Date of latest amendment 20th April 2018
The Terms of conditions (hereinafter referred to as the “Terms”) set forth the matters to be observed by the Registered Users as well as the rights and obligations of Bell Wood Ltd. (hereinafter referred to as the “Company”) and the Registered Users with respect to the use of the sale or purchase of Crypt currency and other related service provided by the Company. Every user desiring to register for the service will be required to read through the entire text of the Terms carefully before agreeing thereto.
- Any person who desires to use the Service (hereinafter referred to as the “Applicant”) may apply to the Company for registration as a user of the Service by agreeing to abide by the Terms and providing the Company with the information required by the Company (hereinafter referred to as the “Registration Information”) in a manner specified by the Company.
- The Applicant he/she was not in the past, is not in the present and will not in the future be any of the following:
- Anti-social forces (hereafter defined as gang groups, gang members, quasi gang members, gang-related companies, corporate extortionists, political racketeers, organized crime syndicates, and/or other similar entities); or
- Involved in anti-social forces in any manner including but not limited to cooperation or engagement in the maintenance, operation, and/or management of anti-social forces through funding or any other method.
- The acceptance or rejection of applications for the registration will be determined by the Company in accordance with the criteria established by the Company. The registration of an Applicant as a Registered User shall be deemed to have been completed when the Company issues to the Applicant a notice stating that the application has been accepted. The Company is not obligated to disclose details regarding the application review process, even in the event that the Applicant was rejected. Furthermore, the Company is under no obligation to return documents, etc. received from the Applicant.
- The completion of the registration under Article 3.3 constitutes the execution of the Service Agreement between the Registered User and the Company with respect to the use of the Service in accordance with the provisions of the Terms, whereby the Registered User shall be entitled to use the Service in such a manner as specified by the Company from the date of the completion of the registration.
- The Company may reject the registration if:
- the Registration Information submitted to the Company contains, in whole or part, false or erroneous statements or omissions;
- the Applicant is a minor, an adult ward, a person under curatorship or a person under assistance, and has not obtained the necessary consent of his/her respective legal representative, guardian, curator or assistant;
- the Company determines that the Applicant is or was in the past 5 years a member of antisocial forces (meaning gang groups, gang members, right-wing groups or other similar entities; the same shall apply hereinafter), or the Company determines that the Applicant is or was in the past 5 years associated with or involved in antisocial forces in any manner such as cooperating or engaging in maintenance, operation, management of antisocial forces through funding or any other method;
- the Company determines that the Applicant is committing or has commit any of the acts entailed in Articles 8 or 12;
- the Applicant resides in a country or region where the Service is not being provided, or in the event that the Applicant meets certain conditions outlined at the Company's discretion; or
- the Company otherwise determines that the registration would be inappropriate.
Changes in Registration Information
- In the event of any change in the Registration Information, the Registered User shall promptly notify the Company of such change in accordance with the procedure specified by the Company and submit to the Company the required information.
- The Registered User shall, without fail, notify the Company in writing if he/she is or becomes a PEP (politically exposed person) or relative of a PEP.
Management of Password and User ID
- The Registered User shall be fully responsible for the settings, security and safekeeping of his/her password (hereafter defined as including but not limited to login password, API secret, privacy key, authentication code, security code, etc.) and user ID (hereafter including but not limited to his/her login ID, account ID, API key, etc.) and the Registered User shall not cause or permit any third party to use the password or user ID nor shall it loan, assign, or cause to be owned in the name of another person or to be sold or purchase the password or user ID or otherwise cause the password or user ID to be an object of any activity similar to the foregoing.
- The Registered User shall be responsible and liable for any damage incurred by the Registered User as a result of inadequate management, wrong or improper use, leakage, fraudulent use or the use by a third party of the password or user ID. In no event shall the Company be responsible or liable for such damage. Regardless of whether or not the user ID and password were input by the Registered User, the Company will not bear any responsibility for direct or indirect losses incurred following identity verification by the Company using a matching user ID and password combination. This includes cases in which user IDs and/or passwords are stolen from third-party services such as email clients being used by the Registered User.
- In cases where the password or user ID is found to be stolen or used by a third party, the Registered User shall immediately notify the Company to that effect and follow the instructions provided by the Company.
- The Registered User shall pay to the Company the fee for the Service (hereinafter referred to as the “Fee”) specified in the list of Fees by the Company.
- In the event that the Registered User fails to pay the Fee, the Registered User shall pay to the Company 14.6% per annum of the unpaid amount as default interest.
- If the Registered User does not pay the necessary payment or fee by the due date specified by the Company and the obligation of the Registered User to the Company remains, the Company shall be able to offset the obligation or any claim the Registered User has to the Company or any other claim without prior notice, regardless of the deadline of the claim. In doing so, the Company may, at any time and without prior notice, cancel payout of the Registered User's Virtual Currency, cancel the order, dispose of holding assets, settle the open interest by countertrading, exchanging currency at the Company's arbitrary rate, etc. as judged necessary by the Company. The Company shall assume no responsibility for any losses, etc. caused by offsetting and/or this process.
Use of the Service
- During the period of valid registration as a Registered User, the Registered User shall have the right to use the Service in such a manner as directed by the Company in accordance with, and within the scope of, the Terms. Upon use of this Service, the Applicant confirms that he/she has carefully read and reviewed the terms and conditions of the Terms as well as the written explanations and information regarding risks provided on the Company's website, and the Applicant confirms that he/she understands the contents (including the purchase/sale of Virtual Currency), the workings, and the risks related to using this Service.
- The Registered User shall, with its own costs and responsibilities, prepare and maintain computers, software and other devices, and telecommunication lines and other communication environments which are necessary to use the Service.
- The Registered User shall, with its own costs and responsibilities, prepare and maintain security systems suitable for the Registered User’s environment for use of the Service to avoid computer virus attacks, unauthorized access, information leakage, etc.
- The followings are the terms and conditions applied to sales in the Market.
- Registered Users may place an order of sale or purchase of virtual currency in such a manner as directed by the Company. The price of the sale or purchase of virtual currency shall be determined in such a manner as set forth by the Company, and the Registered User shall make no claim against such price. The Company does not guarantee the completion of any attempted sale or purchase of Virtual Currency.
- The sales agreement of virtual currency between the Registered User and the Company shall be deemed to be entered into when the price is determined pursuant to the preceding paragraph. The Registered User shall in advance agree to be bound by the terms and conditions as of the effective time of the sales agreement, and not to cancel thereafter.
- The usage conditions concerning the deposit of Virtual Currency and the payout of Virtual Currency from Registered Users' accounts are as follows.
- The Registered User shall be entitled to deposit Virtual Currency into his/her account in a manner prescribed by the Company for the purpose of using this service. Virtual Currency will be considered deposited only after the Company has confirmed its receipt, not upon completion of transfer or other procedures taken by the Registered User. In addition, the Registered User is solely responsible for any transfers and/or deposits of currencies, tokens and/or other formats not supported by the Company ("Unsupported Currency") without prior consent from the Company. In the event that an Unsupported Currency is sent to the Registered User's account, the Company may or may not return all or part of the Unsupported Currency, and the Company may collect handling fees. The sending, depositing, and returning of Unsupported Currency puts one at risk of loss of assets. The Company waives all liability for damages that Registered Users sustain due to the above.
- In response to the Registered User's request, the Company shall withdraw Virtual Currency from the Registered User's account according to the method prescribed by the Company. The Registered User designates a withdrawal destination or a sending destination at his/her own risk, and when the Company withdraws Virtual Currency in accordance with the instructions of the Registered User, the Company assumes no responsibility for the Virtual Currency and bears no responsibility for the accuracy and validity of the destination information provided by the Registered User.
- In the event of a change in the structure of a blockchain such as a hard fork or chain split, or in the event of an occurrence such as an airdrop, whether or not to take response measures and what measures to take will be at the discretion of the Company. The Company does not bear any liability in the event that a Registered User or a third party incurs losses or damages as a result of the defects, alteration, or lack of measures taken by the Company.
- Once the Company has obtained the Registered User's consent (including comprehensive consent), the Company may borrow Virtual Currency without placing any collateral to the Registered User.
- The Registered User shall be prohibited from engaging in any of the following activities with respect to the use of the Service:
- to perform any act which would infringe any Intellectual Property Rights or portrait rights of the Company, other users of the Service or other third parties (including any act which raises such infringement directly or indirectly);
- to take part in the unauthorized commercial use or reproduction of any and all intellectual property, copyrights, names and likenesses that the Company holds the rights to;
- to perform any act which would infringe any privacy rights, credits, or other rights or interests of the Company, affiliated companies, others related to the Company, other users of the Service or other third parties (including any act which raises such infringement directly or indirectly);
- to conduct criminal acts, including the acts of initiating or soliciting fraudulent activity, the purchase or sales of illegal goods or services, and the transfer or use of profits gained through crime;
- to perform an act associated with a criminal act, or an act against public order and good morals;
- to transmit information related to relationships with people;
- to solicit to other Registered Users by distributing advertisements and the likes (except in cases when the Company approves);
- to perform any act which violates any law or regulation, or the internal rules of the entity of which the Company or the Registered User is a member;
- to engage in or attempt the duplicate assignment of Virtual Currency;
- to transmit information containing computer viruses or other harmful computer programs or to destroy or obstruct the system, server, network, or other functions managed by the Company, or to perform any act that places an unnecessarily excessive burden on any of the aforementioned items;
- to exploit errors, bugs, security loopholes, or other defects found in any of the systems, servers, or networks related to the Service or managed by the Company;
- to modify information which can be used for the purpose of the Service;
- to transmit through the Service data the volume of which is larger than the size of data specified by the Company;
- to perform any act which is likely to interfere with the operation of the Service by the Company;
- to deliberately steal the assets of registered users, the Company, or affiliated companies, through replay attacks, etc.;
- to disseminate rumors or non-factual information, or to commit an act of fraud, extortion or blackmail, that may defame the reputation of the Company;
- to create multiple accounts by the same person;
- to engage in the sharing of an account with multiple persons, or to permit a third party other than the Registered User to use the account;
- to open or try to open an account with the name of another person (including a fictional character), or to provide false information in full or in part to the Company upon account registration;
- to provide services (including but not limited to the trade, transfer or payment of Virtual Currency and the distribution of price information) that are the same or similar to this Service to third parties based on information, etc. obtained through use of the Service; to use such information, etc. obtained through the Service for commercial purposes such as providing services, goods, etc. to third parties; and/or to allow subsidiaries or other third parties to engage in any of the aforementioned acts. However, cases in which prior written consent has been received from the Company are exceptions to the above;
- to allow a third party other than the Registered User himself/herself to send/from the Account, except in cases when doing so has been explicitly permitted by the Company in advance; or
- to perform any other acts determined by the Company to be inappropriate.
- In cases where the Company determines that the act of the Registered User falls or is likely to fall under any of the items of Article 8.1, the Company may, at its sole discretion, delete all or part of such information transmitted by the Registered User, suspend or cancel the account of the Registered User or confiscate virtual currency (in cases where virtual currency has been exchanged into other currency, the Company may confiscate the amount of the currency calculated by the exchange rate determined by the Company) owned by the Registered User without any prior notice to such Registered User. In such case, the Company shall not be obligated to return any documents, etc., received from the Registered User. The Company shall in no event be responsible or liable for any damage incurred by the Registered User as a result of an action taken by the Company pursuant to this Article 8.2.
- The Company may invoice penalty fees to the Registered User in the event that he/she has committed one or more of the acts outlined in Article 8.1.
Discontinuation or Suspension of the Service
- In the event of any of the following circumstances, the Company shall reserve the right to permanently discontinue or temporarily suspend all or part of the use of the Service for all or some users without prior notice to the Registered User:
- When the Company conducts scheduled or unscheduled inspections or maintenance of the computer systems relating to the Service;
- When a computer or telecommunications network ceases to operate or function as a result of an accident;
- When the operation of the Service becomes difficult due to fire, power failure, natural disaster, war, political change, strikes, changes in laws or regulations, etc., sudden changes in the state of fiat or Virtual Currency or any other cause of force majeure;
- When the Company’s property is stolen, etc. by way of hacking or other methods;
- When troubles of the evaluating system or any other system necessary for the provision of the Service occur;
- When the Company inspects unauthorized usage of an account, etc.;
- When the Company determines that it is necessary to conduct investigations based on laws or government regulations, internal regulations by industry organizations to which the Company or the Registered User belongs, or the Company's internal rules;
- When the Company determines or suspects that any Virtual Currency in the Account is related to profits gained through crime;
- When the liquidity of Virtual Currency significantly declines;
- When, pursuant to a blockchain split such as a hard fork, or other changes to blockchain specifications, etc., the Company decides to cease handling of a virtual currency in whole or in part;
- When the Company deems that provision of the Service cannot continue due to changes in laws, policy, social conditions, etc.; or
- When for any other reason the Company determines that the discontinuation or suspension will be necessary.
- The Company may, in its discretion, terminate the provision of the Service. In this case, the Company gives prior notice to the Registered User.
- The Company may terminate the provision of the Service depending on the inventory status of the virtual currency of the Company without any prior notice to the Registered User.
- The Company shall not be responsible or liable for any damage incurred by the Registered User as a result of any action taken by the Company in accordance with this.
Warning for Downloading, etc.
In cases where at the commencement of or during the use of the Service the Registered User installs software or programs from the Website into his/her computers by way of downloading or other means, the Registered User shall exercise due care in order to prevent the loss or alteration of the information held by it, or any fault or damage to his/her equipment. The Company shall in no event be responsible or liable for such loss or damage incurred by the Registered User.
Ownership and Intellectual Property Rights
- All ownership rights and Intellectual Property Rights in and to the Service and the Website shall vest in the Company or its licensors, and the use of the Service permitted through the registration under the Terms shall not be construed as granting any license with respect to the Website or the Service under any Intellectual Property Rights held by the Company or its licensors. The Registered User shall not, for any reason whatsoever, perform any act which would infringe any Intellectual Property Rights of the Company or its licensors, including, without limitation, disassembling, decompiling, or reverse engineering.
- The Registered Users shall grant to the Company the non-exclusive, sublicensable and royalty-free license to copy, reproduce, modify or otherwise use in all forms the texts, graphics, videos and other data uploaded or transmitted in the Website or the Service by the Registered User.
- The Company may suspend temporarily the use by the Registered User of the Service or cancel the registration of the Registered User without any prior notice if:
- the Registered User violates any provision of the Terms or the Company determines that there is such a risk;
- the Registration Information is found to contain false information;
- the Registered User uses or attempts to use the Service for such purposes or in such a manner as would cause damage to the Company, other Registered Users or other third parties or the Company determines that there is such a possibility based on inquiries, reports or statements, etc. from public agencies, self-regulatory organizations, and/or other third parties;
- the Registered User interferes with the operation of the Service by any means;
- payment by the Registered User is suspended, or the Registered User becomes insolvent, or an application for a proceeding for bankruptcy, civil rehabilitation, corporate reorganization, special liquidation, or other similar proceedings is instituted with respect to the Registered User;
- the Registered User dishonors any note or check issued or accepted by it;
- a petition is filed against the Registered User for attachment, provisional attachment, provisional disposition, judicial enforcement or an auction sale;
- necessary payments, fees, etc. are not paid by the date specified by the Company;
- the Registered User becomes subject to the procedures for tax delinquency;
- the Registered User dies or is subject to an order for the commencement of guardianship, curatorship, or assistance;
- the Registered User has not used the Service for a period of three (3) months or more, and has not responded to any communication from the Company;
- the Registered User communicates with the Company or the Company’s employees in an overbearing manner by means of telephone, fax, e-mail, message or other communication tools;
- the Company is required or requested to do so by public agencies, self-regulatory organizations, etc.; or
- the Company determines for any reason that the continuation of the registration of the Registered User would be inappropriate.
- In cases where the Registered User falls under any of items of Article 12.1, any and all monetary debt of the Registered User to the Company shall become forthwith due and payable, and the Registered User shall immediately pay such monetary debt.
- The Company shall in no event be responsible or liable for any damage incurred by the Registered User as a result of any action taken by the Company in accordance with the provisions of this Article 12.
- The Registered User may cancel his/her registration as a Registered User by sending with fourteen (14) days prior notice a request of cancellation of the registration to the Company in accordance with the procedures specified by the Company.
- In the event of account cancellation, after an account is cancelled, the timing of balance settlement shall be at the Company's discretion and will not require prior notice to or consent from the Registered User. Furthermore, at the time of account cancellation, the Company will refund in Japanese yen the withdrawal fee and the account balance less the deficit and other miscellaneous expenses (specified in the next article) to the applicable Bank Account. However, this only applies if there is an authenticated Bank Account registered to the account at the time of cancellation, a withdrawal fee occurs upon settlement, and the account balance exceeds the deficit and miscellaneous expenses.
Disclaimer and Limitation of Liability
- The Company makes no warranty and does not assume any liability, including, without limitation, warranty against defects, other related service, or the value, function, stability, availability and usage of virtual currency. Except as expressly provided for in the Terms, the Company makes no other warranties to the Registered User even in cases where the Registered User has acquired from the Company, directly or indirectly, any information concerning the Service or other Registered Users.
- The Company provides the service which provides a place where Registered Users may exchange virtual currency with each other, and the Company is not obliged to establish sales agreements. Therefore, the Company shall not be responsible or liable for the damage incurred by the Registered User resulting from failure of establishment of a sales agreement or invalidity, rescission, cancellation or any other event which interrupts establishment or validity of the sales agreement between the Registered Users. The Company shall assume no responsibility if, as a result of an input error and/or other such actions by the Registered User; the breakdown or failure of transmission and/or system equipment of the Registered User, the Company, or a third party; a system error or other issues in operational status; a natural disaster; a cyberattack; or any other cause, the Company suspends or restricts all or part of the Service, the Registered User's orders becomes invalid, an unintentional execution results or no execution is made, execution of the Registered User's order is delayed, or an unintentional order is executed. The Registered User shall take full responsibility when using the Service and the Company's website.
- The Registered User shall investigate at his/her own expense and responsibility to determine whether or not his/her use of the Service will violate any law or regulation applicable to the Registered User or the internal rules of the entity of which the Registered User is a member, and the Company makes no warranty that the use of the Service by the Registered User will comply with the laws and regulations applicable to the Registered User and the internal rules of the entity of which the Registered User is a member.
- The Registered User shall, with his/her full responsibility, treat and resolve all transactions, communications, disputes, etc. in connection with the Service or the Website which arise between the Registered User and other Registered Users or other third parties. In no event shall the Company be responsible or liable for them.
- The Registered User is deemed to have consented that a transaction may not complete as intended due to the type of order, market conditions, or other factors. The Company waives all liability for damages sustained by a Registered User or any third party through the results of a transaction.
- In no event shall the Company be responsible or liable for suspension, discontinuation, unavailability or modification of the Service caused by the Company, deletion or loss of any message or information from the Registered User, cancellation of the registration of the Registered User, loss of data or failure of or damage to equipment through the use of the Service, or any other damage incurred by the Registered User in connection with the Service.
- Even if the Website contains links to and from other websites on the Internet, the Company shall not, for any reason, be responsible for any websites other than the Website or any information obtained therefrom.
- The Company shall be able to arbitrarily carry out regulations or restrictions on transactions in the interest of laws and regulations, security, or to prevent/investigate irregular/illegal transactions, etc., and the Company shall not be liable for any losses or damages caused directly or indirectly by doing so.
- If the Company rationally decides for any reason, such as system anomaly, that the displayed price is an error or abnormal value (e.g. it significantly diverges from prevailing market prices or is based on unfair price formation) the offer price can be invalidated and the Registered User's agreement based on the displayed price can be cancelled. The Company shall assume no liability for any directly or indirectly resulting loss or damages.
- The Company may cancel the agreement caused by a system malfunction with respect to virtual currency in the Service. In no event shall the Company be responsible or liable for the damage incurred by the Registered User resulting from such cancellation or any other matter related to the Service.
- In no event shall the Company be responsible or liable for damage incurred by the Registered User caused by future amendment of the law, cabinet order, regulation, ordinance, order, circular notice, prefectural ordinance, guideline or other rule (collectively, the “Law”) or future amendment of applicable taxation system including the same for consumption tax.
- If future amendment of the Law or applicable taxation system including the same for consumption tax has retroactive effect, the Company shall not be responsible or liable for the damage incurred by the Registered User caused by such retroactive effect.
Resolution of Disputes and Indemnity
- The Registered User shall indemnify and hold harmless the Company from and against any damage incurred by the Company as a result of any breach by the Registered User of any provision of the Terms or resulting in connection with the use by the Registered User of the Service.
- In no event shall the Company be responsible or liable for the damage incurred by the Registered User in connection with the Service. Even if the Company is responsible or liable, regardless of provisions disclaiming liabilities of the Company such as this Article 14.2, for the damage by the application of Consumer Contract Law of Japan or other reasons, the responsibility and liability of the Company for the damage is limited to the total amount that the Company receives actually from the Registered User during the last one (1) month before the date on which the cause of such damage occurs.
- For the purposes of the Terms, “Confidential Information” means any and all information related to technology, business, operation, finance, organization, etc. of the Company which may be provided or disclosed by the Company to, or come to the knowledge of, the Registered User in connection with the Terms or the Service in writing, orally or in storage media, etc., but excluding information (1) which is generally available to the public or known to the Registered User at the time when the information is provided or disclosed by the Company to or comes to the knowledge of the Registered User; (2) which becomes publicly known through publication or otherwise without fault of the Registered User after the information is provided or disclosed by the Company to or comes to the knowledge of the Registered User; (3) which the Registered User has lawfully acquired without any obligation of confidentiality from a third party authorized to provide or disclose the information; (4) which the Registered User has developed independently of the Confidential Information, or (5) which is confirmed by the Company in writing to be excluded from the obligation of confidentiality.
- The Registered User shall use the Confidential Information of the Company solely for the purpose of using the Service hereunder, and shall not provide, disclose or divulge the Confidential Information of the Company to any third party without the Company’s prior written consent.
- Notwithstanding the provision of Article 15.2, the Registered User may disclose the Confidential Information of the Company when such disclosure is required by law or by an order, requirement or request of a court or governmental authority; provided, however, that such order, requirement or request shall be promptly notified to the Company by the Registered User.
- At any time upon request of the Company, the Registered User shall promptly return to the Company or destroy the Confidential Information of the Company and the documents or other storage media containing or including the Confidential Information along with all reproductions thereof in accordance with the instructions of the Company.
The Service Agreement shall become effective on the date of the completion of the registration pursuant to Article 3 in respect of the Registered User, and remain in force and effect between the Company and the Registered User until the termination of the registration during the provision of the Service.
Amendment and Changes to Terms, etc.
- The Company reserves the right to make amendments or changes to the contents of the Service without restriction.
- The Company reserves the right to make amendments or changes to the Terms (including, without limitation, the rules and regulations concerning the Service which may be posted on the Website; the same shall apply hereinafter in this Article). In the event of any amendment or change to the Terms, the Company shall notify the Registered User to that effect. If the Registered User uses the Service, or fails to take steps to cancel the registration within the time specified by the Company after the notice set forth above, the Registered User shall be deemed to have agreed to such amendments and changes made to the Terms.
- Any inquiries with respect to the Service or other communications or notices from the Registered Users to the Company, or the notices concerning any amendment to the Terms or other communications or notices from the Company to the Registered User shall be made in accordance with the procedures specified by the Company.
- Cancellation of Registered Users shall be made in accordance with the Terms.
Assignment of Terms
- The Registered User shall not assign, transfer, grant security interests on or otherwise dispose of his/her status under the Service Agreement or rights or obligations under the Terms without the prior written consent of the Company.
- In cases where the Company has assigned business regarding the Service to a third party, the Company may, as part of such assignment of business, assign to the third party assignee all or part of its status under the Service Agreement, its rights and obligations under the Terms, and the Registration Information and other information relating to the Registered User, and the Registered User hereby agrees to such assignment in advance. For the purposes of this Article 20.2, the assignment of business referred to above shall include, in addition to the usual form of assignment of business, split of the Company or any other form of restructuring of the Company which would result in a transfer of the business.
If any provision of the Terms or part thereof is held to be invalid or unenforceable under the Consumer Contract Law of Japan or other laws or regulations, the remaining provisions hereof shall remain in full force and effect, and the Company and the Registered User shall endeavor to agree to an amendment thereof to the extent necessary to make such invalid or unenforceable provision or part thereof legally operative in order to achieve the same purpose and same legal and economic effect as originally contemplated by such invalid or unenforceable provision or part thereof.
Resolution Through Discussion
Any matters not provided for in the Terms or those giving rise to any doubts with respect to the interpretation of the Terms shall be promptly resolved through good faith discussions between the Company and the Registered User.