WHERENESS Terms of Service

These WHERENESS Terms of Use (hereinafter referred to as the "Terms") These WHERENESS Terms of Use (hereinafter referred to as the "Terms") are governed by and construed in accordance with the laws of Japan and the United States. (hereinafter referred to as "the Company"), the Terms of Use (hereinafter referred to as the "Terms") stipulate the matters that users (defined in Article 2) must comply with in using the Service (defined in Article 2) provided by the Company and the relationship of rights and obligations between the Company and the users. Please be sure to read these Terms of Use in their entirety before agreeing to them.

Chapter 1 General Provisions

Article 1 Application

1. The purpose of these Terms of Use is to define the rights and obligations related to the use of the Service, and shall apply to all relationships related to the use of the Service. However, the provisions of Chapter 3 shall apply only when using the Production Service (defined in Article 2).

2. The rules, usage guidelines, FAQs, and other various regulations, etc. regarding the Service that the Company posts from time to time on the Company's website (defined in Article 2) shall constitute a part of these Terms of Use.

Article 2 Definitions

The following terms used in this Agreement shall have the meanings set forth below

(1) "Uploaded Data" means "Uploaded Data" as defined in Article 11.

(2) "Uploaded Data" means "Uploaded Data" as defined in Article 10.

(3) "External Service" means a service provided by Stripe or any other entity as prescribed by us, which is used to implement the Service.

(4) "External Entity" means the service provider of the External Service.

(5) "External Terms of Service" means the terms and conditions that define the relationship of rights between the User and the External Entity.

(6) "Converted Data" means data generated by making changes to Uploaded Data as prescribed by us that are necessary for this delivery.

(7) "Viewer" means a user who is viewing or attempting to view this Delivery.

(8) "Storage Capacity" means the maximum capacity of converted data that can be stored on the Service.

(9) "Intellectual Property Rights" means copyrights, patents, utility model rights, trademarks, design rights, and other intellectual property rights (including the right to acquire such rights or to apply for registration of such rights).

(10 ) "Provided Information" means the "Provided Information" as defined in Article 3.

(11 ) "Our Website" means the website operated by us whose domain is "awareness.io" (in the event that the domain or content of our website is changed for any reason, including the website after such change). means the website operated by the Company, which is "whereness.io".

(12 ) "Distributor" means the user who makes the Delivery.

(13 ) "Project" means the business of an individual Distributor, which is a designated division of the Company named "Project" and serves as the unit of this Delivery.

(14 ) "Content" means text, audio, 180° and 360° images and video, 2D images and video, 3DCG images and video, and other Content distributed through the Service.

(15 ) "Service" means the service provided by the Company under the name of WHERENESS, which provides a system for viewing the Content, producing the Content and distributing the Content (if the name or content of the service is changed for any reason, the Service after such change shall be included). (15 ) "Service" means a service that provides a system for viewing the Content, producing the Content and distributing the Content.

(16 ) "Production Service" means a service of the Service that provides a system for the production and delivery of the Content to the Distributor.

(17 ) "Delivery" means the publication or other delivery of the Content by the Distributor to the viewers through the Service.

(18 ) "Terms of Delivery" means the "Terms of Delivery" as defined in Section 5.

(19 ) "User" means an individual or legal entity whose application to use the Service has been approved in accordance with Article 3.

(20 ) "Prospective User" means a "prospective user" as defined in Article 3.

(21 ) "Subscriber Agreement" means the "Subscriber Agreement" as defined in Article 3.

(22 ) "Usage Plan" means a paid or free plan for use of the Production Service as separately defined by the Company.

Article 3 Application

1. A person who wishes to use the Services (hereinafter referred to as "Prospective Subscriber") (hereinafter referred to as "Prospective User") agrees to abide by these Terms of Use and submits certain information determined by the Company (hereinafter referred to as "Information to be Provided") The "Prospective User" shall agree to abide by the Terms and Conditions and provide the Company with certain information determined by the Company (the "Provided Information") by submitting an application form, entering the information on the Company's website, or by other means determined by the Company.

2. Applications for use of the Service under this Article must be made by the individual or legal entity that will use the Service, and in principle, applications by proxies are not permitted. In addition, the prospective user must provide true, accurate, and up-to-date information to the Company when applying for the Service.

3. The Company may not approve an application if any of the following circumstances apply to a person who has applied for the Service in accordance with Paragraph.

(1) If the Company determines that there is a possibility of violation of these Terms of Use

(2) When all or part of the information provided is false, erroneous, or omitted

(3) In the event that the Company has terminated the contract for use of the service in the past. (4) In the event that the user contract has been terminated by the Company in the past

(4) In the case of a minor or an adult ward of the state of legal guardianship. (5) The customer is a minor, an adult ward, a person under curatorship, or a person under assistance, and has not obtained the consent of a legal representative, guardian, curator, or assistant

(5) If the applicant is an anti-social force, etc. (meaning organized crime groups, members of organized crime groups, quasi-constituents of organized crime groups, companies affiliated with organized crime groups, general assemblymen, anti-social motive groups, special intelligence groups or other groups or individuals who pursue economic benefits by using violence, force or fraudulent methods. (The same shall apply hereinafter.)

(6) In any other cases in which the Company reasonably determines that the use of the Service by the prospective user is not appropriate.

4. In accordance with the preceding paragraph and other Company standards, the Company will determine whether or not a prospective user may use the Service, and if the Company approves use of the Service, the Company will notify the prospective user to that effect. Upon such notification, a contract for use of the Service in accordance with the provisions of these Terms of Use (hereinafter referred to as the "Usage Contract") will be established between the user and the Company. The contract for use of the Service in accordance with the provisions of this Agreement (hereinafter referred to as the "Usage Contract") is established between the user and the Company.

5. If there is any change in the information provided, the User shall notify the Company of such change without delay in a manner prescribed by the Company, and shall submit any materials requested by the Company.

Article 4 Management of Account Information

1. User shall, at User's own responsibility, manage and keep the user ID and password (hereinafter referred to as "Account Information") for the Service. User shall not allow any third party to use, lend, transfer, change the name of, buy or sell, or otherwise dispose of the account information. 2.

2. You shall be responsible for any damages caused by insufficient management of your Account Information, errors in use, or use by a third party, and we shall not be liable for any such damages except in the case of willful misconduct or gross negligence on our part.

3. If the User discovers that his/her account information has been stolen or used by a third party, the User shall immediately notify the Company to that effect and follow the Company's instructions.

Chapter 2 Viewing and Distribution of Contents

Article 5 Viewing and distribution of the Content.

1. Viewers may view the Content in accordance with these Terms and Conditions and in a manner determined by the Company.

2. The Distributor may distribute the Content in a manner determined by the Company in accordance with these Terms and Conditions. The Distributor shall comply with the terms and conditions of the Delivery (hereinafter referred to as the "Delivery Terms") separately stipulated by the Company. The Distributor shall comply with the terms and conditions of the Service (hereinafter referred to as the "Terms and Conditions") and the laws and regulations applicable to the Distributor when using the Service, and shall make necessary preparations for the realization of the Terms and Conditions at its own responsibility and expense.

Chapter 3 Content Production

Article 6 Use of this production service

A user may use the Production Service for the applicable period of the Usage Plan within the scope of the Usage Plan applicable to the user by following the procedures prescribed by the Company in accordance with these Terms of Use and in accordance with the method prescribed by the Company.

Article 7 Applicable Period of Usage Plan, Fees and Payment Methods, etc.

1. In consideration of the use of the Production Services, the User shall bear the usage fees stipulated in these Terms and Conditions or as otherwise determined by the Company, depending on the contents of the Production Services.

2. If User delays payment of the Usage Fees, User shall pay to the Company a late fee at the rate of 14.6% per annum.

3. Except as otherwise provided in these Terms of Use, the Company shall not refund any usage fees or other fees related to the use of the Service once received by the Company.

Article 8 Storage Capacity

1. If, for any reason, the capacity of the converted data exceeds the storage capacity, we may, at our discretion, delete the converted data or take any other measures necessary to reduce the storage capacity below the storage capacity, and the user may not object to such measures taken by us. User may not object to such measures taken by Company.

2. In the event of termination of the usage agreement with a user, SBM may delete such user's converted data, and shall not be liable for any damages incurred by the user based on measures taken by SBM in accordance with this paragraph, except in the case of willful misconduct or gross negligence on the part of SBM.

Article 9 Use of User's Trademarks, etc.

For the purpose of advertising and publicity of the Company, the Company may, to the extent necessary for such purpose, disclose and publicize (hereinafter referred to as "publicize, etc.") the fact that the User uses or has used the Creation Service, the contents of the service used, uploaded data and converted data, and information related thereto. (hereinafter referred to as "Publication, etc.") The Company may disclose or publicly announce (hereinafter referred to as "Publication, etc.") the fact that the Service has been used or utilized, the contents of the Service used, uploaded and converted data, and related information. In addition, we may use your trademarks, trade names, logos, and other indications (hereinafter referred to as "Trademarks, etc.") in connection with such Publication, etc. (hereinafter referred to as "Trademarks, etc.") in connection with such Publication, etc.

Chapter 4 General Terms

Article 10 Prohibited Acts

1. In using the Service, the User shall not engage in any of the following acts.

(1) Uploading or transmitting any of the following information when using the Production Service

1) Information containing computer viruses or other harmful computer programs

2) Information that contains computer viruses or other harmful computer programs Information containing personal information (meaning personal information as defined in Article 2, Paragraph 1 of the Act on the Protection of Personal Information) 2) Information containing personal information (meaning personal information as defined in Article 2, Paragraph 1 of the Act on the Protection of Personal Information)

3) Data that exceeds a certain data volume specified by the Company

4) Data that infringes on the rights or interests of a third party through uploading, transmission, etc. on the Service

(2) Any act that infringes on the intellectual property rights, portrait rights, rights to privacy, honor, or other rights or interests of the Company, other users, external businesses, or other third parties (including acts that directly or indirectly cause such infringement)

(3) Acts related to criminal acts or acts offensive to public order and morals

(4) Actions that violate laws and regulations or internal rules of the Company or any industry organization to which the User belongs

(5) Acts reasonably deemed likely to interfere with the Company's operation of the Service

(6) Any other acts that the Company reasonably deems inappropriate.

2. If any act of uploading, transmitting, etc. (hereinafter collectively referred to as "Uploading, etc.") by a user of the Service falls under any of the items of the preceding paragraph, or if any such act is deemed to fall under any of the items of the preceding paragraph, the Company shall take appropriate measures. In the event that the Company reasonably determines that any of the acts of uploading, transmitting, etc. (hereinafter collectively referred to as "Uploading, etc.") by a user on the Service falls under or is likely to fall under any of the items of the preceding paragraph, the Company may, without prior notice to the user, delete all or part of said information, suspend transmission, or take any other measures. Except in the case of willful misconduct or gross negligence on the part of the Company, the Company shall not be liable for any damages incurred by the User based on measures taken by the Company in accordance with this paragraph.

Article 11 Suspension of the Service, etc.

1. In any of the following cases, SBM may, without prior notice to the user, suspend or discontinue use of the Service in whole or in part.

(1) In the event of periodic or emergency inspection or maintenance of computer systems related to the Service

(2) When computers, communication lines, etc. are stopped due to an accident

(3) In the event of a fire, power outage, natural disaster, etc. (4) In the event that the Service cannot be operated due to a force majeure such as fire, power outage, natural disaster, etc.

(4) In the event of trouble, interruption or suspension of service provision, suspension of linkage with this service, specification changes, etc., to an external service

(5) In any other cases where the Company deems it reasonably necessary to suspend or discontinue the Service.

2. MUTOH HOLDINGS reserves the right to terminate provision of the Service at its discretion. In such cases, the Company shall notify the user in advance. Upon termination of the provision of the Service in accordance with this paragraph, the Company shall not be liable for any data uploaded, etc. by the User (including but not limited to text, images, video, audio, and 3D Contents data related to the Contents). Hereinafter, these and the Content are collectively referred to as "Uploaded Data"), converted data, and other information. You may delete the Uploaded Data, Converted Data, and other information.

3. Except in the case of willful misconduct or gross negligence by the Company, the Company shall not be liable for any damages incurred by the User based on the measures taken by the Company in accordance with this Article.

Article 12 Burden of Equipment, etc.

1. The preparation and maintenance of computers, smartphones, software and other equipment, communication lines and other communication environment, etc. necessary for the provision of the Service shall be at the User's expense and responsibility.

2. User shall, at User's expense and responsibility, take security measures to prevent computer viruses, unauthorized access, and information leaks, etc., in accordance with User's environment for using the Service.

3. The Company shall store uploaded data and other information (excluding converted data for users with paid plans) for a certain period of time for operational purposes. ) for a certain period of time for operational purposes, the Company is not obligated to store such information and may delete such information at any time.

4. When the User installs software, etc. on the User's computer, smartphone, etc. by downloading from the Company's website or other methods at the start of use of the Service or while using the Service, the User shall take sufficient care to prevent the deletion or alteration of information held by the User or the breakdown or damage of the equipment, You shall take sufficient precautions to prevent the deletion or alteration of information owned by you or the malfunction or damage of your equipment.

Article 13 Attribution of Rights

1. All ownership and intellectual property rights to the Company's website and the Service belong to the Company or the party that has licensed the Company to use the Service, and the granting of a license to use the Service, except as expressly provided in these Terms of Use, is not a transfer or licensing of intellectual property rights of the Company or the party that has licensed the Company to use the website or the Service. The license to use the Service does not imply the transfer or licensing of the intellectual property rights of the Company or the licensor of the Company's website or the Service, except as expressly provided herein.

2. User shall not do any of the following acts.

(1) Disassemble, decompile, or reverse engineer the Service or related software, systems, etc.

(2) Duplicate, alter, imitate, transmit, or disclose or provide to a third party the user interface, design, or other information viewable on the Service

(3) Any act equivalent to any of the preceding items.

3. In addition to using uploaded data and converted data for the use of the Service by the User, the Company may use the uploaded data and converted data for the improvement and development of the Company's Service and for advertising and publicity, to which the User agrees.

Article 14 Cancellation of Usage Agreement, etc.

1. In the event that a User falls under any of the following items, we may, without prior notice or demand, temporarily suspend the use of the Service, discontinue the use of the Service, terminate the application of the usage plan, terminate the Usage Contract, or take any other reasonable measures deemed necessary. (1) Suspend the use of the Service, (2) Terminate the plan, or (3) Take any other reasonable measures deemed necessary.

(1) If any provision of these Terms of Use is violated

(2) If any information provided is found to be false

(3) If you use or attempt to use the Service for any purpose or in any manner that may cause damage to us, other users, outside businesses, or other third parties

(4) In the event that the user has violated the External Terms of Use or for any other reason, the user is no longer able to receive the provision of or cooperation with the service from the External Entity

(5) If the User interferes with the operation of the Service, regardless of the means used

(6) If the User stops making payments or becomes insolvent, or files a petition for the commencement of bankruptcy proceedings, civil rehabilitation proceedings, corporate reorganization proceedings, special liquidation, or any other similar proceedings

(7) In the case of (8) If the Bank receives a disposition of dishonor for a bill or check drawn or accepted by itself, or receives a disposition of suspension of transactions by a clearing house or other similar action

(8) When there has been a petition for seizure, provisional seizure, provisional disposition, compulsory execution, or auction

(9) When a disposition for delinquent payment of taxes and public dues is received

(10) In the event of death, or in the event of a trial for commencement of guardianship, curatorship, or assistance

(11) In the event that the customer has not used this service for more than 6 months. If the customer has not used the Service for more than 6 months and has not responded to communications from the Company

(12) When a member has not used the Service for more than 6 months and has not responded to our communications. If any of the items of Article 3, Paragraph 3 applies

(13) In the event of any of the following (14) In any other cases in which the Company reasonably determines that continued use of the Service by the User is not appropriate.

2. In the event of any of the events listed in each item of the preceding paragraph, the User shall naturally lose the benefit of time with respect to all debts owed to the Company, and shall immediately make payment of all debts owed to the Company. 3.

3. The Company may terminate the User Agreement with the User by giving the User at least seven (7) days prior notice in a manner prescribed by the Company.

4. Except in cases of willful misconduct or gross negligence on the part of the Company, the Company shall not be liable for any damages incurred by the User as a result of actions taken by the Company in accordance with this Article.

5. In the event of termination of the Subscriber Agreement pursuant to this Article, the User shall return, dispose of, or otherwise dispose of any software, manuals, or other materials related to the Service provided by the Company in accordance with the Company's instructions.

Article 15 Disclaimer of Warranty and Disclaimer of Liability

1. Although we will endeavor to properly deliver the Content, we make no warranty that the Service will be available in the event that the Delivery Conditions are not met, and any defects that may result from the failure to meet the Delivery Conditions (including, but not limited to, interruption of delivery of the Content, bugs, etc.) shall be deemed to have been caused by our failure to meet the Delivery Conditions, The Company shall not be liable for any defects (including, but not limited to, interruptions in the delivery of the Content, bugs, etc.) resulting from the non-fulfillment of these Delivery Terms. The Company shall not be liable for any defects (including, but not limited to, interruption of delivery of the Content, bugs, etc.) resulting from failure to meet the Delivery Terms.

2. Company shall provide the Creation Service as a tool to assist Users in the creation and publication of the Content. Therefore, the User shall use the Creation Service at the User's own risk, and the Company makes no warranty of any kind, including, but not limited to, that the Content created using the Creation Service will operate properly, be legal, or not infringe the rights of any third party.

3. The Company makes no warranty that the system, software, or any other component of the Service will operate properly, or that it will work properly with the website or any other system used by the user. The Service is provided on an "AS IS" basis, and the Company makes no warranty of any kind regarding the Service, including, but not limited to, its fitness for a particular purpose, commercial usefulness, completeness, or continuity.

4. Even if you have obtained any information directly or indirectly from us regarding the Service, our website, other users of the Service, or other matters, we make no warranty of any kind to you beyond what is set forth in these Terms of Use.

5. The Service may be linked with external services, but such linkage is not guaranteed, and the Company shall not be held liable for any problems with linkage with external services, except in cases of willful misconduct or gross negligence on the part of the Company.

6. In the event that the Service is linked to an external service, the user shall comply with the external terms of use at the user's own expense and responsibility, and even if a dispute arises between the user and the external operator of the external service due to a violation of such terms of use, the Company shall not be liable for such dispute, etc., except in cases of intentional or gross negligence on the part of the Company. In no event shall we be liable for any disputes, etc., between the user and the external service provider operating such external service due to a breach of such terms.

7. User shall investigate, at User's own responsibility and expense, whether or not User's use of the Service violates any applicable laws, regulations, or internal rules of any industry organization, and Company makes no warranty that User's use of the Service will comply with any applicable laws, regulations, or internal rules of any industry organization. We make no warranty that the use of the Service by the User will conform to applicable laws, regulations, internal rules of industry associations, etc.

8. Any transactions, communications, disputes, etc. (including those arising from the uploading of third party data, etc. to the Service and its use by the Company) between users and distributors, viewers, other users, and other third parties in connection with the Service or the Company's website shall be handled and processed at the user's own responsibility. The Company shall not be liable for any such matters except in the case of willful misconduct or gross negligence on the part of the Company.

9. The Company shall not be liable for any interruption, suspension, termination, unavailability, or modification of the Service by the Company, deletion or loss of the user's uploaded data or other information, cancellation of the usage contract, loss of data or breakdown or damage to equipment due to use of the Service, or any other damages incurred by the user in relation to the Service. 10, The Company shall not be liable for any compensation, except in the case of willful misconduct or gross negligence.

10. Even if our website provides links to other websites or links from other websites to our website, we shall not be liable for any website other than our website or information obtained from such website, except in cases of our intentional or gross negligence. The Company shall not be liable for any information obtained from other websites, even if links to other websites are provided.

11. The Company shall not be liable for any damages arising out of circumstances beyond its reasonable control (including, but not limited to, fire, power failure, hacking, computer virus invasion, earthquake, flood, war, epidemic, suspension of commerce, strike, riot, inability to secure supplies and transportation facilities, intervention, instructions or requests by government authorities, or enactment, amendment or repeal of domestic or foreign laws and regulations), or for any damages arising out of the use of the Company's website, including, but not limited to, damages caused by the use of the Company's website. (including, but not limited to, war, epidemic, suspension of commerce, strikes, riots, inability to secure supplies and transportation facilities, intervention, instructions or requests by government authorities, or enactment or amendment of domestic or foreign laws or regulations.) If the Company is unable to fulfill its obligations under the Subscriber Agreement due to any reason, including, but not limited to, war, epidemic or commercial disturbance, strike, inability to secure supplies and transportation facilities, intervention, direction or demand by governmental authorities, or enactment or amendment of domestic or foreign laws, the Company shall not be liable to the User for the duration of such condition.

12. Even in the event that we are liable to you for damages due to the application of mandatory laws or for any other reason, our liability for damages shall be limited to the higher of the total amount of the usage fees for the Service actually received from you during the past 3 months from the time the damage occurred or 1,000 yen. The maximum amount of damages shall be the higher of (1) the total amount of fees actually received from the User for the Service during the past three (3) months from the time the User incurred the damages or (2) one thousand yen.

Article 16 User's Liability for Compensation, etc.

1. In the event that a User causes damages to the Company by violating these Terms of Use or in connection with the use of the Service, the User shall compensate the Company for such damages.

2. User's use of the Service (including use of uploaded data and converted data by the Company in accordance with these Terms of Use) In the event that a claim is received from or a dispute arises with another user, external business entity, or other third party in relation to a user's use of the Service (including the use of uploaded data and converted data by the Company under this Agreement), the user shall immediately notify the Company of the details of such claim or dispute, handle such claim or dispute at the user's expense and responsibility, and upon the Company's request report the progress and results thereof to the Company. The User shall, at the Company's request, report the progress and results of the claim or dispute to the Company.

3. In the event that we receive any claim from another user, outside business entity, or other third party for infringement of rights or any other reason in connection with the use of the Service by a user, the user shall indemnify us for any amount we are forced to pay to such third party based on such claim.

Article 17 Confidentiality

1. Confidential Information" as used herein shall mean all information regarding our technology, business, operations, finances, organization, or any other matters provided or disclosed by us in writing, orally, or in recorded media, or otherwise obtained by the User in connection with the User Agreement or the Service. However, (1) information that was or had been generally known to the public at the time it was provided or disclosed by us or had become known to the public, (2) information that became public knowledge through publications or other means after it was provided or disclosed by us or became known to the public for reasons not attributable to us, or (3) information that has been provided or disclosed by a third party to whom we have (3) acquired legally without obligation of confidentiality from a third party authorized to provide or disclose the Confidential Information, (4) developed independently without the use of Confidential Information, or (5) confirmed in writing by the Company that confidentiality is not required.

2. User shall use Confidential Information only for the purpose of using the Service and shall not provide, disclose, or divulge Company's Confidential Information to any third party without written consent of Company.

3. Notwithstanding the provisions of Paragraph 2, User may disclose Confidential Information in accordance with any order, request, or demand of any law, court, or government agency. However, in the event of such order, request, or demand, the User shall promptly notify the Company thereof.

4. User shall obtain prior written consent from the Company before reproducing any document or magnetic recording medium, etc., containing Confidential Information, and shall strictly manage the reproductions in accordance with Section 2.

5. Whenever requested by the Company, User shall return or destroy the Confidential Information, documents and other recorded media containing or containing the Confidential Information, and all copies thereof, without delay and in accordance with the Company's instructions.

Article 18 Handling of Personal Information, etc.

1. The Company's handling of the User's personal information shall be governed by the Company's Privacy Policy, which shall be set forth separately, and the User agrees to the Company's handling of the User's personal information in accordance with this Privacy Policy.

2. We may, at our discretion, use and disclose information, data, etc. provided by the user to us as statistical information in a form that does not identify the individual, and the user shall not object to such use and disclosure.

Article 19 Term of Validity

The Usage Contract shall become effective on the date the Usage Contract is formed in accordance with Article 3, and shall remain in effect between the Company and the User until the date the Usage Contract with such User is terminated or the provision of this Service is terminated, whichever is earlier.

Article 20 Modification of these Terms of Use, etc.

1. The Company shall be free to change the contents of the Service.

2. The Company may modify the Terms of Service (including rules and regulations regarding the Service posted on the Company's website. The same shall apply hereinafter in this paragraph). The Company may change the Terms of Service at any time. In the event of modification of the Terms of Service, the Company shall announce the details of the modification and the effective date of the modification in a manner prescribed by the Company by the effective date of the modification. If the user uses the service after the announced effective date, or if the user does not cancel the contract of use within the period specified by the Company, the user shall be deemed to have agreed to the changes in the Terms of Use.

Article 21 Communication/Notice

Inquiries regarding the Service and other communications or notifications from the User to the Company, as well as notifications regarding changes to the Terms of Use and other communications or notifications from the Company to the User, shall be made in the manner prescribed by the Company.

Article 22 Assignment, etc. of these Terms of Use

1. User may not assign, transfer, pledge as collateral, or otherwise dispose of User's position under the Service Agreement or rights or obligations under this Agreement to any third party without prior written consent of the Company.

2. In the event that the Company transfers the business related to the Service to a third party (regardless of the form of the transfer, such as business transfer, corporate split, etc.), the Company shall not be liable for any loss or damage arising from such transfer. In the event of such transfer, the user agrees in advance in this paragraph to the transfer of his/her position in the service contract, rights and obligations under the Terms of Use, and customer information provided by the user to the transferee.

Article 23 Entire Agreement

This Agreement constitutes the entire agreement between the Company and the User with respect to the matters contained herein, and supersedes all prior agreements, representations, and understandings, whether oral or written, between the Company and the User with respect to the matters contained herein.

Article 24 Severability

Even if any provision of this Agreement or part thereof is determined to be invalid or unenforceable under the Consumer Contract Act or other laws or regulations, the remaining provisions of this Agreement and the remaining portion of any provision that is determined to be invalid or unenforceable in part shall remain in full force and effect, and neither the Company nor the User shall be liable for any damages arising from such invalidity or unenforceability. The Company and the User shall endeavor to modify such invalid or unenforceable provision or portion to the extent necessary to make it legal and enforceable, and to ensure that the intent, legal and economic effect of such invalid or unenforceable provision or portion is equivalent to the intent, legal and economic effect of the invalid or unenforceable provision or portion.

Article 25 Survival Provisions

Article 4, Article 5, Paragraph 2, Article 7, Article 8 (provided, however, that the provisions regarding payment of usage fees shall apply only in the event of non-payment) ), Article 9, Article 10, Paragraph 2, Article 11, Paragraph 2 and Paragraph 3, Article 12, Article 13, Article 14, Paragraph 2, Paragraph 4 and Paragraph 5, Articles 15 through 18, and Articles 21 through 26 shall continue in effect after termination of the Usage Contract. However, Article 17 shall remain in effect only for three (3) years after termination of the Subscriber Agreement.

Article 26 Governing Law and Court of Jurisdiction

These Terms of Use shall be governed by and construed in accordance with the laws of Japan, and any dispute arising out of or relating to these Terms of Use shall be submitted to the exclusive jurisdiction of the Kyoto District Court as the court of first instance.

Article 27 Consultation and Settlement of Disputes

If any matter is not stipulated in these Terms of Use or if any question arises regarding the interpretation of these Terms of Use, the Company and the User shall promptly resolve such question through mutual consultation in accordance with the principle of good faith and faith.

Enacted on May 19, 2023
Last revised on May 19, 2023