1,Geniee Advertisement Terms of Service,Content last updated: May 24, 2018,These advertisement terms of service (hereinafter referred to as the “Terms of Service”) is a binding ,and legal agreement which sets forth the terms and conditions governing the Service(defined in ,Section 2(g) below) provided by Geniee International Pte.,Ltd.
(hereinafter referred to as “Geniee”) ,to Publisher(hereinafter referred to as “Publisher”).,BYCLICKING ON THE “AGREE” BUTTON, OR BY ACCESSING,,DOWNLOADING, OR POSTING THROUGH THE SERVICES, YOU,,PUBLISHER, ACKNOWLEDGE AND AGREE THAT PUBLISHERHAS,READ, UNDERSTANDS, AND AGREES TO BE BOUND BY THE TERMS OF,SERVICE.,1.
Purpose,The Service shall be provided for the purpose of improving the advertisementeffectiveness of the ,Advertisement (defined in Section 2(e)hereof).
Publishermay, once this purpose is understood, use ,the Service pursuant toprovisions as set forth in the Terms of Service to the extent that said use is ,notinconsistent with this purpose.,2.
Definitions,The following terminology as used in the Terms of Service shall be defined asfollows:,(a) “Ad Exchange” means the platform that facilitates online transactionsinvolving the buying and ,selling of specific Ad Space through a bidding system.,(b) “Ad Network” means the network for distributing Advertisement built bybringing together ,multiple Advertisement media websites and applications.,(c) “Ad Server Services” means the ASP services that enable, by way of the useof the general ,Advertisement management and distribution system provided byGeniee, (i) the distribution of,Advertisement to be managed and (ii) Advertisement to be posted through the AdNetwork operated ,by Geniee.,(d) “Ad Space” means the space on the Website (as defined in item (k) of thissection) owned by ,Publisher.,(e) “Advertisements” means Internet-based advertisements, regardless of theform (such as text or ,banner) of such advertisement.,(f) “IP Rights” means all intellectual or industrial property rights, including but notlimited to patent, ,2,trademark, copyright, trade secret, moral rights, or other similarrights of any kind.,(g) “Service” means the Ad Server Services and the services through whichGeniee provides ,Advertisements to the Website.,(h) “Singapore Dollars” mean the lawful currency of the Republic of Singapore.,(i) “Japanese Yen” mean the lawful currency of Japan.
,(j) “Users” meansindividuals who access the Website.,(k) “Website” means an Internet website managed and operated by Publisher.,3.
Registration,3.1 At the same time Publisher agrees to the Terms of Service, Publisher shallsubmit an application ,to register with Geniee and provide certain information asprescribed by Geniee (hereinafter referred ,to as the “Registered Matters”)according to the method as prescribed by Geniee.,3.2 An application for registration must be made by Publisherthat will use theService, and not by a ,third party agent or representative.
Publishershallprovide true, accurate, and up-to-date information ,when submitting an applicationforregistration.,3.3 Geniee shall determine, according to its own criteria and in its sole discretion,whether to accept ,or reject Publisher’s application for registration.
If Genieeapproves the registration of Publisher, ,Geniee shall notify Publisher ofits approval and the registration of Publisherwill be completed upon ,suchnotification.,3.4 When registration of Publisheras set forth in the preceding section iscompleted and approved, ,Publisherwill be entitled to use the Serviceaccording to the terms of the Terms of Service.,3.5 Without prejudice to Section 3.3, where an individual or company, havingapplied to register ,pursuant to Section 3.1, falls under a reason as outlined in anyof the following items, Geniee may ,decline said application to register:,(a) Where Geniee determines that there is a risk that the Terms of Service maybe breached;,(b) Where registered matters provided to Geniee consist, in whole or in part, offalsehoods, errors in ,writing, or omissions;,(c) Where the person has been subject to a revocation of a registration for theuse of the Service in ,the past;,(d) Where the person is a minor, adult ward, person under curatorship, or personunder medical ,assistance and such person has not obtained the consent ofhis/her legal representative, guardian, ,curator, or medical provider;,(e) Where Geniee determines that the person or company participates in, funds,or is connected or ,cooperates with an organized crime syndicate, right-wingorganization, or similar organization or a ,member of such organized crimesyndicate, right-wing organization, or similar organization;,(f) Where Genieeotherwise determines in its sole discretion that registrationwould be inappropriate.,3,3.6 Geniee will retain the right to receive and own any data collected, including,but not limited to IP ,address, web pages viewed, time spent on each web page,time anddate of web pages viewed and ,non-personally identifiable behavioraland/or demographic user data.
Different technologies may be ,used to collectdata, including cookies or web beacons.
All data collected through Geniee’s codewill ,be the sole property of Geniee and/or its Advertisers.
Geniee has the right topublish, disclose, ,market and/or re-market such data without further approvalfrom Publisher so long as data cannot be ,associated directly with Publisher.,4.
Issuance of ID, etc.,4.1 Geniee shall, according to the terms and conditions of use of an ID ifapplicable, issue an ID and ,password (hereinafter referred to as “ID”) for usingthe Service to a Publisher which registration was ,completed and approved byGeniee.,4.2 Where the ID has been verified by a method prescribed by Geniee, Genieeshall deem that the ID ,was used by Publishereven if the ID was entered by athird party.,4.3 Publishershall be responsible for appropriately managing its ID, andGeniee shall notbe held ,liable for any damages sustained by Publisher as aresult of its inadequate management, use by a ,third party, or improper handlingof ID.,4.4 Publishermay not permit the use of its ID by a third party or subject theID to a loan,,assignment, change of name, sales transaction, pledge, or any suchaction.,4.5 Where the Service is suspended, any system relating to the Service isdamaged, or damage is ,otherwise caused to Geniee as a result of the use of theID by a third party, Publishershall be liable ,for any damages to Geniee inaccordance withSection 15.,4.6 If the ID is stolen, lost, or used by a third party, Publisher shall immediatelynotify Geniee of the ,fact thereof and comply with any instructions provided byGeniee.,5.
Submitting and Posting Advertisements,5.1 Providers of Advertisements shall consist of third parties that submitAdvertisements through ,Geniee or an Ad Exchange in which Geniee participates(hereinafter referred to as “Advertiser(s)”).
,Geniee shall submit Advertisementsdirectly received from Advertisers or indirectly received from ,Advertisers viaadvertising agencies to which submission functions have been entrusted to the,Website by using system tools owned or possessed thereby and shall deem thatthe Advertisement ,has been posted to the Website upon the submission thereof.,5.2 Publisheragrees in advance that it cannot specify the type or format ofAdvertisement or the ,identity or attributes of Advertisers with the exception ofmatters separately accepted by Geniee.,5.3If the position where the Advertisement is to be posted has been determined,Publishershall ,notify Geniee of the fact thereof.
Where a change in saidposting position is requested by Geniee, ,4,Publishershall determine a postingposition through consultations conducted with Geniee.
Where ,consultations donot lead to an agreement, Geniee shall determine a posting position and Publisher,shall comply with said determination as made by Geniee.,5.4 Publishershall install tags provided by Genieeaccording to instructionsissued by Geniee and ,may not remove said tags during the effective term of theTerms of Service.,5.5 Publishershall be deemed to have given full approval to the number ofAdvertisements to be ,displayed, click count, conversion count, and othervariables at the time Genieeconfirms such ,numbers, counts and other variables when Publisheruses theService and shall not object to the ,results of Geniee’s confirmation.,6.
Payment Amount,6.1 Geniee shall calculate and pay to Publisherthe amount to be paidaccording to the Ad Space ,and/or posting of Advertisements on the Ad Space(“Payment Amount”).
The Payment Amount may ,be made in some cases throughan agency or a third party.
The Payment Amount shall be determined ,solely byGeniee and will take into consideration all matters, including, without limitation,,impression count, number of clicks by Users, number of times Users purchasegoods from the Ad ,Space, payment terms, and all relevant matters relating to thepayment amount.
The Payment ,Amount is subject to change according to thedemands of the Advertisers.,6.2 Geniee shall calculate the Payment Amount for the current month during thefollowing month ,and pay such amount into an account designated by Publisherby the last day of the second month ,subject to the condition thatGeniee receives such payment amount by the Advertisers.
An ordinary ,deposit orchecking account held with a bank, or Paypal Account, or Payoneer account may,constitute an account to be designated by a Publisher.
Remittance fees shall bepaid by Geniee in the ,case of wire transfer and shall be paid by Publisherinthe case of Paypal, Payoneer.
provided, ,however, that Geniee shall not be liablefor any payments which were not made or delayed due to ,any cause or reasonattributable to the financial institution through which payment is made or,received.,6.3 Where a Payment Amount cannot be made due to incorrect informationpertaining to the account ,designated by Publisher, Geniee shall notify Publisherby electronic mail of such mistake.
Publisher,shall use a dedicatedpage for administrative functions to revise the information pertaining to its own,account to ensure that it conforms to a designated accountinto which remittances can be made and ,notify Geniee of the fact thereof byelectronic mail within ten (10) days of the date on which said ,notification was sentby electronic mail by Geniee (hereinafter referred to as the “response ,deadline”).,6.4 Publisheragrees that it will waive any right todemand the PaymentAmount where Geniee is ,unable to correctly verify the information pertaining tothe designated account of Publisherafter a ,5,reasonable amount of time due toan electronic mail delay, unreadable characters, or other ,circumstances.
Genieeshall remit the Payment Amount by the last day of the second month ,followingthe month of the date in which the electronic mail pertaining to the designatedaccount in ,question is received from Publisher.
The service fee incurred for aremittances made byGeniee into ,the designated account for which correctionshave been made shall be fully assumed by Publisher, in ,which case Genieeshall remit the amount of consideration owing less the remittance fee into the,bank account designated by Publisher.,6.5 The payment threshold is $100 for Paypal or Payoneer.
$200 for Wiretransfer.
Where the ,Payment Amount is less than payment threshold, thepayment of such amount shall be deferred to ,end of the following month.Provided, however, that Publishermay demand payment if it chooses to ,payfor the remittance fee, in which case Geniee shall remit the payment amount less,the remittance fee into the bank account designated by Publisher.,6.6 If six (6) months have passed since the latest posting of Advertisements onthe Website, the ,obligation to remit to a Publisher any outstanding PaymentAmounts of less than payment threshold ,shall be forfeited and shall not berefunded to Publisher.,6.7 Where Publishercauses Geniee to sustain damages due to a breach ofthe Terms of Service, ,Geniee shall be entitled tooffset the amount of such damages against the payment amount as set ,forth inSection 6.1.,6.8 Any payment amounts set forth in this section, subject to goods and servicestax and other taxes ,chargeable by Singapore law and relevant regulations, shall,save as otherwise required by law, be ,borne by Publisher.,6.9 As between Publisher and Geniee, Geniee is responsible for all taxes (if any)associated with the ,transactions between Geniee and advertisers in connectionwith Ads displayed on the Properties.
,Publisher is responsible for all taxes (ifany) associated with the Services, other than taxes based on ,Geniee’s netincome.
All payments to Publisher from Geniee in relation to the Services will be,treated as inclusive of tax (if applicable) and will not be adjusted.,7.
Ownership of IP Rights and Other Related Matters,7.1 Geniee shall at all times own all rights, including all related IP Rights, in andto the Service, Ad ,Server Service, Ad Network, and Ad Exchange.
TheAdvertisers shall at all times own all rights, ,including all related IP Rights, in andto the Advertisements.,7.2 Publishermay not sell, edit, modify, process, adapt, revise, re-distribute,license, sub-license, or ,assign any Advertisements or IP Rights owned by Genieeor the Advertisers, in whole or in part, ,unless the prior written consent of Genieehas been obtained.,8.
Modifying the Website,6,If Publisherintends to substantially modify the contents of the Websitebeyond the scope of a normal ,update, Publishershall immediately submit awritten notification to Geniee regarding such ,modification.
Geniee may in its owndiscretion determine that if the modification is significant, it ,can immediatelyrevoke the registration of Publisher.,9.
Suspension of Provision,Geniee may, at any time and at its own discretion and without notice to Publishers, suspend the ,provision of the Service, in whole or in part, to Publishers.
If Geniee issues a request to a Publisher ,to suspend the posting ofan Advertisement, suchPublisher shall immediately comply with such ,request.Geniee shall not be held liable for any damages caused to a Publisher by anysuspension of ,the Service implemented pursuant to this section.,10.
Confidentiality,10.1 “Confidential Information” shall mean the Terms of Service and alldisclosed by Geniee to ,Publisher in connection with the Service.Provided, however, that information shall not include the ,following:,(a) Information that was already in the public domain prior to the receipt of suchinformation;,(b) Information that was already known by Publisherprior to the receipt ofsuch information;,(c) Information which became public knowledge for a reason not attributable toPublisherafter ,receipt of such information;,(d) Information that was lawfully obtained by Publisherfrom a third partywithout being bound to ,any obligation to maintain the confidentiality thereof.
and,(e) Information that was independently developed by Publisher.,10.2 Publishershall maintain the Confidential Information in the strictestconfidence and will not ,divulge such Confidential Information to any third party oruse such Confidential Information for ,any purpose other than in connection withtheService.,10.3 Publishershall not use, copy, or reproduce Confidential Informationunless the prior written ,consent of Geniee has been obtained.,10.4 Publishershall refrain from disclosing Confidential Information toanyone other than an officer ,or employee who is minimally required to know theConfidential Information in order to use the ,Service (hereinafter referred to as“Publisher Employee”).
A Publisher Employee shall be made to ,comply with thesame obligations as Publisherpursuant to the Terms of Service.,10.5 If the Terms of Service is terminated or a request has been made byGeniee, Publishershall ,return or dispose of all Confidential Information (aswell as any copies or reproductions thereof) ,according to instructions issued byGeniee.,10.6 The provisions of this section shall continue to remain in effect for a periodof five (5) years ,7,after the Terms of Service is terminated.,11.
Personal Information and Privacy,11.1 For the purpose of the Terms of Service, “Personal Information” shall meaninformation about ,a livingindividual that contains a name, date of birth, or otherdescription that enables identification ,of the individual (including such informationthat allows easy matching with other information and ,will thereby enableidentification of the individual).,Geniee may retain and use all Personal Information provided by Publisherspursuant to the ,provisions of its privacy policy ( URL:http://en.geniee.co.jp/privacy.html) which provisions are ,agreed to by Publisher.
Geniee may disclose Personal Information if required to do so in,accordance with a judicial or other governmental order or as a means ofexercising its own legal ,rights or defending itself against any legal action.,Provided,however, that Genieeshall not be held liable or assume any responsibility for any,disclosure of such Personal Information.
Publisheragrees that Geniee may,share Personal Information provided by Publisher, information regarding the,Website, information regarding the results of the Advertisements, and information,regarding the results of any material breach by Publisher of the Terms of Service,with Advertisers, business partners, sponsors, and any other third parties as,determined by Geniee in its reasonable discretion.,11.2 Publisheragrees to set forth the following provisions in its privacypolicy:,(a) Third-party distributors shall be able to use cookies and other tools to,distribute Advertisements based on the Website browsing history associated with,each User (including the distribution of Advertisements through an ad network);,(b) Third-party distributors shall be able to use cookies and other tools to enable,itself and its partners to display Advertisements based on the information of,User’s visits to the Website and other sites;,(c) User has the ability to choose certain configurations through Advertisement,opt-out pages that would allow the User to block the use of cookies and other,tools used by third-party distributors and ad networks.,11.3 EU Personal Data Policy shall be applied when Publisher and Geniee obtain EU Personal Data,（defined in EU Personal Data Policy）.,12.
Prohibited Conduct,12.1 Publishershall be prohibited from providing the following content on the,Website and using, integrating, combining, or associating such content with the,Service or any information obtained from the Service:,8,(a) Content that is not true ,(b) Content that harms the reputation or credit ofanother person;,(c) Content that includes obscene expressions, information thatis harmful to juveniles, or nude ,images;,(d) Content that infringes upon the IP Rights, privacy rights, or other rights or,interests of or belonging to Geniee, Publisher, or another third party;,(e) Content that includes a computer virus or other harmful computerprogram.
(f),Content that is offensive to public order;,(g) Content that violates any applicable law or regulation or any rules of any,industry group to which Geniee or Publisheris a member.
or,(h) Any other content deemed by Geniee, in its sole discretion, to be,inappropriate.,12.2 Publishershall be prohibited from engaging in the following conduct,unless it has obtained the prior written consent of Geniee:,(a) Posting Advertisements on the Website in a location other than the location,specified by Geniee;,(b) Altering, revising, or modifying Advertisements that have been submitted by,Geniee and posting them on the Website;,(c) Reproducing or copying Advertisements on webpage, other than the Website,,which is not authorized or designated by Geniee;,(d) Transmitting data through the Service of a size exceeding the level of data,capacity as set forth by Geniee;,(e) Providing incentives to Users who browse Advertisements by a method not,authorized by Geniee or otherwise engaging in conduct that is detrimental, as,determined by Geniee in its sole,discretion, to Advertisers.
(f) Altering, revising, or modifying tags provided by,Geniee;,(g) Conduct whereby Advertisements are automatically reloaded in a manner,which is inconsistent with the Terms of Service;,(h) Conduct that may impede or interfere with the operations of the Service as,carried out by Geniee.
or,(i) Any other conduct deemed to be inappropriate by Geniee in its sole discretion.,12.3 Publishershall be prohibited from transferring any information obtained,through the Service to a database maintained by a third party and compiling or,using such information for marketing or any other purpose other than a purpose,that has been expressly and specifically permitted in the Terms of Service.,9,12.4 Publishershall be prohibited from misrepresenting the relationship,between Geniee and Publisheror a third party or otherwise displaying the,Advertisements on the Website by a method or under conditions that might,cause a User to the Website to mistakenly believe that the Website is a website,managed and operated by Geniee or the Advertisers or that the Advertisements,constitutes Advertisements provided and posted by Publisher.,13.
Disclaimer of Warranties,13.1 Information provided in Advertisements (Advertiser information, advertised,goods, and other information provided by the Advertiser) (hereinafter collectively,referred to as “Advertiser Information”) will be provided by the Advertiser and,Geniee makes no warranties, express, implied, or statutory as to the Advertiser,Information including, without limitation, with regard to the veracity, legality,,safety, appropriateness, utility, updated status, and accuracy of the Advertiser,Information.,13.2 Geniee makes no warranties, express, implied, or statutory that the Service,and any information obtained through the Service are without mistakes, errors,,and bugs and that the provision of the Service shall not be disrupted.,13.3 To the extent permitted by law, Publishershall forever release and,waive any claims against Geniee for any damages, liabilities, and claims arising,from or in connection with the use of the Service.,13.4 Geniee makes no warranties, express, implied, or statutory as to the results,of using the Service, including any potential increase in sales for Publisher.,13.5 Geniee makes no warranties, express, implied, or statutory as to whether,the Service complies with the laws, regulations, rules, and other relevant,provisions applicable to Publisher.,13.6 If any data related to the Service is corrupted,damaged, or lost due to an,external factor, system malfunction, or other such circumstances, Geniee shall,not be responsible for ensuring the recovery of such data nor shall Geniee be,held liable for any damages sustained due to any data damage or loss.,13.7 Geniee makes no warranties, express, implied, or statutory that: (i) the,Service will not be temporarily suspended and will be operated at all times with,no issues, (ii) the Service will always be restored to its original state in the event,that a defect arises in the Service, or (iii) no computer virus or other harmful,computer program exists in the Service, or that a security method for ensuring (i),to (iii) shall be provided by Geniee.,10,13.8 Geniee makes no warranties, express, implied, or statutory that the,Advertisements will be correctly displayed on the Website because Geniee has,no control or responsibility over the operating environment of the Website and,the Users to the Website.,13.9 Publishershall manage, at his/her/its own responsibility,,the accounts of third parties (including, but not limited to, Google AdSense,accounts provided by Google Ireland Limited) and Geniee shall not assume any,responsible with respect to the validity or invalidity of or other matters concerning,said accounts.,13.10 Geniee makes no warranties, express, implied, or statutory that the,distribution of Advertisements to Ad Space belonging to Publisher(including,the distribution of Advertisements through the use of an Ad Server Service).,13.11 Geniee makes no warranties, express, implied, or statutory that,Advertisements will be displayed on its Ad Space, and therefore, Publisher,shall not express any objection if no Advertisements are displayed on its Ad,Space.,14.
Limitation of Liability,14.1 Geniee’sliability in connection with the Terms of Service shall not exceed,the amount paid to Publisherfor a period of one month prior to the date upon,which Geniee’s liability arose, irrespective of the cause of such liability.,14.2 Geniee’s liability in connection with the Terms of Service shall be limited to,direct, actual, and ordinary damages, and Geniee shall not be liable in,connection with any special, consequential, indirect, incidental or other,secondary damages, nor for any damages or losses related toloss of profits, loss,of benefits relating to payment that would otherwise not have become payable, or,other losses incurred as a result of any loss of business opportunities.,14.3 Geniee shall not be held liable for any disruption, suspension, nonavailability,,or change in the provision of the Service by Geniee.
the deletion or,disappearance of information of Publisherwhich is not Personal Information;,the revocation of the registration of Publisher.
the loss of data or any,malfunction of or damage caused to equipment or devices from use of the,Service.
or any other damage sustained by Publisherin connection with the,Service.,15.
Indemnification,11,15.1 Publisher shall indemnify, defend and hold harmless Geniee and its,subsidiaries, directors, officers, agents, and employees, on demand, against any,third party claims, demands, actions, damages and costs (including reasonable,attorney’s fees) arising from (i) an infringement of a third party’s IP Rights by,Geniee’s use of or access to the Website or Ad Space.
and (ii) any breach by,Publisherof the terms and conditions of the Terms of Service.,15.2 Geniee will promptly notify Publisherof any third party claim but,Geniee’s failure to provide prompt notice will not release Publisher from its,indemnity obligations except to the extent Publisher is materially prejudiced,thereby.
Publisher will have the option to control the defense and settlement of,each claim, provided that it will not enter into any settlement that would bind or,impose any fault or liability on Geniee without the Geniee’s prior written consent,,which will not be unreasonably withheld, delayed or conditioned.
Geniee will,provide Publisher with all assistance reasonably needed to defend a claim.,Geniee may participate in the defense of any claim at Geniee’s own expense.,16.
Effective Term,The term of the Terms of Service shall be effective from the date when the,Publisher is registered pursuant to Section 3 and until the date when such,registration is terminated pursuant to Section 17.,17.
Termination and Cancellation of Registration,17.1 Geniee may temporarily suspend the use of the Service by Publisheror,terminate the registration of Publisherwithout having to provide prior notice,or demand should any of the following events occur:,(a) Publisherbreaches a provision of the Terms of Service;,(b) Geniee discovers that Publisher’s registration includes misrepresentations,or incorrect facts;,(c) Publisheruses or intends to use the Service for a purpose or by a,method that could cause damage to Geniee, another Publisher, or a third party;,(d) Publisheris uncooperative, acts in bad faith, or submits an unreasonable,amount of claims or complaints to Geniee;,(e) Publisherbecomes insolvent or is subject to a suspension of payments,or a petition has been filed for the commencement of bankruptcy proceedings,,civil rehabilitation proceedings, corporate reorganization proceedings, special,liquidation proceedings, or commencement of proceedings similar or comparable,12,thereto;,(f) A petition for attachment, provisional attachment, provisional disposition,,compulsory execution, or auction sale is filed;,(h) Publisheris subject to a compulsory collection for delinquency on tax,payments and/or any government fees or charges;,(i) Publisher, if an individual, has died or becomes mentally ill or,incapacitated;,(j) The Service is not used for a period of six (6) months and Publisherdoes,not promptly respond to a written notice from Geniee that Publisher’s,registration will be terminated.
or,(k) Geniee otherwise determines that it would be inappropriate for the registration,of Publisherto remain in effect.,17.2 Publishermay cancel its registration by providing notice to Geniee,according to a method prescribed by Geniee no later than thirty (30) days prior to,the intended date of cancellation.,17.3 If the registration of Publisheris terminated pursuant to,this section, Publishershall waive and forever release any claims against,Geniee for any outstanding Payment Amounts.,17.4 If the registration of Publisheris terminated pursuant to this section, the,Publisher shall, according to instructions issued by Geniee, return, discard, or,otherwise dispose of software, manuals, and other items related to the Service,that have been received from Geniee.,18.
Organized Crime Syndicate,18.1 If Publisheris discovered to constitute or be a part of or connected with,an organized crime syndicate, Geniee may, without having to issue a notice,,immediately revoke the registration of Publisherby providing Publisher,with a written notification thereof.,18.2 Where a party to an agreement concluded by Publisherin connection,with the Terms of Service (hereinafter referred to as a “related agreement”),,representative of a party to a related agreement in connection with the,conclusion thereof, or person that brokered the conclusion of a related,agreement is revealed to constitute an anti-social-force, etc., Geniee may submit,a request to Publisherto cancel said related agreement or take other,required measures.,18.3 Where Publisher, without a valid reason, refuses to comply with a,13,request to take required measures as set forth in the preceding section, Geniee,may, without having to issue a demand, immediately revoke the registration of,Publisheras a Publisher by providing Publisherwith a written notification,thereof.,18.4 Geniee shall not be held liable for any damage caused to Publisheras a,result of the revocation of his/her/its registration as a Publisher carried out,pursuant to this section.,19.
Revision of Terms of Service,Geniee may, at any time and at its own discretion, revise the,Terms of Service and, where a revision is made, shall notify Publishers of the,fact that the Terms of Service have been revised via its website or through other,channels.
Publishershall be deemed to have accepted any revision to the,Terms of Service upon continued use of the Service by Publisher.,20.
Dispute resolution,20.1 Any disputes arising out of or in connection with this Terms of Service shall,be referred to andfinally resolved by arbitration in Singapore in accordance with,the Arbitration Rules of the Singapore International Arbitration Centre (the,“SIAC”) for the time being in force which rules are deemed to be incorporated by,reference to this Section 20.,20.2 The tribunal shall consist of one (1) arbitrator to be appointed by the,Chairman of the SIAC.
The arbitrators’ decision shall be final and the arbitration,proceedings shall be conducted in English.,21.
Assignment,21.1 Publishermay not assign, transfer, put up as collateral, or otherwise,dispose of his/her/its status under the Terms of Service or any rights or,obligations under the Terms of Service to a third party without obtaining the prior,written consent of Geniee.,21.2 Where a business pertaining to the Service has been assigned to another,company, Geniee may assign its status under the Terms of Service, its rights and,obligations under the Terms of Service, registered matters corresponding to Site,Managers, and other clientinformation in connection with the assignment of said,business to the party to which said business was assigned.
In the context of this,section, Publishershall be deemed to have agreed to said assignment in,14,advance.
The assignment of a business as referred to in this section shall consist,of any normal business assignment as well as any case in which the company is,split-up or its business is otherwise transferred.,22.
Survival,The following sections shall survive any termination or expiration of the Terms of,Service: Section 6 (limited to cases in which the Payment Amount is remitted),,Section 7, Section 10, Section 11, Section 12, Section 13, Section 14, Section,15.
Section 17.3, Section 17.4, Section 18.4, and Sections 20 through 24 hereof,shall remainin effect even after the termination of the Terms of Service.,23.
Governing law,This Terms of Service shall be governed by and construed in accordance with,the laws of the Republic of Singapore.,24.
CONTRACTS (RIGHTS OF THIRD PARTIES) ACT,The Contracts (Rights of Third Parties) Act, (Cap.
53B) of Singapore shall not,under any circumstances apply to this Terms of Service and any person who is,not a party to this Terms of Service (whether or not such person shall be named,,referred to, or otherwise identified, or form part of a class of persons so named,,referred to or identified in this Terms of Service) shall have no right under the,Contracts (Rights of Third Parties) Act, (Cap.
53B) of Singapore to enforce this,Terms of Service or to enjoy the benefit ofany term of this Terms of Service.,15,EU Personal Data Policy,１．,Definitions,The following terms used in this EU Personal Data Policyshall have the meanings set forth below.,（1）"GDPR" means the Regulation (EU) 2016/679 of the European Parliament and of ,the Council of 27 April 2016 on the protection of natural persons with regard to the ,processing of personal data and on the free movement of such data,and repealing Directive ,95/46/EC (General Data Protection Regulation).,（2）"EU Personal Data" means the Personal Data defined in Article 4, paragraph 1 of ,GDPR, which relates to natural persons within the EEA (European Economic Area, the ,territory to which GDPR is directly applied.
the same shall apply hereinafter) region,(hereinafter referred to as "EU Users").,２．,Obligations,（1）Publisher and Genieeshall comply with all privacy, data security and data ,protection laws, laws and regulations in applicable jurisdictions, including GDPR.,（2）Publisher and Genieeshall take appropriate technical and institutional measures ,required by GDPR to protect the European Union's Personal Data.,（3）When supply EU Personal Data to Geniee, in accordance with the requirements ,of GDPR, Publishershall clearly explain the necessary information, such as the purpose and ,use of the data, as well as the information designated by Geniee, to the EU User at his/her ,own discretion, and request his/her consent through specific and explicit active actions.
,Publishershall endeavor to implement a method to satisfy the requirements of the GDPR ,after consultation with Geniee regarding the specific content and method of explaining to ,and obtaining informed consent from such EU Users.
Publishershall not send any EU ,Personal Data without such consent from EU Users to Geniee.,（4）When transfer EU Personal Data from within the EEA region to outside the EEA ,region, Publishershall clearly inform the EU User in advance of the information required ,for the transfer of EU Personal Data, and obtain the consent of the EU User at his/her own ,discretion through specific and explicit positive actions in accordance with the GDPR's ,requirements.
Publishershall endeavor to implement a method to satisfy the requirements ,of GDPR after consultation with Geniee regarding the specific content and method of ,explaining to and obtaining informed consent from suchEU Users.
Company shall not send ,any EU Personal Data without such consent fromEUUsers to Geniee.,（5）If GDPR is amended, if new privacy, data security or data protectionlaws or ,regulations are applied in EU ePrivacy Regulation or other applicable jurisdictions, if the ,16,Personal Data Protection Law or GDPR guidelines are published by a Japanese or European ,public agency, or if necessary, Publisher and Genieeshall discuss and cooperate with each ,other on measures necessary to comply with such laws or regulations, including changes to ,the Agreement and changes in the manner of obtaining consent from EU Users.