Terms of Service and Data Processing Agreement
Terms of Service
These terms of Service (hereinafter referred to as “Terms of Service”) stipulate thematters to be complied with by the Registered Users (defined in Article 2 below) andthe relationship of rights and obligations between Safie, inc. (hereinafter referred to as
the “Company”) and the Registered Users in terms of the use of Safie PRO as services
provided by the Company. Each person or entity intending to use Safie PRO as theRegistered User should read the whole content of the Terms of Service before agreeing
thereto without fail.
Chapter 1 General Provisions
Article 1 Application
1. The purpose of the Terms of Service is to stipulate the relationship of rights andobligations between the Company and the Registered Users concerning the use of theServices (defined in Article 2) and the Terms of Service shall be applied to any andall relationships between the Company and the Registered Users concerning the useof the Services.
2. Other rules, provisions etc. concerning the Services which the Company posts fromtime to time on the Website (defined in Article 2) shall constitute part of the Terms ofService.
Article 2 Definitions
The following terms used herein shall have the following meanings:(1) “Video Data” means videos, static images and other visual data shot in use of
Hardware (including but not limited to data accompanying such video Data suchas GPS location information);(2) “Personal Information” means personal information provided for in Article 2,paragraph 1 of the Act on Protection of Personal Information (No. 57 Act of
2003; hereinafter referred to as the “APPI”);(3) “Hardware” means a network camera and other hardware which the Company
separately designates as devices used in relation to the Services;(4) “Intellectual Property Rights” means copyrights, patent rights, utility modelrights, trademark rights, design rights and other intellectual property rights
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(5)

(6)
(7)
(8)

(including rights to obtain them and rights to apply for the registration, etc.
thereof);“Website” means a website operated by the Company whose domain name is“https://safie.link/” (including that website after the change of the domain name
and/or content thereof occurred for whatever reason);“Registration Applicant” has the meaning assigned thereto in Article 3;“Registered Information” has the meaning assigned thereto in Article 3;“Registered User” means an individual or entity having been registered as a userof the Services based on Article 3;(9) “Services” means the cloud-type recording services named “Safie PRO” asprovided by the Company (including such services after the change of their name
and/or content having occurred for whatever reason; hereinafter referred to as“Safie PRO”); and(10) “Service Agreement” means an agreement concerning the use of the Safie PRO
performed in accordance with the provisions hereof. These Terms of Service,data processing agreement, each applicable order form, and other related
documents are collectively referred to as the "Service Agreement”.
Article 3 User Registration
1. An individual or entity desiring the use of the Services (hereinafter referred to as the“Registration Applicant”) may apply for the registration as a user of the Services to
the Company by agreeing to comply with the Terms of Service and providing theCompany with certain information designated by the Company (hereinafter referred
to as the “Registration Information”) in a manner designated by the Company.
2. The application for registration as a user of the Services must be made by theRegistration Applicant himself/herself/itself, not by an agent of the Registration
Applicant (excluding an officer, employee, etc. of the applicant in the case where theapplicant is a corporation), except as otherwise allowed by the Company. In addition,
when making an application for registration, the Registration Applicant must provide
the Company with true, correct and latest information.
3. If the Registration Applicant applying for registration based on paragraph 1 of this
Article falls under any of the following items, the Company may refuse theregistration:(1) In the Company’s judgment, the Registration Applicant threatens to violate theTerms of Service;(2) All or part of the Registration Information provided to the Company is false,2

incorrect or insufficient;(3) The Registration Applicant has ever experienced the cancellation of his/her/its
registration as a user of the Services;(4) In the Company’s judgment, the Registration Applicant is an Anti-social Force,
etc. (which means a Boryokudan (organized crime group), Boryokudan member,extreme right-wing group, anti-social force or an equivalent to any of them; thesame below) or has any exchange or involvement with an Anti-social Force, etc.
such as cooperating in the maintenance, operation or management of the Antisocial Force, Etc. through provision of funds, etc.;(5) The Registration Applicant lives in countries where the service is not provided;or(6) Otherwise the Company considers the registration of the Registration Applicant
as a user of the Services inappropriate.
4. The Company shall judge whether or not the Registration Applicant’s registration asa user of the Services is appropriate based on the Company’s criteria of theimmediately preceding paragraph, etc. and, if allowing the registration, notify theRegistration Applicant thereof, by which notice the procedure of the registration of
the applicant as the Registered User of the Services shall complete.
5. If there occurs any change in the Registration Information of the Registered User, theRegistered User shall, without delay, notify the Company of the change and submit
relevant material(s) requested by the Company.
6. By the conduct of using the Services, the Registered User shall be deemed as having
confirmed that the Registered User has reached the legal age eligible for theconclusion of the Terms of Service or, if not being so, the Registered User has
obtained his/her parent(s)’s or guardian’s approval of the conclusion of the Terms ofService.
7. The Registered User may use the Services in accordance with the Terms of Service
and in manners designated by the Company, after the completion of the registration
as a user of the Services based on this Article until the time when the registration iscancelled or the provision of the Services terminates.
Article 4 Management of Password and User ID
1. The Registered User shall manage and keep in custody his/her/its password and user
ID on its responsibility and shall not allow or cause any third party to use, lease, assign,sell, etc. to a third party or change the holder’s name of the password or user ID.
2. If there occurs any damage due to the inadequate management, error in use, use by a3

third party, etc. of the Registered User’s password or user ID, the Registered User
shall bear the damage, not borne by the Company at all, unless the damage has
occurred due to the Company’s willful misconduct or gross negligence.
3. If it is found that the Registered User’s password or user ID has been stolen or is being
used by a third party without the authority to use, the Registered User shallimmediately notify the Company thereof and follow the Company’s directions.
Article 5 Conduct Prohibited
1. The Registered User must not perform any conduct listed in the following items inusing the Services:(1) Conduct to infringe the Company’s, other Registered User’s, third party business
operator’s or other third party’s Intellectual Property Right, right of portrait,
privacy right, honor or other right or interest (including conduct to directly or
indirectly cause any such conduct);(2) Conduct to, by use of the Hardware, prepare any Video Data violating a third
party’s Intellectual Property Right, right of portrait, privacy right, honor or otherright or interest;(3) Conduct to transmit to the Services any Video Data infringing a third party’sIntellectual Property Right, right of portrait, privacy right, honor or other right or
(4)
(5)
(6)
(7)
(8)
(9)

interest;
Conduct related to a crime or against the public order and morality;
Conduct to transmit any obscene information or information harmful to theyouth;
Conduct to transmit any information concerning the heterosexual relationship;
Conduct in violation of an applicable law, regulations or a bylaw of the Company
or an industry association to which the Registered User belongs;
Conduct to transmit any information including a computer virus or otherhazardous computer program;
Conduct to alter without authority any information usable in relation to theServices;(10) Conduct to transmit through the Services any data whose volume exceeds theupper limit designated by the Company;(11) Conduct to hold two or more user IDs or to jointly hold one user ID with anotheruser(s);(12) Conduct to use all or part of the Services for a commercial purpose in whatevermanner (including preparatory acts therefor);4

(13) Conduct to pretend to be the Company or a third party (including the conduct toalter a mail head, etc. for deception);(14) Conduct to disseminate or distribute any information, device, software, etc. todeactivate or circumvent the access control function of a server, etc, of theServices;(15) Conduct to obtain a third party’s Registration Information without the party’s
approval or by fraudulent means (including fishing or the like);(16) Conduct to cause significant interference to the business operation of theCompany by call for a long time or frequent inquiries of the same content orcompelling any act meaningless or not obligated to do;(17) Conduct to threaten to interfere with the Company’s operation of the Services;and(18) Other conduct which the Company considers inappropriate.
2. If the Company considers that the Registered User’s conduct to transmit any
information in the Services falls or threatens to fall under any item listed in theimmediately preceding paragraph, the Company may, without giving prior notice to
the Registered User, delete all or part of the information. Even if the Registered Usersuffers damage due to the Company’s measure based on this paragraph, the Company
shall not be liable for such damage at all except if the result is attributable to theCompany’s willful misconduct or gross negligence.
Article 6 Suspension of the Services, etc.
1. In a case specified in the following items, the Company may suspend or discontinue
the whole or part of the use of the Services without giving prior notice to theRegistered Users:(1) Case where the Company makes a regular or emergency inspection or
maintenance of a computer system involving the Services;(2) Case where a computer, telecommunication line, etc. stops functioning due toany accident;(3) The operation of the Services becomes impossible due to a fire, power failure,natural disaster, governmental regulations or orders, outbreak of a state of
emergency, war, warlike conditions, coup d’états, revolution, terrorism, civilcommotion, riots, epidemics, strikes, lockouts or other force majeure;(4) There occurs a trouble, stop of provision of services, stop of alliance with theServices, change in specifications, etc. in any outside services concerned; or(5) Otherwise the Company considers the suspension or discontinuance necessary.
52. The Company may, for the Company’s own reason, terminate the provision of theServices by giving one (1) month prior notice to the Registered Users.
3. Even if the Registered Users suffer damage due to a measure taken by the Company
based on this Article, the Company shall not be liable for such damage at all except
if the result is attributable to the Company’s willful misconduct or gross negligence.
Article 7 Hardware and Other Equipment
1. All Hardware, smartphones, other devices, telecommunication lines, othertelecommunication environments, etc. necessary for receiving the Services shall be
prepared and maintained at the expense and responsibility of each Registered User.
2. Each Registered User shall, at his/her/its expense and responsibility, take security
measures for prevention of infection by a computer virus, unauthorized access andleakage of information, etc. as appropriate in relation to the Registered User’s
environment for the use of the Services.
Article 8 Attribution of Rights
All ownership and the Intellectual Property Rights of the Website and the Services
shall belong to the Company or individuals/entities having given relevant licenses to theCompany, and the license of the Services based on registration provided for herein does
not mean the license of any Intellectual Property Right concerning the Website or theServices belonging to the Company or an individual/entity having given a relevant license
to the Company. The Registered User shall not perform, for any reason, any conduct
threatening to infringe an Intellectual Property Right of the Company or anindividual/entity that has given a license to the Company (including but not limited todisassembling, decompiling and revere engineering).
Article 9 Authority to Use Video Data, etc.
1. The Intellectual Property Rights of the Video Data transmitted by the Registered User
through the Services shall belong to the Registered User or individuals/entities having
given relevant licenses to the Registered User; provided, however, that the Company
may use the Video Data transmitted by the Registered Users through the Services forthe purpose of the operation of the Services.
2. Each Registered User represents and warrants to the Company that the RegisteredUser shall have the Intellectual Property Rights and other titles, rights or licenses
necessary for the Registered User to give the Company the right to use provided forin the immediately preceding paragraph with respect to the Video Data transmitted by6

him/her/it through the Services.
3. The Registered User agrees that Video Data transmitted to the Company through theServices will be transmitted to the Company’s servers in Japan.
4. The Registered User shall acknowledge and agree that the Company shall not be
obligated to preserve the Video Data transmitted by the Registered User through theServices except if the Company preserves them as part of its obligation involving theServices and shall, if necessary, make backups of such Video Data at the expense andresponsibility of the Registered User.
5. Unless otherwise provided in the Service Agreement, the Company shall not, withoutobtaining the Registered User’s prior approval, provide a third party with any Video
Data transmitted by the Registered User through the Services; provided, however, thatin the following cases, the Company may provide a third party with such Video Data
without obtaining the Registered User’s prior approval:(1) Case where the provision is required by applicable law or regulations;(2) Case where the provision is necessary for protecting a person’s life, body orproperty and it is difficult to obtain the Registered User’s prior approval;(3) Case where the provision is especially necessary for the purpose of improvementof the public health or promotion of the sound upbringing of children and it isdifficult to obtain the Registered User’s prior approval;(4) Case where the Company needs to cooperate with a national organ, local
government or an individual/entity entrusted by it in performing any roleassigned by applicable law or regulation and it threatens to obstruct theimplementation of such role to obligate the Company to obtain the RegisteredUser’s prior approval;(5) Case where the Company provides an academic research institute, etc. with such
Video Data in response to the academic research institute’s need to handle theVideo Data for the purpose of academic research;(6) Case where the Company entrusts the whole or part of the handling of such
Video Data to a third party within the scope necessary for the operation of theServices; and(7) Case where the provision is performed as part of a merger or other form ofbusiness succession; and(8) Case where the Company is requested to disclose the Video Data by a nationalorgan, local government or an individual/entity entrusted by it.
6. The Company may see the Video Data transmitted by the Registered Users throughthe Services within the scope necessary for the operation of the Services and, if
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considering any of them to be in violation of Article 5, paragraph 1 or other provisions
hereof, make non-public or delete them without giving prior notice to the RegisteredUsers concerned. Even if the Registered User suffers damage due to the Company’s
such measure based on this paragraph, the Company shall not be liable for suchdamage at all except if the result is attributable to the Company’s willful misconduct
or gross negligence.
Article 10 Personal Information and Privacy
1. The Company shall commit itself to valuing the privacy of individuals to the
maximum extent in operation of the Services in accordance with the “Safie Data
Charter” separately established by the Company (hereinafter referred to as the “DataCharter”). Each Registered User shall understand the purpose of and comply with theData Charter in using the Services.
2. The Company shall, in accordance with the relevant privacy policy (hereinafterreferred to as the “Privacy Policy”) and/or data processing agreement (hereinafterreferred to as the “Data Processing Agreement”) separately established by theCompany, handle the Personal Information of the Registered Users, persons
designated by the Registered Users as ones providing the Company with personal
information (including but not limited to employees, etc. of the Registered Users;
hereinafter referred to as the “Designated Users”) and other persons appearing in theVideo Data. The Registered Users hereby shall agree that their Personal Information
will be handled in accordance with the Privacy Policy and represent and warrant that
their Designated Users and other persons appearing in the Video Data will have agreed
to their personal information being handled in accordance with the Privacy Policy andData Processing Agreement.
3. Each Registered User hereby represents and warrants that the Registered User will, in
handling the Personal Information of their Designated Users and persons appearing
in Video Data, comply with the APPI, order and regulations for enforcement of that
Act, other applicable laws and regulations (including but not limited to laws andregulations in the Registered User‘s place of residence) concerning the Personal
Information, and guidelines, etc. concerning them (hereinafter collectively referred toas the “APPI, etc.”) and relevant labor-related laws, regulations, guidelines, etc. In
addition, each Registered User shall positively cooperate in various enlightening
activities, etc. which the Company will propose and perform from the viewpoints ofprivacy and data governance and comply with guidelines, etc. which the Company
will propose as voluntary commitments.
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4. The Company shall not bear any liability to compensate for damages suffered byindividuals through the Registered User’s handling of their Personal Information,
except for cases where such damage is caused due to the Company’s willful
misconduct or gross negligence. If the Company is compelled to compensate for suchdamage, the Company may claim to the Registered User for fully indemnifying theCompany therefor and the Registered User shall satisfy such claim.
Article 11 Services under Development
1. The Company may provide the Registered Users with services under development as
part of or ones independent of the Services.
2. If considered necessary, the Company may, at any time, change the content of services
under development which are being provided or suspend or discontinue the provisionof such services under development, without the need to give prior notice toRegistered Users.
3. The Company shall not give any warranty for services under development in any
respect, including but not limited to the fitness for a particular purpose, commercial
usefulness, completeness, continuity, etc. in any respect.
Article 12

Cancellation of Registration, etc.

1. If the Registered User falls under any of the following items, the Company may
suspend the Registered User’s use of the Services or cancel the Registered User’s
registration as a user of the Services, without the need to give the Registered User aprior notice or demand the correction of the cause by the Registered User:(1) The Registered User violates any provisions hereof;(2) It is found that any of the Registered User’s Registration Information is false;(3) The Registered User has used or tried to use any of the Services for such a
purpose or in such a manner as threatens to cause damage to the Company,
another Registered User, a third-party business operator or other third parties;(4) The Registered User interferes with the operation of the Services by whatevermeans;(5) The Registered User becomes unable to pay or insolvent, or an application forthe commencement of the proceeding of bankruptcy, civil rehabilitation,
corporate reorganization, special liquidation or other insolvency arrangements isfiled against the Registered User;(6) The Registered User causes a bill or check drawn or accepted by the RegisteredUser to be dishonored or the Registered User is subjected to a disposition of the9suspension of bank transactions by a clearing house or a like disposition;(7) The Registered User is subjected to an application for attachment, provisional
attachment, Terms of Service-related provisional disposition, compulsory
execution or auction;(8) The Registered User is subjected to a disposition for collection of tax or public
due in arrears;(9) The Registered User dies or a ruling of the commencement of guardianship,
curatorship or assistance is rendered with the Registered User;(10) The Registered User does not use the Services and there is no reply of theRegistered User to the Company’s inquiry concerning that, for three (3) months
or more;(11) The Registered User falls under any item of paragraph 3 of Article 3; or(12) Otherwise the Company considers that the continuation of the Registered User’s
registration as a user of the Services is inappropriate.
2. If the Registered User falls under any item listed in the immediately preceding
paragraph, all the due dates of the Registered User’s debts to the Company shall be
accelerated and the Registered User shall immediately pay all those debts.
3. Either the Company or the Registered User may cause the Registered User’s
registration as a user of the Services to be cancelled by giving at least seven (7) days
prior notice to the opposite party in a manner prescribed by the Company.
4. The Company shall not be liable for any damage suffered by the Registered User due
to any conduct of the Company based on this Article except if the result is attributable
to the Company’s willful misconduct or gross negligence.
5. If the Registered User’s registration is cancelled on the basis of this Article, theRegistered User shall, based on the Company’s directions, return, destroy or otherwise
dispose of any software, manuals and other items concerning the Services provided
by the Company.
Article 13

Disclaimer of Warranty and Liability

1. Each Registered User shall use the Services at its responsibility and be liable for any
and all conduct performed in use of the Services and results thereof.
2. Each Registered User shall acknowledge and agree that even when the Company
preserves and/or distributes the Video Data provided by the Registered User in use of
the Services, the Company does not warrant the continuous or constant preservationand distribution of the Video Data and there may occur cases where the Video Datacannot be preserved or distributed due to any defect, disturbance, mal-functioning or
10

failure in or of the Hardware or other device, software or telecommunication network
used for the Services or other reason and the Video Data provided will be deleted at
the time of end of the provision of the Services. The Company shall not be liable forany damage suffered by the Registered User due to the impossibility of thepreservation or distribution of the Video Data sent by the Registered User except if
the result is attributable to the Registered User’s willful misconduct or grossnegligence.
3. The Services may be associated with services provided by a third party (hereinafterreferred to as the “Outside Services”), but the Company shall not warrant such
association and, if the association of the Services with any Outside Services is notrealized, the Company shall not be liable for such failure in any respect.
4. In the case where the Services are associated with any Outside Services, each
Registered User shall comply with the rules of the Outside Services at his/her/its
expense and responsibility and, if there occurs any dispute, etc. between theRegistered User and an entity operating the Outside Services (hereinafter referred toas the “Outside Service Provider”), the Company shall not be responsible for suchdispute, etc. in any respect.
5. Each Registered User shall, at his/her/its expense and responsibility, examine whether
or not his/her/its use of the Services is in violation of applicable laws and regulations,bylaw of the relevant industry association, etc. and the Company shall not warrant at
all that the Registered User’s use of the Services will be in compliance with applicablelaws and regulations, bylaw of the relevant industry association, etc.
6. Any and all transactions, communications, disputes, etc. occurring between theRegistered User and another Registered User, third party business operator or otherthird party in relation to the Services or the Website shall be dealt with and solved on
the responsibility of the Registered User and the Company shall not be responsible
for such transactions, etc. in any respect.
7. The Company shall not be liable to compensate for the interruption, suspension,
termination, unusability or alteration of the Services, deletion or loss of the RegisteredUser’s messages or information, cancellation of the Registered User’s registration asa user of the Services, or loss of data or breakdown or damage of a device/equipment
or other damage suffered by the Registered User through use of the Services in any
respect, except if the result is attributable to the Company’s willful misconduct orgross negligence.
8. Even when any link from the Website to another website or from another website to
the Website is provided, the Company shall not be responsible for any such another11website or information obtained therefrom in any respect, for whatever reason.
9. The Company’s liability for damages shall only cover the direct and ordinary damage,not covering the lost profit, loss of business opportunity or other indirect damage
except to the extent attributable to the Company’s willful misconduct or grossnegligence, and the amount of damages which the Company will be liable for due toa specific cause shall be limited up to the sum total of the service fees of the Services
actually received by the Company from the Registered User concerned during three(3) months retrospectively counting from the time of the occurrence of the cause.
Article 14 Registered User’s Liability for Compensation, etc.
1. If the Registered User causes damage to the Company due to his/her/its violation
hereof or in relation to use of the Services, the Registered User shall be liable tocompensate for the damage.
2. If, in relation to the Services, the Registered User is subjected to a claim by anotherRegistered User, a third party business operator or other third party or there occurs
any dispute between the Registered User and such an individual or entity, theRegistered User shall immediately notify the Company of the details thereof, deal
with the claim or dispute at the expense and responsibility of the Registered User and,in response to the Company’s request, notify the Company of the process and resultof the transaction.
3. If, in relation to the Registered User’s use of the Services, the Company is subjected
to a claim by another Registered User, a third party business operator or other third
party on account of infringement of a right or other cause, the Registered User shallbe liable to compensate for the amount which the Company is obliged to pay to sucha third party based on the claim.
Article 15 Modification of Terms of Service, etc.
1. The Company may, at its discretion, change the details of the Services.
2. The Company may modify the whole or part of the Terms of Service as necessary. Insuch a case, if the modification meets the general interests of the Registered Users or
the modification is not against the purpose of the Terms of Service and is consideredreasonable in terms of the need and content of modification, the Company shallmodify the Terms of Service by beforehand notifying the Registered Users of thedetails and the effective date (which shall be at least two (2) weeks later than thenotice) of the modification on the Company’s website or by e-mail.
3. If a modification of the Terms of Service does not satisfy the requirements for12

modification set forth in the immediately preceding paragraph, the Company shallobtain the Registered User’s respective approvals of the Terms of Service after
modification by specifying the details of the modification.
Article 16 Contact/Notice
Inquiries concerning the Services and other communications and notices by theRegistered Users to or with the Company concerning the Services and notices ofmodification of the Terms of Service and other communications and notices by theCompany to or with the Registered Users shall be performed in the manners prescribedby the Company.
Article 17 Assignment of Terms of Service, etc.
1. The Registered User shall not, without the Company’s prior written approval, assign,transfer, create a security interest on or otherwise dispose of his/her/its contractual
status under an agreement entered into based on the Terms of Service or his/her/its
rights and obligations hereunder to or for any third party.
2. When the Company assigns its business concerning the Services to another company,
the Company may, together with the business, assign its contractual statuses underagreements entered into based on the Terms of Service, its rights and obligations
hereunder and the Registered Users’ Registration Information and other customer
information to the assignee of business, which each Registered User hereby approves.
The assignment of business provided for in this paragraph shall include not only theordinary business assignment, but also every case where the business is succeeded(including the company split).
Article 18 Entire Agreement
The Terms of Service constitute the entire Agreement between the Company and each
Registered User concerning the subject matters hereof and supersede any and all prioragreements, representations and understandings made between the Company and theRegistered User, written or oral.
Article 19 Severability
If the whole or part of any clause hereof is judged invalid or unenforceable based on
the Consumer Contract Act or other law, regulations, etc., the remaining clauses hereof
and/or the remaining part of the clause shall continue to be in full force and effect and theCompany and the Registered Users shall try to modify the invalid or unenforceable clause13

or part of clause to the extent necessary for making the clause or part of clause valid andenforceable to maintain and ensure the purpose and originally intended legal andeconomic effects thereof.
Article 20 Survival Clauses
Paragraph 2 of Article 4, Paragraph 2 of Article 5, Paragraph 3 of Article 6, Articles
7, 8, 9 and 10, Paragraph 3 of Article 11, Paragraphs 2, 4 and 5 of Article 12 , Articles
13 and 14, Articles 17 to 22, Paragraph 7 of Article 24, Article 25 (as far as there are
any arrears), Paragraphs 2 and 3 of Article 26, Paragraph 3 of Article 27 (as far as
there are any arrears), Paragraphs 2 to 5 of Article 28, Paragraph 2 of Article29,
Paragraph 2 of Article 30, Paragraph 2 of Article 31, Paragraph 2 of Article 32 (as far
as Paragraphs 2 to 5 of Article 28 are mutatis mutandis applied), Paragraphs 2 and
3 of Article 34, Paragraph 2 of Article 36, Article 37 (as far as Paragraphs 2 and 3 ofArticle 33 are mutatis mutandis applied), Article 38 and Article 39 shall continue tobe in force and effect in relation to the Registered User after the cancellation of theregistrations of the Registered User or termination of provision of the Services.
Article 21 Governing Law and Competent Court
The Terms of Service are executed in English and shall be governed by the laws ofJapan, excluding the United Nations Convention on Contracts for the International Saleof Goods. Any and all disputes arising out of or in relation to the Terms of Service shallbe subject to the exclusive jurisdiction as first instance of the Tokyo District Court.
Article 22 Good Faith Consultation
Any and all matters not provided for herein and any and all questions concerning theconstruction hereof shall be sought to determine or solve through mutual consultation ingood faith between the Company and the Registered Users concerned as soon as possible.
Chapter 2

Safie PRO

Article 23 Application
This Chapter shall be applied to individuals/entities desiring to enter into or having
entered into a Service Agreement provided for in the following Article with theCompany, out of the Registered Users.
Article 24 Service Agreement141. The Registered User shall apply for the use of Safie PRO in the manner designatedby the Company, after understanding and approving the details of Safie PRO and theTerms of Service, and the Registered User shall use Safie PRO based on the Terms ofService approved.
2. The Registered User desiring to use Safie PRO shall apply for the use of Safie PRO
in the manner separately stipulated in the Website, etc., after confirmation of themethod of registration necessary for the use of Safie PRO set forth on the Website,
etc. and accept on the Terms of Service, other rules related thereto and the details ofSafie PRO. The Registered User who has applied for the use of Safie PRO shall be
regarded as having agreed to the Terms of Service, other rules related thereto and thedetails of the Services, etc.
3. The Company having received an application for the use of Safie PRO based on theimmediately preceding paragraph shall examine the application and, if accepting theapplication, give the applicant the qualification to use Safie PRO, at which point oftime the Service Agreement of Safie PRO shall be established between the Company
and the applicant.
4. The Registered User having entered into the Service Agreement of Safie PRO may,during the effective period of the Service Agreement, use Safie PRO pursuant to theTerms of Service and in the manner designated by the Company.
5. The effective period of the Service Agreement of Safie PRO shall be as follows:(1) Case where the effective period is specified in the form of the application for
Safie PRO provided for in paragraph 1 of this Article: Such effective period(2) Case where no effective period is specified in the form of the application for Safie
PRO provided for in paragraph 1 of this Article: Period from the conclusion
date of the Service Agreement based on paragraph 3 of this Article to the last dayof the month to which the first anniversary date of the conclusion date of theService Agreement belongs(3) Notwithstanding the preceding two items, if the registration of the RegisteredUser concerned is cancelled or the provision of the Services terminates, theeffective period of the Service Agreement shall end as of the earlier of the above
dates of cancellation or termination.
6. If the Registered User does not propose the non-renewal, change in contractual
conditions, etc. of the Service Agreement in writing not later than one (1) month prior
to the expiration of the Service Agreement in the manner designated by the Company,
the effective period of the Service Agreement shall be automatically renewed with thesame terms and conditions (however, the provisions of a free use period shall not be15

applied), which shall continue to be applied subsequently; provided, however, that if
the Registered User fails to pay the service fee provided for in the immediately
following Article not later than the due date thereof, the Company may terminate theprovision of the Services.
7. After the conclusion of a Service Agreement, the Registered User shall not cancel theService Agreement during the effective period thereof. If the whole or part of aService Agreement is voluntarily terminated by the Registered User or a Service
Agreement is cancelled due to a reason attributable to the Registered User, theRegistered User shall be obligated to pay the Company the service fee of Safie PRO
for the period up to the expiration of the Service Agreement as a penalty.
Article 25 Service Fee and Manner of Payment
1. Each Registered User shall pay the service fee of Safie PRO of an amount specified
in the Service Agreement concerned in the manner designated by the Company.
Transfer fees shall be borne by the Registered User.
2. Notwithstanding the immediately preceding paragraph, if the Registered User enters
into a Service Agreement with the Company through the intermediation by an agent
designated by the Company or purchases Safie PRO from a distributor designated by
the Company, the Registered User shall pay the service fee separately agreed with theCompany or the distributor.
3. If the Registered User falls in arrears of a service fee, the Registered User shall beobligated to pay the Company the delay damages for such delay as calculated at theannual rate of fourteen point six percent (14.6%).
Article 26 Use of SIM Card
1. If, in using Safie PRO, the Registered User uses a SIM card designated by theCompany, the Registered User shall not use the SIM card other than in relation to
Safie PRO. If the Registered User’s use of the SIM card for any purpose other thanthat permitted is found, the Company may suspend the Registered User’s use of Safie
PRO or the SIM card without the need to give prior notice or demand the correction
thereof.
2. The Registered User using a SIM card provided for the above acknowledges andagrees that if the telecommunication carrier providing the services concerning theCompany-designated SIM card performs any restriction on communication,suspension of services, etc., the Company shall not be liable therefor to the Registered
User.
16

3. If the Registered User uses a SIM card designated by the Company for Safie PRO,the Registered User shall pay an amount specified by the Company at the occasion of
application as the packaged service fee, including the SIM card use fee, in the mannerdesignated by the Company. The Registered User using a SIM card acknowledges andagrees that the packaged service fee, including the SIM card use fee, may be revised
based on a change of the charge by a telecommunication carrier, etc. and, if so revised,
the Registered User shall pay the fee after the revision.
Article 27 Optional Services, etc.
1. The Company may provide optional services accompanying or related to Safie PRO.
With respect to such optional services, the Terms of Service shall be applied in thesame manners as those stipulated for the Services herein unless otherwise decided by
the Company.
2. The Company may provide services associated with Safie PRO (hereinafter referred
to as the “Associated Services”). With respect to the Associated Services, too, The
Terms of Service shall be applied in the same manners as those stipulated for Safie
PRO, unless otherwise decided by the Company.
3. Notwithstanding Article 25, paragraph 2, the service fees of optional services and the
Associated Services shall be of amounts agreed between the Company and each
Registered User and the Registered User shall pay such agreed amounts in a mannerdesignated by the Company.
Article 28 Safie Visitors Service
1. Safie Visitors Service (hereinafter referred to as the “Visitors“) is optional service
enabling the recognition and attribute analysis of a person through analyzing theVideo Data shot by Safie PRO.
2. Each Registered User using Safie PRO and the Visitors represents and warrants that
the Registered User will, in using them, comply with the APPI, etc., appropriately
handle the Personal Information as a personal information handling business operator
and adopt and work appropriate safety control measures.
3. The Registered User using Safie PRO and the Visitors represent and warrant that theRegistered User will not infringe the personal rights of third parties in using suchservices.
4. The Registered Users entrust the Company with processing the Personal Information
obtained by the Registered Users through the use of Safie PRO and the Visitors, andthe Company shall process the Personal Information as a person entrusted with a part17

of the process of Personal Data defined in Article 16, paragraph 3 of the APPI.
5. The Registered User shall acknowledge and agree that the accuracy of the recognition,
attribute analysis, etc. of persons shot as performed by the Company as the Visitors
will not be warrantied and there may occur non-recognition or misrecognition of
persons due to any defect, disturbance, mal-functioning, failure, etc. in or of the
Hardware or other devices, software or communication network used for the Visitors.
The Company shall not be liable at all for the case where the Registered User suffers
damage due to the use of the Visitors, except if the result is attributable to theCompany’s willful misconduct or gross negligence.
6. The Company shall assist the Registered Users to comply with the APPI, etc. in useof Safie PRO and the Visitors as the Company considers necessary.
Article 29 Safie Entrance Service
1. Safie Entrance Service (hereinafter referred to as “Entrance“) is an optional service
enabling the attendance management and the electronic lock function throughbeforehand recording the Video Data shot by Safie PRO and recognizing persons
included in the Video Data.
2. Paragraphs 2 to 6 of Article 28 shall be mutatis mutandis applied to Entrance Services.
In such corresponding application, the term “Visitors” in paragraphs 2 to 6 shall beread as “ Entrance” and the expressions “recognition, attribute analysis, etc. of persons
shot” and “non-recognition or misrecognition of persons” in paragraph 5 shallrespectively be read as “recognition of persons” and “failure to recognize or
misrecognition”.
Article 30 Safie AI People Count Service
1. Safie AI People Count Service (hereinafter referred to as “AI People Count“) is an
optional service enabling the counting of the number of persons, etc. throughanalyzing the Video Data shot by Safie PRO and locating the positions of persons
included in the Video Data.
2. Paragraphs 2 to 6 of Article 28 shall be mutatis mutandis applied to AI People Count.
In such corresponding application, the term “Visitors” in paragraphs 2 to 6 shall beread as “AI People Count” and the expressions “recognition, attribute analysis, etc. of
persons shot” and “non-recognition or misrecognition of persons” in paragraph 5 shallrespectively be read as “locating of the positions of persons included in Video Dataand counting of the number of persons, etc.” and “failure to locate positions or
miscounting”.
18Article 31 AI-App People Counting Service
1. AI-App People Counting Service (hereinafter referred to as “AI-App People Count“)is an optional service enabling, through analysis of the Video Data shot by Safie PRO,the locating of the positions of persons included in the Video Data, detection of
staying and counting of the number of persons, etc.
2. Paragraphs 2 to 6 of Article 28 shall be mutatis mutandis applied to AI-App People
Count. In such corresponding application, the term “Visitors” in paragraphs 2 to 6
shall be read as “AI-App People Count” and the expressions “recognition, attributeanalysis, etc. of persons shot” and “non-recognition or misrecognition of persons” inparagraph 5 shall respectively be read as “locating of the positions of persons includedin the Video Data, detection of staying and counting of the number of persons, etc.”and “failure to locate positions or detect staying or miscounting”.
Article 32 People Detection Service
1. People Detection Service (hereinafter referred to as “People Detection“) is an optional
service enabling, through analysis of the Video Data shot by Safie PRO, the locatingof the positions of persons included in the Video Data, etc.
2. Paragraphs 2 to 6 of Article 28 shall be mutatis mutandis applied to People Detection.
In such corresponding application, the term “Visitors” in paragraphs 2 to 6 shall beread as “People Detection” and the expression “recognition, attribute analysis, etc. of
persons shot” in paragraph 5 shall be read as “locating of the positions of persons
included in the Video Data, etc.”.

Data Processing Agreement
This Data Processing Agreement (“DPA”) supplements the Terms of Service between Safie
Inc. (“Company”) and Registered Users in relation to the processing of data that can directly
or indirectly identify an alive individual (“Personal Data”) set forth in Thailand Personal Data
Protection Act (“PDPA). Capitalized terms used, but not defined, in this DPA are defined in
the Terms of Service.
1. Nature of the Data and Role of the Parties.
The rights and obligations in this DPA apply solely to the processing of Personal Data in theServices by the Company on behalf of Registered Users. For the purposes of this DPA, the19parties acknowledge and agree that Video Data referred to in the Terms of Service also
includes Personal Data.
2. Data Processing
2.1.

The Terms of Service and this DPA constitute the Registered User’s instructions to
the Company to process Personal Data. The Company will use and process Personal
Data in accordance with the Registered User’s instructions in order to deliver theServices and to fulfill the Company’s obligations under the Terms of Service and this
DPA. The Company will inform Registered Users of any legal requirement which
prevents it from complying with Registered User’s instructions unless prohibitedfrom doing so by applicable law or on important grounds of public interest.

2.2.

The Company, its personnel, and Sub-Processors will only Process Personal Data toprovide the Services and to fulfill the Company's obligations in the Terms of Service.
The categories of Personal Data to be processed by the Company and the Processing
activities to be performed under the Terms of Service are set out in Exhibit A.

2.3.

The Company shall take reasonable steps to ensure the reliability of any employee,
agent, or contractor of the Company who may have access to the Personal Data,
ensuring in each case that access is strictly limited to those individuals who need toknow/access the relevant the Personal Data to fulfill the Company's obligations in
Terms of Service and comply with applicable laws. In addition, the Company shallensure that all such individuals are subject to confidentiality undertakings or
professional or statutory obligations of confidentiality.

2.4

When the provision of the Services to the Registered User is terminated, theCompany will return the Personal Data to the sender or forwarder of the Personal
Data, delete or destroy the Personal Data, or make the data subject unidentifiable,in accordance with the standards provided by the sender or forwarder. Uponcompletion of these measures, the Company will give written notice（including email）
to that effect to the sender or forwarder.

3. Security.
3.1.

The Company will implement technical and organizational measures as set forth by
the Company in the applicable services.

3.2.

The Company will promptly notify Registered Users as soon as possible, but no later
than 72 hours if a Security Incident occurs. The Company will use commerciallyreasonable efforts to provide this notice after confirming the existence of the
Security Incident.

Provided, however, the Company may limit the scope of, or20

refrain from delivering, any disclosures to the extent reasonably necessary to avoid
compromising the integrity of the Company's security, an ongoing investigation, or
any of the Company Registered User’s or end user’s data.
3.3“Security Incident” means any actual unauthorized disclosure of or access to
Personal Data, or compromise of the Company’s systems that the Company
determines is reasonably likely to result in such disclosure or access, caused by failureof the Company's security measures and excluding any unauthorized disclosure oraccess that is caused by Registered Users, including Registered Users’ failure tosecure equipment or accounts adequately.

4. Records
4.1

The Company shall maintain written, or electronic records of all categories ofprocessing activities carried out on behalf of the Registered User.

4.2

The Company shall make available to the Registered User such information as isreasonably necessary for the Registered User’s compliance with the obligations
under PDPA, and allow for and contribute to audits with the following conditions
by the Registered User at the Registered User’s cost:(a)giving the Company reasonable prior notice of such information request,
audit, and/or inspection being required;(b)ensuring that all information obtained or generated in connection with suchinformation requests, inspections, and audits is kept strictly confidential(save for disclosure to the competent official or as otherwise required byapplicable law);(c)ensuring that such audit or inspection is undertaken during normal
business hours, with minimal disruption to the Company's business and thebusiness of other customers of the Company; and(d)paying the Company's reasonable costs for assisting with the provision of
information and allowing for and contributing to inspections and audits.

5. Data Subject Rights
Registered Users are responsible for responding to any request by a data subject to exercise
their rights under applicable privacy laws.

If the Company receives any such request in

relation to the Personal Data, the Company will notify the Registered User of it, and direct
the data subject to exercise his or her rights against the Registered User. The Company shallact in accordance with the Registered User’s reasonable instructions when dealing with thatrequest.
21

6. Using Sub-Processors
6.1

The Registered User consents and grants the Company authorization to appoint
other entities as a data processor, as it deems appropriate, to perform as a subprocessor (“Sub-Processor”) in connection with the Company’s performance of theService and the processing of Personal Data.

6.2

The Company shall ensure that it has a written contract with any Sub-Processors it
engages to process Personal Data. Such contract must impose obligations on such
Data Company equivalent to those set out in this Agreement and the Company shallensure that the Data Company complies with those obligations.

7. Data Storage
7.1

The Registered User agrees that the Company may possess or store Personal Datain Japan, provided such possession or storage by the Company of Personal Data must
(to the extent required under PDPA) be affected by way of appropriate safeguards
and in accordance with PDPA. This provision constitutes the Registered User’s
instructions with respect to the process of Personal Data.

7.2

Without prejudice to any other provision in this Agreement or the Principal
Agreement, the Registered User shall fully indemnify and hold harmless theCompany (and/or its representatives) against any loss which the Company (and/or
its representatives) may suffer or incur arising from or in connection with any breachof this Article.

8. Effect of DPA
If a provision in this DPA conflicts with a provision in the Terms of Service, then this DPA
will control with respect to the processing of Personal Data. The Terms of Service will remain
in full force and effect and will be unchanged except as modified by this DPA. This DPA willterminate automatically upon expiration or termination of the Terms of Service.

22

Exhibit A
Details of Processing.
1. Subject Matter of the Personal Data Processing:
The provision of the Services by the Company to Registered Users.
2. Duration of the Personal Data Processing:
The term for the provision of the Service, and any period after the term prior to theCompany’s deletion of Personal Data.
3. Nature and Purpose of the Personal Data Processing:
To enable Registered Users to receive and the Company to provide the Services.
4. Categories of Personal Data to be processed:
The Personal Data that will be included in Video Data will depend upon the RegisteredUser’s use of the Services. To the extent the Video Data contains Personal Data, it may
consist of identifying information of employees, contractors, collaborators of RegisteredUser, or other third parties contained in movies, images, and other content or data inelectronic form stored or transmitted via the Services.
5. Data Subjects:
The categories of data subjects will depend upon the Registered User’s use of the Services.
To the extent the Video Data contains Personal Data, it may concern employees,
contractors, collaborators of the Registered Users, or any individuals whose informationis stored by Registered Users in the Video Data.
【Effective Date: February 13, 2024】23