Navitime’s navigation services “JOURNEY PRO CONNECT” (collectively referred to as the “Service(s)”) shall be provided to you in accordance with the terms and conditions (referred to as the “Terms”) specified by Navitime. “Navitime” means NAVITIME JAPAN Co., Ltd., whose principal place of business is at Minami-aoyama Tokyu Bldg., 3-8-38, Minami-aoyama, Minato-ku, Tokyo 107-0062, Japan.
The Terms form a legally binding agreement between you and Navitime in relation to your use of the Services. In order to use the Services, you must first agree to the Terms. You may not use the Services if you do not accept the Terms. The Terms shall be deemed to have been accepted by you, if you start to use the Services.
You represent that you are of legal age and have the capacity to accept these Terms and enter into a binding agreement with Navitime.
1. Provision of the Services
| 1.1 | The Services shall consist of route search services, transit search services and other current services that are selected by Navitime. |
| 1.2 | The Services shall be provided to certain cellular phones, personal computers or other devices (collectively referred to as the “Devices”) through web sites controlled or operated by Navitime; provided, however, that the Devices to which the Services are provided shall be determined and specified by Navitime at its sole discretion. |
| 1.3 | You acknowledge and agree that Navitime may modify all or any part of the Services, including the content, form or nature thereof, from time to time without notice to you and at Navitime’s sole discretion, regardless of cause. |
| 1.4 | Navitime reserves the right to discontinue the Services. You acknowledge and agree that Navitime may suspend or stop, permanently or temporarily, providing all or any part of the Services without notice to you and at Navitime’s sole discretion, regardless of cause. |
| 1.5 | Navitime reserves the right to change the interface that is provided by Navitime to access the Services (referred to as the "Interface") remotely, at any time, without notice to you. |
2. Use of the Services
| 2.1 | The Services shall be valid for the term described in the application download screen for the Service in each application software store from when the Services are first used. You may extend the term of the Services for an additional term when the term of the Services expires. | |
| 2.2 | You may only use the Services for your personal and non-commercial purposes. Use for commercial purposes, whether for yourself or any third party, is strictly prohibited. | |
| 2.3 | YYou agree to use the Services for purposes that are permitted by these Terms and any applicable laws, regulations or generally accepted practices or guidelines in the relevant jurisdictions. | |
| 2.4 | You shall not: | |
| (a) |
Use the Services for any illegal or unauthorized purpose; |
|
| (b) | Copy, reproduce, distribute, publish, transmit, rent, lease, sub-license, sell, assign, market, modify, translate, adapt or make derivative works from, in whole or in any part, the Services or the information, data, text, sound, photographs, graphics, software or other materials (collectively referred to as "Content(s)" ) that are provided or made available through the Services; | |
| (c) | Reverse engineer, decompile or disassemble the Contents; | |
| (d) | Remove or alter any copyrights, trademarks or other proprietary rights notices contained in or on the Contents and/or the Services; | |
| (e) | Interfere with or disrupt the Services or networks connected to the Services; | |
| (f) | Restrict or inhibit any other user from using the Services; or | |
| (g) | Defame, abuse, harass, threaten or violate any legal right of Navitime or others. | |
| 2.5 | You agree not to access the Services by any means other than through the Interface. You specifically agree not to access the Services through any automated means. | |
| 2.6 | You agree that you are solely responsible for, and that Navitime has no responsibility to you or to any third party for, any breach of your obligations under the Terms and for the consequences, including any losses or damages that Navitime may suffer, of any such breach. | |
3. Warning and Caution
| 3.1 | General | |
| 3.1.1 | YOU ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK AND THAT YOU ARE RESPONSIBLE FOR YOUR USE OF THE SERVICES AND FOR ANY CONSEQUENCES THEREOF. | |
| 3.1.2 | You acknowledge that there may be inconsistencies between (a) the Contents provided to you, such as maps, facilities, routes to destinations, traffic regulations, road conditions, flight status, train operating status, timetables, event or weather information, etc. (collectively referred to as "Navigation Content(s)") through the Services (by means of display, voice guidance, etc.) and (b) the then current or actual status of such Navigation Contents. | |
| 3.1.3 | You acknowledge that the Navigation Contents are only available for certain areas, towns, cities or states. You acknowledge that you may not receive the Navigation Contents regarding any other areas, towns, cities or states. | |
| 3.1.4 | You acknowledge that the Services provided by Navitime may be restricted or disabled because of your Device’s ability to receive an electromagnetic signal and other functional limitations. You acknowledge that you may not sometimes receive all or some part of the Services. | |
| 3.1.5 | You acknowledge that the Navigation Contents may change and cease from time to time without notice to you and at Navitime’s sole discretion. | |
| 3.1.6 | You acknowledge that use of the Services may interfere with or affect other features or functions of the Device with which you are using the Services, including receiving calls and text messages. | |
| 3.1.7 | You acknowledge that the Service requires wireless telephone and/or data connections and/or an internet connection. You are responsible for any fees assessed by your telephone carrier and/or internet service provider, including data connection fees and any other telecommunication charges. | |
| 3.2 | Responsible Use | |
| WARNING! | ||
| 3.2.1 | FOR YOUR SAFETY AND THE SAFETY OF THOSE AROUND YOU, YOU SHOULD ALWAYS USE YOUR DEVICES RESPONSIBLY WHILE DRIVING ANY VEHICLE (INCLUDING CARS, MOTORCYCLES AND BICYCLES) OR WALKING. RESPONSIBLE USE OF YOUR DEVICES INCLUDES STOPPING AT A SAFE PLACE TO USE YOUR DEVICES TO ACCESS THE SERVICES. | |
| 3.2.2 | USING YOUR DEVICE OR WATCHING THE DISPLAY THEREOF WHILE DRIVING A VEHICLE MAY BE PROHIBITED BY THE LAWS OR REGULATIONS OR THE RELEVANT JURISDICTION. | |
| 3.2.3 | NAVITIME SUGGESTS THAT YOU STRICTLY OBEY ALL TRAFFIC SIGNALS, TRAFFIC SIGNS AND OTHER TRAFFIC LAWS AND REGULATIONS OF THE RELEVANT JURISDICTION AND THAT YOU DRIVE IN A SAFE AND REASONABLE MANNER APPROPRIATE FOR THE PREVAILING ROAD CONDITIONS. | |
| 3.2.4 | NAVITIME SUGGESTS THAT YOU DO NOT USE THE SERVICES IN ORDER TO FIND OR LOCATE A HOSPITAL OR ANY OTHER FACILITY FOR THE PURPOSES OF OBTAINING EMERGENCY MEDICAL TREATMENT. YOU ACKNOWLEDGE THAT THE NAVIGATION CONTENTS DO NOT INCLUDE ALL POLICE STATIONS, FIRE STATIONS, MEDICAL FACILITIES, ETC., AND THAT ANY INFORMATION REGARDING POLICE STATIONS, FIRE STATIONS, MEDICAL FACILITIES, ETC., CONTAINED IN THE NAVIGATION CONTENTS MAY BE INACCURATE OR INCOMPLETE. | |
| 3.3 | Public Transportation Information | |
| 3.3.1 | You acknowledge that any public transportation timetables, including airplanes, buses, subways, ferries and/or trains, and any updates thereto, provided to you through the Services may be inaccurate or incomplete. | |
| 3.3.2 | Navitime suggests that you check the departure time of all flights, express trains, etc., when making reservations or prior to leaving for the airport, train station, etc. | |
| 3.3.3 | Navitime neither assures nor suggests that the public transportation infrastructure arrives and/or departs according to timetables. | |
| 3.4 | Others | |
| 3.4.1 | You acknowledge that (a) information (such as names, addresses, telephone numbers, etc.) regarding facilities (e.g., restaurants, hotels, banks, shops, etc.) provided to you through the Services may be inaccurate or incomplete and (b) such facilities may not or no longer exist. | |
| 3.4.2 | You acknowledge that information (such as schedules, venues, etc.) regarding events (e.g. concerts, sports, festivals, etc.) provided to you through the Services may be inaccurate or incomplete. | |
4. Fees and Payments
| 4.1 | Service Fees | |
| 4.1.1 | The Services shall require your payments. In order for you to use the Services, you must pay the Service fees described in the application download screen for the Services in each application software store (referred to as the "Service Fees"). | |
| 4.1.2 | The Service Fees shall be charged to you for the term of the Service. You may choose to extend the term of the Service when the term of the Service expires. In such cases, you must pay additional Service Fees in an amount equivalent to the additional term for which you have used the Services. You must pay the full amount of the Service Fee even if you stop/cancel the Services in the midst of the term of the Service. | |
| 4.1.3 | The use of the Services may involve communication fees and other third parties fees. You agree that you are responsible for those fees. | |
| 4.2 | Payment Methods | |
| 4.2.1 | The payment method for the Service Fees shall be charged through each application software store in accordance with the application software store’s terms and conditions. | |
| 4.2.2 | You agree that Navitime shall entrust each application software store with transactions in relation to credit cards payments, including data transmission, etc., and that the payment shall be subject to the terms and conditions specified by each application software store. | |
5. Proprietary Rights
| 5.1 | You acknowledge and agree that Navitime and/or its licensors own all legal rights, titles and interests in and to the Services and Contents, including any intellectual property rights in or in relation to the Services or Contents, whether those rights are registered or not. You further acknowledge and agree that Navitime may designate some of the Contents provided through the Services to be confidential information. You shall not disclose such confidential information to any third party without the prior written consent of Navitime. | |
| 5.2 | Nothing in these Terms shall grant you the right, implied or otherwise, to use any trade names, trademarks, service marks, logos, domain names or other distinctive brand features of Navitime or its licensors. |
6. EXCLUSIONS AND LIMITATIONS
| 6.1 | NOTHING IN THESE TERMS, INCLUDING SECTIONS 7. (DISCLAIMER OF WARRANTIES) AND 8. (LIMITATION OF LIABILITY), SHALL EXCLUDE OR LIMIT NAVITIME’S WARRANTY OR LIABILITY FOR LOSSES OR DAMAGES, WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR LOSSES OR DAMAGES CAUSED BY NEGLIGENCE, BREACH OF CONTRACT OR BREACH OF IMPLIED TERMS, OR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, ONLY THE LIMITATIONS THAT ARE LAWFUL IN YOUR JURISDICTION WILL APPLY TO YOU AND NAVITIME’S LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW. |
7. DISCLAIMER OF WARRANTIES
| 6.1 | YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK AND THAT THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. | |
| 6.2 | NAVITIME AND ITS LICENSORS DO NOT REPRESENT OR WARRANT TO YOU THAT: | |
| (A) | THE SERVICES WILL MEET YOUR REQUIREMENTS; | |
| (B) | PROVISION OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, COMPLETE, SECURE, DEFECT-FREE OR ERROR-FREE; | |
| (C) | THE CONTENTS OBTAINED FROM USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE; | |
| (D) | THE INTERFACE OR ANY SOFTWARE PROVIDED TO YOU AS PART OF THE SERVICES AND ANY UPDATES TO THE INTERFACE OR SUCH SOFTWARE ARE FREE FROM ERROR OR DEFECT; AND | |
| (E) | DEFECTS OR ERRORS IN THE OPERATION OR FUNCTIONALITY OF THE INTERFACE OR ANY SOFTWARE PROVIDED TO YOU AS PART OF THE SERVICES WILL BE CORRECTED. | |
| 7.3 | NO ADVICE, SUGGESTIONS OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM NAVITIME OR THROUGH THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS. | |
| 7.4 | NAVITIME FURTHER EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT CONCERNING THE SERVICES, CONTENTS, INTERFACE OR OTHER SOFTWARE PROVIDED BY NAVITIME OR ITS LICENSORS. | |
8. LIMITATION OF LIABILITY
| 8.1.1 | TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAWS, YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT NAVITIME AND ITS LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL OR EXEMPLARY DAMAGES, WHICH MAY BE INCURRED BY YOU, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, LOSS OF GOODWILL OR BUSINESS REPUTATION, LOSS OF DATA, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES OR OTHER INTANGIBLE LOSSES, AS A RESULT OF: (a) THE USE OF, OR THE INABILITY TO USE, THE SERVICES; (b) ANY CHANGE THAT NAVITIME MAY MAKE TO THE SERVICES; (c) ANY PERMANENT OR TEMPORARY CESSATION IN THE PROVISION OF THE SERVICES (OR ANY FEATURE WITHIN THE SERVICES); OR (d) ANY OTHER MATTER RELATING TO THE SERVICES. THIS LIMITATION IS SEPARATE AND INDEPEMDENT OF ANY OTHER REMEDY LIMITATIONS AND SHALL NOT FAIL IF SUCH OTHER LIMITATION ON REMEDY FAILS. DUE TO SOME COUNTRIES/STATES/JURISDICTIONS DISALLOWING EXCLUSION OF LIABILITY, BUT ALLOWING LIABILITY TO BE LIMITED, IN SUCH CASES, NAVITIME OR ITS THIRD PARTY LICENSORS’ LIABILITY SHALL BE LIMITED TO FIFTY DOLLARS (US $50). |
| 8.1.2 | THE PARTIES AGREE THAT THESE LIMITATIONS WILL SURVIVE AND APPLY EVEN IF ANY LIMITED REMEDY SPECIFIED IN THIS AGREEMENT IS FOUND TO HAVE FAILED ITS ESSENTIAL PURPOSE. |
| 8.2 | THE LIMITATIONS ON NAVITIME’S LIABILITY FOR DAMAGES IN PARAGRAPH 8.1 ABOVE SHALL APPLY WHETHER OR NOT NAVITIME HAS BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH DAMAGES ARISING. |
| 8.3 | THE FEES FOR THE SERVICES AND OTHER PROVISIONS IN THESE TERMS REFLECT THE ALLOCATION OF RISKS BETWEEN YOU AND NAVITIME. THIS SECTION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE SERVICE. |
| 8.4 | IF YOU DOWNLOAD TO A DEVICE A SOFTWARE APPLICATION THAT IS REQUIRED TO USE THE SERVICE AND/OR THE CONTENTS (REFERRED TO AS THE "APPLICATION"), TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT THE APPLICATION PROVIDER SHALL NOT BE LIABLE TO YOU FOR ANY DAMAGES OR LIABILITIES IN RELATION TO THE APPLICATION THAT WAS MADE AVAILABLE THROUGH THE APPLICATION PROVIDER, INCLUDING WITHOUT LIMITATION ANY DAMAGES OR LIABILITIES IN RELATION TO THE SALE, DISTRIBUTION OR USE OF THE APPLICATION, OR THE PERFORMANCE OR NON-PERFORMANCE OF THE APPLICATION. FOR THE PURPOSE OF THIS SECTION, AN "APPLICATION PROVIDER" MEANS ANY ENTITY THAT OPERATES OR OTHERWISE CONTROLS AN APPLICATION SOFTWARE STORE/DISTRIBUTOR, THROUGH WHICH, THE APPLICATION IS MADE AVAILABLE. |
8. Other Web Sites
| 8.1 | The Services may provide or include hyperlinks to other web sites or resources. Navitime has no control over any web site or resource which is hosted, served or provided by companies or persons other than Navitime. |
| 8.2 | YOU ACKNOWLEDGE AND AGREE THAT NAVITIME IS NOT LIABLE FOR ANY LOSS OR DAMAGE OF ANY KIND WHICH MAY BE INCURRED AS A RESULT OF THE USE OF, OR AS A RESULT OF ANY RELIANCE ON THE AVAILABILITY, COMPLETENESS OR ACCURACY OF, THOSE EXTERNAL WEB SITES OR RESOURCES OR ANY SERVICE, PRODUCT, ADVERTISEMENT OR OTHER MATERIALS AVAILABLE FROM SUCH WEB SITES OR RESOURCES. |
9. Third Party Content
| 9.1 | The Services include the Navigation Contents provided by third parties. The maps and contents (including but not limited to information, data, text, sound, photographs and graphics) relating to such maps or point(s) of interest (POI) contained in the Navigation Contents are provided or licensed by Navteq North America, LLC, Navteq Europe B.V., their parent company or other third parties (collectively referred to as “NAVTEQ, Etc.”), and subject to copyright protection and other intellectual property rights owned by or licensed to NAVTEQ, Etc. Your use of such maps or POI contents shall be subject to additional terms and conditions specified by NAVTEQ, Etc. The terms and conditions by NAVTEQ, Etc. shall be incorporated into these Terms. If there are any contradictions between the terms and conditions specified by NAVTEQ, Etc. and these Terms, the terms and conditions specified by NAVTEQ, Etc. shall take precedence in relation to such maps and POI contents. These Terms shall take precedence for all other contradictions. |
10. Other Web Sites
| 10.1 | The Services may provide or include hyperlinks to other web sites or resources. Navitime has no control over any web site or resource that is hosted, served or provided by companies or persons other than Navitime. |
| 10.2 | YOU ACKNOWLEDGE AND AGREE THAT NAVITIME IS NOT LIABLE FOR ANY LOSSES OR DAMAGES OF ANY KIND THAT MAY BE INCURRED AS A RESULT OF THE USE OF, OR AS A RESULT OF ANY RELIANCE ON THE AVAILABILITY, COMPLETENESS OR ACCURACY OF, THOSE EXTERNAL WEB SITES OR RESOURCES OR ANY SERVICE, PRODUCT, ADVERTISEMENT OR OTHER MATERIALS AVAILABLE FROM SUCH WEB SITES OR RESOURCES. |
11. Termination
| 11.1 | You acknowledge and agree that Navitime may, at any time, immediately terminate any legal agreement between you and Navitime in relation to the Services if: | |
| (a) | You breach, or act in a manner reasonably showing that you do not intend to or are unable to comply with any provisions of these Terms or other incorporated agreements; | |
| (b) | Navitime is requested to do so by law enforcement or other government agencies; | |
| (c) | Any unexpected technical or security issue or problem arises with respect to the Services; | |
| (d) | You engage in fraudulent or illegal activities; or | |
| (e) | You do not pay any fee owed by you in connection with the Services. | |
| 11.2 | Nothing in this Section 11 shall affect Navitime’s rights regarding provision of the Services under Section 1. (Provision of the Services). | |
| 11.3 | NAVITIME SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTIES FOR ANY TERMINATION OF ANY LEGAL AGREEMENTS BETWEEN YOU AND NAVITIME IN RELATION TO THE SERVICES. | |
| 11.4 | When these Terms are terminated, all of the legal rights, obligations and liabilities that you and Navitime have benefited from or have been subject to, or that are expressed to continue indefinitely shall be unaffected by the termination hereunder. | |
12. Changes to these Terms
| 12.1 | These Terms may be changed or updated by Navitime from time to time without notice to you and at Navitime’s sole discretion. You shall check these Terms from time to time to see if any such changes or updates have been made and shall read such changes or updates, if any. Your use of the Services after any such changes or updates shall constitute acceptance of such changes or updates. |
13. General Terms
| 13.1 | Entire Agreement. These Terms and any provisions referred to herein, constitute the entire agreement between you and Navitime and govern your use of the Services, and completely supersede any prior agreements between you and Navitime in relation to the Services. | |
| 13.2 | Assignment. You may not assign any of your rights and obligations in relation to these Terms or provision of the Services without the prior written consent of Navitime. | |
| 13.3 | Waiver. The failure of Navitime to exercise or enforce any right or remedy that is contained in these Terms or that Navitime has the benefit of under any applicable laws shall not constitute a waiver of such right or remedy. | |
| 13.4 | Severability | |
| 13.4.1 | If any provisions of these Terms are or become illegal, invalid or unenforceable in any respect, such provisions shall not affect or impair the legality, validity or enforceability of any other provisions of these Terms. | |
| 13.4.2 | If any illegal, invalid or unenforceable provisions become legal, valid or enforceable if some part of such provisions were to be modified, such provisions shall apply with the minimum modification(s) necessary to make such provisions legal, valid or enforceable. | |
| 13.5 | Governing Law. These Terms and any and all disputes between you and Navitime arising from these Terms or in relation to these Terms shall be construed in accordance with and governed by the laws of Japan without regard to its conflict of law provisions. The parties agree that applicability of the United Nations Convention on Contracts for the International Sale of Goods (1980) in its entirety is specifically excluded from application to these Terms. | |
| 13.6 | Jurisdiction and Venue. You and Navitime agree to submit to the exclusive jurisdiction of the Tokyo District Court in Japan to resolve any legal matters arising from or relating to provision of the Services and these Terms. Notwithstanding this, you agree that Navitime may apply for and obtain injunctive remedies, or an equivalent type of urgent legal relief, in any jurisdiction. | |
| 13.7 | Statute of Limitations. Regardless of any statutes or laws to the contrary, any claims or causes of action arising out of or in relation to the Terms or Services must be filed within one (1) year after such claims or causes of action arise, or be forever barred. | |
