Terms of Use (for corporations)

Terms of Use (for corporate members)

Article 1 (Purpose)
1. These Terms of Use (hereinafter referred to as the "Terms") apply to members (defined in Article 2) who use "XIAOMARENTAL" (hereinafter referred to as the "Service") operated by ASUBRAND Inc. (hereinafter referred to as the "Company"). Members may use the Service only after agreeing to these Terms.
2. These Terms and Conditions stipulate the terms and conditions for using the Service. All members who register for the Service shall comply with these Terms and Conditions and use the Service in accordance with the conditions stipulated in these Terms and Conditions.

Article 2 (Definition)
The following terms used in these Terms and Conditions shall have the meanings set forth below:
(1) "Agreement": Refers to the service agreement for this service concluded between the Company and the Member with these Terms and Conditions as the terms of the agreement.
(2) “Rental Agreement”: Refers to the movable property lease agreement for the Products concluded between the Company and the Member pursuant to this Agreement.
(3) "Member": A person who has completed the membership registration and payment procedures for the Service and has been approved by the Company in accordance with the method set forth in Article 3. Please note that these Terms and Conditions are for corporate members, and only "companies" as defined in Article 2, Paragraph 1 of the Companies Act may become members under these Terms and Conditions.
(4) “Member Information”: Refers to information about the person applying for membership registration or the member.
(5) “Products”: Brand bags and other items designated by the Company that Members can rent through the Service, as well as all of their accessories (including, but not limited to, chains, belts, accessories, warranty cards, packaging bags and boxes, etc. that come with the products).
(6) “Rental Period”: The period during which a Member rents a Product through this Service.
(7) “Communication devices” refers to smartphones, tablet devices and computer equipment.
(8) “Damage/Stain”: This refers to a condition in which the original value of the product is impaired due to scratches, scuffs, color transfer, odors, or other similar defects on the product.

Article 3 (Membership Registration)
1. Anyone who wishes to become a member of this service must apply for membership by either creating an account through the web service managed by our company or by submitting a contract (written or electronic file) prepared by our company. Anyone who applies for membership of this service is deemed to have agreed to all of the contents of these terms and conditions.
2. The Company may not approve a member registration application if the person seeking membership registration falls under any of the following items.
(1) If the company cannot be confirmed as a "company" under Article 2, Paragraph 1 of the Companies Act
(2) If you do not provide the company name, address (head office or branch), contact information, email address, payment information, or other information that we determine is necessary for member registration within the deadline specified by us.
(3) If there is an error or omission in all or part of the information in the preceding paragraph.
(4) If the Company determines that a User has previously violated these Terms or the terms of use of other services provided by the Company, or if the User has previously been expelled from the Company.
(5) If the person falls under or is likely to fall under the category of a "Member of an Organized Crime Group, etc." under Article 15, or if the person falls under or is likely to fall under any of the items of Article 15, Paragraph 1.
(6) If the Company determines that the Member is unsuitable for any other reason.
3. The Company will review applications for membership registration to determine whether or not they can be registered, but will not be obligated to notify applicants of the results of the review and the reasons for the results.
4. If the Company approves the membership registration as a result of the member registration review, this Agreement (defined in Article 2) will be established between the Company and the member registration applicant. Those who become members will pay the annual membership fee and security deposit set by the Company in the manner designated by the Company, and the contract will begin on the day when the annual membership fee and security deposit payment is completed.

Article 4 (Contract period and annual fee)
1. The contract period for this service is one year from the start date of the contract. If neither the Company nor the member requests cancellation one month prior to the end of the contract period, this contract will be automatically renewed for another year with the same terms and conditions, and the same shall apply thereafter.
2. Members shall pay the following usage fees in accordance with the fee schedule set forth by our company, in the manner set forth by our company, and by the due date set forth by our company.
Note
(1) Annual fee: This is an annual maintenance fee to secure products according to the category of the fee schedule presented by the Company separately, and is incurred annually according to the number of contracts.
(2) Security Deposit: This is money that the Company receives from the Member at the time of Member registration, without interest, to guarantee the compensation and damages accrued pursuant to Article 8. The Company shall continue to hold the security deposit for the duration of this Agreement. If a part or all of the security deposit is extinguished by offsetting under Paragraph 4 of this Article, the Member shall promptly deposit with the Company the difference between the security deposit required under the contract and the remaining security deposit after offsetting. Any security deposit not subject to offsetting under Paragraph 4 of this Article during the duration of this Agreement will be refunded upon completion of Membership withdrawal.
(3) Rental Fees: Expenses incurred when a rental contract for a product is concluded based on this Agreement.
3. We shall not be obligated to refund any annual membership fee once received, regardless of the reason.
4. Compensation or damages under Article 8 shall become due as soon as they are incurred, and the Company shall declare its intention to set off the compensation or damages claim as an active claim and the security deposit return obligation as a passive claim as soon as the compensation or damages claim is incurred.

Article 5 (Changes to registered information, management of member information)
1. If there is any change in the registered information, the member is obligated to immediately carry out the procedure to change the registered information. The Company will provide the Service based on the member information registered by the member, and will not be liable for any disadvantage or damage caused to the member due to improper management of the member information by the member.
2. Members shall manage and store their member information at their own risk. The Member shall bear responsibility for any damages resulting from inadequate management of member information, errors in use, or use by a third party, and the Company shall not bear any responsibility whatsoever.
3. Members may not use, lend, transfer, buy or sell or pawn their accounts on this service to third parties.

Article 6 (Contents of the Service)
1. This service provides members with the rental of products corresponding to their rank and other related services.
2. Members may select the product they wish to rent (hereinafter referred to as the "Applicable Product") from the products available for rental according to their membership category and submit a rental application to our company. Our company will check the contents of the rental application, and if there are no problems with the application, we will approve the contents and notify the member. A product rental contract (defined in Article 2) will be established at the time our company notifies the member of our acceptance.
3. If the Company approves the rental application, the Company will deliver the product to the member by mail or by having a Company employee deliver it to the member by the date determined in advance by the Company.
4. After receiving the product from our company, the member shall immediately check whether the product is damaged, soiled, or incorrect, and if any problem is found, shall not use the product in any way and shall notify our company immediately. If the member does not contact us by the above deadline and our company finds the product damaged or soiled after the end of the rental period, the member shall be deemed to be responsible for the damage or soiling.
5. The member shall use the product with the care of a good manager until the end of the rental period specified by the member. The scope of the member's use of the product is as follows, but if a different agreement is made at the time of the rental contract, that agreement shall take precedence.
Note
(1) Use by a member's employees or subcontractors, provided, however, that the member has made such employees or subcontractors enter into contractual obligations regarding the use of the products equivalent to these Terms and Conditions.
(2) Subleasing or use of the facilities to members' customers. However, this is limited to customers who have agreed to the application form designated by the Company.
End

6. Members must return the product to us by the end of the rental period by mail or by handing it over to a member of our staff. When returning the product, members must use the care of a good manager and package, ship, or hand it over in accordance with the method specified by our company. When returning the product, members must complete the shipping procedure and hand over the product to the delivery company by 11:59 PM on the return date. We must ensure that the return record is available to us by noon the day after the return date, using the carrier's tracking number or other means. If members are unable to return the product by 11:59 PM on the return date, they must contact us by noon the day after the return date. If we are unable to confirm the return record by noon the day after the return date, or if we are unable to confirm the return of the product due to lack of contact from the member, we will immediately contact the local police station and a lawyer and take legal action.
7. If a member packs, ships, or delivers any items other than the product during the return procedure set forth in the preceding paragraph, the member will waive ownership of such items and will not object if the Company discards the enclosed items. Furthermore, the Company will not be held responsible for any such enclosed items.
8. The items that a member can rent at the same time are limited to the range specified for each membership category.
9. The Company may, at its discretion, request the Member to return the relevant product or to confirm the storage status of the product. The Member shall agree to this in advance and, if requested to do so, shall respond regarding the status.
10. If you miss the return deadline, a late fee will be charged for each day you miss the return date (a penalty fee equivalent to the number of days you are late multiplied by three times the normal rental fee).

Article 7 (Terms of Service)
The Company may suspend or change the Service for maintenance or other reasons without notifying Members.

Article 8 (Damage or soiling of products, late return of products, etc.)
1. If the product is damaged, soiled, lost, or stolen between the time the member receives it and the time it arrives at our company, the member must immediately contact our company and follow our instructions. In addition, if the product is lost or stolen, the member must immediately file a lost property report or damage report with the nearest police station.
2. When the Company receives a notification as described in the preceding paragraph, the Company will confirm the details of the notification, and unless the Company determines that the damage or soiling of the product due to reasons attributable to the Member is merely slight dirt or minor scratches caused by normal use, the Company may claim compensation from the Member for the following and for all damages (including, but not limited to, lost profits, lost opportunities, attorney's fees and personnel costs required to resolve the dispute, etc.):
(1) Compensation for damage or soiling that requires repairs Compensation shall be the reasonable cost of repairs and the amount equivalent to our losses resulting from the loss of rental opportunities for the product during the repair period.
(2) Compensation in the event of irreparable damage or loss If there is damage or soiling that cannot be completely repaired, or if the product cannot be returned due to loss or theft, the compensation will be the amount equivalent to the current market value of the product as assessed by our company.
3. Members shall be liable to the Company under this Article even if damage or soiling of products occurs due to the actions of a third party.
4. If the Company determines based on reasonable grounds that a member has returned a product other than the relevant product, the Company may request that the member return the relevant product, and if the member does not return the relevant product, the Company may deem that the member has lost the product.
5. If the Member does not contact the Company within five business days after notifying the Member of the compensation and damages pursuant to Paragraph 2, the Company will assume that the Member has agreed to pay the amount claimed by the Company pursuant to the preceding Paragraph, and will settle the claimed amount by credit card or bank transfer in accordance with separate laws and regulations.
6. If the return of the product is delayed due to reasons attributable to the member, and the Company determines based on reasonable evidence, taking into account the period of delay, the status of communication with the member, and other circumstances, that the return of the product is socially impossible, the provisions of Paragraph 2, Item 2 of this Article and the preceding paragraph shall apply mutatis mutandis. In this case, if the Company suffers damage in addition to the damages specified in Paragraph 2, Item 2 of this Article, the member shall be obligated to compensate the Company for such damages in accordance with the separate provisions of these Terms and Conditions.

Article 9 (Prohibited matters)
1. The Company prohibits the following acts by members when using the Service:
(1) Any act that violates any provision of these Terms and Conditions (including, but not limited to, the provisions of Article 8).
(2) Lending, selling, pawning, etc., of goods to a third party
(3) Repairing, disassembling, or replacing part or all of the product
(4) Producing counterfeit goods
(5) Declaring false or incomplete member information or failing to change member information
(6) Allowing a third party to use member information
(7) Taking the product outside of Japan
(8) Refusal to receive the product due to an unknown address, long-term absence, refusal to receive, etc.
(9) Failure to pay the amount designated by the Company by the due date designated by the Company.
(10) If you do not respond to our inquiries within 14 days.
(11) Any act that infringes or may infringe the intellectual property rights, patent rights, utility model rights, design rights, trademark rights, copyrights, portrait rights, or other property or personal rights of the Company, the company that owns the intellectual property rights of the product brand or its trademark, design, copyright, or other intellectual property rights, the licensor under license to the Company, or any other third party.
(12) Any act that causes or may cause disadvantage or damage to the Company or a third party
(13) Any act that unjustly damages the reputation, rights, or credibility of others, or that is likely to do so.
(14) Any act violating laws, regulations, etc.
(15) Any act that is contrary to public order and morals or that may be contrary to public order and morals, or any act that provides information that may be contrary to public order and morals to other members or third parties.
(16) Criminal acts, acts that lead to or encourage criminal acts, or acts that may lead to or encourage criminal acts
(17) Providing information that is false or that may be false
(18) Unauthorized access to our system, tampering with program code, tampering with location information, intentionally lying, cheating by using the specifications of communication devices or other applications, distribution of computer viruses, or any other act that interferes with or may interfere with the normal operation of the Service.
(19) Using macros or other functions or tools that automate operations
(20) Any act that damages or may damage the credibility of the Service
(21) Using the Service by impersonating a third party through the use of another member's account or other means
(22) Any act that is or may be linked to a crime, such as fraud or the illegal sale or purchase of savings accounts or mobile phones.
(23) Acts related to criminal proceeds, acts related to terrorist financing, or acts suspected of such.
(24) Any other act that the Company deems inappropriate
2. If the Company determines that a Member's actions fall under any of the items in paragraph 1, the Company may take any or all of the following measures without prior notice.
(1) Restrictions on use of the Service
(2) Withdrawal due to termination of this Agreement
(3) Any other act that the Company reasonably deems necessary.

Article 10 (Cancellation)
1. If a member falls under any of the following items, our company may cancel all or part of the Rental Agreement and this Agreement and cause the member to withdraw from the membership without any notice.
(1) If the registration information contains false information.
(2) If you have been expelled from our company in the past
(3) If you do not respond in good faith to our requests
(4) If the Company determines that you have engaged in or are likely to engage in any conduct that violates these Terms of Use.
(5) If a civil preservation procedure or civil execution procedure is filed against the Member or the Member's employee, contractor, or customer due to default on an obligation, or if the Member is subject to dispositions such as tax delinquency.
(6) If a member is subject to a decision to commence procedures for bankruptcy or special liquidation, or if a petition for such has been filed.
(7) Any other reason that the Company deems inappropriate.
2. A member who withdraws from the membership due to the measures set forth in Paragraph 2 of the preceding Article or the preceding paragraph will lose the benefit of the term at the time of withdrawal and will immediately be required to return the products to the Company and fulfill all debts owed to the Company.
3. The Company shall not be liable for any damages incurred by a Member or other third parties as a result of the implementation of the withdrawal procedures pursuant to the preceding Article or this Article.

Article 11 (Non-guarantee/Disclaimer)
1. The Company makes no guarantee whatsoever regarding the completeness, accuracy, or validity of the content of the Service (except that the products are genuine or have the quality specified by the Company at the time of provision). Furthermore, the Company makes no guarantee that the Service will not be interrupted, discontinued, or otherwise disrupted.
2. When using the Service, Members may be transferred from the Service to other services operated by third parties related to the Service (hereinafter referred to as "External Services"). In such cases, Members shall use the Service and External Services at their own risk and expense, after agreeing to the terms of use, etc. of the External Services. Furthermore, the Company makes no guarantees regarding the completeness, accuracy, validity, etc. of the content of the External Services.
3. We shall not be liable for any damages suffered by a member due to failure to update their registration information.
4. Members must use the Service within the scope of the law. The Company shall not be held responsible for any violation of Japanese or foreign laws and regulations by a Member in connection with the use of the Service.
5. Even if member information is stolen due to unexpected acts of unauthorized access or other such acts, the Company shall not be liable for any damages suffered by the member as a result thereof.
6. The Company shall not be liable for any failure to perform all or part of this Agreement due to natural disasters, earthquakes, fires, strikes, trade embargoes, wars, civil unrest, epidemics, or other force majeure.
7. In the event that a member has a dispute with a third party in connection with the use of this service (whether within or outside the service), the Company shall not be held responsible in any way, and any dispute between members shall be resolved by the member in question at his/her own expense and burden.

Article 12 (Liability for damages)
1. If a member causes damage to the Company in connection with a violation of these Terms and Conditions or the use of the Service, the member shall compensate the Company for any damages incurred (including lost profits and attorney's fees).
2. Notwithstanding any other provisions of these Terms and Conditions, the Company shall not be liable for any damages suffered by a Member in connection with the Service unless the damages are due to willful or gross negligence on the part of the Company. In addition, in the event that the Company is to compensate for damages, the maximum amount of compensation shall be the cumulative total amount of money (annual membership fees, rental fees) received by the Company in the last one year from the date of occurrence of the damages.

Article 13 (Termination of the Service)
1. If the Company reasonably determines that provision of the Service should be discontinued, the Company may discontinue provision of the Service.
2. In the case of the preceding paragraph, the Company shall not be liable in any way except in cases where the Company is guilty of willful misconduct or gross negligence.

Article 14 (Confidentiality)
1. Members and the Company shall strictly and appropriately manage the other party's confidential information (including know-how related to the Service, information related to the Company's systems, and all technical or business confidential information) that they learn in the course of providing or using the Service, and shall not disclose, provide, or leak such information to any third party (including the Company's affiliates and contractors) without the other party's prior written consent, or use such information for any purpose other than the provision or use of the Service.
2. The following information shall not be considered confidential information:
(1) Information already held at the time of disclosure
(2) Information that was already publicly known at the time of disclosure or information that subsequently became publicly known through no fault of the individual.
(3) Information lawfully obtained from a third party after disclosure
(4) Information independently developed or created without relying on the disclosed confidential information
3. If instructed by the other party or if this Agreement is terminated, the Member or the Company shall promptly return or destroy the confidential information after restoring it to its original state in accordance with the other party's instructions, and shall not use it thereafter.
4. Notwithstanding the provisions of paragraph 1, if the Company is required to disclose confidential information by law, regulation, judgment, order, instruction, etc. of a court, administrative agency or public institution with regulatory authority, the Company may disclose confidential information to the extent necessary.

Article 15 (Exclusion of Anti-Social Forces)
1. The Member and the Company represent and warrant that they are not currently a member of an organized crime group, a member of an organized crime group, a person who has been a member of an organized crime group within the last five years, a quasi-member of an organized crime group, a company related to an organized crime group, a corporate racketeer, a fraudster pretending to be a social activist, or a special intelligence violent group, or any other person equivalent to any of the above (hereinafter collectively referred to as "Member of an Organized Crime Group, etc."), and that they do not fall under any of the following items and will not fall under any of the following items in the future.
(1) Having a relationship that is deemed to give control over management to a member of an organized crime group or other such entity.
(2) Having a relationship that is deemed to involve a member of an organized crime group or other such entity in substantial management.
(3) Having a relationship that is deemed to be an unfair use of a member of an organized crime group, etc., for the purpose of obtaining illegal benefits for oneself, one's company, or a third party, or for the purpose of causing harm to a third party.
(4) Having a relationship that is deemed to involve providing funds or other benefits to members of organized crime groups, etc.
(5) An officer or a person substantially involved in management has a socially reprehensible relationship with a member of an organized crime group, etc.
2. The Member and the Company undertake not to engage in any of the following acts, either by themselves or through a third party.
(1) Violent demands
(2) Unreasonable demands that exceed legal responsibility
(3) Threatening behavior or violence in connection with transactions
(4) Spreading rumors, using fraudulent means, or using force to damage the other party's credibility or interfere with the other party's business
(5) Any other acts similar to those listed above.
3. If it becomes clear that the other party is a member of an organized crime group, etc., or falls under any of the items in paragraph 1, or has engaged in any of the acts in the preceding paragraph, or has made a false statement regarding the representations and warranties pursuant to the provisions of paragraph 1, either the Member or the Company may terminate this Agreement without any notice to the other party, regardless of whether or not there is any reason attributable to the Member or the Company.
4. The Member and the Company acknowledge and agree that if this Agreement is terminated pursuant to the preceding paragraph, neither party shall be liable to compensate the other party for any damages incurred by them.

Article 16 (Transfer of Status, etc.)
Neither the Member nor the Company may assign, transfer, pledge, or otherwise dispose of all or part of its status under this Agreement or its rights or obligations under these Terms and Conditions to a third party without the prior written consent of the other party, except in the case of a stock transfer, business transfer, merger, company split, or other organizational restructuring.

Article 17 (Severability)
1. Even if any provision of these Terms and Conditions is deemed invalid based on laws and regulations, the other provisions of these Terms and Conditions shall remain valid.
2. Even if any provision of these Terms and Conditions is invalid or revoked in relation to a certain Member, these Terms and Conditions shall remain valid in relation to other Members.

Article 18 (How to deal with violations)
1. If a member discovers any conduct that violates these Terms and Conditions, he/she must contact the Company.
2. Members may not raise any objections regarding the Company's response to any act that violates these Terms and Conditions.

Article 19 (Validity Period of this Agreement)
This Agreement shall be effective from the time of its establishment until the Member cancels their membership. The provisions of Articles 4, 5, 6, 8, 10 Paragraph 3, 11, 12, 13 Paragraph 2, 14 to 17, this Article, 21, 22, and 23 shall remain in effect even after the termination of this Agreement.

Article 20 (Changes to these Terms and Conditions)
1. In any of the following cases, the Company may change these Terms at any time pursuant to the provisions of Article 548-4 of the Civil Code. After these Terms are changed, the changed Terms will apply to this Agreement.
(1) When the change to these Terms and Conditions is in the general interest of members.
(2) When the change to these Terms and Conditions does not contradict the purpose of the contract and is reasonable in light of the necessity of the change, the appropriateness of the content after the change, and other circumstances related to the change.
2. If the Company makes any changes to these Terms and Conditions, the Company will determine the effective date of the revised Terms and Conditions and will notify Members of the content of the revised Terms and Conditions and the effective date at least two weeks prior to the effective date, and will inform Members by displaying the content of the revised Terms and Conditions on the Service or by other means specified by the Company.
3. Notwithstanding the provisions of the preceding two paragraphs, if a Member uses the Service after the changes to these Terms and Conditions in the preceding paragraph have been notified to the Member, or if the Member does not take the procedure for cancellation within the period specified by the Company, the Member will be deemed to have agreed to the changes to these Terms and Conditions.

Article 21 (Governing Law)
The governing law of these Terms and Conditions shall be Japanese law, and all legal relationships between the Company and Members arising from these Terms and Conditions shall be governed by the laws of Japan.

Article 22 (agreed jurisdiction)
If any dispute arises between a member and our company in connection with these Terms of Use, the Tokyo District Court shall be the exclusive court of first instance.

Article 23 (Other)
1. Members shall comply with any separate details, guidelines, etc. established by the Company regarding matters not stipulated in these Terms and Conditions. In such cases, such details, etc. shall be deemed to be an integral part of these Terms and Conditions.
2. Details, guidelines, etc. will come into effect from the time they are posted in the designated area by our company.
3. In the event of any inconsistency or conflict between the details, guidelines, etc. and the contents of these Terms and Conditions, these Terms and Conditions shall take precedence.

Supplementary Provisions
January 1, 2025: Enactment/enforcement
August 13, 2025: Revised