eSIM Commerce Reseller Terms and Conditions

In these Terms, the following terms have the meanings set out below.

1. These Terms govern your use of the Resale Rights, eSIM Commerce, and the Solution.
2. ROKKODE grants you rights to resell Covered eSIMs and use eSIM Commerce and the Solution only as expressly stated in these Terms and any applicable Specific Terms.
3. These Terms govern the B2B resale, issuance, management, API, Dashboard, and related operational functions provided by ROKKODE through eSIM Commerce. Telecommunications service terms applicable to Covered eSIMs may be governed by separate domestic data service terms, Specific Terms, network conditions, or other applicable conditions.
4. ROKKODE provides Covered eSIMs as an MVNO using telecommunications networks provided by KDDI Corporation, Okinawa Cellular Telephone Company, or other MNOs or telecommunications network providers.
5. KDDI Corporation, Okinawa Cellular Telephone Company, and other MNOs or telecommunications network providers may provide or control telecommunications networks, network availability, network conditions, maintenance, capacity, restrictions, or communications-related terms for Covered eSIMs.
6. You sell Covered eSIMs in your own name and at your sole responsibility. You are responsible for your own relationship with End Users and Sub-Resellers.

1. Specific Terms may include price lists, order forms, API specifications, operational materials, notices displayed in the Dashboard, or written or electronic communications that are expressly identified by ROKKODE as applying to you or your use of eSIM Commerce or the Solution.
2. If these Terms conflict with Specific Terms, the Specific Terms will prevail only if they expressly state that they prevail over these Terms.
3. Matters not covered by Specific Terms are governed by these Terms.

1. Subject to these Terms and any Specific Terms, ROKKODE grants you a non exclusive, non transferable right to resell Covered eSIMs to End Users or Sub-Resellers.
2. You may exercise the Resale Rights only in your own name and at your sole responsibility.
3. You may sell, or authorize the sale of, Covered eSIMs only for data-only connectivity in Japan for inbound travelers to Japan.
4. You must not use, market, or sell Covered eSIMs for any other purpose unless ROKKODE expressly approves such use in advance.
5. The Resale Rights are non exclusive. ROKKODE may provide or grant the same or similar products, services, rights, solutions, or functions to other parties.
6. ROKKODE does not guarantee any particular quantity, price, sales area, sales period, communication quality, revenue, or sales opportunity.

1. You may allow Sub-Resellers to sell Covered eSIMs only at your sole responsibility.
2. You must impose on each Sub-Reseller obligations that are at least as protective of ROKKODE as the obligations imposed on you under these Terms.
3. Acts and omissions of Sub-Resellers, their officers, employees, contractors, and downstream sales channels are deemed to be your acts and omissions in relation to ROKKODE.
4. You are responsible for all damages, costs, claims, regulatory responses, complaint handling, and other burdens incurred by ROKKODE arising from or relating to Sub-Resellers.

You must not, and must not allow any Sub-Reseller or End User to:

1. use or sell Covered eSIMs for any purpose that violates laws and regulations, public order, or morals;
2. harm the rights, reputation, or business of ROKKODE, KDDI Corporation, Okinawa Cellular Telephone Company, any other MNO, or any other telecommunications network provider;
3. assign, transfer, pledge, place in trust, or otherwise dispose of the Resale Rights without ROKKODE prior consent;
4. violate technical specifications, usage conditions, communication restrictions, security conditions, or operational instructions designated by ROKKODE;
5. misuse Covered eSIMs, eSIM Commerce, the Solution, API keys, authentication information, or activation information;
6. engage in fraud, unauthorized access, spam, malware distribution, attacks on telecommunications facilities, sanctions violations, or other illegal or inappropriate activities; or
7. engage in any other conduct that ROKKODE reasonably determines to be inconsistent with the purpose of these Terms.

1. Subject to these Terms and any Specific Terms, ROKKODE grants you a non exclusive, non transferable, non sublicensable right to use eSIM Commerce and the Solution for issuing, managing, checking the status of, suspending, or otherwise operating Covered eSIMs.
2. You must not allow Sub-Resellers to directly access the Solution unless ROKKODE gives prior consent.
3. You must not share API keys, login IDs, passwords, tokens, or other authentication information with any third party unless ROKKODE expressly authorizes such sharing.
4. You may provide Sub-Resellers with information obtained from the Solution or results generated through the Solution only to the extent necessary for permitted sales or operations.
5. You must not use eSIM Commerce or the Solution for any purpose other than the purposes permitted under these Terms.
6. ROKKODE may impose or modify rate limits, usage quotas, concurrency limits, access controls, technical restrictions, or other safeguards for eSIM Commerce, the Solution, the API, or the Dashboard as ROKKODE considers necessary for security, stability, capacity management, abuse prevention, or operational reasons.
7. If ROKKODE provides a sandbox, test, staging, or similar environment, that environment is provided only for testing or evaluation. Sandbox data, specifications, behavior, availability, and results may differ from production and may be reset, deleted, suspended, or changed without notice.

1. You are solely responsible for managing API keys, login IDs, passwords, tokens, and other authentication information.
2. Any operation performed using your authentication information is deemed to have been performed by you, even if the operation is performed by a third party, unless caused by ROKKODE willful misconduct or gross negligence.
3. You must promptly notify ROKKODE if you become aware of any leakage, unauthorized use, loss, theft, or suspected compromise of authentication information.
4. You must follow ROKKODE reasonable instructions regarding security incidents, credential rotation, suspension, investigation, or other remedial measures.

1. ROKKODE may change eSIM Commerce, the Solution, technical specifications, telecommunications networks, security requirements, operation methods, pricing, communication conditions, usage periods, speed restrictions, suspension conditions, capacity restrictions, or other conditions as necessary.
2. Such changes may arise from changes to the terms, conditions, wholesale terms, operational rules, network capacity, commercial conditions, or policies of KDDI Corporation, Okinawa Cellular Telephone Company, any other MNO, or any other telecommunications network provider.
3. ROKKODE may notify you of material changes by a reasonable method where ROKKODE considers appropriate or where required by applicable law.
4. You are solely responsible for making any system modifications, customer-facing description changes, Sales Terms adjustments, Sub-Reseller notifications, or other measures necessary to respond to changes.
5. Product descriptions, coverage descriptions, speed descriptions, data allowances, usage periods, activation conditions, installation rules, restrictions, prices, inventory, availability, and other information relating to Covered eSIMs may change, be corrected, become unavailable, or be withdrawn at any time.
6. ROKKODE may suspend, restrict, interrupt, modify, or discontinue all or part of eSIM Commerce, the Solution, or Covered eSIM-related operations for maintenance, updates, incident response, security response, network circumstances, capacity constraints, legal compliance, telecommunications network provider requirements, or other operational reasons.
7. Any status page, incident notice, support response target, operational communication, or similar information provided by ROKKODE is for informational purposes only and does not constitute a service level agreement, warranty, guarantee, or binding commitment unless ROKKODE expressly agrees otherwise in a separate written agreement.

ROKKODE may restrict or suspend your use of eSIM Commerce, the Solution, the Resale Rights, or Covered eSIMs if:

1. you or a Sub-Reseller breach these Terms or any Specific Terms;
2. there is unauthorized use, a security incident, leakage of authentication information, excessive load, or any risk of the foregoing;
3. ROKKODE reasonably determines that there is a material issue with your sales, representations, explanations, identity verification, support, refunds, or other customer responses;
4. ROKKODE receives a request from KDDI Corporation, Okinawa Cellular Telephone Company, any other MNO, any other telecommunications network provider, an administrative agency, an investigative authority, or any other public authority;
5. restriction or suspension is necessary due to legal compliance, telecommunications network protection, maintenance, incident response, operational needs, capacity restrictions, or commercial conditions; or
6. ROKKODE otherwise reasonably determines that restriction or suspension is necessary to protect ROKKODE, eSIM Commerce, the Solution, telecommunications networks, End Users, or third parties.

ROKKODE is not liable for damages arising from such restriction or suspension, except to the extent caused by ROKKODE willful misconduct or gross negligence.

1. You sell Covered eSIMs in your own name and at your sole responsibility.
2. You are solely responsible for contracts, sales, payments, refunds, cancellations, identity verification, explanations, notices, complaint handling, first-line support, and all other responses with End Users and Sub-Resellers.
3. You must establish, present, and explain Sales Terms accurately and lawfully.
4. You must not make any representation that causes End Users or Sub-Resellers to misunderstand that ROKKODE, eSIM Commerce, KDDI Corporation, Okinawa Cellular Telephone Company, any other MNO, or any other telecommunications network provider directly sells your products to End Users or guarantees your Sales Terms.
5. You must clearly explain important matters to End Users, including that Covered eSIMs are data-only and do not include voice calls, SMS, emergency calls, or international roaming unless expressly stated otherwise by ROKKODE.
6. You are responsible for explaining device requirements, activation conditions, communication quality, available areas, usage periods, expiration rules, data allowances, refund conditions, and support conditions.

You must ensure that your Sales Terms and End User-facing materials clearly disclose at least the following matters:

1. Covered eSIMs are data-only unless expressly stated otherwise by ROKKODE;
2. voice calls, SMS, emergency calls, and international roaming are not included unless expressly stated otherwise by ROKKODE;
3. compatible device requirements, including eSIM support and any SIM lock or device setting requirements;
4. available areas and communication quality are not guaranteed;
5. activation deadlines, usage periods, expiration dates, expiration conditions, and data allowances;
6. refund, cancellation, and support conditions;
7. the support contact point for End Users is you or the relevant Sub-Reseller, not ROKKODE, unless ROKKODE expressly states otherwise; and
8. ROKKODE, eSIM Commerce, KDDI Corporation, Okinawa Cellular Telephone Company, other MNOs, and other telecommunications network providers are not the direct seller of your products and do not guarantee, recommend, or approve your Sales Terms unless expressly stated otherwise.

1. Refunds, cancellations, compensation, complaints, and other claims from End Users or Sub-Resellers are your responsibility and expense.
2. ROKKODE is not responsible for your Sales Terms, refund conditions, sales representations, explanations, or customer support.
3. Unless ROKKODE separately approves otherwise, once a Covered eSIM, eSIM profile, activation information, or related information is issued or provided, you may not request cancellation, withdrawal, quantity change, return, refund, or reissuance for reasons attributable to you.
4. You must promptly inspect issued Covered eSIMs and related information. If you discover any defect, quantity discrepancy, or other deficiency, you must notify ROKKODE within three days, including the date on which delivery or provision is completed.
5. If you do not notify ROKKODE within that period, the relevant Covered eSIMs or information are deemed to have passed inspection.

1. You must not make unfair, misleading, false, excessive quality assurance, or otherwise unlawful representations in advertisements, product descriptions, sales pages, apps, emails, social media, or other communications.
2. You must sell Covered eSIMs using your own service names, brand names, trade names, trademarks, or other indications, or those of your Sub-Resellers.
3. Except where required by law, expressly approved by ROKKODE, or permitted by instructions provided through eSIM Commerce, you must not display, use, or disclose the name, trade name, trademark, logo, service name, or other indication of ROKKODE or eSIM Commerce in End User-facing materials.
4. You may use trade names, trademarks, logos, service names, or other indications of KDDI Corporation, Okinawa Cellular Telephone Company, any other MNO, or any other telecommunications network provider only to the extent approved by ROKKODE, necessary to describe the relevant telecommunications network or Covered eSIM supply relationship, or permitted by the lawful rights holder guidelines.
5. You must not imply that ROKKODE, eSIM Commerce, KDDI Corporation, Okinawa Cellular Telephone Company, any other MNO, or any other telecommunications network provider directly sells, guarantees, recommends, approves, partners with, or endorses you, any Sub-Reseller, or any product, service, or Sales Terms.
6. If ROKKODE reasonably determines that your representations, sales methods, or support responses are problematic, ROKKODE may require you to correct them.

1. You must comply with all applicable laws, regulations, guidelines, administrative orders, and public authority requests in connection with your use of the Resale Rights, eSIM Commerce, the Solution, Covered eSIMs, and any sales to End Users or Sub-Resellers.
2. Applicable laws may include laws relating to telecommunications, consumer protection, personal information, advertising, electronic commerce, payments, taxes, sanctions, export controls, import controls, re-export controls, organized crime groups and other antisocial forces, and prevention of unauthorized use.
3. If you provide Covered eSIMs, eSIM information, technical materials, API specifications, authentication information, or related technology or information to overseas companies, non-residents, Sub-Resellers, or other third parties, you are responsible for required permits, approvals, transaction screening, sanctions list checks, and other compliance measures.
4. You must cause Sub-Resellers to comply with equivalent obligations.

1. You are solely responsible for any required identity verification, age verification, user qualification verification, and other End User verification under applicable laws.
2. You must take reasonable measures to prevent Covered eSIMs, eSIM Commerce, and the Solution from being used for crime, fraud, unauthorized access, spam, malware distribution, attacks on telecommunications facilities, sanctions violations, or other illegal or inappropriate purposes.
3. If you become aware of unauthorized use or suspected unauthorized use, you must promptly notify ROKKODE and take reasonable measures requested by ROKKODE, including suspension of Covered eSIMs, provision of information, and cooperation in investigations.
4. You are responsible, in relation to ROKKODE, for unauthorized use by Sub-Resellers and End Users.
5. Certain Covered eSIMs, jurisdictions, telecommunications network providers, administrative agencies, laws, regulations, or operational requirements may require identity verification, user qualification verification, eKYC, or similar procedures for activation, lawful use, continued use, or support.
6. If such verification is required, ROKKODE may require you, a Sub-Reseller, or an End User to complete procedures designated by ROKKODE or a third-party verification provider before issuance, activation, continued use, support, or other operations.
7. You are responsible for providing necessary explanations, notices, consents, disclosures, and End User support relating to such verification and for ensuring that required verification procedures are completed.
8. Where a third-party verification provider is used, information submitted for verification may be handled by that provider under its own terms and privacy policy, and ROKKODE may rely on verification results or related information to the extent necessary for eSIM Commerce, Covered eSIMs, legal compliance, security, or operational purposes.

You must promptly cooperate with ROKKODE, KDDI Corporation, Okinawa Cellular Telephone Company, any other MNO, any other telecommunications network provider, administrative agency, investigative authority, or other public authority in relation to Covered eSIMs, End Users, Sub-Resellers, Sales Terms, unauthorized use, identity verification, communication use, or any other matter relating to these Terms.

Such cooperation may include information provision, sales suspension, suspension of Covered eSIMs, instructions to Sub-Resellers, End User responses, submission of materials, and cooperation in investigations.

1. You may place orders for Covered eSIMs through the Dashboard, API, order forms, or any other method designated by ROKKODE.
2. ROKKODE may approve, reject, hold, or request additional information for any order at its reasonable discretion.
3. An order may become subject to billing when ROKKODE issues or provides the relevant Covered eSIM, eSIM profile, activation information, order confirmation, or other related information.
4. ROKKODE may deduct from your Deposit any amount payable for an approved, issued, provided, or confirmed order in accordance with these Terms and the applicable Specific Terms.
5. You are solely responsible for the accuracy of order details, quantities, Sales Terms, End User-facing information, and any information submitted by you, your Sub-Resellers, or your systems.
6. Unless ROKKODE separately approves otherwise, issuance or provision of Covered eSIMs or related information is not cancellable, refundable, or reversible for reasons attributable to you.
7. Delivery or provision is deemed completed when the relevant Covered eSIM, eSIM profile, QR code, activation code, activation URL, installation details, CSV file, API response, Dashboard display, order confirmation, or other related information is made available to you or your system by a method designated by ROKKODE.
8. After delivery or provision is completed, you are solely responsible for storing, managing, distributing, protecting, and using the relevant Covered eSIMs and related information, and all risk of leakage, loss, misdelivery, duplicate use, unauthorized use, compromise, misuse, or distribution to End Users, Sub-Resellers, or third parties is borne by you.
9. You are responsible for preventing duplicate orders, erroneous orders, incorrect quantities, system integration errors, API retry errors, repeated submissions, and other order mistakes. Unless ROKKODE separately approves otherwise, you remain responsible for amounts arising from such orders.
10. ROKKODE may reject, hold, cancel, modify, or provide alternative handling for an order if a Covered eSIM is unavailable, out of stock, discontinued, restricted, unable to be provisioned, affected by telecommunications network provider circumstances, affected by legal or operational requirements, or otherwise difficult or inappropriate to fulfill, without liability to you and with any billing, refund, Deposit, or settlement treatment determined by ROKKODE or the applicable Specific Terms.

1. You must deposit with ROKKODE the amount designated by ROKKODE as a Deposit to be applied to issuance, use, purchase, fees, or other transactions relating to Covered eSIMs, eSIM Commerce, or the Solution.
2. Details of the Deposit, including amount, currency, payment method, minimum balance, and additional deposit conditions, will be set out in the Specific Terms.
3. The Deposit is not a bank deposit, trust account, stored value, or electronic money, and no interest accrues on the Deposit.
4. ROKKODE may deduct from the Deposit balance any amount arising from issuance, use, purchase, fees, or other transactions set out in the Specific Terms.
5. If the Deposit balance is insufficient, you must make an additional Deposit by the method designated by ROKKODE.
6. ROKKODE is not liable if Covered eSIMs cannot be issued, eSIM Commerce or the Solution cannot be used, or transactions cannot be conducted due to an insufficient Deposit balance.
7. Unless ROKKODE separately approves postpaid, invoice, credit, or other payment terms, transactions under these Terms are handled on a prepaid or Deposit basis.
8. If ROKKODE separately approves postpaid, invoice, credit, or other payment terms, ROKKODE may set, modify, suspend, or revoke credit limits, billing cycles, payment deadlines, payment methods, issuance limits, or other conditions based on credit review, payment history, expected volume, risk, compliance, operational circumstances, or other factors determined by ROKKODE.
9. If you fail to pay amounts when due, have insufficient Deposit balance, initiate or become subject to chargebacks, dispute payments, create payment risk, or otherwise fail to satisfy payment conditions, ROKKODE may suspend issuance, suspend or restrict access to eSIM Commerce or the Solution, revoke postpaid or credit terms, require additional Deposit, offset amounts, withhold refunds, or take collection or other remedial measures.
10. Payment methods, including any bank transfer, card payment, remittance service, payment service provider, or other method, are limited to methods designated by ROKKODE or set out in the applicable Specific Terms.
11. Upon termination, ROKKODE will refund any unused Deposit balance after a reasonable settlement period, less unpaid amounts, damages, chargebacks, unauthorized use costs, refund processing costs, unsettled amounts, remittance fees, taxes, and other amounts payable by you.
12. Unless ROKKODE separately approves otherwise, issued or charged Covered eSIMs are not included in the unused Deposit balance and are not refundable.
13. You are responsible for providing accurate refund account information and bearing remittance fees, bank fees, foreign exchange losses, withholding taxes, and other costs unless otherwise agreed.

1. Unless otherwise agreed, you are responsible for all taxes, customs duties, withholding taxes, remittance fees, bank fees, foreign exchange fees, and other expenses arising in connection with payments under these Terms.
2. If withholding or other deductions are required by law, you must take any necessary gross-up or other measures so that ROKKODE receives the amount it should have received before such deductions, unless a different treatment is mandatory under applicable law.

1. All rights in and to eSIM Commerce, the Solution, Covered eSIMs, Dashboard, technical specifications, documentation, operational materials, software, know-how, designs, trademarks, logos, and other materials or information provided or disclosed by ROKKODE belong to ROKKODE or its licensors.
2. No rights are transferred to you except for the limited rights expressly granted under these Terms.
3. You must not use ROKKODE intellectual property beyond the scope expressly permitted under these Terms.
4. If you provide suggestions, feedback, requests, or other comments to ROKKODE, ROKKODE may use them freely and without charge.

1. You must manage eSIM Commerce, the Solution, authentication information, Covered eSIM information, End User information, Sub-Reseller information, and other related information with due care and in accordance with commercially reasonable security practices.
2. You must cause Sub-Resellers, officers, employees, contractors, and other persons under your control to comply with security obligations at least equivalent to those under these Terms.
3. If you become aware of unauthorized access, information leakage, leakage of authentication information, unauthorized issuance, unauthorized use, or any other security incident, you must promptly notify ROKKODE and take necessary measures in accordance with ROKKODE instructions.

1. You are solely responsible for acquiring, using, storing, transferring, deleting, and otherwise handling personal information and user information of End Users, Sub-Resellers, purchasers, and other third parties.
2. You must comply with applicable privacy and data protection laws and take necessary measures, including obtaining consents, providing notices and disclosures, entering into required contracts, and implementing cross-border transfer measures.
3. ROKKODE may collect and use logs, issuance information, usage status, technical information, and other information to the extent necessary for operation of eSIM Commerce and the Solution, prevention of unauthorized use, incident response, legal compliance, coordination with telecommunications network providers, and performance of these Terms.
4. If ROKKODE is requested to provide information by law, an administrative agency, an investigative authority, a telecommunications network provider, or another legitimate requester, you must provide necessary information and cooperate in investigations.
5. ROKKODE collection and handling of personal information is further described in ROKKODE Privacy Policy, where applicable, including any Privacy Policy made available on the eSIM Commerce website. If a separate data processing agreement or similar document applies between you and ROKKODE, that document will govern the relevant processing of personal information to the extent stated in that document.
6. You grant ROKKODE the right to use, reproduce, process, transmit, store, analyze, and otherwise handle information, data, materials, requests, and instructions provided by you, your Sub-Resellers, your systems, or persons acting on your behalf to the extent necessary or useful for providing, operating, protecting, securing, maintaining, improving, and supporting eSIM Commerce, the Solution, and Covered eSIMs, preventing fraud or abuse, responding to incidents, complying with law, coordinating with telecommunications network providers, and performing these Terms.
7. To the extent such information includes personal information, ROKKODE will handle it in accordance with applicable law, ROKKODE Privacy Policy where applicable, and any separate data processing agreement or similar document that applies between you and ROKKODE.

1. The Resale Rights, eSIM Commerce, Covered eSIMs, the Solution, telecommunications networks, and related materials are provided without warranties of any kind, whether express, implied, statutory, or otherwise.
2. ROKKODE does not warrant completeness, accuracy, usefulness, fitness for a particular purpose, uninterrupted operation, error-free operation, immediacy, continuity, profitability, merchantability, or sales suitability.
3. ROKKODE does not guarantee communication speed, communication quality, communication areas, network facilities, communication conditions, maintenance, incidents, restrictions, or service continuity of KDDI Corporation, Okinawa Cellular Telephone Company, any other MNO, or any other telecommunications network provider.
4. ROKKODE does not guarantee your sales results, revenue, reputation, customer satisfaction, advertising effectiveness, or business continuity.

25.1 ROKKODE is not liable for damages arising from:

1. suspension, interruption, delay, incident, specification change, or restriction of telecommunications networks, eSIM Commerce, or the Solution;
2. terms, provision conditions, wholesale conditions, operational conditions, prices, available periods, speed restrictions, suspension conditions, capacity restrictions, incidents, maintenance, communication restrictions, commercial condition changes, or discontinuation by KDDI Corporation, Okinawa Cellular Telephone Company, any other MNO, or any other telecommunications network provider;
3. devices, settings, systems, apps, Sales Terms, representations, explanations, identity verification, support, or refund responses of you, Sub-Resellers, or End Users;
4. changes in laws, administrative guidance, administrative dispositions, requests from investigative authorities, sanctions, export or import regulations, or other public measures; or
5. natural disasters, civil unrest, power outages, cyberattacks, telecommunications facility failures, or other events beyond ROKKODE reasonable control.

25.2 ROKKODE is not liable for disputes between you and End Users, between you and Sub-Resellers, between Sub-Resellers and End Users, or between any other third parties.

25.3 To the maximum extent permitted by law, ROKKODE liability is limited to direct and ordinary damages actually incurred by you.

25.4 Except in cases of ROKKODE willful misconduct or gross negligence, ROKKODE aggregate liability is capped at the total amount actually paid by you to ROKKODE under these Terms during the three months immediately preceding the month in which the event causing the damage occurred.

25.5 ROKKODE is not liable for lost profits, indirect damages, special damages, consequential damages, loss of business opportunities, damage to reputation, data loss, or claims by Sub-Resellers or End Users, except to the extent caused by ROKKODE willful misconduct or gross negligence.

You must compensate, indemnify, and hold harmless ROKKODE from and against any damages, costs, claims, administrative responses, attorney fees, and other burdens arising from or relating to:

1. your breach of these Terms or any Specific Terms;
2. acts or omissions of Sub-Resellers;
3. violations of laws, advertising violations, identity verification deficiencies, privacy incidents, or failure to prevent unauthorized use;
4. claims or responses from End Users, Sub-Resellers, payment service providers, administrative agencies, investigative authorities, or other third parties;
5. chargebacks, refunds, complaints, disputes, deficiencies in Sales Terms, or deficiencies in advertising representations;
6. unauthorized access or unauthorized issuance arising from your systems, authentication information, or use of eSIM Commerce or the Solution; or
7. claims, guidance, investigations, suspension requests, cost burdens, or other responses received by ROKKODE from telecommunications network providers or public authorities due to your acts or omissions or those of a Sub-Reseller.

This indemnification obligation survives termination of these Terms.

1. These Terms apply for as long as you access or use the Resale Rights, eSIM Commerce, the Solution, or Covered eSIMs, unless terminated earlier.
2. ROKKODE may terminate or suspend your access to all or part of the Resale Rights, eSIM Commerce, the Solution, or Covered eSIMs if you breach these Terms, create legal or security risk, fail to pay required amounts, experience material credit deterioration, become subject to insolvency proceedings, are subject to sanctions or export control concerns, or if continued provision becomes difficult for any other material reason.
3. You may terminate your use of the Resale Rights, eSIM Commerce, and the Solution by giving ROKKODE prior written notice in accordance with the applicable Specific Terms. If no notice period is specified, termination will take effect after a reasonable period designated by ROKKODE for settlement and operational wind-down.
4. Upon termination, you must immediately stop using the Resale Rights, eSIM Commerce, the Solution, authentication information, ROKKODE materials, and any other items designated by ROKKODE.
5. Upon termination, you must return, delete, destroy, suspend sales of, or invalidate confidential information, authentication information, technical materials, unsold or unused Covered eSIMs, eSIM information, eSIM profiles, activation information, and other related information as instructed by ROKKODE.
6. Issued or charged Covered eSIMs are not refundable unless ROKKODE separately approves otherwise.
7. Covered eSIMs sold before termination will be handled in accordance with ROKKODE operational conditions or separate discussions between you and ROKKODE.

1. Each party must treat as confidential all non-public technical, commercial, operational, financial, and other information disclosed by the other party in connection with these Terms.
2. Confidential information includes prices, transaction conditions, Solution specifications, authentication information, transaction quantities, customer information, communication usage information, operational information, incident information, and business plans.
3. Neither party may disclose confidential information to any third party without the prior consent of the other party, except as permitted by these Terms or required by law.
4. Neither party may use confidential information beyond the extent necessary to perform these Terms.
5. You must impose confidentiality obligations at least equivalent to those under these Terms on Sub-Resellers, officers, employees, contractors, and other persons handling confidential information.
6. Confidential information does not include information that is publicly known, becomes publicly known without fault of the receiving party, was lawfully held before disclosure, is lawfully obtained from a third party without confidentiality obligations, or is independently developed without use of confidential information.
7. Confidentiality obligations survive for three years after termination. Trade secrets, personal information, authentication information, and other information that by its nature requires protection remain protected for as long as the information remains confidential.

1. You may contact ROKKODE regarding these Terms, the Resale Rights, eSIM Commerce, the Solution, Covered eSIMs, account matters, support inquiries, or legal notices by email at support[at]esimcommerce.com or through the contact form at https://esimcommerce.com/contact.
2. Unless ROKKODE separately designates another contact method for a specific matter, support[at]esimcommerce.com and https://esimcommerce.com/contact are the designated contact methods for notices and important communications from you to ROKKODE.
3. You must keep your own contact information accurate and up to date so that ROKKODE can send notices and important communications to you.

1. ROKKODE may provide notices by email, through the Dashboard, by website posting, or by any other reasonable method.
2. You must keep your contact information accurate and up to date.
3. Notices are deemed received when sent or posted by ROKKODE, unless otherwise required by applicable law.

You must not assign, transfer, pledge, or otherwise dispose of your rights or obligations under these Terms without ROKKODE prior written consent, including consent by electronic means. ROKKODE may assign or transfer its rights or obligations under these Terms in connection with a merger, company split, business transfer, asset transfer, reorganization, financing, change of control, or other business succession or restructuring transaction.

ROKKODE is not liable for delay or failure to perform caused by natural disasters, civil unrest, war, riots, infectious diseases, power outages, telecommunications failures, cyberattacks, changes in laws, administrative measures, telecommunications network provider circumstances, or other causes beyond ROKKODE reasonable control.

1. ROKKODE may update these Terms from time to time.
2. Updated Terms will become effective when posted on the eSIM Commerce website at esimcommerce.com, notified through eSIM Commerce or the Solution, sent by email, or otherwise made available by ROKKODE, unless a different effective date is specified.
3. For material changes that adversely affect your rights or obligations, ROKKODE will use reasonable efforts to provide prior notice, unless immediate changes are necessary for legal, security, operational, telecommunications network, or regulatory reasons.
4. If you continue to access or use the Resale Rights, eSIM Commerce, the Solution, or Covered eSIMs after updated Terms become effective, you are deemed to have accepted the updated Terms.

If any provision of these Terms or part of any provision is held invalid, illegal, or unenforceable, the remaining provisions and the remaining part of that provision remain valid and effective.

These Terms, together with any Specific Terms, constitute the entire agreement between you and ROKKODE regarding the subject matter of these Terms and supersede prior oral or written agreements, discussions, proposals, materials, and other communications regarding that subject matter.

If any matter not provided for in these Terms or any question concerning the interpretation of these Terms arises, you and ROKKODE will discuss the matter in good faith.

These Terms are governed by the laws of Japan.

Any dispute arising out of or relating to these Terms is subject to the exclusive jurisdiction of the Tokyo District Court as the court of first instance.