Please read these Terms and Conditions (the “Terms”) carefully. By using this website (the “Site”) operated by Aculys Pharma, Inc. (“ACULYS,” “we,” “our” or “us”), you as a user accept the Terms. If you do not accept the Terms, do not use this Site.

Your use of the Site is conditioned on your acceptance of and compliance with the Terms. The Terms apply to all those who access or otherwise use the Site (“Users,” “you” or “your”).

We may, at our sole discretion, change the Terms from time to time. Please check this page regularly to ensure that you are familiar with the current version of the Terms. By your continued use of the Site after publication of the revised Terms, you accept the revisions to the Terms. If you do not accept the revised Terms, please stop using the Site.

 

Article 1. Application
The Terms are intended to set forth the right and obligation relationship between ACULYS and you concerning the use of the Site, and shall apply to any relationship associated with such use between the two.

 

Article 2. Acceptance of Terms
By your use of the Site, you accept the Terms.

 

Article 3. Changes to Terms

1. We may, without the consent of Users, revise the Terms at any time.
2. If the Terms are to be revised, we will so notify you in a reasonable manner, for example, by posting a prominent announcement on the Site.
3. Any revision to the Terms shall become effective when we give notice pursuant to the preceding paragraph.

 

Article 4. Handling of Personal and Other Information

Personal information and User information shall be properly handled in accordance with the Privacy Policy (* link to the relevant page) separately established by ACULYS.

 

Article 5. Precautions for Use of Site

1. The Site and the general terms, features and functionality of any characters, still images, videos, codes, etc. contained therein (“Content”) are and will remain the exclusive property of ACULYS and protected by the copyrights, trademarks or any other intellectual property rights owned by us or the third parties that have granted licenses to use the materials or provided services to us. The Terms do not grant you any right or license concerning such intellectual property in any manner. You agree not to transfer, license, copy, reproduce, modify, republish, transmit, edit, adapt, create derivative works from, distribute or otherwise make unauthorized use of any such intellectual property from the Site without our prior express written permission. You also agree not to reverse-engineer, decompile, disassemble or otherwise attempt to extract or discover the source code of the Site or any part thereof, except as and only to the extent expressly permitted by applicable laws.
2. You can freely access the Site but any use other than access (such as reproduction, modification, upload, display, broadcast, distribution, licensing, sale or publication, whether for commercial or non-commercial purposes) is not permitted without the prior written consent of ACULYS. If we find any inappropriate use after our prior consent is given, we may revoke permission.

Article 6. Disclaimer

1. We do not warrant in any manner that the information contained in the Site or any other websites linked therefrom is accurate, up-to-date, reliable or complete. It shall be your sole responsibility to evaluate the risks and benefits associated with the use of the Site or any services provided thereon or any other websites linked therefrom.
2. The content of the Site may contain forward-looking statements. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions that are difficult to predict the timing, extent, likelihood and degree of occurrence. Therefore, actual results and outcomes may materially differ from what may be expressed or forecasted in such forward-looking statements. Furthermore, we undertake no obligation to update, amend or clarify forward-looking statements, whether as a result of new information, future events or otherwise.
3. The Site and all related content, services and information are provided on an “AS IS” and “AS AVAILABLE” basis. The Site is provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, non-infringement or course of performance.
4. ACULYS, its affiliates and licensors do not warrant that (i) the Site will function uninterrupted or error-free or will be secure or available at any particular time or location, (ii) any errors or defects in the Site will be corrected, (iii) the Site is free of viruses or other harmful components or (iv) your requirements will be met as a result of the use of the Site.
5. We will be neither involved in nor responsible for your environment to use our site.
6. We do not warrant that the Site is compatible with all the information terminals, and you acknowledge in advance that the Service may fail to function as a result of a version upgrade of the operating system of the information terminal used for the Service or the like. We do not warrant that such failure will be eliminated by the program modification or the like that we may make in response thereto.
7. We will not be liable for any damage caused by any change, interruption or discontinuation of the content of the Site.
8. We will not be liable for any damage that you may directly or indirectly incur as a result of your use of the Site.
9. We will not be liable for any loss of opportunity, business interruption or any other damages (including indirect damage and lost profits) even if we have been advised of the possibility of such damages.
10. Paragraphs 7 through 9 of this Article will not apply to the case where such damages are caused by a willful act or gross negligence on the part of ACULYS or where you are a consumer under the Consumer Contract Act; provided, however, that we shall not be liable for any damage that you may incur due to our negligence (except gross negligence) if such damage arises from special circumstances.
11. We shall not be responsible for any dispute or trouble between you and another User. Any trouble between you and another User shall be solved under the responsibility of you and such User, and you shall not make any claim against us.
12. If you cause damage to another User or are involved in a dispute with a third party, in connection with your use of the Site, you shall, at your expense and under your responsibility, compensate the damage or resolve the dispute and shall not cause any trouble or damage to us.
13. If a third party demands compensation for damage or the like from us due to your action, you shall solve the problem at your expense (attorneys’ fees) and under your responsibility. If we pay compensation for the damage to the third party, you shall reimburse us for the compensation and any other costs including attorneys’ fees and lost profits.
14. If you cause damage to us in connection with your use of the Site, you shall compensate us for the damage including legal costs and attorneys’ fees at your expense and under your responsibility.

 

Article 7. International Use
We make no warranties that the materials on the Site are available or appropriate for use outside Japan. If it is illegal or prohibited to access or use the Site in the country where you live, then you should not do so. If you choose to access the Site outside Japan, you will do so on your own initiative and will be responsible for the compliance with all local laws and regulations.

 

Article 8. Limitation of Liability
In no event will ACULYS’s directors, officers, employees, partners, members, agents, licensors or suppliers be liable for any indirect, incidental, special, consequential or punitive damages, including without limitation, loss of profits, data, use or goodwill, or other intangible losses, resulting from (i) your access to or use of or inability to access or use the Site, (ii) any conduct or content of any third party on the Site, (iii) any content obtained from the Site, and (iv) your transmission or unauthorized access, use or alteration of content, whether based on warranty, contract, tort (including negligence) or any other legal theory, even if the relevant party has been advised of the possibility of such damages or if a remedy set forth herein is found to have failed to achieve its essential purpose.

 

Article 9. Indemnity
To the maximum extent permitted by law, you agree to indemnify, defend and hold harmless ACULYS and its directors, officers, employees, partners, members, agents, licensors and suppliers (the “Indemnitees”) from and against all third-party complaints, lawsuits, claims, losses, damages, costs, liabilities and expenses (including, but not limited to, reasonable attorneys’ fees) due to, arising out of, or relating in any way to (i) your access to or use of the Site and (ii) your breach of the Terms, unless caused by the relevant Indemnitee’s misrepresentation, gross negligence, willful misconduct or fraud.

 

Article 10. Prohibited Conduct
In connection with your use of the Site, we forbid you to:

（1）infringe on our or third parties’ intellectual property right;
（2）defame, discredit, unjustly discriminate against, slander or libel us or third parties;
（3）engage in an activity that compromises or may compromise our or third parties’ property;
（4）cause economic damage to us or third parties;
（5）threaten us or third parties;
（6）use or trigger a computer virus or harmful program;
（7）place undue stress on the infrastructure equipment for the Service;
（8）attack the server, system or security of the Site;
（9）attempt to access our service by means other than the interface provided by us;
（10）engage in an activity that is against the applicable laws and regulations, public policy or internal rules of the industry organization to which the service provider or you belong;
（11）commit a crime-related act; or
（12）engage in any other activity deemed by ACULYS to be inappropriate.
If we find that you have breached any of the prohibitions above, we may suspend your use or take any other necessary action at our sole discretion.

 

Article 11. Suspension of Provision of Site and Service, etc.

1. We may suspend or interrupt the provision of the Site and the Service in whole or in part without prior notice to you if we determine that:
   （1) we will perform maintenance or make an update of the system or the like associated with the Site or the Service;
   （2）it has become difficult to provide the Site due to an earthquake, lightning strike, fire, power failure or any other force majeure event;
   （3）a computer or communication line or the like has stopped due to an accident; or
   （4）the service provider has concluded that it is difficult to provide the Site or the Service for any other reason.
2. We may discontinue the provision of the Site and the Service for our own convenience.
3. We shall not be liable for any loss or damage that you or third parties may incur due to the suspension or interruption of the provision of the Site.
4. Upon suspension or interruption by us of the provision of the Site, your right to use the Site will immediately cease to exist. Articles [XX, YY …] of the Terms will survive any expiration or termination of the Terms.

 

Article 12. No Warranty

1. We make no warranty, express or implied, that: the Site or the Service fits for your particular purpose; has the functionality, commodity value, accuracy, usefulness, reliability, completeness or security that you expect; complies with the laws and regulations or internal rules of the industry organization, etc., which are applicable to you; remains available on an ongoing basis; is free of defects, errors and bugs; does not infringe your or a third party’s right; and does not cause any problem.
2. Even if we collaborate with an external social networking service (SNS) provider or any other third-party service provider, the service provider does not warrant the potential or continuity of the collaboration and makes no warranty that your use of the Site and the Service will not violate the terms of use of the external service provider. You should comply with the terms of use of the external service provider at your own expense and under your own responsibility.

Article 13. Third-party Content and Links to Other Web Sites

The Site may contain content created by third parties and links to third-party web sites or services that are not owned or controlled by us.
We have no control over, and we assume no responsibility for, the content, privacy policies, or practices of any third-party content or third-party web sites or services. You acknowledge and agree that we will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such third-party content or third-party web sites or services. You should read the terms and conditions of use and privacy policies of any third-party web sites or services that you visit.

 

Article 14. Use of Cookies

1. The Site may use cookies for advertising delivery or web analytics purposes. Cookies are small blocks of data sent from the web server to your web browser and some cookies are to be stored on the hard disk of your personal computer as a file. Information on your computer, the date and time of your last visit to the site, frequency of visits and other information can be stored in cookies but they are personally unidentifiable information to ensure anonymity. With the use of cookies, third-party delivery service providers may deliver personalized advertisements to you.
2. By changing the setting on your browser, you may also refuse to accept cookies. In this case, it is possible to use the Site, but it may not be possible to use some of the functions. In addition, you may disable the cookies used by third-party delivery service providers for the delivery of personalized advertisements on their websites. Please see the relevant provider’s website or the like.

 

Article 15. How to Contact Us
If you wish to contact us or have questions about the Service, please submit the inquiry form or send e-mail to us at info@aculys.com.

 

Article 16. Governing Law and Jurisdiction

1. The validity, interpretation, construction and performance of the Terms shall be governed by and interpreted and construed in accordance with the laws of Japan.
2. We and you agree that the Tokyo Summary Court or the Tokyo District Court, whichever is more applicable to the jurisdictional amount, shall have exclusive original jurisdiction over any controversy, lawsuit or other dispute between us and you or the like.

 

The Terms were last updated on March 30, 2023.