Conditions of Use



Preamble

With this internet platform, YAMAHA is offering an electronic ordering system (Dealer Extranet) for ordering products from the YAMAHA musical instruments and audio & video product range. This offer is open to a restricted list of customers, consisting of contractual partners



(hereafter: Contractual Partners)

Goods or other services and supplies are marketed under the ordering system only where the Conditions of Use of the internet platform are applied.

YAMAHA reserves the right to offer contractual partners different conditions for access to the dealer platform and for options as to its use, depending on the type of contract in place.

The Conditions of Use comprise the conditions themselves, the description of the ordering process, and the contractual terms for the ordering of goods.

The preamble forms part of the conditions that follow below.

1.1 I) Conditions of Use



§ 1 Users

Only individuals and legal entities who have signed effective agreements as described in the preamble are allowed to use this platform. In particular, this refers to distribution agreements for dealers (who have the right to sell "open products"), and / or agreements for contractual partners (who have an expanded product range in addition to "open products") in countries which have their own YAMAHA organization. There are, additionally, contracts covering sales of YAMAHA products in countries where there is no YAMAHA office (importers).

§ 2 Operators of the ordering system, and contractual partner for orders

The Conditions of Use regulate the access and use of this YAMAHA electronic ordering system. The platform operator is YAMAHA MUSIC EUROPE GmbH, which has sole responsibility for providing the electronic ordering system.

The contractual partner for the supply of goods and other services is the regional YAMAHA branch office in each country. The finalizing and execution of contracts, and any secondary claims relating to goods or other services, are covered by the overall contractual terms described in the preamble, and by supplementary general terms and conditions of business and delivery used by the appropriate regional YAMAHA office.

YAMAHA can amend the Conditions of Use at any time. Users will be notified of the change by email two weeks before the amendments come into effect. They will be informed that the Conditions of Use are to be amended and that they have two weeks in which to object. If a user refuses his consent, YAMAHA reserves the right to terminate the use of the ordering system for the party raising the objection.

§ 3 Logins

YAMAHA grants access to users by providing a user name and a password to main dealer accounts. These accounts can be used by the contractual partners to create additional logins for any of their branches.

YAMAHA shall not be liable for any consequences arising out of any incident on the contractual partner side that lead to account theft or proliferation to unauthorized parties.

Contractual partners are responsible of maintaining their accounts in an appropriate way. This includes deleting accounts no longer needed for their relation and taking measurements against theft of passwords and login data. Contractual partners are not authorized to grant access to third parties. Any tampering with the ordering system will result in removal from the list of users.

YAMAHA must be notified by the Contractual partner immediately and in an appropriate manner of any errors in, or loss of, confidential data. Where YAMAHA takes precautions to restrict access to content, these restrictions must be complied with.

§ 4 Data protection

Users should note that YAMAHA collects and stores users' personal data for the operation of the ordering system, and passes them on to third parties for the purposes of processing and operation of the system.

The data are collected in accordance with current data protection legislation solely for the purpose of operating the service.

Users also agree to the following data being collected, stored and processed by computer systems for use as appropriate:



If contractual partners wish to obtain information about the data supplied by them, or if they object to the use, storage or forwarding of the data, they can make contact by e-mail (support@yamaha-extranet.com) or in writing with YAMAHA MUSIC EUROPE GmbH, Ms Ada Dörfler, Siemensstraße 22-34, 25462 Rellingen, Germany.

YAMAHA will deal with the data in confidence, and will pass them on to third parties only where agreements are in place as to confidentiality. YAMAHA points out that there cannot be 100 per cent protection of data transmitted via the internet. Despite the highest possible standards of security, no guarantee can be given regarding the protection of personal data.

§ 5 Hyperlinks

Where YAMAHA makes use of hyperlinks to access other web sites over whose content and layout YAMAHA has no influence, YAMAHA expressly dissociates itself from the content and form of the linked websites. YAMAHA will remove links as appropriate after having them brought to its attention and after verifying them.

§ 6 Copyright and other protective rights

This website is protected by copyright. Access on the website to trademarks, logos and other symbols does not imply any license or other permission to use these trademarks and symbols. Contractual partners may not use the contents of this website, in particular its texts and layout, for their own websites or for other publications. Civil and / or criminal proceedings will be instituted in the case of any unauthorized use of the content of the web site.

§ 7 Liability for the use of the dealer platform for musical instruments

Apart from liability for infringement of material contractual obligations, the liability of YAMAHA, its institutions, management and employees is restricted to damage caused intentionally or by gross negligence. This does not affect any liability for any negligent injuries to life, person and health.

YAMAHA is not liable for consequential losses, in particular loss of profits, unless such losses are the result of deliberate actions by staff or of damage caused intentionally or by gross negligence on the part of lawful representatives or managers of YAMAHA. This does not affect any liability for any negligent injuries to life, person and health.

Even in the case of deliberate actions by staff or of damage caused intentionally or by gross negligence on the part of lawful representatives and managers, the level of liability is limited to losses that are likely to have been predictable at the time the contract is agreed. This does not affect any liability under the Product Liability Act. This applies also to liability for any negligent injuries to life, person and health.

1.2 II. Conditions of contract for ordering goods by using the musical instruments dealer platform



All contractual partners authorized to use the dealer platform are associated with YAMAHA through supply contracts. There are different types of distribution agreements for authorized dealers (selective distribution) and dealers (open products), and special contracts in the commercial audio sector, plus distribution contracts with importers in countries where there is no regional YAMAHA office.

The contractual partner for the supply of goods and services is the appropriate regional office with which a contractual partner and user of the musical instruments dealer platform has a distribution agreement.

Use of the dealer platform does not affect existing agreements. Any primary and secondary claims arising from the order between YAMAHA and the user concerned that is associated with YAMAHA by a distribution agreement or similar will be dealt with on the basis of these agreements.

Where a regional office makes use of general terms and conditions when supplying goods and other services, these will apply additionally with regard to existing agreements.

Orders can be placed in any form in accordance with the distribution agreement. By ordering through the dealer extranet, therefore, the user selects an electronic order form. The contract for the goods ordered will be completed in accordance with the distribution agreement.

Liability for the quality of the goods ordered will be in accordance with the YAMAHA warranty regulations and guarantee terms as agreed in the distribution contracts.

The reservations in the existing distribution contracts should be referred to for the availability of the products ordered. YAMAHA will make every effort, and reserves the right, to deliver in accordance with its capacity.

The price structure will be in accordance with the current distribution agreement between the user (Dealer; contractual partner) and YAMAHA.

1.3 III. Technical description of the ordering process



§ 1 Access

Users having accepted the Conditions of Use, referred to the basic principles of the contract and noted in this technical description, are able to order goods within the terms of their contractual relationship.

§ 2 Selecting goods

The contractual partner requests from the system the goods required. The system first informs the contractual partner on the availability of the requested goods in principle and displays the list whole sales price. All details given are non-binding.

§ 3 Ordering goods

The contractual partner is ordering by placing the requested goods into the shopping basket. After submitting the order, YAMAHA is receiving the request, which is then processed by the Ordering System and the YAMAHA Customer Centre. The Customer Centre is then checking the availability of the product(s), the requested quantity as well as the requested delivery date and is calculating the Dealers' final price based in accordance with the individual discount rate established between Yamaha and the contractual partner. The price will be established on the basis of the price that is valid on the day of the order entry, incorporating the contracted discounts and in line with valid Yamaha price lists. If the established price is changed at short notice under the reserved right to amend prices, rights from the contract are not affected.

§ 4 Notifying the user

The contractual partner is notified of the delivery date, the quantity available and the established final price. Contractual partners can obtain this information within the ordering system by checking the summary provided on the 'My Order' page.

§ 5 YAMAHA Customer Centre

Contractual partners can, and are under an obligation to, notify the YAMAHA customer centre if anything is unclear or if there is any disagreement. If the order fails to meet the expectations of the contractual partner in terms of quantity, price and delivery, he can consult the YAMAHA customer centre. This can be done within the system by calling up the 'Contact' page.