October 16, 2017
This agreement specifies the terms and conditions governing the purchase of any applicable commercial product or service (hereinafter referred to as "product or service") on the Electronic Commerce (EC) store (hereinafter referred to as "the EC store") managed by Renesas Electronics Corporation (hereinafter referred to as "Renesas"), the operator of Renesas Marketplace, by users of the EC store (hereinafter referred to as "users"), as well as certain other non-sales interactions between Renesas and users.
Article 1: Use and Entitlement
By purchasing a product or service in the EC store, users agree to be bound by the terms and conditions of this agreement and to submit certain required information in accordance with procedures prescribed by Renesas.
When a user applies for or signs up for a product or service offered on the EC store in accordance with the procedures prescribed by Renesas, and if Renesas approves the application following a review, then an agreement regarding the product or service that was applied for (including the purchase agreement stipulated in Article 3 below, hereinafter referred to as the "usage agreement") shall go into effect between the user and seller including a third party (hereinafter referred to as "seller") who sells any commercial product or service at the EC store.
Renesas might not accept a user's application for one or more of the reasons listed below. Once a usage agreement is in effect, Renesas and seller may terminate or cancel said usage agreement without any notice or forewarning. In such a case, Renesas and seller assumes no responsibility for damages to the user caused by the termination or cancellation of the user's usage agreement.
Article 2: Management of Personal Information
Article 3: Establishment of a Purchase Agreement
A purchase agreement between seller and a user who purchases a product or service from the EC store (hereinafter referred to as the "purchaser") shall take effect after the purchaser's order application has been completed and has been reviewed and accepted by Renesas.
Article 4: Rejection of Application and Revocation of Approval
Notwithstanding the provisions of the preceding Article, Renesas might reject a purchaser's order application or revoke its prior approval of an application for one or more of the reasons listed below. In such a case, Renesas and seller assumes no responsibility for damages caused to the user by the rejection or revocation of the user's application.
Article 5: Transfer of Ownership
Ownership of a product or service shall be transferred from seller to the purchaser at the time of payment by the purchaser for the product or service specified in the purchase contract.
If the product or service is a software product, only the ownership of the media for the relevant software product shall be transferred to the purchaser in accordance with the preceding paragraph. Copyrights and other intellectual property rights associated with the applicable software product itself shall remain the property of seller or of the original rights holders.
Article 6: Payment Methods
The EC store accepts the following forms of payment:
Article 7: Shipment and Delivery Method
Products etc. are shipped from the seller to users. The delivery method will be notified to the user from Renesas. Renesas assumes no responsibility in the event of damage to the purchaser due to changes and delays from the delivery date that Renesas contacted as a delivery method.
Article 8: Delivery charge
Regarding the shipping fee of products etc., please check on the web page of each product.
Article 9: Warranty and Support
Renesas assumes no responsibility for any defects, disasters, accidents, disadvantages or other damages arising in connection with or arising out of products, etc.
Article 10: Returned or exchanged
This EC site does not correspond to processing of return / exchange. As for returns / exchanges, please do the processing directly between the user and the seller without going through this EC site.
Article 11: Cancellation of Purchase Agreement
If a purchase contract is terminated or canceled pursuant to a provision cited in Article 1, the purchaser as a matter of course loses the benefit of time in connection with any debts owed to Renesas and swller, and said purchaser must immediately make payment of the entire face value of those debts.
If a purchase contract is terminated or canceled pursuant to a provision cited in Article 1 and it is necessary to return the relevant product or service to Renesas and seller, the cost of the return of the product or service shall be born by the purchaser.
Article 12: Late Payment Charge
If a payment due date specified in the purchase agreement for a product or service has passed and the purchaser has not completed said payment, the purchaser shall pay Renesas a late payment charge of 14.6% of the outstanding balance (calculated on a daily basis prorated over a 365-day year) starting from the due date until the date the product or service is paid for in full.
Article 13: Suspension or Restriction of the EC Store
Renesas reserves the right to restrict or suspend its EC store in whole or in part, without prior notification to users, for any of the reasons listed below.
Renesas reserves the right to change, supplement, or terminate its EC store in whole or in part at any time without prior notice. In such a case, Renesas assumes no responsibility for damages caused to users as a result of said changes, additions, or termination of its EC store.
Article 14: Intellectual Property Rights
All trademarks, copyrights, patents, and other intellectual property rights offered, used, or represented in the EC store shall remain the property of Renesas or seller, or of the original rights holder who has licensed said intellectual property rights to Renesas or seller. Users shall not reprint, reproduce, publish, modify, or redistribute the intellectual property offered, used, or represented in the EC store in whole or in part, either themselves or through a third party, without prior written permission from Renesas.
The rights and obligations under the terms of this agreement or a usage agreement are not transferable to a third party, in whole or in part, may not be made the subject of a pledge or other security interest, and may not be disposed of in any other way, without prior written permission from Renesas or deller.
Without any notification being required, seller may transfer, in whole or in part, its right to receive payment from a user for products and services under the terms of a usage agreement to a selected settlement agency or financial institution as the means for the user to pay for said products and services, or to seller's' leasing companies or suppliers of the products and services selected by the user. Furthermore, in the event that other business operations related to the EC store are transferred, seller reserves the right to transfer its rights and obligations under the terms of this agreement and any usage agreement, as well as its user registration data and other information, to another party in accordance with the relevant transfer of business operations, and the user shall be deemed to have agreed in advance to such transfer. Note that transfers of business operations referred to in this paragraph include not only ordinary transfers of business operations but also extraordinary transfers of business operations such as corporate breakup.
Article 15: Prohibitions
The user of the EC store is prohibited from engaging in acts or conduct that fall under any of the following classifications or other classifications deemed relevant by Renesas:
Article 16: Disclaimer
With respect to the contents of the EC store, any product or service purchased through the EC store, or any information retrieved from the EC store, Renesas makes no guarantee as to its fitness for a particular purpose, its expected functionality, value, accuracy, or usefulness, its freedom from defects, or its compliance with any laws, regulations, or industry-internal rules applicable to the user.
Renesas assumes no responsibility for backing up data provided by the user, nor shall Renesas be held liable for any damages suffered by users related to the use of the EC store or its products or services, including loss or deletion of data or information provided by the user, failure or damage to the user's equipment due to use of the EC store or its products or services, or the suspension, termination, unavailability, or modification by Renesas of its provision of the EC store and usage agreements with users.
Even in cases relevant to the EC store or usage agreement where Renesas assumes liability, the liability assumed by Renesas shall be limited to the actual extent of damage caused directly to the user, and Renesas shall assume no liability for any incidental, indirect, special, or future damages, or damages related to lost earnings. Furthermore, with respect to liability directly attributable to the EC store or usage agreement, the total amount of liability assumed by Renesas shall be limited to the amount paid by the user to Renesas.
Renesas assumes no responsibility for inadvertent disclosure of a customer's personal information through delivery of an order confirmation or other necessary communication from Renesas in cases where the customer has provided the EC store with an incorrect mailing address, email address, or other contact information.
Article 17: Contact and Notification
Contact or notification from users to Renesas, including usage agreement inquiries, as well as contact or notification from Renesas to users, shall be made in the manner prescribed by Renesas.
Article 18: Jurisdiction
Tokyo District Court shall be the exclusive court of jurisdiction of the first instance for any disputes arising out of or related to this agreement or a usage agreement.
Article 19: Governing Law
This agreement and any usage agreement shall be governed by the laws of Japan.
Article 20: Separability
If any provision of this agreement is deemed invalid or unenforceable under the law, the remaining provisions of this agreement shall continue to remain in full force and effect. If only parts of a provision of this agreement are deemed invalid or unenforceable under the law, the remaining parts of the provision shall continue to remain in full force and effect.
Article 21: Agreement Scope and Modification
Renesas reserves the right to modify the terms and conditions of this agreement at any time in the manner prescribed by Renesas. In such a case, the modified terms and conditions shall apply to the user after Renesas notifies the user of the modifications in the manner prescribed by Renesas.
Renesas may establish individual riders (special terms and conditions) on other pages of the EC store website. In such a case, the riders shall constitute a part of this agreement, and in the event this agreement differs from a rider, the provisions of the rider shall take precedence.
Supplementary Provisions: This agreement shall take effect starting on October 16, 2017.
Unauthorized reproduction or transfer is prohibited.