These Terms and Conditions of Application Use ("Terms and Conditions") sets forth the terms and conditions for your use of the boat sharing and connectivity application in the name of SKIPPERI (including any websites or other services that are part of or related to the Application, "Application") owned by Yamaha Motor Co., Ltd. ("Yamaha", “we”, “us” or “our”).
1.1 The Application has been designed for efficient and comfortable boat rental experience for you (“User”, “you” or “your”), in connection with your Membership with your Boat Club Entity, with functions provided in the Application or otherwise informed in appropriate methods as designated by us. While the Application may have been introduced to you from the Boat Club Entity that you joined as a member, this Application is provided by Yamaha and may be used only in accordance with these Terms and Conditions herein. Notwithstanding any contractual relationship between the Boat Club Entity, Operators, Local Yamaha Entity and you, these Terms and Conditions shall apply to the User’s use of this Application.
1.2 Yamaha provides only the Application and related technical services, and does not operate, own, manage, maintain, insure, lease, or otherwise control any Boat or Boat Club. Yamaha is not the owner, operator or lessor of the Boat Club or any Boats, and does not provide or manage any Boat rental services. All Boat rental arrangements, Membership matters, operational responsibilities, safety requirements, insurance, and any other services relating to Boats are solely between the User and the Boat Club Entity and/or the Operators. Yamaha is not a party to, nor does it act as an agent or intermediary in, any Boat rental or Membership contract between the User and the Boat Club Entity or the Operators.
1.3 The User shall be deemed to have agreed to these Terms and Conditions at the time of pressing “agree” button after downloading this Application to your Device.
“Account” shall mean the user account obtained by the User in accordance with Article 3 of these Terms and Conditions.
“Application” shall have the meaning provided in the preamble.
“Boat” shall mean the boats provided for rental from the Operators to the Users.
“Boat Club” shall mean the boat club membership in which the User join and enjoy the Membership provided from the Boat Club Entity and the Boat Rental provided from the Operators.
“Boat Club Entity” shall mean legal entity who owns and operates the Boat Club.
“Device” shall mean mobile phones or any other devices owned or managed by the User for the use of this Application.
“Intellectual Properties” shall mean whether registered or not, patents, utility models, know-how, trade secrets, designs, copyrights, trademarks, trade names and other intellectual property rights.
“Local Yamaha Entity” shall mean a group entity of Yamaha duly organized and existing in the country in which the Application is distributed to the User and the User enjoys the Boat Club.
“Membership” shall mean the transaction relationship between the Boat Club Entity and the Users which enable the Users to use the Boat Rental in consideration of payment of Membership Fees.
“Membership Fees” shall mean the membership fees provided in the Membership Terms.
“Membership Terms” shall mean the terms and conditions provided by the Boat Club Entity to prescribe any rights and obligations of the Users in connection with the Boat Rental to be provided using the Application.
“Operator” shall mean legal persons owns and rents the Boats to Boat Club Users.
“Other Fees” shall mean fees other than the Membership Fees provided in the Membership Terms, including fuel fees and damage fees, if provided.
“Purpose” shall have the meaning provided in Article 4.1.
“Registration Information” shall have the meaning provided in Article 3.1.
“Territory” shall mean the country in which the Application is distributed to the User and the User enjoys the Boat Club.
“User” shall have the meaning provided in Article 1.1.
3.1 In order for the User to use the Application, the User is requested to register and obtain an account (“Account”) before using the Application in order to log in to the Application.
3.2 The User shall apply for the Account by entering registration information that Yamaha specifies in the registration form ("Registration Information") in accordance with the processes as specified herein. Yamaha will issue an Account to the User after receipt of an application for User registration.
3.3 The User shall enter true and accurate information at the time of application for the registration, and the information shall be modified by the User as appropriate so that the registered information remains up-to-date after registration. To the maximum extent permitted under applicable law, Yamaha assumes no liability for any disadvantages or any damages that may be caused by any failure of not updating the correct information.
3.4 In the event of any of the following, Yamaha may not approve the User's application for registration. Yamaha shall have no obligation to disclose the reasons for such decision.
(1) If there is false, inaccurate, incorrect or missing information in the registration form;
(2) If the User is a member of anti-social force or has a relationship with anti-social force;
(3) If the User does not agree to these Terms and Conditions;
(4) In the case of violation of these Terms and Conditions; or,
(5) In cases that Yamaha considers the User as inappropriate as a User of the Application for reasons equivalent to the above (1) through (4).
3.5 The User shall use and manage the Account and password at his/her own risk. To the maximum extent permitted under applicable law, Yamaha shall not be liable for any loss or damage arising from any misuse or loss of the Account or password by the User, or any unauthorized use of the Account or password by any third party. The User shall not make your Account or password available to any third party, assign, sell, lend, or otherwise allow any third party to use the Account or password.
3.6 Minors shall not be able to use this Application.
4.1 Subject to the Terms and Conditions herein contained, the User is granted a non-exclusive, non-assignable, non-transferable, non-sublicensable and indivisible right and license to use the Application for the purpose of enjoying the Membership provided in the User’s Membership Terms with the Boat Club Entity or for enjoying useful materials available in the Application (“Purpose”). The User may not use the Application for any purpose other than the Purpose.
4.2 Detailed instructions for use of the Application are otherwise available in designated section of the Application, or in other media instructed by Yamaha, Boat Club Entity, Operators or the Local Yamaha Entity in writing. The User is requested to refer to the contents in the Application or other media instructed, in case the User has any inquiry regarding the use of the Application.
4.3 The User acknowledges and agrees that updates, patches, modifications, or new versions of the Application may be automatically installed or made available. The User agrees to receive such updates as part of the continued use of the Application.
5.1.The Application can be used on certain types of Device that are compatible with the Application. The User understands and agrees that some or all of the functions of the Application may not be available depending on the Device model or operating system. The User shall prepare and manage his/her own Device (including operating system), network and any other environment required for using the Application at own responsibility. To the maximum extent permitted under applicable law, Yamaha shall not be liable for any damages caused by inappropriate preparation or management of the Device or required network, theft or misuse of the Device, use of the Device by a third party or any unauthorized access to the Device.
5.2. The User understands and agrees that some functions of the Application may require permission to access certain functions, such as, current location information of the Device. Yamaha shall not be liable for any damages caused by not accepting permission to these functions.
6.1 The User hereby acknowledges and agrees that Yamaha is the owner of all the Intellectual Properties of the Application. The User agrees never to challenge or oppose such ownership. The User shall not file, nor have any person file, any application for patents, designs, copyrights, trademarks, trade name or any other intellectual property right with respect to the Application or any part thereof.
6.2 The User recognizes the validity and value of the Intellectual Properties of the Application and shall not, directly or indirectly, either during the term of this Agreement or after the termination or expiration hereof, oppose or contest the validity of, in any way impair or do any act tending to impair the value of, the Intellectual Properties.
6.3 Nothing herein contained shall be construed as granting a license or transferring any patent, design, copyrights, trademarks, trade names or other intellectual property rights owned by Yamaha to the User other than the license to use the Application for the Purpose.
7.1 The User agrees to pay the Membership Fees and Other Fees to the Boat Club Entity in accordance with the Membership Terms, and shall make such payments through the payment methods made available within the Application. Payment amount, frequency and the currency shall be designated by the Membership Terms. For the avoidance of doubt, separate application usage fees other than the foregoing shall not be required.
7.2 The User understands and agrees that the Membership Terms are controlled by the Boat Club Entity and may be amended at the sole discretion of the Boat Club Entity.
8.1The User shall not copy, modify, transmit, publish, distribute, assign, lend, translate or sublicense the Application, its contents or any information provided in the Application.
8.2 The User shall not, in relation to its use of the Application,
(a) infringe any intellectual property rights or any privacy of Yamaha, Local Yamaha Entity or any third party,
(b) defame Yamaha, Local Yamaha Entity or any third party,
(c) modify, translate, or create derivative works of the Application, or reverse engineer, decompile, disassemble or otherwise attempt to discover the source code, object code or underlying structure, ideas, know-how or algorithms relevant to the Application,
(d) violate any applicable laws, regulations, ordinances, public policy, public moral or domestic and foreign communication network rules,
(e) cause interference to the operation of the Application,
(f) using automated tools, bots, crawlers, or scraping technologies to access or interact with the Application;
(g) attempting to breach, test, or bypass the security measures of the Application or related systems;
(h) reselling, leasing, assigning, or otherwise transferring the Application or the Account to any third party;
(i) engaging in fraudulent or misleading activities in connection with the Application.
(j) violate any terms and conditions of this Agreement, or
(k) conduct any acts that Yamaha, Local Yamaha Entity consider to be as inappropriate as any of the abovementioned items.
YAMAHA shall make no warranty with respect to the Application. The Application, its contents and any services related to the Application are provided on an “as is” and “as available” basis and to the Maximum extent permitted by law, YAMAHA hereby disclaims all warranties of any kind, whether express or implied, statutory or otherwise, including but not limited to any warranties of merchantability, non-infringement, fitness for particular purpose, COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY.
10.1 Yamaha shall not be liable for any damages suffered by any User, to the maximum extent permitted by applicable law, in the following cases:
(1)Even though Yamaha has taken considerable security measures, unauthorized access by third parties or illegal acts such as intrusion of computer viruses have occurred; or,
(2)Disruption, delay, or inability to use the Application or loss of information on the Application due to the failure of communication lines, Applications, servers, etc.
10.2 Yamaha does not guarantee that this Application is compatible with all Devices, and the User acknowledges that there may be problems with the operation of this Application due to the version upgrade of operation Applications. Yamaha does not warrant that such problems will be resolved by modification of the Application.
10.3 Yamaha shall not be liable for any dispute between the User and any third party (including but not limited to other Users of the Application) regarding the use of the Application.
10.4 Yamaha shall not be liable for any use of the Application outside of the Territory.
10.5WITHOUT LIMITING ANY OF THE FOREGOING, TO THE MAXIMUM EXTENT PERMITTED BY LAW, YAMAHA SHALL NOT BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH THE USE, INABILITY TO USE, MODIFICATION OR TERMINATION OF THE APPLICATION, ANY CONTENT ON THE APPLICATION OR RELATED SERVICES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE. USE OF THE APPLICATION IS AT THE SOLE RISK OF THE USER, AND THE USER ASSUMES FULL RESPONSIBILITY AND LIABILITY FOR THE USE THEREOF. FOR THE AVOIDANCE OF DOUBT, YAMAHA SHALL NOT BE LIABLE FOR ANY MATTERS ARISING OUT OF OR IN CONNECTION WITH BOAT RENTALS, THE OPERATION OR CONDITION OF BOATS, OR ANY SERVICES PROVIDED BY THE BOAT CLUB ENTITY OR THE OPERATORS.
The User shall defend, indemnify, and hold harmless Yamaha and its officers, directors, employees, affiliates, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to the User’s usage of the Application or any claims of third parties arising out of or relating to:
(a) the User’s breach of these Terms and Conditions or any related documents incorporated by reference;
(b) the User’s violation of applicable laws and regulations; and
(c) any disputes with third parties.(d) any claims or disputes arising out of or related to Boat rentals, the condition or operation of Boats, or any acts or omissions of the Boat Club Entity or Operators.
12.1 Yamaha may collect, store, and process certain personal data of the User in connection with the User’s use of the Application. The categories of personal data collected and the purposes for which such data are processed are described in Privacy Policy.
12.2 Personal data shall be processed in accordance with applicable data protection laws and Yamaha’s Privacy Policy. The User acknowledges and agrees that the Privacy Policy governs the processing of personal data collected through the Application.
12.3 For the personal data processed through the Application, Yamaha acts as the data controller under applicable data protection laws.
12.4 In the event of any inconsistency between these Terms and Conditions and the Privacy Policy with respect to the processing of personal data, the Privacy Policy shall prevail.
13.1 The User may cease the use of the Application at any time by deleting the Application or otherwise stopping the use of the Application. However, the suspension or deletion of the User’s Account or the cessation of use of the Application does not terminate the Membership.
13.2 The termination of the Membership shall be conducted with the Boat Club Entity in accordance with its Membership Terms. Where the Boat Club Entity makes its Membership termination procedures available through the Application, the User may submit such termination request through the Application. However, the User understands and agrees that suspension of Membership shall take effect only in accordance with the Membership Terms.
13.3 In order to terminate the Membership, it may be necessary to deactivate paid features within a certain period of time before renewals determined by the Membership Terms, according to the settings of your Device and the terms and conditions of the App Store.
14.1 Upon the occurrence of any of the following events, Yamaha may immediately terminate these Terms and Conditions by giving a written notice to the User:
(a) the User fails to perform any of the obligations set forth in these Terms and Conditions and any such failure remains unremedied for thirty (30) days after written notice of Yamaha;
(b) the User commits material breach of its obligations hereunder incapable of remedy;
(c) the User cancels the Account or Yamaha suspends or terminates the use of the User’s Account;
(d) if there is false, inaccurate, incorrect, or missing information in the registered information necessary to create an Account;
(e) information of the User necessary for the use of the Application, including the registered information, is unavailable or deleted at the request of the User;
(f) if the User has not used the Application for a period of more than three (3) years from the last time the User used the Application;
(g) if the User belongs to any anti-social force or has any relationship with any anti-social force or otherwise involves in anti-social activities unacceptable to Yamaha;
(h) if the User does not agree to these Terms and Conditions; or
(i) if Yamaha reasonably determines that the User’s continued use of the Application is inappropriate.
14.2 Yamaha has the unilateral right to terminate these Terms and Conditions with thirty (30) days’ prior written notice for any reason.
14.3 Upon the termination or expiration of these Terms and Conditions, any unsettled liabilities of the User under these Terms and Conditions shall fall immediately due and become payable and shall be settled immediately in full.
14.4 The termination or expiration of these Terms and Conditions shall not relieve the parties from of any obligations and liabilities that may have accrued prior to the date of termination or expiration.
14.5 Upon the termination or expiration of these Terms and Conditions, Yamaha may suspend or delete the Account of the User in its sole discretion, and the User shall immediately cease the use of the Application for any purpose.
14.6 Upon the termination or expiration of these Terms and Conditions, Yamaha will delete the User's personal data obtained through the Application, if any. However, information provided by the User except for personal data (including anonymized processed information) may continue to be stored and may be used as statistical data.
Yamaha may delete information and other content registered by the User where reasonably necessary for the operation or security of the Application, without notifying the User. Yamaha shall not be liable for any disadvantage or damage to the User due to such deletion of information to the extent permitted by the applicable law.
16.1 Yamaha may modify, add or delete any contents of this Application in whole or in part, and also may terminate the Application. In cases where Yamaha reasonably determines that such changes may materially affect the User, Yamaha shall make commercially reasonable efforts to notify the User thirty (30) days in advance.
16.2 Yamaha shall not be liable for any damages caused to the User by any modification, addition, deletion of the contents of the Application or the termination of the Application, to the maximum extent permitted by the applicable law.
In any of the following cases, Yamaha may temporarily suspend the Application without notifying the User. In such case, Yamaha assumes no liability for any damages caused to the User to the extent permitted by applicable law.
(1) Periodic or emergency maintenance of the Application;
(2) Inability to provide service of the Application due to a fire, power failure, any natural disasters such as earthquakes, floods, tsunami, war, riots, disturbances, labor disputes, etc.
(3) Suspension of communication network service, including but not limited to, any failure to the network or any failure due to the using environment of the Application;
(4) Cases Yamaha determines that it is reasonably necessary, including operational or technical problems.
18.1 The User acknowledges and agrees that Yamaha may from time to time make revisions to the contents of these Terms and Conditions at any time without the consent of the User.
18.2 Yamaha will notify the User of any revisions to these Terms and Conditions through the Application or any other media designated by Yamaha and informed to the User in writing.
18.3 Revisions to the Terms and Conditions takes effect as soon as Yamaha issues notices of any revision in accordance with the previous paragraph. In case of any revision to the Terms and Conditions that may have significant impact on the business of the User, Yamaha will notify the User of any revision thirty (30) days in advance.
18.4 If the User uses or logs into the Application after any revision of these Terms and Conditions takes effect, the User is deemed to have agreed to the revised Terms and Conditions.
19.1 All disputes, controversies or differences which may arise between the parties out of, in relation to or in connection with these Terms and Conditions shall be amicably settled between the parties. In the event such amicable settlement cannot be reached within a reasonable time, such dispute shall be finally settled by arbitration. The arbitration shall be conducted in Tokyo, Japan by The Japan Commercial Arbitration Association in accordance with the Rules of The Japan Commercial Arbitration Association. The arbitration shall be conducted in the English language. The award shall be final and binding upon the parties concerned. Judgment upon the award may be entered into by any court having jurisdiction over the parties.
19.2 These Terms and Conditions shall be governed by and interpreted under the laws of Japan.
20.1 The User shall not, directly or indirectly, sell, transfer, assign in whole or in part, convey, pledge, encumber or otherwise dispose of any right arising under these Terms and Conditions without Yamaha’s prior written approval.
20.2 The failure of either party to enforce any of the provisions of these Terms and Conditions shall not be construed as a waiver of such provision or of the right of the party thereafter to enforce such provision.
20.3 The following provisions of these Terms and Conditions shall survive after termination or expiration of these Terms and Conditions: Article 6 (Intellectual Property Rights), Article 9 (No Warranty), Article 10 (Limitation of Liability), Article 11 (Indemnity), Article 12 (Data Privacy), Article 13 (Cessation of Use), Article 14.3 through 14.6 (Termination by Yamaha), Article 19 (Governing Law and Dispute Resolution), and Article 20 (Miscellaneous).
20.4 If any provision of these Terms and Conditions is held invalid or unenforceable, wholly or in part, the validity or enforceability of other provisions shall not be affected thereby. The invalid or unenforceable provision shall be deemed replaced by such valid and enforceable provision which serves best the economic interest of the User and Yamaha that was originally pursued by the invalid or unenforceable provision.
21.6 Exhibits attached to these Terms and Conditions shall form an integral part of these Terms and Conditions.
21.7 The headings and numberings of the paragraphs of these Terms and Conditions are inserted as a matter of convenience and shall not affect the construction of these Terms and Conditions.
21.8 English shall be the governing language of these Terms and Conditions. Any version in any other language is for convenience purpose only.