Please carefully read these Terms of Use before using the NAGASE Website (this “Website”). Your access to, and use of, this Website (and its content) is strictly permissive and may be revoked or limited by NAGASE at any time for any reason or for no reason and is further conditioned upon your acceptance and compliance in full with these Terms of Use. If you do not accept these terms, you must leave this Website immediately and cease any further use of any materials you have obtained from this Website.

The copyright and other rights to the materials on this Website are owned by Nagase & Co., Ltd. and/or subsidiaries or affiliates, or business partners worldwide. You are authorized to view, download and print the materials on this Website only for your personal, non-commercial use provided that you 1) retain all notices contained in the original materials, 2) only use images with surrounding text relating to the images, and 3) include the following copyright notice:

© Nagase & Co., Ltd. All rights reserved.

No further publication or any commercial use may be made of the materials on this Website without the express written permission of NAGASE.

You may not make any part of this Website available as part of another web site whether by hyperlink framing on the internet or otherwise. This Website and its content may not be used to construct a database of any kind nor may the same be stored (in whole or part) in databases for access by you or any third party or to distribute any database containing all or part of this Website or its content.

Other Terms and Notices May Apply

Additional terms and conditions will apply to business transactions conducted or any promotions run by NAGASE via this Website. Additional terms will govern any bulletin board services, chat areas, and/or other message or communication facilities offered via this Website.

Although these Terms of Use are intended to apply generally to all content located under Nagase.com, this Website may contain other proprietary notices and conditions of use, the terms of which must also be followed as they apply to the particular portions of this Website for which they are intended.

Other Intellectual Property Rights

Certain products and services described in this Website are marketed and sold under trademarks or trade names of Nagase & Co., Ltd. and/or subsidiaries or affiliates, or business partners worldwide. These marks may not be copied, imitated, or used, in whole or in part, without the express prior written permission of the owner. In addition, page headers, custom graphics, button icons, and scripts may be service marks, trademarks, or trade dress of Nagase & Co., Ltd. and/or subsidiaries or affiliates, and may not be copied, imitated, or used, in whole or in part, without the prior written permission of the owner.

Please note that any product, process, or technology described on this Website may be the subject of other rights reserved by Nagase & Co., Ltd. and/or subsidiaries or affiliates, or business partners worldwide, and is not licensed for use hereunder. Where trademarks of other parties are identified, NAGASE hereby acknowledges the rights of such other parties.

NAGASE may at any time, for any reason, and without notice or liability: (i) modify, suspend, or terminate operation of or access to this Website or any portion thereof; (ii) change, revise, or modify this Website or any portion thereof; (iii) interrupt the operation of this Website or any portion thereof, as necessary to perform routine or non-routine maintenance, error correction, updates, or for any other purposes; or (iv) impose limits on certain programs, features, and services, or restrict your access to this Website, in whole or in part. Nagase & Co., Ltd. and/or subsidiaries or affiliates will not be liable if for any reason all or any part of this Website are unavailable at any time or for any period.

You understand and agree that various entities unaffiliated with NAGASE make up the “mobile ecosystem” that enables you to access, visit and/or use this Website via your computer, mobile, or other device, including without limitation equipment, hardware, and software manufacturers and providers, telephone, mobile, wireless, and Internet network providers and carriers, and sellers or providers of content for use with this Website (collectively, the “Mobile Participants”). We do not represent, warrant, or guarantee that all portions of this Website, or this Website as a whole, can be accessed via all mobile or other devices, or via all carriers and service plans or is available in all geographic locations. These Mobile Participants may require that you agree to their additional terms, conditions, contracts, agreements, and/or rules. Your compliance with any such additional terms, conditions, contracts, agreements, and/or rules is solely your responsibility and will have no effect on your continuing obligation to comply with these Terms of Use. WE SPECIFICALLY DISCLAIM ANY AND ALL LIABILITY IN CONNECTION WITH THE ACTS OR OMISSIONS OF SUCH MOBILE PARTICIPANTS.

THE INFORMATION CONTAINED IN THIS WEBSITE IS PROVIDED TO YOU “AS IS,” FOR YOUR PERSONAL INFORMATIONAL PURPOSES ONLY, AND NAGASE MAKES NO REPRESENTATION OR WARRANTY OF ACCURACY OR COMPLETENESS OF SUCH INFORMATION NOR DOES NAGASE MAKE ANY OTHER WARRANTY OF ANY KIND, INCLUDING ANY IMPLIED WARRANTY OF QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, FREEDOM FROM COMPUTER VIRUSES OR OTHER MALICIOUS OR UNAUTHORIZED CODE OR PROGRAMS OR UNAUTHORIZED ACCESS TO OR USE OF SECURE SERVERS FOR THIS WEBSITE AND/OR ANY AND ALL INFORMATION STORED THEREIN, AND IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE. IN NO EVENT WILL NAGASE BE LIABLE TO ANY PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES BASED ON USE OF THIS WEBSITE OR RELIANCE UPON ANY INFORMATION OR MATERIAL ACCESSED VIA IT OR ANY OTHER HYPERLINKED WEBSITE INCLUDING, BUT NOT LIMITED TO, DAMAGES ARISING FROM LOSS OF PROFITS, BUSINESS INTERRUPTION, OR LOSS OF DATA, EVEN IF NAGASE IS EXPRESSLY ADVISED ABOUT THE POSSIBILITY OF SUCH DAMAGES. NAGASE DISCLAIMS ANY SUCH WARRANTY TO THE FULLEST EXTENT ALLOWABLE BY LAW. Some jurisdictions do not allow the exclusion of implied warranties and representations, so the above exclusions may not apply to you.

The material on this Website could contain technical inaccuracies or typographical errors, and information will be changed, updated, and deleted without notice. NAGASE may make improvements and/or changes in the products and/or the programs described in this material at any time. NAGASE makes no warranties that this Website will operate uninterrupted or error free, or that any defects will be corrected.

Additionally, NAGASE makes no representations or warranties whatsoever about any other website which you may choose to access through this Website. Links provided by NAGASE to such websites are provided solely for your convenience and should not be deemed to imply that NAGASE endorses those websites or any content therein.

You shall not submit any proprietary or confidential information to NAGASE through this Website unless you have a separate written agreement with NAGASE enabling the sharing of such information through this Website, in which case the terms of any such other written agreement shall govern such submittal. Any information that NAGASE receives through this Website will otherwise be deemed to be non-confidential. By transmitting to NAGASE information via this Website or otherwise through electronic means without a prior written agreement with NAGASE relating to your submission, you understand and agree that NAGASE may use that information for any purpose whatsoever without legal obligation to you.

You may use this Website only for lawful purposes and in accordance with these Terms of Use. You agree not to use this Website:

In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).

For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise.

To transmit, or procure the sending of, any advertising or promotional material [without our prior written consent], including any “junk mail,” “chain letter,” “spam,” or any other similar solicitation.

To impersonate or attempt to impersonate NAGASE, a NAGASE employee, another user, or any other person or entity (including, without limitation, by using email addresses [or screen names] associated with any of the foregoing).

To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of this Website, or which, as determined by us, may harm NAGASE or users of this Website, or expose them to liability.

Additionally, you agree not to:

• Use this Website in any manner that could disable, overburden, damage, or impair the site or interfere with any other party’s use of this Website, including their ability to engage in real time activities through this Website.
• Use any robot, spider, or other automatic device, process, or means to access this Website for any purpose, including monitoring or copying any of the material on this Website.
• Use any manual process to monitor or copy any of the material on this Website, or for any other purpose not expressly authorized in these Terms of Use, without our prior written consent.
• Use any device, software, or routine that interferes with the proper working of this Website.
• Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
• Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of this Website, the server on which this Website is stored, or any server, computer, or database connected to this Website.
• Attack this Website via a denial-of-service attack or a distributed denial-of-service attack.
• Otherwise attempt to interfere with the proper working of this Website.

TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COLLECTIVE LIABILITY OF NAGASE AND ITS SUBSIDIARIES AND AFFILIATES, AND THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS, TO ANY PARTY (REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, OR OTHERWISE) EXCEED THE GREATER OF $1,000 OR THE AMOUNT YOU HAVE PAID TO NAGASE FOR ANY PRODUCTS OR SERVICES IN THE LAST THREE MONTHS OUT OF WHICH LIABILITY AROSE.

The limitation of liability set out above does not apply to liability resulting from our gross negligence or willful misconduct or death or bodily injury caused by products you purchase through the site. THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THIS WEBSITE MUST BE COMMENCED WITHIN ONE YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

You agree to defend, indemnify, and hold harmless Nagase & Co., Ltd., its subsidiaries and affiliates, licensors, and service providers, and its and their respective officers, directors, employees, 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 your violation of these Terms of Use or your use of this Website, including, but not limited to, your User Contributions, any use of this Website’s content, services, and products other than as expressly authorized in these Terms of Use, or your use of any information obtained from this Website.

You also agree that any violation, or threatened violation, by you of these Terms of Use constitutes an unlawful and unfair business practice and will cause irreparable and unquantifiable harm to NAGASE. You also agree that monetary damages would be inadequate for such harm and consent to NAGASE obtaining any injunctive or equitable relief that NAGASE deems necessary or appropriate. These remedies are in addition to any other remedies NAGASE may have at law or in equity.

If NAGASE takes legal action against you as a result of your violation of these Terms of Use, NAGASE will be entitled to recover from you, and you agree to pay, all attorneys’ fees and costs of such action, in addition to any other relief granted to NAGASE.

The exclusive venue for all litigation, court proceedings, mediation proceedings, lawsuits, court hearings and other hearings initiated in connection with this Website will be Tokyo District Court, Japan. Notwithstanding the foregoing, NAGASE reserves all rights to petition any court of competent jurisdiction for the entry of injunctions and orders for specific performance relating to your unauthorized use, modification, copying, distribution, transmission, display, performance, reproduction, publication, license, creation of derivative works, transfer or sale of this Website content or any other violations hereunder. These Terms of Use and the relationship between you and NAGASE will be governed by the laws of Japan, without giving effect to principles of conflict of laws of any jurisdiction. If any part of these Terms of Use is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of these Terms of Use shall continue in effect.

Use of this Website is unauthorized in any jurisdiction that does not give effect to all provisions of these Terms of Use, including, without limitation, this paragraph. NAGASE’s performance of these Terms of Use is subject to existing laws and legal process, and nothing contained in these Terms of Use or NAGASE’s Privacy Policy is in derogation of NAGASE’s right to comply with law enforcement requests or requirements relating to your use of this Website or information provided to or gathered by us with respect to such use. These Terms of Use and the other documents referenced herein constitute the entire agreement between you and NAGASE with respect to this Website, and they supersede all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and NAGASE with respect to this Website. A printed version of these Terms of Use and of any notice given in electronic form shall be admissible in judicial, arbitration or administrative proceedings based upon or relating to these Terms of Use to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.