate and that you keep it updated all the time when any change occurs during your use of the Site. If you fail to comply with this provision, we will not be responsible for any inconvenience or damages that you may suffer due to inaccuracy of the information.
    2. When using your Account, you must ensure that only you use your Account and you must not disclose your login details to any third party. You are responsible for keeping your login details safe and secure.
    3. We reserve the rights to disable any user identification code or password, or your Account at any time if to our reasonable judgement you have failed to comply with any of the provisions of the Terms and Conditions, or other terms in Article 1.4.
    4. If you know or suspect that anyone other than you knows your identification code or password, you must promptly notify us at +(81) 858-71-0850.
  3. Your Obligation in Use of the Site:
    1. You warrant that all information provided to us relating to your Account is true, complete and accurate.
    2. You must not allow any person/entity other than you to use your Account.
    3. You must not distribute, transmit, store in any other website, or otherwise commercially exploit the content of the Site without obtaining a license to do so from us.
    4. Without our prior written permission, you may not create a link to the Site from another website.
    5. You must not misuse the Site by knowingly sending or uploading any material which is malicious or harmful including without limitation viruses, trojans, or worms. You must not attempt to gain unauthorized access to the Site, the server on which the Site is stored or any server that we use.
  4. IP Right on the Site: All intellectual property rights (including without limitation all copyright, patents, trademarks, trade names, domain names, designs, whether registered or unregistered) in the Site and Services, materials, information and content on the Site shall remain our property (or that of our licensors). All rights are reserved.
  5. Our Policy against Anti-social Forces: It is our policy that we do not deal with or otherwise have relationship with any anti-social forces (a violent group such as mafia/yakuza or its member(s) which uses violence, threat, fraud, or other illegal manners for achieving its end. "AFS"). If it is discovered to our reasonable judgment that the Customer is an AFS or otherwise use AFS’s influence, we reserve the right to immediately terminate any transaction with such Customer. Further we shall not be held liable for damages that may cause such Customer due to termination.
  6. Basic Terms of Sale and Purchase of the Products: Unless otherwise agreed by you and us, the following terms and conditions will apply to each of individual sale and purchase agreement of the Products between you and us (the "Individual Contract").
    1. The Products we offer, and sell are only those that appear on the Site. We do not handle any request to procure a farm/agricultural machine that is not listed on the Site
    2. Ordering Process: Please refer to met-yusyutsu (Make a Purchase). The Individual Contract will be formed at the time when a proforma invoice is provided to you.
    3. Trade Terms: CIF "(destination port)" INCOTERMS 2010
    4. PSS: "PSS" or peak season surcharge may be applied to shipment of the Products. You agree that you bear the cost of the PSS even if shipping quote we obtained may not have properly reflected the PSS and the CIF price quote did not include the PSS.
    5. Other Surcharges or Fees: Other surcharges or fees may be applied to shipment of the Products, including without limitation, port congestion surcharge, risk coverage surcharge, or bunker surcharge. You agree that you bear the cost of such surcharges and fees even if shipping quote we obtained may not have properly reflected them and the CIF price quote did not include them.
    6. Separate Shipment of Ancillary Parts/Service Parts: If ancillary parts or service parts are ordered and shipped separately from shipment of the Products, you agree that you bear the cost of such shipment and other expenses.
    7. Payment terms: The payment must be made in Japanese yen by wire transfer either (a) in full by the due date prior to shipment of the Products; or (b) in half upfront by the due date prior to shipment of the Products, and the remaining by the due date after shipment. Failing the payment being made in compliance with the payment terms, we shall not be held liable for delayed delivery for affected shipment, in some cases the affected transaction may be cancelled. If the full amount of any invoice issued by us is not paid by you when due, any unpaid amount shall bear interest from the due date until paid in full at an interest of fourteen (14) percent per year (on the basis of 365 days) or to the maximum extent allowed by the applicable law, whichever is lower.
    8. Container: The Products will be packed and shipped in a container/containers.
    9. Title to the Products: The title to the Products will pass from us to you upon delivery.
    10. Inspection: You must inspect the Products at your own cost to ensure conformity with the quantity and description under the Individual Contract as soon as reasonably possible at the destination port, and within seven (7) business days notify us in writing of any lack of conformity accompanied by evidence. You lose the right to rely on lack of conformity if you fail to give notice to us within the said period.
    11. Tax: All taxes, duties and other charges as may be imposed regarding the Products after delivery to you shall be borne and paid by you.
  7. Disclaimer and Limitation of our liability: YOU ACKNOWLEDGE THAT THE PRODUCTS THAT WILL BE SOLD THROUGH THE SITE ARE BEING SOLD AND DELIVERED TO YOU ON AN "AS IS" BASIS. You further acknowledge that our liability on any claim, whether in contract or in tort, in connection with or arising from the sale of the Products shall not exceed the price of the Products which give rise to the claim. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN ANY OTHER INSTRUMENT PROVIDED TO YOU IN CONNECTION WITH THE SALE OF THE PRODUCTS, WE DO NOT MAKE, AND YOU HEREBY DISCLAIM ANY AND ALL WARRANTIES OR REPRESENTATIONS OF ANY KIND OR NATURE WHATSOEVER, EXPRESS OR IMPLIED, WHETHER ARISING IN LAW, IN EQUITY, IN CONTRACT, OR IN TORT, AND INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR USE. IN NO EVENT TO THE FULLEST EXTENT PERMITTED BY ANY APPLICABLE LAW MAY WE BE HELD LIABLE TO YOU FOR ANY LOST PROFITS, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OF ANY KIND EVEN IF WE HAVE NOTICE OF THAT THOSE KIND OF DAMAGES MAY OCCUR.
  8. No Manufacturer’s Warranty: You acknowledge that manufacturer’s warranty to the Products will not be succeeded to you even if there may be any remaining warranty period to any of the Products.
  9. Product Liability and Other Liability: You acknowledge and agree that in reselling the Products by you to any third party it is your responsibility to obtain and maintain insurance coverage as needed to secure potential product liability claims or any other claims in connection with or arising from the sale/resale or use of the Products. YOU ACKNOWLEDGE AND AGREE THAT WE SHALL NOT BE HELD LIABLE FOR ANY PRODUCT LIABILITY CLAIMS OR OTHER CLAIMS MADE AGAINST YOU IN CONNECTION WITH OR ARISING FROM THE SALE/RESALE OR USE OF THE PRODUCTS.
  10. IP Right Infringement: We shall not be responsible for any infringement with respect to patents, utility models, designs, trademarks, copyrights, trade secrets or any other intellectual property rights in any country, except for Japan, in connection with the sale/resale or use of the Products.
  11. General
    1. Notice: Unless otherwise agreed by you and us, notices to be given to either party shall be in writing and shall be delivered by hand, electronic mail (other than, if you are sending a notice to us for the purpose of legal process), sent by fax or by pre-paid post, to you at the address you supplied to us, or to us at our registered office.
    2. Severability: If any provision of the Terms and Conditions is held to be unlawful, invalid or unenforceable, that provision shall be deemed severed and where capable the validity and enforceability of the remaining provisions of the Terms and Conditions shall not be affected.
    3. Assignment: You may not assign or delegate all or any of your rights or obligations under the Terms and Conditions. We shall have the right to assign all or any of our rights and or delegate or sub-contract our obligations under the Terms and Conditions to any person.
    4. Relationship: Nothing in the Terms and Conditions shall be construed to create a joint venture, partnership or agency relationship between you and us and neither party shall have the right or authority to incur any liability, debt or cost or enter into any contracts or other arrangements in the name of or on behalf of the other.
    5. Force Majeure: Neither party shall be liable to the other for any failure or delay in performance of any of its obligations under the Terms and Conditions or any sale and purchase agreement of the Products (except for any payment obligations) due to causes beyond its reasonable control including without limitation fires, floods, earthquake, tsunami, governmental acts or regulations, riots, insurrection, pandemic or epidemic ("Force Majeure Event"). Upon the occurrence of any Force Majeure Event, the affected party shall immediately notify the other as much in detail as possible and shall keep the other party informed of any further development of such event. If the Force Majeure Event continues for more than sixty (60) days, either party may terminate the agreement under the Terms and Conditions and the affected sale and purchase agreement by giving notice to the other party.
    6. Applicable Law: The Terms and Conditions are governed by the laws of Japan without regard to its conflict of law rules and excluding the United Nations Convention on Contracts for the International Sales of Goods 1980.
    7. Jurisdiction: All disputes, controversies or differences which may arise between you and us out of or in relation to or in connection with the Terms and Conditions shall be finally settled by arbitration in Tokyo, in accordance with the Commercial Arbitration Rules of the JCAA or Japan Commercial Arbitration Association. The language of arbitration shall be English. This arbitration clause shall be governed by the governing law of the Terms and Conditions.