Article 1 Applicability
1.1 Users acknowledge and agree that this Agreement shall apply to all aspect of the relationship between the Company and the Users and the Users agree that the Service provided by the Company shall be used in accordance with the terms and conditions of this Agreement.
1.2 Users shall acknowledge, upon completion and approval of the registration to use the Service (pursuant to Article 3 below), this Agreement shall become effective and it would establish a contractual relationship between the Company and the Users.
Article 2 Definition
For the purpose of this Agreement, the following terms have the following meanings.
“Users” means such person or entity that has been register as Users of the Service in accordance with such manner as may be prescribed herein.
“Company’s Website” means a website whose address is https://ipbidders.com.
“RIR” means the Regional Internet Registry.
“Buyer Users” mean a User who wish to buy an IP Address.
“Seller Users” mean a User who wish to sell an IP Address.
Article 3 Registration
3.1 A person or entity wishing to use the Service may apply to the Company for registration to use the Service by providing information as specified by the Company in accordance with such manner as maybe prescribed by the Company. the Company shall review such application in its discretion whether to register a candidate who made an application (hereinafter referred to as the “Applicant”) in accordance with the Company`s criteria, and shall notify of its approval, if the Company determines to do so.
3.2 The Company reserves the right to refuse the registration of any application without any obligation to disclose the reason, in the event that:
3.2.1 Any or all of the Registration Information provided by the Applicant to the Company is found to be false, inaccurate or omitted;
3.2.2 Applicant received a notice of suspension of Service from the Company; or is currently received such notice.
3.2.3 The Applicant has been determined to have violated any agreement with the Company, or to be involved as a defaulting party of any such agreements.
3.2.4 The Applicant was determined by the Company to; (i) an organized crime group or a member of such group, anti-social force, or other similar person or entity (hereinafter referred to as the “Antisocial Force”), (ii) have any interaction or involvement with an Antisocial Force, or (iii) be involved in the maintenance, operation or management of an antisocial Force by way of finance or other means.
3.2.5 The Company deems the registration inappropriate.
Article 4 Management of the Users Account
4.1 Users shall not allow any third party to use, transfer, assign, sell, change the name or otherwise dispose the Users account. The Users shall be responsible for the maintaining its password and Users ID of the Users account for the Service in an appropriate manner.
4.2 Users shall be liable for any damage arising out of inappropriate management, misuse, or use of the Users account by a third party. The Users shall inform the Company immediately after the Users discover that the Users account is stolen or used by a third party.
Article 5. Use of the Service.
5.1 Users shall only use the Service within the scope of purpose stipulated in this Agreement and in accordance with such manner as may be prescribed by the Company.
5.2 Users shall only use the Service for its own usage and shall not use for any other purpose such as for sales, distribution or development.
5.3 Users shall be responsible for all necessary information terminal, software, communication lines and any other necessary communication setting for the Users to receiving and use the Service.
5.4 Users shall acknowledge only those Users who have confirmed their identity or any other form of verification that the Company may require, would be able to use all or part of the Service.
5.5 Users shall not (directly or indirectly); (i) decipher, decompile, disassemble, reserve engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Service, or (ii) copy, rent, lease, distribute, or otherwise transfer any rights that the Users received hereunder.
Article 6 Platform of the Service
6.1 Users shall acknowledge that the Service only provides a web-based platform for Users to trade on IP Address. The Service is only a means of communication by the Users to participate in the bidding and sales and the Company shall not be deemed as an online auctioneer. The Company shall not be deemed as a party to the contract of sale between the Seller Users and Buyer Users.
6.2 The Company clarify that it will not be involved in any communication, inquires, claims or any disputes between Users or Users and third parties, and the Company shall not make any representations, warranties or guarantees in connection with the Users actions using the Service.
Article 7 Bidding
7.1 The Buyer Users can bid on the Seller Users` listing in accordance with the method set out in the FAQ prescribed thereto, separately in the Company Website.
7.2 Users shall honor all successful bid place by the Service, and a Buyer Users is obligated to complete the transaction with the Seller Users in accordance with the term and condition of this Agreement.
7.3 Bids are not retractable except under circumstances deemed appropriate by the Company. Any bid manipulation in any form, and for any reason is strictly prohibited.
Article 8 Winning Bid
8.1 Buyer Users who bids the highest price shall be deemed as the winning bidder at the end of the Auction date and time. Users shall acknowledge that the end of the date and time of the Auction shall be based on the time and date of the Company’s server, and the Company will not guarantee that such date and time shall match the standard time.
8.2 Users shall acknowledge that at the end of the bidding time and dates, a contractual relationship (sales contract) is established between the Seller Users and the Buyer Users who is the successful bidder.
Article 9 IP Address Listing
9.1 Seller Users shall only list the IP Address intending for bidding in accordance with the manner set out herein or in the FAQ prescribed thereto, separately in the Company’s Website. No IP Address shall be listed without prior consultations with the Company. The opening bid amount shall be agreed between each Seller User and the Company in view of the market price and any other factors relevant to the bid.
9.2 Seller Users shall only be allowed to list its IP Address listing, if the IP Address satisfied all the following conditions:
9.2.1 the IP Address is active and usable
9.2.2 the IP Address does not belong to a third party
9.2.3 the IP Address is not obtained illegally
9.2.4 the IP Address is not already listed in the Service
9.2.5 the IP Address is not subjected to any sales by any service agent etc., other than the Service provided by the Company herein
9.3 The Seller Users shall not use nor transfer to a third party the IP Address listed until the IP Address is transferred to the Buyer User or Certificate Period (as defined in Article 10.4) expires.
9.4 In the event, the seller Users’ IP Address has violated or may violate the terms of the preceding paragraph, the Company may cancel any sales contract established between the Buyer Users and the Seller Users or take other any other measure .
Article 10 Payment and Transfer ownership of IP Address
10.1 The Seller Users grant to the Company the authority on its behalf, to receive the payment of purchase price of the IP Address purchased through the Service. The Buyer Users shall pay the amount due for the purchase of the IP Address by bank transfer method to the Company.
10.2 The Buyer Users shall make the payment due for the purchase of the IP Address (hereinafter referred to as the “Purchase Price”) within three (3) business days after receiving notification as a successful bidder. 500.00USD of the Purchase Price shall be considered as the non-refundable deposit (hereinafter referred to as the “Deposit”). In the event the payment has not been made within five (5) three (3) business days after such notification, the Seller Users shall have the right to sell the IP Address to the next successful bidder or list the IP Address again in the Service.
10.3 Seller Users shall initiate RIR transfer process by submitting the necessary transfer request within three (3) business days after the Company has send a confirmation that the payment have been completed. If requested by RIR, both the Seller User and the Buyer User shall make all necessary respond within three (3) business days.
10.4 The Company and the Seller Users shall have the right to cancel the bidding, if the transfer of the IP Address by RIR cannot be obtained within forty-five (45thirty (30) days after the end of the auction’s date and time(hereinafter referred to as the “Certificate Period”), and in such case, the Deposit shall not be refunded to the Buyer Users and shall be forfeited and retained by the Company, and the Company will refund the Buyer User the remaining payment transferred, excluding after deducting the Deposit, and may transfer the Seller Users a part of such deductedremaining Depositfees under the condition separately prescribed by the Company. Buyer Users shall waive any rights of Deposit in this case.
10.5 Buyer Users may cancel the bid, if the Buyer Users cannot acquire the transfer of the IP Address within the Certificate Period (in the event that this period is extended pursuant to Article 10.6, the Certificate Period means such an extended period) due to a reason attributable to the Seller Users.
10.6 Certificate Period shall be extended up to one (1) yearsix (6) month upon complete payment of the Purchase Price subject to Article 10.2, provided that Seller User continues its business and survives during the extended period.
Article 11 Service Fee and Payment
11.1 Upon completion of the transfer of the IP Address`s right to the Buyer Users, the BuyerSeller Users shall pay to the Company a service fee equal to the successful bidding price’ multiple by a fixed rate, such rate shall be determined by the Company from time to time and shall be notified to the Buyer Users accordingly.
11.2 The Company shall remit the payment made by the Buyer Users (pursuant to Article 10 and the preceding paragraph of this Article) to the Seller Users of an amount after deducting the service fee charge.
Article 12 Defects, Cancellation, Returns etc.
12.1 The Buyer Users shall, before making a bid for listed IP Address, make all necessary research, groundwork and conduct the necessary due diligence inspection of the content, nature etc. as to ensure the desired IP Address match its usage purpose.
12.2 The Buyer Users shall acknowledge that in any circumstance a defect may emerge (including hidden defect), such as a non-usability of the IP Address after making a successful biding, the Buyer User may not cancel the biding.
12.3 The Users shall acknowledge that any request for cancelation due to any personal circumstance or purchasing an IP Address due to misunderstanding, shall not be accepted and the Company shall consider that transaction is completed.
Article 13 Prohibited Action
13.1 When using the Service hereunder, the Users may not conduct any of the following acts or any acts that the Company determines falls under any of the following:
(i) directly make any dealings, including, without limitation, selling directly to a User, setting price directly with Users etc.;
(ii) acts that violate any law or regulation or that are associated with criminal activity;
(iii) acts that defraud or threaten the Company, other Users or other third parties;
(iv) acts that infringe any IP Rights, privacy rights or other rights or profit of the Company, other Users or other third parties;
(v) acts to access or attempt to access the system or network of the Service improperly;
(vi) acts that threaten to interrupt the operation of the Service, including, without limitation, via means of submitting virus to the site, “flooding”, “spamming”, mailbombing” or “crashing”; or
(vii) other acts that the Company deems inappropriate.
13.2 In the event that the Company determine the Users violated any conditions prescribed in the preceding paragraph or any terms set forth in this Agreement; the Company shall take necessary measure against the Users, including without limitation, to restrict usage of the Service, cancelation of registration, suspension of registration or any other measure the Company deems appropriate.
Article 14 Modification or Amendment
14.1 The Company shall be entitled to at any time modified, change, amend or add to the content of this Agreement in its own discretion. The Company may notify in advance the Users of any intended such modification, changes, amendments or addition.
14.2 The Users shall immediately withdraw their registration of the Service if they do not agree to the changes made by the Company pursuant to the preceding paragraph of this Article.
14.3 The Users shall acknowledge that, if they continue using the Service even after changes are made to the Agreement, the Company shall deem that the Users have agreed to the changes.
Article 15 Handling of Information
15.1 The Users shall agree to provide true and accurate of all information being requested or required by the Company. The Users shall promptly notify the Company of any error, changes or correction to its information.
15.2 The Company shall take all necessary steps to ensure proper handling of all information received from the Users. The Company shall not disclosure any of the Users information except as required to perform the function of the Service or if required to do so by any laws or regulations.
Article 16 Liability
Article 16.1 Under no circumstance and under no legal or equitable theory, whether in tort, contract, strict liability or otherwise, shall the Company or any of its affiliates, employees, directors, officers or agents be liable to the Users or any other third party for any indirect, special, incidental or consequential losses or damages of any nature arising out of or in connection with use of or inability to use the Service, including, without limitation, damages for lost of profit, loss of goodwill, loss of data, work stoppage, accuracy of result, or computer failure or malfunction.
Article 16.2 the Company shall not be liable for any amount exceeding the consideration paid by the Users to the Company in connection with the Users use of the Service during six (6) months period preceding the date on which the claim arose.
Article 17 Withdrawal,
17.1 The Users may withdraw from the Service at any time for any reason without notice or explanation. Upon withdrawal, the Users shall continue to complete the processing procedure pursuant to such manner as specified by the Company.
17.2 Upon withdrawal, all amounts then due and payable from the Users, if any, shall be automatically accelerated, and the Users shall immediately pay to the Company such amount in full.
Article 18 Modification, Suspension, Termination of Service
18.1 The Company shall be entitled to, at any time to modify the content of the Service at its own discretion. The Company shall have no obligation to provide any notice to the Users prior to any modification being made.
18.2 The Company shall have the absolute right at any time to terminate the Service, the Company shall notify in advance to the Users of any intended termination by the Company of the Service.
18.3 The Company shall be entitled to suspend the Service or part of the Service without notice in a Force Majeure Event occurs. For the purpose of this Agreement, “Force Majeure Event” mean, any event or circumstances, regardless of whether it was foreseeable, that was not caused by the Company and that required for the suspension of the Service.
Article 19 Confidentiality
The Users shall keep confidential any and all non-public information disclosed by the Company to the Users for which the Company has imposed on the Users a confidentiality obligation in connection with the Service, unless the Users has obtained prior written approval from the Company.
Article 20 Ownership of Rights
Any and all IP Rights, including all trademark that related to the Service are expressly reserved by the Company or the Company`s licensor. Nothing contained herein shall be construed as granting to the Users a license of the IP Rights owned by the Company or the Company`s licensor.
Article 21 Warranty and Disclaimer
Article 21.1 All sales are final, on an “As-Is” basis with no conditions or warranties either express, implied, statutory or otherwise, including, without limitation, warranties or conditions as to title, description, fitness for a particular purpose, quantity, quality, merchantability, state, condition, location or otherwise. The Company shall give no guarantee with regards to security flaw, error, bugs or defect or whether there is no infringement of the right of third party.
21.2 To the full extent permissible by law, the Company disclaims all warranties, express or implied, including not limited to, implied warranties of merchantability and fitness for particular purpose. Without limiting the foregoing, the Company disclaims any and all warranties, express or implied, for any inventory product offered by the Service. At no circumstances shall the Company have any responsibility, express or implied for any transaction between Users of the Service.
Article 22 Notice
Any inquires with respect to the Service or other communication or notice from the Users to the Company or other communication or notice from the Company to the Users shall be made via e-mail or the Company’s Website.
Article 23 Assignment
23.1 The Users shall not assign, transfer, grant security interest in or otherwise dispose its status under this Agreement or its right or obligation under the terms and conditions of this Agreement without prior written consent of the Company
23.2 In the case where the Company has assigned the business regarding the Service to a third party, the Company may, as part of such assignment, assign to such third party its status under this Agreement, its rights and obligations under these term and condition of this Agreement including all obligation and rights regarding its relationship with the Users, the Users hereby agrees in advance to such assignment.
Article 24 Severability
In the event that a court or other tribunal of competent jurisdiction at any time hold that any provision of this Agreement is illegal or unenforceable, such provision shall be severed from this Agreement, and the remainder of this Agreement shall not be affected thereby and shall continue in full force and effect.
Article 25 Governing law and Jurisdiction
This Agreement shall be governed by laws of Japan, any and all disputes arising out or in connection with the terms and conditions of this Agreement shall be submitted to the exclusive jurisdiction of the Tokyo District Court of the first instance.