MergeWise

2 Chome-12-8 Nagatachō, Chiyoda City, Tokyo 100-0014

Phone: +81 3-6205-7940

Email: info@melrithrain.com

Terms and Conditions

Effective Date: November 1, 2025

These Terms and Conditions constitute a legally binding agreement between you and MergeWise. By accessing or using our website and services, you acknowledge that you have read, understood, and agree to be bound by these terms.

If you do not agree to these terms, you must discontinue use of our website and services immediately. Your continued use signifies your acceptance of any updates or modifications to these terms.

User Obligations and Responsibilities

1. Legal Responsibilities

As a user of our website and services, you agree to:

1.1. Comply with all applicable local, national, and international laws and regulations when using our services.

1.2. Ensure that any information you provide to us is accurate, current, and complete to the best of your knowledge.

1.3. Maintain the security and confidentiality of any credentials or information you use to access our services.

1.4. Notify us immediately if you become aware of any unauthorized access to or use of our services.

1.5. Use our services only for legitimate business purposes related to organizational integration, transformation, or consulting needs.

2. Prohibited Activities and Behaviors

You expressly agree not to engage in any of the following activities:

2.1. Violating any applicable laws, regulations, or third-party rights through your use of our services.

2.2. Transmitting any unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, or otherwise objectionable material.

2.3. Interfering with or disrupting the integrity or performance of our website or services.

2.4. Attempting to gain unauthorized access to our systems, networks, or data.

2.5. Using automated scripts, bots, or other means to access our services without express permission.

2.6. Misrepresenting your identity or affiliation with any person or organization.

2.7. Collecting or harvesting information about other users without their consent.

3. Content Guidelines and Restrictions

When submitting content through our contact forms or other communication channels:

3.1. You warrant that you have the right to submit the content and that it does not infringe upon any third-party rights.

3.2. You agree not to submit content that contains viruses, malware, or other harmful code.

3.3. You understand that we reserve the right to review, edit, or remove any content that violates these terms or is otherwise objectionable.

3.4. You acknowledge that any content you submit may be retained for record-keeping and quality assurance purposes.

4. Age Restrictions and Requirements

Our services are intended for business professionals and organizations. By using our services, you represent that you are at least 18 years of age and have the legal capacity to enter into this agreement. If you are accessing our services on behalf of an organization, you represent that you have the authority to bind that organization to these terms.

Liability Limitations and Warranties

5. Disclaimer of Warranties

Our website and services are provided on an "as is" and "as available" basis:

5.1. We make no warranties, expressed or implied, regarding the accuracy, completeness, or reliability of any content or information provided through our services.

5.2. We do not warrant that our services will be uninterrupted, timely, secure, or error-free.

5.3. We disclaim all warranties of merchantability, fitness for a particular purpose, and non-infringement to the fullest extent permitted by law.

5.4. Any material downloaded or obtained through our services is done at your own discretion and risk.

5.5. No advice or information obtained through our website shall create any warranty not expressly stated in these terms.

6. Limitation of Liability

To the maximum extent permitted by applicable law:

6.1. MergeWise shall not be liable for any indirect, incidental, special, consequential, or punitive damages arising from your use of or inability to use our services.

6.2. Our total liability for any claims arising from these terms or your use of our services shall not exceed the amount you have paid to us in the past twelve months, or ¥100,000, whichever is less.

6.3. We shall not be liable for any damages resulting from unauthorized access to or alteration of your data or communications.

6.4. These limitations apply whether the alleged liability is based on contract, tort, negligence, strict liability, or any other basis, even if we have been advised of the possibility of such damage.

7. Consequential Damages Exclusion

Under no circumstances shall MergeWise be held liable for any loss of profits, revenue, data, business opportunities, goodwill, or anticipated savings resulting from your use of or inability to use our services, even if such damages were foreseeable or we were advised of their possibility.

8. Indemnification

You agree to indemnify, defend, and hold harmless MergeWise, its affiliates, officers, directors, employees, and agents from any claims, liabilities, damages, losses, and expenses, including reasonable attorneys' fees, arising from:

8.1. Your violation of these Terms and Conditions

8.2. Your violation of any third-party rights, including intellectual property or privacy rights

8.3. Your use or misuse of our services

8.4. Any content you submit through our website

9. Force Majeure Provisions

MergeWise shall not be liable for any failure or delay in performance under these terms resulting from circumstances beyond our reasonable control, including natural disasters, acts of war, terrorism, labor disputes, government actions, internet service provider failures, or other similar events.

Legal Information and Dispute Resolution

10. Governing Law and Jurisdiction

These Terms and Conditions shall be governed by and construed in accordance with the laws of, without regard to its conflict of law provisions. You agree that:

10.1. Any legal action or proceeding arising from these terms shall be brought exclusively in the courts located in Tokyo.

10.2. You consent to the personal jurisdiction of such courts and waive any objection to venue in such courts.

10.3. The prevailing party in any legal proceeding shall be entitled to recover reasonable attorneys' fees and costs.

11. Dispute Resolution Procedures

Before pursuing formal legal action, both parties agree to:

11.1. Attempt to resolve disputes through good faith negotiations for a period of at least 30 days.

11.2. Provide written notice of any dispute, including a description of the issue and proposed resolution.

11.3. Consider mediation as an alternative dispute resolution method before initiating litigation.

12. Severability Clause

If any provision of these Terms and Conditions is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable while preserving the original intent of the parties.

13. Terms Modification Policy

We reserve the right to modify these Terms and Conditions at any time:

13.1. Material changes will be communicated through prominent notice on our website or via email to registered users.

13.2. Your continued use of our services after such modifications constitutes acceptance of the updated terms.

13.3. If you do not agree to the modified terms, you must discontinue use of our services.

13.4. We will update the "Effective Date" at the top of this document when changes are made.

14. Entire Agreement

These Terms and Conditions, together with our Privacy Policy and Cookie Policy, constitute the entire agreement between you and MergeWise regarding your use of our website and services. These terms supersede all prior or contemporaneous agreements, communications, and proposals, whether oral or written, between you and MergeWise.

15. Assignment and Transfer

You may not assign or transfer your rights or obligations under these terms without our prior written consent. We reserve the right to assign these terms to any successor or affiliate in connection with a merger, acquisition, or sale of assets.

16. Waiver

Our failure to enforce any right or provision of these Terms and Conditions shall not constitute a waiver of such right or provision. Any waiver of any provision shall be effective only if in writing and signed by an authorized representative of MergeWise.

17. Contact for Legal Matters

For questions about these Terms and Conditions or to report violations, please contact us using the information provided at the top of this page. We will respond to legal inquiries within a reasonable timeframe.