(Translation)
Terms of Use
We, Science-Arts, Inc. (“Company”) will provide you, our customer, with the Services tobe defined in Article 2 below in accordance with these Terms of Use (“Terms of Use.”)For the use of the Services, you need to read through the full text of and agree with theTerms of Use. If you do not agree, you may not use the Services, and once you use theServices, you will be deemed to have agreed with the Terms of Use.
1.

Purpose and Application
The Terms of Use aim to set forth the rights and obligations between you and theCompany regarding the use of the Services and apply to all relationships between
you and the Company relating to the same.
The user manual regarding the use of the Services constitutes a part of the Termsof Use. If there is any contradiction or conflict between any provision of the Termsof Use and the user manual, the former will supersede and apply.
If there is any contradiction or conflict between any content of the Terms of Useand a Written Order to be defined in Article 2 below, the latter will supersede andapply.

2.

Definitions
In the Terms of Use, the following words have the following meanings:
Word

Services

Meaning
Messaging service(s) under the name of “Buddycom”
and the Extra Services provided by the Company

Extra Services

Services provided by the Company using the services
provided by third parties set forth in Article 11

Apps

Applications for smart devices and Windows OS for theuse of the Services

Users

Individuals those who use the Apps as designated andallocated their respective user IDs and passwords byyou (or, upon your request, the Company or any of theCompany’s business partners)

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Word
Customer Environment

Meaning
Computer environment designated by the Company
includingsmart

devices,

computerdevices,

communications lines, and other equipment
Company Service

Computer equipment that constitutes the Services

Environment

provided by the Company

Customer Data

Electric data or information provided by you or theUsers in connection with the use of the Services

Subscriptions

Rights of the Users to use the Services and otherancillary services provided by the Company for a
specific period

Terms and Orders

The Terms of Use and the Written Orders

Written Orders

Documents, their attachments, and supplements which
are predetermined by the Company as necessary forthe execution of the Agreement for Use. The term
“Written Orders” includes the form predetermined by
the Company which contains the necessary informationentered by you and transmitted from you to theCompany online.

Agreement for Use

An agreement between you and the Company
regarding the use of the Services, which is set forth in
the Written Order

Dealer

A dealer for the Company that sells rights related to
Subscriptions and other goods

Anti-Social Forces

An organized crime group (boryokudan), a member
thereof, a right-wing organization (uyokudantai), an
anti-social group and a person who is equivalent to anyof the preceding

Laws

laws, governmental ordinance, regulations, standard,
guidelines and other relevant rules

3.

Modifications of the Terms of Use
The Company may, at its discretion to the extent not contrary to the purpose ofthis Agreement, modify the Terms of Use at any time.

2The Company shall notify all of the followings when it modifies the Terms of Use
pursuant to Section 3.1:
(a)

The Terms of Use will be modified(b)

The terms of the modified Terms of Use(c)

The effective date of modification

If modification of the Terms of Use does not conform the benefit of the users of
the Service, the Company shall inform you the items listed in Section 3.2 by theeffective date designated in Section 3.2(c).
If you satisfy any of the followings, you are deemed to have consented applicationof the modified Terms of Use:(a)

You use the Service after the notice in Section 3.2(b)

If you do not terminate the Agreement by the end of the termination period
when the Company allows you to terminate the Agreement by designating
the termination period.

4.

Execution of the Agreement for Use
The Agreement for Use will be formed at the time when you submit a Written
Order to the Company directly or through the Dealer, and the Company transmits
its acceptance thereof. You shall agree with the provisions of the Terms of Use
before the submission of the Written Order, and at the time of such submission,
you will be deemed to have agreed with the provisions hereof.
The Company may, at its discretion, determine whether to accept the Written
Order in the preceding paragraph or not. The Company may refuse suchacceptance if it finds a fact that constitutes a breach of any item in paragraph 4
below; if such acceptance interferes with the implementation of the Company’sbusiness; or in other cases where such acceptance is deemed inappropriate by
the Company. Even if the Company refuses the acceptance in the preceding
paragraph, it will not be obliged to give you reasons therefor.
A Written Order shall contain the information predetermined by the Company,
such as the number of Users, unit price (Usage Fee) of the relevant Subscription,
the payment method (either on a monthly or annual basis) and the Effective Term(the starting date and the expiration date) of the Agreement for Use (to be definedin Article 8).

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You represent and warrant to the Company that each of the following statements
is true and correct at the time of submission of your application for the use of theServices and, when you wish to increase the number of Users under Article 6 at
the time of your payment of the additional Usage Fees as set forth in paragraph
2 of the same:(a)

The information submitted to the Company is full and correct.

(b)

The use of the Services does not and is unlikely to infringe on any rightheld by a third party.

(c)

You use the Services only for your business.

(d)

You have no illegal or unjust purpose or intent in your use of the Services.

(e)

You have no purpose or intent in a breach of the Terms and Orders inyour use of the Services.

(f)5.

You are not one of the Anti-Social Forces

Subscriptions
You will obtain a Subscription by executing the relevant Agreement for Use with
the Company.
You may designate Users those who use the Services up to a certain number
predetermined in the relevant Written Order (or if the number of Users is added
under the Terms and Orders, the total number after the increase).

6.

Change in Number of Users
When you wish to increase or decrease the number of Users for a certain
Subscription, you shall notify the Company thereof in either of the following
manners:(a)

Notice to the Company no later than ten (10) days before your desireddate of such increase (“Desired Date”) (or if such deadline day for the
notification is not a business day for the Company, on or before thebusiness day immediately preceding the deadline day) by using themethod specified by the Company, or(b)

Notice to the Company through the website predetermined by theCompany.

If you wish to increase the number of Users in accordance with Section 6.1, the4following applies:(a)

You shall pay the Company in accordance with the Agreement for Use,the additional sum decided by the Company taking into consideration boththe Desired Date and the end of the Effective Date. The Company shall
pay the sum by the time specified in Section 7.3.

(b)

The additional Users added following the procedures under the preceding
paragraph will be deemed to have been the Users from the starting dateof the Effective Date of the Agreement for Use for the relevant
Subscription, except for the payment of the additional Usage Fees under
the preceding paragraph.

If you wish to decrease the number of Users in accordance with Section 6.2, thefollowing shall apply:(a)

We shall decrease the number of User after receipt of notice in Section
6.1

(b)

You, by giving a notice in accordance with Section6.1, only during theEffective Term which de day notice in Section 6.1 belongs, may use theService with decreased number of the User without any further payment.
However, the preceding sentence does not apply for any terms after thesaid Effective Term if this Agreement is renewed.

7.

Usage Fees and Payment Method
The Usage Fees shall be as set forth in a Written Order and determined basedon the unit price of the relevant Subscription and the number of the Users.
You shall pay the Usage Fees to the Company in exchange for the Services
provided by the Company. You may not refuse such payment for the reason thatyou did not use the Services.
Unless otherwise provided for in the Written Order, you shall pay the Usage Fees
to the Company by a day specified below depending on the payment method(“Payment Date”) in the payment method specified by the Company. You shallbear any bank charge and other expenses and costs for such payment. Whenyou execute the Agreement for Use with the Company through the Dealer, you
shall follow the payment method specified by the Dealer.
(a)

In the case of credit card payment;

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(i)

In the case of a monthly payment contract: closing is the end oflast month of the Effective Term and due on the same day. The
same applies to the payment of additional fees under Section 6.1.

(ii)

In the case of an annual payment contract: due on the beginning
day of the Effective Term. Additional fees under Section 6.1 shallbe paid at the beginning day of additional use.

(b)

In the case of payment based on invoice;(i)

In the case of a monthly payment contract: closing is the end of amonth which the last day of the Effective Term belongs and dueon the last day of the next month. The same applies to thepayment of additional fees under Section 6.1.

(ii)

In the case of an annual payment contract: closing is the end of amonth which the beginning day of the Effective Term belongs anddue on the last day of the next month. Additional fees under
Section 6.1 shall be paid at the last day of next month of a monthwhich the beginning day of the Effective Term belongs.

If you fail to pay the Usage Fees by the Payment Date (including the case of
settlement failure for a credit card), you shall notify the Company or the Dealer
thereof and immediately pay to the Company the Usage Fees together with thelate payment charge at 14.6% per annum.
In no event, the Company will answer to your request for the reduction of theUsage Fees. For any reason whatsoever, the Company will not be obliged torefund the Usage Fees once received from you.
8.

Effective Term
The Agreement for Use will be formed on the date when the Company sends its
acceptance of a Written Order issued by you.
The effective term of the Agreement for Use will continue from the starting dateuntil the expiration date of a certain period designated in the Written Order(“Effective Term”).
Notwithstanding the preceding paragraph, the Agreement for Use will be
automatically renewed on the same terms and conditions at the time of a lapseof the expiration date of the Effective Term, and the same will apply thereafter,

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except for the cases below and in paragraph 4:(a)When you give the Company notice of no-renewal of the Agreement for
Use in either of the following manners:(i)

Notice to the Company directly or through the Dealer no later thanten (10) days before the expiration date of the Effective Term (orif such deadline day for the notification is not a business day for
the Company, on or before the business day immediately
preceding the deadline day) by using the format predetermined by
the Company, or(ii)

Notice to the Company by the expiration date of the Effective Termthrough the website predetermined by the Company.

(b)

When the Company gives you notice of no-renewal of the Agreement for
Use no later than ten (10) days before the expiration date of the Effective
Term (or if such deadline day for the notification is not a business day for
the Company, on or before the business day immediately preceding thedeadline day).

Notwithstanding the preceding two (2) paragraphs, if the Company notifies youof the revision of the Usage Fee no later than ten (10) days before the expiration
date of the Effective Term (or if such deadline day for the notification is not abusiness day for the Company, on or before the business day immediately
preceding the deadline day), and when you do not raise an objection against such
revision by the expiration date, the Agreement for Use will be renewed based on
the revised Usage Fee while the remaining terms and conditions thereof willremain unchanged, and the same procedure will apply thereafter.
Notwithstanding other provisions in the Terms of Use, even after the formation of
the Agreement for Use, the Company will not assume any obligation regarding
the Terms and Orders until the starting date of the Effective Term thereof.
9.

Trial Period
The Company may provide, at its sole discretion, the Services to you free ofcharge (“Trial”), for a period decided by the Company (“Trial Period”) in any of
the circumstances below, however, as a general rule, only one Trial is allowed
per an entity and if there is any circumstance against the rule, the Company may

7not provide any Trial to you.
(a)

A period before execution of the Service Agreement(b)

A period starting from a day the Service Agreement is executed andending on a day before the Effective Terms starts.

Notwithstanding other provisions in the Terms of Use, the following provisions
will apply during the Trial Period.
(a)

The Company does not warrant or represent to you anything about theServices during the Trial Period, and it will provide the Services on an asis basis.

(b)

The Company will separately designate the maximum number of Users
during the Trial Period.

(c)

The Company may limit the functionality of the Services provided during
the Trial Period.

The Company may, at its sole discretion, take any of the following actions for any
reason and without any notice to you. In that case, the Company will assume no
liability for damage if sustained by you or other persons concerned due to any of
the action below:

10.

(a)

Suspension of provision of the Service(b)

Termination of the Agreement for Use

Provision of the Services
The Company will provide you with the Services in compliance with the Terms
and Orders and various applicable Laws.
The Company will manage the Customer Data as a prudent manager through theproper implementation of physically and technically safe and protective measuresand other appropriate means. The Company will not disclose the Customer Data
to any third party unless it is forced to do so by the Laws or permitted in writingby you.
For the provision of the Services, the Company may contract to any of its
business partners or other third parties the whole or a part of its businessactivities such as the treatment of you and the Users and the operation of theServices. In that case, the Company may disclose the Customer Data to the8relevant business partner or third party.
11.

Use of Additional Services
Company provides the services designated from the followings only when you
consent on provision of such.

Additional Services
Speech-to-text Service

Service Provider

Services to be Provided

Google inc. and its

Google Cloud Speech API

affiliates(Another name: Cloud Speechto-Text)

Microsoft Corporation

Azure Cognitive Services

and its affiliates

Speech to Text API

Parallel Translation

Google inc. and its

Google Translate API (AnotherServiceaffiliates

name: Google CloudTranslation API)

Microsoft Corporation

Azure Cognitive Services

and its affiliates

Translator Text API

DeepL GmbH and its

DeepL Pro Translaor API

affiliates
You, to the extent necessary to provide the services above, shall consent that theCompany transfer the Customer Data to the Service Providers and if necessary,
under the applicable Laws, shall take necessary measures including obtaining ofconsent from each Users so as to make such transfer lawful.
If there is any terms of use provided by the Service Provider in Section 11.1 andif there is a contradiction or conflict between any provision of such terms of use
and the Terms and Orders, the latter will supersede in the relationship between
the Company and you and the Users.
The Company will assume no liability for damage, loss and the like if sustainedby you or any User as a result of your following the terms of use in section 11.1
above. The Company does not, despite other provisions in this Terms of Use,make any warranty regarding the Additional Services including but not limited tocompleteness, accuracy, effectiveness, continuous provision and service level. If
you or users suffer any loss or damages, the Company will not be liable.

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12.

Software Update
The Company will, from time to time, implement the software update necessaryfor enhancing the security and improving the quality of the Services without giving
you prior notice. Provided, however, that when it is scheduled to implement any
update that leads to the substantial change in your usage or that requires thecomplete suspension of the Services for one (1) hour or more, the Company will
notify you thereof no later than one (1) week before the implementation thereof.

13.

The Company’s Warranty
Except for the Trial Period, the Company warrants to you the following regarding
the use of the Services:(a)

The Services will be provided in accordance with the Laws; and(b)

The Services will operate according to the user manual.

Unless otherwise expressly provided for in the Terms and Orders, the Company
does not warrant to you and the Users in any respect of the Services including
the following; the fitness of the Services for your or any User’s particular purpose;the functionality, commercial value, accuracy, usefulness of the Services as
expected by you or the Users; the conformity of your or any Users’ use of theServices to the Laws, internal rules of the industry organization, or other rules
which are applicable to you or the Users; and the occurrence of no trouble in theServices.
14.

Use of the Services
When you use the Services, you or the Users shall prepare, at its own expenses
and responsibility, the Customer Environment and connect it to the Company
Environment (including the installation of the software necessary for the use of
the Services and log-in to the Services and other processes.) The Services will
be provided by connecting the Customer Environment to the Company
Environment through the network.
Unless otherwise specifically provided for in the Terms and Orders, you and theUsers shall use the Services only in the manner set forth in the preceding
paragraph and may not enter or otherwise use the Company’ related facilities to
use the Services.

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15.

Compliance with the Terms of Use by Users
You shall assume the obligation to keep the Users well informed of the provisionsof the Terms and Orders and to have them comply with the same. A contractual
breach thereof by any User will be deemed to be your breach.

16.

Prohibited Conducts
For the use of the Services, neither of you nor the Users shall conduct any of thefollowing activities, or other activities deemed equivalent to it by the Company:(a)

To permit any person other than the Users to use the Services;(b)

To sell, resell, rent out, or lease the Services;(c)

To act in a breach of the Laws or to conduct any activity related to a crime;(d)

To commit a fraudulent act or threatening action against the Company,
any of other users of the Services, or a third party;(e)

To do against public policy;(f)

To conduct any activity that impairs or infringes on the intellectual property
right, portrait right, right to privacy, reputation, and other rights or interestsof the Company, any of other users for the Services or a third party;(g)

To transmit or send to the Company or other users for the Services or tostore any of the following information or other information deemed
equivalent to it by the Company;(i)

It contains an excessively violent or cruel expression,(ii)

It contains a computer virus and any of other harmful computer
programs and codes,(iii)

It contains a certain expression that impairs the reputation andcredit of the Company, any of other users for the Services or athird party,(iv)

It contains an excessively indecent expression,(v)

It contains a certain expression that promotes discrimination,(vi)

It contains a certain expression that promotes suicide or selfinjurious behavior,(vii)

It contains a certain expression that promotes the improper use ofdrugs(viii)

It contains an antisocial expression,(ix)

It is intended to disseminate a piece of certain information to third11

parties such as chain mail,(x)

It contains a certain expression that provides an uncomfortablefeeling to other persons, or

(xi)
(h)

It is intended for dating with strangers of the opposite sex.

To overburden the network, system or other environments for theServices;(i)

To conduct an act that is likely to interfere with the operation of theServices;(j)

To access or attempt to access the network, system or otherenvironments of the Company illegally;(k)

To disguise a third party’s identity;(l)

To use an ID number or password of any of other users for the Services;(m)

To divulge, intentionally or negligently, the information regarding theServices (including details of telephone conversations, location data, andimage data) or an ID number or password to an unauthorized third party;(n)

To allow a third party to access the Services, except for the cases
permitted in the Terms and Orders;(o)To duplicate a part or content of the Services;(p)

To reverse-engineer the Services;(q)

To promote, advertise, solicit or otherwise market on the Services
anything that is not approved by the Company in advance;(r)

To collect the information about other users for the Services;(s)

To give disadvantage, damage or uncomfortable feeling to any of otherusers for the Services or a third party;(t)

To provide profits to the Anti-Social Forces;(u)

To act for dating with strangers of the opposite sex;(v)

To act in a breach of the terms of use of the relevant service provider inthe use of the Additional Services;(w)

To solicit or facilitate any of the preceding activities, directly or indirectly;
or

(x)
17.

To conduct any other acts deemed inappropriate by the Company.

Security and Export Control
You shall not use the Services for any of the following purposes:(a)

To develop, manufacture, use or store nuclear or similar weapons;

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(b)

To research and develop or otherwise study nuclear fuel or source
material, nuclear fusion, nuclear reactors or any parts or accessories
thereof, to manufacture heavy water, and to process or reprocess nuclear
fuel or source material;(c)

To research and develop, or manufacture chemical material, microbes,
toxins, rocket or unmanned aerial vehicle, or to study universe (except
astronomy-related study) by military or national defense agency, or anyof its contractors;(d)

To develop, manufacture or use weapons (except mass-destruction
weapons)

When you intend to conduct an export transaction that requires the permit orlicense stipulated in the Foreign Exchange and Foreign Trade Act (including therelevant ordinances) in connection with the Services, you shall obtain such permit
or license at your expenses and responsibility.
18.

Suspension, Discontinuance, Modification, and Termination of theProvision of the Services
When the Company inspects, maintains, works on or otherwise takes care theCompany Environment (including its servers, data centers, and similar facilities),
it may suspend the provision of the Services in whole or in part. In that case, theCompany will notify you of such suspension and the expected period thereof inadvance.
In any of the following cases, the Company may, without giving you prior notice,delete the Customer Data or suspend the provision of the Services for each User
in whole or in part:(a)

If the Company urgently inspects, maintains or works on or otherwise
takes care of the Company Environment (including its servers, data
centers, and similar facilities);(b)

If any of computers or communication lines and other equipment that isused for the provision of the Services come to a stop due to a disaster orhuman-made accident;(c)

If it becomes impossible to provide the Services due to a force majeure
event such as an earthquake, lightning, fire, wind or flood, blackout, andother natural disasters, or any event not attributable to the Company;

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(d)

If the Company determines that you or any User has breached or is likely
to breach any provision of the Terms and Orders;(e)

If the Company determines that you or any User has fallen under any ofthe events listed in Article 20;(f)

If the provision of any third party’s service that is used for the Additional
Services is suspended; or(g)

In any other cases deemed necessary by the Company to suspend theprovision of the Services in whole or in part.

The Company may, at its discretion, modify contents of the Services or terminate
the provision thereof in whole or in part at any time. In that case, the Company
will notify you thereof no later than one hundred and eighty (180) days before thescheduled date of such modifications or termination.
19.

Termination with Notice
You may terminate the Agreement for the future by indicating your intention to
the Company in either of the following manners:(a)Notice to the Company directly or through the Dealer no later than ten(10) days before the expiration date of the Effective Term (or if suchdeadline day for the notification is not a business day for the Company,on or before the business day immediately preceding the deadline day)by using the format predetermined by the Company, or(b)

Notice to the Company by the Effective Term through the website
predetermined by the Company.

Even if you early terminate the Services before the expiration date of the Effective
Term, you may not refuse your payment of the Usage Fees for the remaining
period.
20.

Termination without Notice
If any of the following events occur on you or any User, the Company may
terminate the Agreement for Use in whole or in part without giving you prior noticeor demand.
(a)

A breach of any of the provisions of the Terms and Orders;(b)Dishonor of a bill or check issued by you;

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(c)

A suspension of the payment or insolvency, or a petition for provisional
seizure, seizure, auction or another compulsory execution process;(d)

A petition for the commencement of the bankruptcy, civil rehabilitation or
corporate reorganization proceedings, special liquidation, or similar
proceedings;(e)Dissolution of your company or an attempt to transfer the entire or asignificant part of your business to a third party;(f)

A failure to respond to an inquiry or other requests from the Company foranswer within thirty (30) days after the dispatch or transmission of suchinquiry or request;(g)

Determination by the Company that you or any User falls under the AntiSocial Forces or has any association or involvement with the same insome way, like the cooperation with or participation into the maintenance,
operation or management thereof by providing fund or by other means; or(h)Any other cases deemed inappropriate by the Company to continue theAgreement for Use.

21.

Loss of Benefit of TimeIf you fall under any of events listed in paragraph 3 of Article 8 or the same set
forth in Articles 19 or 20, you will forfeit the benefit of time, and all your debts or
obligations to the Company shall become immediately due and payable to theCompany.

22.

Non-Setoff
You may not set off any monetary obligations owed by you to the Company
against the Company’s monetary obligation to you regarding the Services.

23.

Claim (or Complaint) from A Third Party
In either of the following cases, you shall defend and indemnify the Company, its
business partners, and other parties concerned harmless against any damage
and loss whatsoever (including attorney fees) sustained by the same at yourexpenses and responsibility.
(a)

If the Company or its business partner receives from a third party acomplaint, claim or other notice as a result of your or any User’s

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infringement on the third party’s right or other improper activities inconnection with the use of the Services or the Additional Services; or(b)

If the Company sustains damage due to an event attributable to you or
any User.

24.

Personal Information
If an application form and/or Customer Data include personal information and other personally identifiable information under the Personal Information
Protection Act, or anonymously processed information (Hereinafter referred
to as "Personal information, etc.".) under the same Act, the Company will treat such information in accordance with the Company’s Privacy Policy(https://www.buddycom.net/en/privacy.html) and will comply with applicable laws and regulations.
In using the Services, if Personal Information, etc. is included in the application
form and Customer Data submitted by you, you shall expressly notify theCompany to that effect and express and warrant that all of the following facts areaccurate and true:(a)

You have legitimate authority to obtain and provide Personal Information
etc. to the Company under the Personal Information Protection Act andother applicable laws and regulations.

(b)

You comply with the Personal Information Protection Act and otherapplicable laws and regulations.

You shall take all necessary procedures to comply with the Personal Information
Protection Act and other applicable laws and regulations at its own expense andresponsibility.
25.

Intellectual Property Rights.
Copyrights and other intellectual property rights (including rights stipulated in
Articles 27 and 28 of the Copyright Law of Japan, and the same will apply
thereafter) to the Services and the content of all accompanying software, demo
versions, user manuals and other materials (“Accessories”) will belong to theCompany and the third party from whom the Company is granted a license
thereto. Unless otherwise provided for in the Terms and Orders, neither of you
and the User may duplicate, adapt, transmit to the public (including the case of16

making it available for transmission), alter, reverse-compile, reverse-assemble,
reverse-engineer, and otherwise analyze the Services and the Accessories.
Neither of you and the Users may post, without the permission of the Company,
the following information on other companies’ websites, SNSs, and othermessage boards; all information, voice and sound data, moving videos andpictures (including captured images of the Apps), and any other content relating
to the Services or the Apps.
The license to use the Services under the Terms and Orders does not mean alicense to use the intellectual property rights regarding the Company’s website or
the Services, which are held by the Company or the third party from whom theCompany is granted a license thereto, beyond the scope necessary for the useof the Services.
26.

Use of DataAt the time when you agree with the application of the Terms and Orders, and at
the time when you execute the Agreements for Use, you shall represent andwarrant to the Company all the following:(a)

You and all Users who use the Services have legitimate rights to use,transmit or otherwise send to others and the public the Customer Data inthe use of the Services.

(b)

Any use of the Services by you or the Users has not infringed on any third
party’s rights.

(c)

You have the right to grant a license regarding the Customer Data inparagraph 3 below.

Unless otherwise expressly provided for in the Terms and Orders, neither of yourconsent to the Terms and Orders nor your execution of the Agreement for Use
shall constitute the assignment to the Company of the intellectual property rights
regarding the Customer Data.
Regarding the Customer Data, you shall grant the Company a worldwide,
unlimited, non-exclusive, royalty-free, sublicensable and transferable license touse, duplicate and distribute it as well as create, display, put into practice andotherwise use derivable work thereof. Despite the provisions of (3) of paragraph1above, if you have no right to grant such license, you shall obtain the said right17

from the right holder.
Regarding the Customer Data, you shall not exercise the author’s moral right or
any other moral right to the Company and a person who succeeded from or was
granted the right by the Company, and you shall not permit any right holder toexercise the author’s moral right and any other moral right.
You and any User may download the Customer Data that you have registeredand stored in the Company Environment only with the prior consent of theCompany and after your payment of a certain fee specified by the Company. If
you or any User is unable to download the Customer Data as a result of the failure
to satisfy the preceding conditions and sustains any damage, the Company will
not assume any liability therefor.
You shall back up and save or store, at your responsibility, the data, andinformation that you have registered or stored in the Company Environment. The
Company will assume no liability for any loss thereof.
The Company has the right to delete the Customer Data after a lapse of the
fourteen (14) days from the date of the suspension or discontinuance of theprovision of the Services, or the expiration or termination of the Agreement for
Use with or without cause. After a lapse of such period, the Company will be
released from its obligation to restore, browse, manipulate, provide or otherwise
handle the Customer Data.
If the Company determines that the Customer Data is inappropriate because it
falls under any of the information listed in Section 16(g) or for any other reasons,the Company may immediately delete it without giving you the prior notice.
27.

Confidentiality
You shall not disclose to any third party or release business, technical and anyother information about the Company obtained in connection with your use of theServices (including all information regarding the Services, “Confidential
Information”). You also shall not use, duplicate, translate, adapt, analyze orotherwise tamper with the Confidential Information for any other purposes(including for the self-development and sale thereof) than the use of the Services.
Notwithstanding the preceding paragraph, the following information shall notconstitute the Confidential Information in the preceding paragraph:

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(a)

It was already known to the public at the time of disclosure thereof, or it
becomes known to the public due to any event not attributable to you;(b)

It was lawfully obtained by you from a third party without assuming
confidentiality obligation therefor;(c)

It was already possessed by you at the time of disclosure thereof;(d)

It was independently developed by you without reference to the
Confidential Information disclosed.

At the termination of all the Agreements for Use for any reason or upon therequest of the Company, you shall immediately destroy or delete the Confidential
Information or return to the Company or destroy all record media (including
duplicates thereof) according to the instructions of the Company. At the requestof the Company, you shall provide the Company with a written certificate proving
your performance of the preceding obligations.
28.

Disclaimer and Limitation of Liability
The Company will assume no liability for any damage sustained by you, any Useror a third party arising out of or in connection with any of the following:(a)

The expiration or termination of the Agreement for Use;(b)

The provision of the Services, the suspension, discontinuance or
termination of the provision thereof, or the modification thereof;(c)

A breach of the Agreement for Use by you or any User;(d)

The unavailability of the Services in whole or in part due to an event not
attributable to the Company including the following;(i)

The implementation of the scheduled maintenance of the Services
or the Company Environment,(ii)

The occurrence of a natural disaster such as an earthquake,
typhoon, flood, and storm; infection, war, civil war or riot; or otherforce majeure events,(iii)

An order for the suspension of the Company’s business by any
administrative or judicial agency,(iv)

Trouble in the internet connection to the Services,(v)

Trouble arising out of or in connection with the software that
operates on the computer (prepared by the Company, you or any
User) other than the Apps,

19

(vi)

Trouble arising out of or in connection with the software linked with
the Apps (including that provided by a third party),(vii)

Trouble arising out or in connection with the Services or the
hardware (including microphone, server, and other equipment)that is used to interact with the Services (including a failure ordamage of such equipment),(viii)

Trouble in the security setting made by you on the Apps, thecomputer and other devices (including the case of your failure to
upgrade, update or otherwise properly maintain the Apps and the
security means such as antivirus software and the like);(ix)

Trouble in the Customer Environment,(x)

An unauthorized operation by you in relation to use of the Services,(xi)

A leak of any ID or password by you or any User,(xii)

A loss of any terminal device installed with the Apps,(xiii)

Any attack or illegal act (misconduct) by a third party, or(xiv)

The discontinuance or suspension of a third party’s service used
for the Services;(e)

A leak of the following information due to any event not attributable to theCompany including items in the preceding paragraph; telephone
conversations (voice data), location data, image data, information about
you and the Users, Personal Information, and other information regarding
the provision of the Services or the Apps; or(f)

Any other events that are not attributable to the Company arising inconnection with the Services or the Apps.

The preceding paragraph will not apply to the cases where the damage is caused
only by the intent or gross negligence of the Company.
Even if the Company assumes liability for the damage to you, any User or a third
party, such liability will be limited only to the extent of direct and ordinary damage
sustained by you, the User or the third party. (Any indirect and special damage,loss of profit, contingent, consequential or punitive damage sustained by the third
party will not be included in such extent, even if such damage is predicted or
predictable.) In addition, the Company’s maximum liability will not exceed theamount paid from you to the Company during the prior twelve (12) months before
the first occurrence of the event that has caused such damage.

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29.

NoticeWhenever it is deemed necessary, the Company will give you various types ofnotice by posting it on the Company’s website or by other means deemed
appropriate by the Company. In that case, such notice will be deemed to havereached you at either time of the following:(a)In the case of posting the notice on the Company website, at the time of
posting details of the notice on the website; or(b)

In the case of taking other means deemed appropriate by the Company,at the time of a lapse of seven (7) days after the date of sending the notice.

30.

Non-Assignment of Rights and Obligations
You may not assign or encumber your contractual status on the Agreement for
Use or your rights and obligations thereunder in whole or in part to a third party
without the prior written consent of the Company. An assignment or encumbrance
thereof in a breach of this Section will not come into force.
If the Company transfers its business pertaining to the Services to a third party(including all cases of company split, merger and acquisition, and other business
transfers), it may assign, along with such business transfer, its contractual statusunder the Agreement for Use, its rights and obligations under the same in whole
or in part as well as the registered and other pieces of information about you andthe Users (including the Customer Data) to the third party who is the transfereeof such business. In this paragraph, you are deemed to have consented to suchtransfer in advance.

31.

Severability
Even if any provision of the Terms and Orders is determined invalid or
unenforceable in whole or in part by the Consumer Contract Act or other Laws,
the remaining provisions of the Terms and Orders and the remaining portions ofsuch provision determined partially invalid or unenforceable shall continue to be
in full force and effect.

32.

Governing Law
Without regard to in which country the Services are used, the Terms and Orders21and the Agreement for Use shall be governed by the laws of Japan.
33.

Agreed Jurisdiction
All dispute arising out of or in connection with the Agreement for Use shall be
submitted to exclusive agreed jurisdiction of the Tokyo District Court.

34.

Language
The original of this Terms of Use is the Japanese version. If there is any
translation of this Terms of Use and if there is any discrepancy in meaning or
intention between the translation and the original, the latter prevails.

35.

Other Matters
The Terms of Use will supersede and apply to all arrangements made between
you and the Company regarding the Services before the establishment andrevisions hereof.
Sections 9.2, 10.3, 13 to 17, 21 to 23, 25 to 34 survive after termination of thisAgreement. Notwithstanding the preceding sentence, for any Section which set
forth specific period, such Section is valid on for the said period.

Established on December 1, 2014
Revised on June 1, 2015
Revised on April 11, 2016
Revised on April 19, 2016
Revised on January 10, 2017
Revised on July 17, 2018
Revised on October 17, 2018
Revised on August 19, 2019
Revised on October 3, 2019
Revised on November 25, 2019
Revised on February 24, 2020
Revised on July 24, 202022