Terms of Service
These Terms of Service (“Terms”) cover your use of and access to the internet service “Mobile Mart” and its sites, applications, tools, and features (collectively, the “Services”) provided by DWC OÜ, Digital Wallet KK and its subsidiaries (collectively, “Mobile Mart”, “us”, “we” or “our”).
We may modify this Agreement from time to time, and will post the most current version on our site. If a modification meaningfully reduces your rights, we will notify you (by, for example, sending you an email or displaying a prominent notice within the Services). The notice will designate a reasonable period after which the new terms will take effect. Modifications will not apply retroactively. By continuing to use or access the Services after any modifications come into effect, you agree to be bound by the modified Agreement and price changes. If you disagree with our changes, then you must stop using the Services.
Questions about the Terms should be sent to firstname.lastname@example.org.
1. Mobile Mart Account
1.1. Signing Up. To use the Services, you must first create a Mobile Mart account (“Account”) by providing your full legal name, current address, phone number, a valid email address, and any other information indicated as required. You agree to provide us with accurate, complete and at all times up to date information for your Account. We may need to use this information to contact you. The person signing up for the Service by opening an Account will be the contracting party (“Store Owner”) for the purpose of this Agreement.
1.2. Staying Safe. Please safeguard your Accounts and keep your password secure. Mobile Mart cannot and will not be liable for any loss or damage from your failure to maintain the security of your Account and passwords and other authentication credentials (collectively, “Passwords”). You must immediately notify us if you know or have any reason to suspect that your Accounts or Passwords have been stolen, misappropriated or otherwise compromised or in case of any actual or suspected unauthorized use of your Accounts.
1.3. Eighteen and Older. The Services are not intended for and may not be used by children under the age of 18. By using the Services, you represent that you are (i) at least 18 or (ii) at least the age of majority in the jurisdiction where you reside and from which you use the Service. If you are not of sufficient age and capacity, depending on where you live, you may need to have your parent or guardian’s consent to this Agreement and they may need to enter into this Agreement on your behalf.
1.4 Store Owner. A Store can only be associated with one Store Owner. A Store Owner may have multiple Mobile Mart Stores. “Store” means the online store associated with the Account. You are responsible for ensuring that the name of the Store Owner (including the legal name of the company that owns the Store, if applicable) is clearly visible on the Store’s website.
1.5 Staff Accounts. Based on your Mobile Mart pricing plan, you can create one or more staff accounts (“Staff Accounts”) allowing other people to access the Account. With Staff Accounts, the Store Owner can set permissions and let other people work in their Account while determining the level of access by Staff Accounts to specific business information. The Store Owner is responsible and liable for the acts, omissions and defaults arising from use of in Staff Accounts in the performance of obligations under these Terms as if they were the Store Owner’s own acts, omissions or defaults.
2. Your Store
2.1 The Services allow you to send certain communications to your customers by short message service (SMS) messaging (for example, sending order confirmation notifications via SMS) (the “SMS Services”).
2.2 Unique Domain Names. The Store Owner may request Mobile Mart to obtain and provide unique domain name for the Store Owner’s site by paying the costs for registration of the domain name. Mobile Mart will acquire and set the requested domain name for the site of the Shop Owner upon confirmation of Shop Owner’s payment of the cost for registration and to the extent the requested domain is available for registration.
3. Your Content
3.1. User Content. You may upload, collect, generate, store, display, distribute, transmit or exhibit content such as photos, images, videos, graphics, written content, audio files, code, information, or data on or in connection with your Account (“User Content”). All Materials you upload remains yours. You can remove your Store at any time by deleting your Account. You understand that User Content (not including credit card information), may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices. Credit card information is always encrypted during transfer over networks.
3.2. Your License to Mobile Mart and other internet users. When you provide User Content via the Services, you grant Mobile Mart a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable, transferable right and license to use, host, store, reproduce, modify, create derivative works of, communicate, publish, publicly display, publicly perform and distribute User Content for the limited purposes of allowing us to provide, improve, promote and protect the Services. Further, you allow other internet users to view User Content you post publicly.
3.3 You represent and warrant that you own all rights to your User Content or otherwise have (and will continue to have) all rights and permissions necessary to use, share, display, transfer and license your User Content via the Services and in the manner set forth in this Agreement. You are responsible for compliance of Your Content with any applicable laws or regulations.
3.4 Mobile Mart can, at any time, review and delete any of your User Content submitted to its Service, although Mobile Mart is not obligated to do so. Mobile Mart does not pre-screen User Content and it is in our sole discretion to refuse or remove any User Contents from the Service, including your Store.
3.5 Mobile Mart shall have the non-exclusive right and license to use the names, trademarks, service marks and logos associated with your Store to promote the Service.
4. Your Responsibilities
4.1. Only Use Content You’re Allowed to Use. Content on the Services may be protected by others’ intellectual property, trade secret or other rights. Please do not copy, upload, download or share content unless you have the right to do so.
4.2. Follow the Law. You represent and warrant that your use of the Services is in compliance with applicable laws, including without limitation, applicable copyright laws, export or import controls and regulations and sanctions.
4.3. Comply with Our Policies. You represent and warrant that your User Content and your use of the Services complies with our Policy (which is incorporated herein by reference).
4.4. Your Stores and Your End Users Are Your Responsibility. Your Stores may have their own visitors, customers and users (“End Users”). You understand and agree that (a) your Stores and your End Users are your responsibility; (b) you are solely responsible for providing products, services and support to your End Users; and (c) you are solely responsible for compliance with any laws or regulations related to your Stores and/or your End Users. We are not liable for and will not provide you with any legal advice regarding, your Stores or your End Users.
4.5. Industry-specific regulations. If your use of the Services requires you to comply with industry-specific regulations applicable to such use, you will be solely responsible for such compliance, except to the extent Mobile Mart has agreed with you in writing otherwise. You are not permitted to use the Services in any way that would subject Mobile Mart to such industry-specific regulations.
5. Our Intellectual Property
5.1. Mobile Mart Owns Mobile Mart. The Services are, as between you and Mobile Mart, owned by Mobile Mart, and are protected by copyright, trade secret, trademark and other Japanese and foreign laws. This Agreement does not grant you any right, title or interest in the Services, others’ User Content, our trademarks, logos or other brand features or intellectual property or trade secrets or others’ content in the Services. You agree not to change, modify, translate or otherwise create derivative works of the Services or others’ User Content.
5.2. We Can Use Your Feedback for Free. We welcome your feedback, ideas or suggestions (collectively, “Feedback”), but you agree that we may use your Feedback without any restriction or obligation to you, even after this Agreement is terminated. This Section does not limit or affect any rights you may have under applicable data protection laws.
5.3. Our Betas Are Still in Beta. We may release products and features that we’re still testing and evaluating. Those Services will be marked as beta, preview or early access (or a similar phrasing), and may not be as reliable as our other Services.
5.4 Trademarks. You shall not purchase search engine or other pay per click keywords (such as Google Ads), or domain names that use Mobile Mart or Mobile Mart trademarks and/or variations and misspellings thereof.
6. Our Rights
6.1. Things We Can Do. We reserve these rights, which we may exercise at any time and in our sole discretion, and without liability or notice to you (except where prohibited by applicable law):
- we may change, suspend or discontinue parts or all of the Services;
- we may change prices for using the Services upon thirty (30) days’ notice which may be provided at any time by posting the changes to the Mobile Mart Site or the administration menu of your Store via an announcement;
- we may terminate, suspend, restrict or disable your access to or use of parts or all of the Services;
- we may terminate, suspend, restrict or disable access to your Accounts or parts, some or all of your Stores; and
- we may change our eligibility criteria to use the Services (and if such eligibility criteria changes are prohibited by law where you live, we may revoke your right to use the Services in that jurisdiction).
6.2. Ownership Disputes. We try not to get involved in disputes between parties regarding the ownership of an Account. However, we reserve the right, at any time and in our sole discretion, and without notice to you, to determine rightful Account or site ownership and to transfer an Account or site to such owner. Our decision in that respect is final. If we feel that we cannot reasonably determine the rightful owner, we reserve the right to suspend an Account or site until the disputing parties reach a resolution. We also may request documentation, such as a government-issued photo ID, credit card invoice or business license, to help determine the rightful owner.
6.3 We reserve the right to provide our services to your competitors and make no promise of exclusivity in any particular market segment. You further acknowledge and agree that Mobile Mart employees and contractors may also be Mobile Mart customers/merchants and that they may compete with you, although they may not use your Confidential Information in doing so.
7.1. “Confidential Information” shall include, but shall not be limited to, any and all information associated with a party’s business and not publicly known, including specific business information, technical processes and formulas, software, customer lists, prospective customer lists, names, addresses and other information regarding customers and prospective customers, product designs, sales, costs (including any relevant processing fees), price lists, and other unpublished financial information, business plans and marketing data, and any other confidential and proprietary information, whether or not marked as confidential or proprietary. Mobile Mart’s Confidential Information includes all information that you receive relating to us, or to the Services, that is not known to the general public including information related to our security program and practices.
7.2. Each party agrees to use the other party’s Confidential Information solely as necessary for performing its obligations under these Terms and in accordance with any other obligations in these Terms including this Section 7. Each party agrees that it shall take all reasonable steps, at least substantially equivalent to the steps it takes to protect its own proprietary information, to prevent the duplication, disclosure or use of any such Confidential Information, other than (i) by or to its employees, agents and subcontractors who must have access to such Confidential Information to perform such party’s obligations hereunder, who each shall treat such Confidential Information as provided herein, and who are each subject to obligations of confidentiality to such party that are at least as stringent as those contained herein; or (ii) as required by any law, regulation, or order of any court of proper jurisdiction over the parties and the subject matter contained in these Terms of Service, provided that, if legally permitted, the receiving party shall give the disclosing party prompt written notice and use commercially reasonable efforts to ensure that such disclosure is accorded confidential treatment. Confidential Information shall not include any information that the receiving party can prove: (A) was already in the public domain, or was already known by or in the possession of the receiving party, at the time of disclosure of such information; (B) is independently developed by the receiving party without use of or reference to the other party’s Confidential Information, and without breaching any provisions of these Terms of Service; or (C) is thereafter rightly obtained by the receiving party from a source other than the disclosing party without breaching any provision of these Terms of Service.
8.2. You Must Comply with Data Protection, Security and Privacy Laws. You must comply with applicable data protection, security and privacy laws and regulations (including, where applicable, the EU General Data Protection Regulation and the EU e-Privacy Directive/Regulation) when using your Stores or the Services. This includes without limitation the collection and processing by you of any personal data to send marketing and other electronic communications to individuals and when using cookies and similar technologies on your Stores
9. Payment of Fees
9.1 Fees. You will pay the Fees applicable to your subscription to Online Service (“Subscription Fees”) or Third Party Services (“Additional Fees”), and any fees including but not limited to those relating to your purchase or use of any products or services. Together, the Subscription Fees, and the Additional Fees are referred to as the “Fees”.
9.2 Authorized Payment Method. You must keep a valid payment method on file with us to pay for all incurred and recurring Fees. Mobile Mart will charge applicable Fees to any valid payment method that you authorize (“Authorized Payment Method”), and Mobile Mart will continue to charge the Authorized Payment Method for applicable Fees until the Services are terminated, and any and all outstanding Fees have been paid in full. Unless otherwise indicated, all Fees and other charges are in U.S. dollars, and payments maybe in U.S. currency or local currency.
9.3 Payment Schedule. Subscription Fees are paid in advance and will be billed in 30 day intervals (each such date, a “Billing Date”). Transaction Fees and Additional Fees will be charged from time to time at Mobile Mart’s discretion. You will be charged on each Billing Date for all outstanding Fees that have not previously been charged. Fees will appear on an invoice, which will be sent to the Store Owner via the email provided. Users have approximately two weeks to bring up and settle any issues with the billing of Subscription Fees.
9.4. Delinquency. If we are not able to process payment of Fees using an Authorized Payment Method, we will make a second attempt to process payment using any Authorized Payment Method 3 days later. If the second attempt is not successful, we will make a final attempt 3 days following the second attempt. If our final attempt is not successful, we may suspend and revoke access to your Account and the Services. Your Account will be reactivated upon your payment of any outstanding Fees, plus the Fees applicable to your next billing cycle. You may not be able to access your Account or your storefront during any period of suspension. If the outstanding Fees remain unpaid for 60 days following the date of suspension, Mobile Mart reserves the right to terminate your Account.
9.5 All Fees are exclusive of applicable federal, provincial, state, local or other governmental sales, goods and services (including Goods and Sales Tax under the Goods and Services Tax Act, Chapter 117A of Singapore), harmonized or other taxes, fees or charges now in force or enacted in the future (“Taxes”).
9.6. Taxes. You are responsible for all applicable Taxes that arise from or as a result of your subscription to or purchase of Mobile Mart’s products and services. To the extent that Mobile Mart charges these Taxes, they are calculated using the tax rates that apply based on the billing address you provide to us. Such amounts are in addition to the Fees for such products and services and will be billed to your Authorized Payment Method. If you are exempt from payment of such Taxes, you must provide us with evidence of your exemption, which in some jurisdictions includes an original certificate that satisfies applicable legal requirements attesting to tax-exempt status. Tax exemption will only apply from and after the date we receive evidence satisfactory to Mobile Mart of your exemption. If you are not charged Taxes by Mobile Mart, you are responsible for determining if Taxes are payable, and if so, self-remitting Taxes to the appropriate tax authorities in your jurisdiction.
9.7 Deductions or withholdings. For the avoidance of doubt, all sums payable by you to Mobile Mart under these Terms shall be paid free and clear of any deductions or withholdings whatsoever. Other than Taxes charged by Mobile Mart to you and remitted to the appropriate tax authorities on your behalf, any deductions or withholdings that are required by law shall be borne by you and paid separately to the relevant taxation authority. Mobile Mart shall be entitled to charge the full amount of Fees stipulated under these Terms to your Authorized Payment Method ignoring any such deduction or withholding that may be required.
9.8 Accurate Location. You must maintain an accurate location in the administration menu of your Mobile Mart Store. If you change jurisdictions you must promptly update your location in the administration menu.
9.9 No Refunds. Mobile Mart does not provide refunds
10. Term and Termination
10.1 This Agreement will remain in effect until terminated by either you or us. You may cancel your Account and terminate the Terms of Service at any time by contacting Mobile Mart using the designated format and then following the specific instructions indicated to you in Mobile Mart’s response.
10.2 Mobile Mart reserves the right to change, suspend or discontinue, or terminate, restrict or disable your use of or access to, parts or all of the Services or their functionality at any time at our sole discretion and without notice and delete the data registered from the server without any notice if it reasonably believes that the you (or your Store) falls under or has been involved in any of the following:
- Your breach of this Agreement;
- Store Owner’s membership had been canceled or removed from the store in the past, due to a violation of the rules;
- You may default in payment of the Fees;
- Your application for use of the Service was not completed as designated by Mobile Mart;
- Payment of the Fee is not confirmed by the designated date after the store has applied for registration for use;
- Mobile Mart determines your use of this Service may interfere with the operation of the system of the Service;
- A competitor of Mobile Mart is attempting to contract for the purpose of investigating the content of Mobile Mart’s business;
- In case of any disadvantage to Mobile Mart due to your negligence or willful misconduct;
- If the operation of the Service is disturbed by any means;
- If the information posted on this Service has been tampered by you
- Your illegal use of ID and password
- If the Store Owner or the company to which the Store belongs has been filed for seizure, provisional seizure, provisional disposition, compulsory execution or auction, or if you are delinquent in tax and public dues and received a reminder
- When the Store Owner or the company to which the Store belongs has filed for bankruptcy proceedings, civil rehabilitation proceedings, corporate reorganization proceedings, special liquidation commencement or other legal bankruptcy proceedings, or if the liquidation proceedings or voluntary arrangements have been entered.
- When it is recognized that you belong to an antisocial force or when it is recognized that some of your related persons belong to an anti-social force.
- We suspect that you (by conviction, settlement, insurance or escrow investigation, or otherwise) have engaged in fraudulent activity in connection with the use of the Services.
- When Mobile Mart determines, at its sole discretion, that your use of this Service is disadvantageous to other Users.
10.3 Upon termination of the Services by either party for any reason:
10.3.1. Mobile Mart will cease providing you with the Services and you will no longer be able to access your Account;
10.3.2. unless otherwise provided in the Terms of Service, you will not be entitled to any refunds of any Fees, pro rata or otherwise;
10.3.3. any outstanding balance owed to Mobile Mart for your use of the Services through the effective date of such termination will immediately become due and payable in full; and
10.3.4. your Store website will be taken offline.
10.3.5. If at the date of termination of the Service, there are any outstanding Fees owing by you, you will receive one final invoice via email. Once that invoice has been paid in full, you will not be charged again.
11. Warranty Disclaimers
11.1.1 Your use of the Services is at your own risk. To the fullest extent permitted by applicable law, Mobile Mart makes no warranties, either express or implied, about the Services. The Services are provided “as is” and “as available”. Mobile Mart also disclaims any warranties of merchantability, fitness for a particular purpose and non-infringement. No advice or information, whether oral or written, obtained by you from Mobile Mart, shall create any warranty. Mobile Mart makes no warranty or representation that the Services will: (a) be timely, uninterrupted or error-free; (b) meet your requirements or expectations; or (c) be free from viruses or other harmful components.
11.1.2 You agree that you download and install this mobile application “Mobile Mart- Seller Center” (the “App”) on your devices, such as smart phones, at your own risk. You further understand and agree that we do not warrant the compatibility of the App with any mobile devices.
11.1.3 In no event shall Mobile Mart be liable for any failure or malfunction of terminals, communication lines, computers, etc., or distorted characters, errors or loss of text that occurred despite proper security measures taken by Mobile Mart.
11.2. Exceptions. Under certain circumstances, some jurisdictions do not permit the disclaimers in Section 11.1, so they may not apply to you. However, the disclaimers apply to the maximum extent permitted by applicable law. You may have other statutory rights and nothing in this Agreement affects your statutory rights or rights under mandatory laws. The duration of statutorily required warranties, if any, shall be limited to the maximum extent permitted by applicable law.
12. Limitation of Liability
12.1. You expressly understand and agree that, to the extent permitted by applicable laws, Mobile Mart shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses resulting from the use of or inability to use the Service.
12.2 To the fullest extent permitted by applicable law, in no event shall Mobile Mart or our suppliers be liable for lost profits or any special, incidental or consequential damages arising out of or in connection with our site, our Services or these Terms (however arising including negligence).
12.3 To the fullest extent permitted by applicable law, in no event shall the aggregate liability of Mobile Mart for all claims arising out of or related to the Services and this Agreement exceed the greater of twenty dollars ($20) or the amounts paid by you to Mobile Mart in the twelve (12) months immediately preceding the event that gave rise to such claim.
To the fullest extent permitted by law, you agree to indemnify and hold harmless Mobile Mart and (as applicable) its parent, subsidiaries, affiliates, partners and its and their directors, officers, suppliers, employees and agents from and against all damages, losses, liabilities, costs, claims, demands, fines, awards and expenses of any kind (including without limitation reasonable attorneys’ fees and costs) (collectively, “Losses”) arising out of or related to: (a) your breach of this Agreement or the documents it incorporates by reference; (b) your User Content, your Stores and your eCommerce; (c) any claims by, on behalf of or against your End Users; (d) your violation of any law or regulation or the rights of any third parties; and (e) any claims from tax authorities in any country in relation to your eCommerce operations, including without limitation your sales to individual consumers (including distance sales) and other operations for which Mobile Mart may be held jointly and severally liable.
14. Dispute Resolution
14.1 Informal Resolution. Before filing a claim against Mobile Mart, you agree to try to resolve the dispute by first emailing [email@example.com ]with a description of your claim. We will try to resolve the dispute informally by following up via email, phone or other methods. If we cannot resolve the dispute within thirty (30) days of our receipt of your first email, you or Mobile Mart may then bring a formal proceeding.
14.2 Applicable Law. This Agreement shall be governed by and interpreted in accordance with the laws of Japan, without regard to principles of conflicts of laws. The United Nations Convention on Contracts for the International Sale of Goods will not apply to this Agreement and is hereby expressly excluded.
14.3 Jurisdiction Tokyo District Court shall have the exclusive jurisdiction of the first instance over all disputes arising in connection with this Agreement.
14.4. NO CLASS ACTIONS. You may only resolve disputes with us on an individual basis and may not bring a claim as a plaintiff or a class member in a class, collective, consolidated or representative action. Class actions, class arbitrations, collective actions, private attorney general actions and consolidation with other arbitrations are not allowed.
15. General Conditions
15.1. Entire Agreement. This Agreement, including the Terms and the documents it incorporates by reference, constitute the entire agreement between you and Mobile Mart and govern your use of the Services and your Account, superseding any prior agreements between you and Mobile Mart (including, but not limited to, any prior versions of the Terms).
15.2. Waiver, Severability and Assignment. Our failure or delay to enforce any provision of this Agreement is not a waiver of our right to do so later. If any provision of this Agreement is found unenforceable, the remaining provisions will remain in full effect and an enforceable term will be substituted reflecting our intent as closely as possible.
15.3 No assignment. You may not delegate, transfer or assign this Agreement or any of your rights or obligations hereunder without our prior written consent, and any such attempt will be of no effect. We may delegate, transfer or assign this Agreement or some or all of our rights and obligations hereunder, in our sole discretion, to any of our affiliates or subsidiaries or to any purchaser of any of our business or assets associated with the Services, with thirty (30) days prior written notice.
15.4. Events Beyond Our Control. We are not in breach of this Agreement or liable to you if there is any total or partial failure of performance of the Services resulting from any act, circumstance, event or matter beyond our reasonable control. This may include where such results from any act of God, fire, act of government or state or regulation, war, civil commotion, terrorism, insurrection, inability to communicate with third parties for whatever reason, failure of any computer dealing or necessary system, failure or delay in transmission of communications, failure of any internet service provider, strike, industrial action or lock-out or any other reason beyond our reasonable control.
15.5. Translation. This Agreement was originally written in English. We may translate this Agreement into other languages. In the event of a conflict between a translated version and the English version, the English version will control except where prohibited by applicable law.