(English Translation Only)
The translation below is provided for your convenience only. If there is any discrepancy between the translation in English and the original Japanese text (including due to the delay in translation), the original Japanese text takes precedence.
LINE WORKS SERVICE Terms of Service
This LINE WORKS Terms of Service (“Terms of Service”) shall govern the access and use of the Service by Customers as provided by Works Mobile Japan Co., Ltd. (“Company”). Please read the full text of this Terms of Service before using the Service.
Article 1 (Application)
- ① The Terms of Service shall determine the rights and responsibilities of the Customers and Company with respect to the use and provision of the Service.
- ③ The Terms of Service shall prevail in any other cases.
Article 2 (Definition of terms)
- ① “Service” refers to a service named LINE WORKS that Company provides to Customers, including a chat (messenger and voice/video call service), message (e-mail management service), calendar (schedule management service), and related functions such as an address book (Address book management service), drive (file management service), home (internal portal), LINE WORKS application, and API (regardless of the reason, the name contents service, in this case the term includes the changed service).
- ② “Customer” is defined as a legal person or other entity that connects and uses the Service.
- ③ “User” is defined as a person who uses the Service under the control of the Customer and is authorized to use the Service. Users are comprised of Administrators, End Users depending on the authority granted by Customers.
- ④ “Administrator” is defined as a person who represents a Customer and can use all management functions of the Service with the authority to enter into or terminate contract of use.
- “End user” is defined as a User who can partially use the provided administrative authority or can use the service without administrative authority.
- ⑥ “Domain” is the internet address required for using the Service.
- ⑦ “ID” is a unique character string or e-mail address necessary for user identification and use of the Service. However, the e-mail address registered as the customer’s ID must be approved by the Company and the end-user’s ID must be approved by the Customer.
- ⑧ “Password” is a way to be sure that Customers or the User matches the ID they set. The Password will be a combination of number or letters that the User himself defined, for secret protection.
- ⑨ “Trial Service” is defined as a way of providing Customers who wish to use the Service the opportunity to experience the use of the Service free of charge based on the agreement of use with the Company. If these Terms of Service apply to the trial service, we consider this service a Trial Service.
- ⑩ “Payment” means the payment made by Customer to Company in order to use the Service.
- ⑪ “Monthly Plan” is a fee system that charges fees equivalent to the use of the previous month each month, in connection with the use of the Service.
- ⑫ “Annual Plan” means a fee system in which the Customer promises to use the Service on a yearly basis. However, charges are charged monthly. Regarding the use of this Service by the Customer the Company may apply a certain discount rate.
- ⑬ “Partner Service” is a service or content provided by a partner or alliance companies. This Service may sometimes include the Partner Services.
Article 3 (Amendment to Terms of Service)
- ① Company may, from time to time, amend the Terms of Service, as needed.
- ② In the case referred to in the preceding paragraph, the Company shall notify the Administrator by notifying the Administrator on the service provision screen or in a suitable place on the website operated by the Company, as well as notifying the Customer.
- ③ If the Customer does not file an objection or cancels their use of Service within 30 days of the amendment of the Terms of Service, the Customer shall be deemed to have agreed to the new Terms of Service.
Article 4 (Execution of user contract)
- ① A person who wishes to use this service and agrees to the contents of these Terms of Service, (hereinafter referred to as “applicant”) is concluded as accepted once responded to by the Company. The Company and the Applicant shall be deemed to have executed an agreement to use the Service no the date the Company accepts the Applicant’s application for use.
- ② The Company may refuse the application or terminate the agreement to use the Service in case of any of the following events:
- 1. When the Applicant had lost qualifications in the past due to breach of the Terms of Service (except when the applicant obtained express permission to use the Service from the Company);
- 2. When the name described in the application form is not the Applicant’s real name;
- 3. When false information is depicted, or when demanded information is not provided;
- 4. In the case that the Applicant who wishes to use the Service by using a domain, yet Customer does not own the domain or the ownership of the domain is transferred, a different person’s, or the ownership cannot be confirmed;
- 5. When the Applicant is attempting to use the Service for an unauthorized or illegal purpose;
- 6. When the Applicant is a minor and does not have the consent of his/her legal guardian;
- 7. When the Applicant is subject to the disposition set forth in Article 18;
- 8. When the Applicant has made an application in violation of the relevant laws and regulations of the Terms of Service; or
- 9. When Company reasonably determines not to give consent.
- ③ The Company may reserve consent if there is a problem with the provision of the Service due to technical or business reasons.
- ④ If the Company does not accept or reserve application the Company will, in principle, notify the Applicant of the refusal or reservation.
- ⑤ When the Company notifies the Customer that the customer registration has been completed, an agreement to use the Service is deemed to have been executed by the Customer and the Company. The Customer and the User can use the Service in accordance with this Terms of Service.
Article 5 (Change of customer information)
- ① Customers can freely browse or change Customer’s own information through the administration screen. However, information such as Customer’s real name, ID, and domain are necessary for the proper management of the Service. Therefore, the change of these information is not allowed without being pre-approved by the Company.
- ② The User can browse or change User’s information through the management screen of the Service. However, the Company cannot change any information the Customers or the Company do not allow modification to.
- ③ When a change occurs in the registration information, the Customer or the User must promptly update the content after the change through the management screen or inform the Company of the changed contents.
- ④ The Company does not assume any responsibility for damages incurred by Customers, Users or third parties due to Customers or Users not updating the changes mentioned in the preceding paragraphs.
Article 6 (Obligation to protect personal information)
- ① Company will make commercially reasonable efforts to protect the personal information of Customers and Users according to the “Personal Information Protection Act” and other related laws and regulations.
- ③ In accordance with the “Law Concerning Protection of Personal Information” and other related laws and regulations, Customers and Users are responsible for managing and protect their own personal information.
- ④ In accordance with the “Law Concerning the Protection of Personal Information” and other related laws and regulations, the Company may use or disclose the information and data provided by the Customer as statistical information in a form that cannot identify individuals personally at our discretion without dispute.
Article 7 (Obligation concerning ID and password management)
- ① Customers and Users may, at their own risk, make available passwords and user ID’s to third parties. In the case of transfer, lease, or third party intervention, the Customer and User are responsible.
- ② The Company does not accept any liability for damages or property loss caused in the case that the User has provided a third party with the user ID or password.
Article 8 (Notice)
- ① In the case that we notify you, we will send an e-mail to the e-mail address of the administrator or the e-mail address stated when applying for customer registration unless otherwise specified in this Terms of Service.
- ② When the Company notifies the Administrator, it is deemed that the notice is given to the Customers. Customers are responsible for managing information from Administrators and making changes to ensure accurate information.
- ③ The Customer shall be responsible for notifying the User of matters notified by the Company to the User.
- ④ In the case a notice is given to all Customers as a whole, Company will follow the notice guidelines under the preceding paragraph by posting such details on Company website for more than 7 days.
- ⑤ Inquiries concerning the Service and other contacts or notifications from the Customer to the Company shall be carried out by the method specified by the Company.
Article 9 (Company’s obligation)
- ① The Company shall not act against any related laws and regulations or these Terms of Service and must strive to provide this service in a stable manner.
- ③ We will respond in good faith if justifiable opinions or complaints are raised by customers regarding the use of this service.
Article 10 (Customers obligation)
- ① In utilizing the Service, Customers and Users shall not commit any act falling under any of the following items or acts judged by the Company as applicable to the following.
- 1. The act of registering false contents at the time of registration, application, or when changing information.
- 2. Using trade names, trademarks and other marks, such as another person name or other companies or other organizations (or similar items).
- 3. Stealing the information of others or using other user’s ID or password for the Service.
- 4. Attempting to change the information that Company has posted.
- 5. Applying an excessive load on the Service’s network or system.
- 6. Using a BOT, cheat tool, or other technical means to improperly use the Service and intentionally cause harm to the system, such as repeatedly asking the same question or request to the Company.
- 7. Attempting to gain unauthorized access to our network or system.
- 8. The modification of documents and programs related to the Service such as translation, change, modification, analysis, etc.
- 9. Replication of the Service, the host, the stream, sublicense, or attempting to resell.
- 10. Distribution to non-users of the Service, sending to a third party, leasing, changing security settings, etc.
- 11. Creating a similar or related service without obtaining the permission of the Company or the act of distribution.
- 12. In connection with the Service, any data mining or similar method of data collection, and the act of using the data extraction method.
- 13. Sending an e-mail or a similar means of contact against an individuals will by using a communication function to send large amounts of information to an indefinite number of people in the Service.
- 14. Transferring or sharing the Service by means of replication or transfer of softwares prohibited by law or regulations of the Company.
- 15. Impersonating the Company or a third party, or intentional act of disseminating false information.
- 16. Infringing rights of, including intellectual property rights of, the Company or third parties.
- 17. Interfering with the business of Company or a third party.
- 18. The act of using the Service for Commercial purposes without obtaining the Company’s consent.
- 19. Illegally collecting usage history or personal information from other Customers or Users of the Service and disclosing such information.
- 20. Obscene expressions or writing, such as discriminatory representation, dissemination, or acts offending to public order and morals.
- 21. Providing cooperation, building relationship, relationship profits, and anti-social forces
- 22. Other illegal or unfair acts as may be determined by the Company.
- ② The Customer shall comply with relevant laws, regulations, Terms of Service, Privacy Policies, such as the public announcement or notice of Company, and must not obstruct Company’s business.
- ③ Customers must take steps to ensure that Users comply with this Terms of Service. If the Customer’s intention or negligence is deemed purposeful, they will be held responsible
- ④ In the event that the User violates any of the items of paragraph 1, the Company may, without requiring the Customer to act, directly exercise authority of the Administrator to sanction such User.
- ⑤ In the event that the Customer or the User violates any of the items of paragraph 1, or in the event of damage to a third party or in the event of a dispute with a third party, Customers shall resolve this by their own responsibility and cost burden. If damages are suffered by the Company (including attorneys’ fees, but not limited to this) due to such dispute, the Customer shall compensate for any damages suffered by Company.
Article 11 (Measures against unsolicited e-mails)
- ① Customers or Users sending fictitious claim mail, false claim mail, viruses, pyramid schemes, chain mail, spam mail, etc. (“junk mail, etc.”) without the consent of the recipient, will be punished. Please do not send these to a third party.
- ② Company will take technical measures to prevent the occurrence of unsolicited e-mails.
- ③ If Customer or User receives unsolicited e-mail and makes a report to the Company through the junk mail, the Company will take the following measures.
- 1. After accumulation and analysis of the junk mail, Company will take measures that the Company deems appropriate.
- 2. Company will send the raw material for research and analysis to a third party (generally the Japan Data Communications Association, but not limited to).
- ④ The Company will temporarily or permanently restrict the use of the Service of the Customer or User if it falls under one of the following items.
- 1. If it is proven that the first paragraph is violated.
- 2. After the a government agency confirms sending of junk mail and the Company receives request to suspend sending the mail
- 3. If there is a risk to the system by such mail.
- 4. When it is recognized that there is a valid reason for refusing to provide communication services in order to prevent a trouble occurrence by the sending of these messages.
- ⑤ In the case of the preceding paragraph, the Company will notify Customer in advance. However, if it is difficult to notify in advance, the Customer may be notified afterwards.
- ⑥ Customer or Users restricted from using the Service because of such activity, may, after the use restriction period ends, send supporting materials to support their case and renew their account. After considering the content of the complaint, the Company will inform the Customer or User of the result.
Article 12 (Trial services)
- ① The Applicant can use the Trial Service free of charge for the period and the range specified by the Company only when it is intended to review the formal introduction of the Service and evaluate each function. In this case, Trial Service free of charge will be available after Company accepts application of each Customer’s request.
- ② The expiration date of the provision period of the Trial Service will be notified from the Company to the Customer before the expiration date, in a manner specified by the Company.
- ③ When using the Trial Service, the Company may add additional use conditions etc. Unless otherwise stated by the Company, additional terms and conditions shall be followed.
- ④ If the Company requests the Customer to evaluate the Trial Service, the Customer shall cooperate with the request to the extent reasonably possible.
- ⑤ The Company may change all or part of the Trial Service depending on operational and technical requirements. In this case, the Company, by the method defined in Article 8, for the Customer, will notify the User in advance. However, if there is a reason the Company cannot notify in advance, the Company will notify afterwards.
- ⑥ The Company shall be able to modify, suspend or change part or all of the Trial Service according to our policies or administrative necessity, unless there are special provisions concerning related laws. The Company assumes no responsibility for damage incurred by a third party.
- ⑦ If any Customer or User does not agree to change the Trial Service under this section, the Company may cancel the Customer’s or User’s contract without any liability.
- ⑧ If the Customer or User wishes to continue using the Service after the expiration of the Trial Service period, the Customer shall notify the Company before the expiration date of the Trial Service (the “Service Period Expiration Date”). The Customer or User must then apply for legitimate use of paid service. In this case, upon completion of the application, a user contract will be established. However, if the Customer uses the Trial Service through a partner company that has been entrusted with surrogate sales from the Company, it shall comply with the contract contents separately concluded with the partner company.
- ⑨ If the application under the preceding paragraph does not arrive at the Company by the Service Period Expiration Date, the Company shall consider that the Customer is not willing to regularly use the paid service and the user contract will end on the Service Period Expiration Date. In this case, the Customer, after the Trial Service period, will not be able to try or use the Service. In addition, the Company, Customers, or Users cannot create or backup input data after the Service Period Expiration Date.
- ⑩ All data that the Customer enters into the Service during the trial period and all the settings of the Service which the Customer has set or that has been implemented for the Customer shall be deleted in by reasonable means at the end of the trial period unless the Customer purchases a plan equivalent to or higher than trial service or the Customer exports own data. When purchasing a plan (for example, a basic plan to a light plan) that is lower than the target of the trial, the customer settings used previously cannot be used in the new service.
- ⑪ If Customer wish to change the user plan, the Customer shall notify the Company of the change of the plan by the Service Period Expiration Date.
Article 13 (Providing the Service, etc.)
- ① In principle, the Company will provide the Service 24 hours a day, but in addition to specifying in Article 22, the Company does not guarantee this.
- ② The Company can suspend the provision of the Service temporarily in the following cases to a reasonable extent.
- 1. When there are reasonable intentions for maintenance inspection, exchange, breakdown, communication disconnection or operation of information communication equipment such as computers
- 2. Periodic inspection
- 3. In the event of an emergency such as earthquake, lightning strike, fire, wind and flood damage, power failure, natural disasters or other situation
- ③ When the Company discontinues provision of the Service pursuant to the provision of the preceding paragraph, the Company will notify the Customer at least 7 days in advance. However, if there is a reason why the Company is unable to notify in advance, the Company will notify the Customer later.
- ④ The Company shall not bear any responsibility for damage suffered by Customers, Users or third parties caused by suspension of the provision of the Service under paragraph 2 of this Article.
Article 14 (Change of contents of the Service etc.)
- ① The Company shall be able to change all or a part of the Service or cancel the provision of the Service in the case it is judged necessary by the Company and the necessity of operation and technical necessity. The Company shall inform the Customer in advance by the method of Article 8. However, if there is a reason why the Company cannot notify in advance, the Company will notify the Customer afterwards.
- ② The Company shall be able to suspend or change all or part of the Trial Service in accordance with its policies or administrative requirements and the Company may cancel or change the Trial Service as long as there is no special provision in the relevant laws concerning that Customer. The Customer will not bear any responsibility for damage incurred by the Customer.
- ③ If Customer does not agree with the change of the Service under this section, the Customer will be able to cancel the Customer’s or User’s contract.
Article 15 (Information provision and advertisement posting)
- ① The Company can publish the information that is deemed necessary/useful when the Customer or User uses the Service (including expansion/addition of functions, addition/change of product plans, schedule of scheduled maintenance, effective use of the Service etc.), or send such information via e-mail or message in our service.
- ② The Company shall be able to transmit the information in the preceding paragraph through telephone or the like if there is prior consent of the Customer. However, the transaction related information and reply to the Customer’s question and answer etc. does not require consent of the Customer.
- ③ In connection with the operation of the Service, the Company can post advertisements on the screen of the Service, service homepage, user’s e-mail, etc. However, the User who receives the advertisement e-mail to the Company can refuse to receive the subsequent e-mail.
Article 16 (Data handling)
- ① All data and information (the “Stored Data”) that Customers and Users have stored in the Service are managed directly by the Customer himself. The Company will not acquire any rights on Stored Data other than the information that the Company obtained permission from the Customer under these Terms of Service.
- ② Notwithstanding the provisions of the preceding paragraph, the Company may make copies of the Stored Data arbitrarily for the convenience of server failure, recovery at the time of stoppage, prevention of data transmission and reception, etc. Without Customer’s consent.
- ③ Upon termination of the use contract, the Company will delete the stored data after a certain period of time specified separately by the Company. The Company will not be held responsible for damage suffered by Customers, Users or third parties regarding storage, deletion, copying, etc. of the Stored Data after the end of the use contract.
- ④ The Company cannot access the Stored Data except in the following cases.
- 1. For the safe operation of the Service
- 2. In order to solve the prevention or post beforehand operational issues of the Service
- 3. If there is a Customer’s request, for the Company corresponding thereto. However, the Company does not guarantee that it will respond to requests for supplementing data loss etc. due to Customers not purchasing, using or setting up Services properly
- ⑤ The Company will not disclose stored data to third parties without the Customer’s consent. However, in cases where there is a request by law or a court warrant, the Company may disclose all or part of the Stored Data without the Customer’s consent.
Article 17 (Payment etc.)
- ① The Company will charge the usage fee for the previous month for the Service used by Customer by the 5th of every month and the Customer shall pay by the last day of the month when the Customer receives the invoice.
- ② When applying for registration of this Service, the Customer can choose either the monthly plan or the annual plan. In that case, the Company will consider the following items.
- 1. The Customer or Administrator may convert the monthly plan to an annual plan.
- 2. The annual plan, as long as the Customer does not change the setting, it is automatically updated with the use of contracts and the same conditions. Customers can renew registration items or convert to a monthly plan after the contract term is over.
- 3. If Customer wants to use the annual plan, the Customer, will specify the number of Users (the “Number of Licenses”). The specified Number of Licenses will be effective until the end of the contract period, and the Company cannot reduce it.
- 4. While the Customer is using the annual plan, to register more than the Number of Licenses, the Customer will need to change the Number of Licenses. If the number of Users increases, the usable period of the User shall be until the end date of the Customer’s contract period.
- ③ In consideration for the use of the Service, the Customer shall pay the Company the usage fee stipulated by our website or use agreement in the manner specified by the designation or use contract at the time of registration of the service. If the Customer purchases the Service from a partner company entrusted with agent sales from the Company, the Customer will pay to the partner company separately.
- ④ The Company may provide a reduction in usage fee or other benefits to the Customer based on the use contract or by other means, in which case the relevant content will be reflected in the Company’s request.
- ⑤ The Customer shall pay the expenses demanded by the Company by adding consumption tax or other taxes stipulated by laws and regulations. The transfer fee, remittance charge and other expenses necessary for payment shall be borne by the Customer.
- ⑥ The fee will be charged from the first day the Customer can use the Service to the last day of the contract period according to the usage contract. Meanwhile, whether or not the Customer or User of actually uses the Service will be irrelevant.
- ⑦ If the Customer falls arrear of any payment due to the Company, a late payment interest at the rate of 14.6% per annum shall accrue from the day following the payment date until actual payment.
Article 18 (Use restrictions, etc.)
- ① If the Customer or User is in breach of his obligation under this Terms of Service, the Company the Company may take any of the following actions and the Company does not take any responsibility for the damage caused to the User or a third party:
- 1. Warning disposal (including request corrective measures)
- 2. Temporary suspension of use
- 3. Termination of use contract or cancellation of registration (hereinafter referred to as the “registration deletion disposal, etc.”.)
- ② The Company will give advance notice in accordance with Article 8 to the Customer in case the Company cancels registration or terminates use contract.
- ③ If the preceding two paragraphs are violated, the Company may immediately terminate the account.
- ④ If the Company on the basis of the preceding paragraph is carried out, including registration deletion disposal or the like to the Customer, the Customer or Users rights against the Company will expire, and the Company will not be liable for such expiration or termination.
Article 19 (contract termination and release)
- ① Customers, in the manner prescribed by the Company, with respect to at any time the Company, can request termination of use contract. In this case, the Company, must process the request without delay in accordance with the provisions of laws and regulations.
- ② If Customer subscribes to a monthly plan, the Company will invoice the remaining fees receivable by it and the use contract will be terminated only if the Customer pays the invoiced amount in full.
- ③ If Customer subscribes to an annual plan, the Company will invoice unpaid amount, balance of the contract amount and balance of the monthly fee. The use contract will be terminated only if the Customer pays the invoiced amount in full.
- ④ If the Customer terminates the service contract in accordance with the provisions of the preceding three paragraphs, the Company shall delete all data of the User unless the applicable laws require or allow otherwise. The Customer may directly backup the relevant data if necessary. The Company shall not be liable for any damages suffered by the Customer due to failure to backup such data.
- ⑤ In the following cases, without any notification, the Company can immediately cancel the subscription.
- 1. If, after a lapse of 60 days from the payment date of the service fee, the Customer does not make payment
- 2. In the case of suspension of payments or insolvency, or bankruptcy proceedings, civil rehabilitation proceedings, corporate reorganization proceedings, there is a possibility of commencement of special liquidation or a petition to start the related procedure.
- 3. Customers who are minors fail to obtain the consent of a legal guardian.
- 4. If the Customer or the User uses the Service for illegal or improper purposes or registers illegal information.
- 5. If the Customer is in violation of this Terms of Service, and does not fulfill our corrective request in 7 days.
- ⑥ In case the Customer breaches this Agreement, all payments shall become immediately due and payable.
- ⑦ The Company assumes no responsibility for damage caused to Customers or Users by the act made by the Company under this section.
Article 20 (Elimination of gang-affiliated parties)
- ① If Customers or Users (if the party is of the corporation, its representatives, including the directors or executive officers) at the time use agreement are gang, gang members, gang related companies, racketeers, society movement advocating grounder, or anti-social forces such as the special intelligence violence group, the account may be terminated and Service suspended.
- ② If the Company is determined to investigate in accordance with the preceding paragraph, the Customer must cooperate and submit the requested materials.
- ③ If it is determined that there is a possibility of a violation of the provisions of the other preceding two paragraphs, the Service may be terminated without warming.
- ④ If Service is cancelled because of provisions of the preceding paragraph, the Company will not assume any responsibility of related damages.
Article 21 (Limitation of Liability)
- ① The Company disclaims any representations or warranties, including without limitation, that it is fit for particular purpose of the Customer, expectation of the Customer on the functionality correctness or usefulness, use of the Service by the Customer will be appropriate for the rules, regulations or laws applicable to the Customer, and lack of errors.
- ② The Company, except in the cases of intent or gross negligence, does not assume responsibility for interruption of the provision of the Services, unavailability, change, Customers deletion or loss of information transmitted to the Service, cancellation of the Customer’s registration, or Service use loss/equipment failure or damage of registration by the Customer.
- ③ In no case will the Company be liable for any damages exceeding the amount equivalent to the Company actually received from the Customer during the twelve months period immediately preceding. Incidental, indirect, and special damages, for such damages in the future of the damage and lost earnings, and shall not be liable for compensation.
- ④ The Company disclaims any liability with respect to any dispute between the Customer or User and other Customers/Users/third parties to other customer or user of third parties, (hereinafter referred to as “third parties, etc.” in this section.) due to the use of the Service; Such Customer/User in dispute shall resolve the dispute at its own responsibilities and costs.
- ⑤ The Company disclaims any liability with respect to any loss of Customer data generated use of the Service between Customer and Customer’s Users, between Customer and the other Customer, and between Customer and the other Customer’s Users.
- ⑥ The Company does not bear any responsibility for the failure of the use of the Services caused by reasons attributable to the Customer or User.
- ⑦ In relation to disputes, (including attorneys’ fees, but not be limited to this.) the Company suffers any loss due to such disputes, the Customer or User shall compensate the full amount of damages suffered by the Company.
- ⑧ If no party is at fault, such as in the case of a disaster, (natural disasters, war, acts of terrorism, riot, labor disputes, administrative measures, etc.) no responsibility will be held by the Company.
- ⑨ The Company, will not be liable for any loss or damages due to the use of the Partner Service, or in connection with the resulting transaction, contact, conflict, and damage the like (hereinafter, referred to as “Damage or Loss of Partner Service”). The Customer or User shall solve the Damage or Loss of Partner Service at their own responsibility and cost.
Article 22 (Compensation for Service Interruption)
- ① During the period of subscription, except in the case set forth in Article 13 of this Terms of Service, Service will be usable 99.9% of the time (“SLA”). If the SLA is not met and the Customer is in compliance with the rules related to the SLA, Customers will be able to receive compensation of the following. The compensation shall be the only remedy available to the Customers regarding problems of availability or Service performance
- ② SLA is to apply the following definitions.
- 1. The “down time” refers to user error rate in excess 5% at the domain of Customers using the Service. Down time is measured based on the error rate of the Company’s server. The down time does not include periodic inspection and scheduled interruptions. If the Customer is in violation of Obligations of Customers that are defined in Article 10 of this Terms of Service or in the case of Section 10 of this Article 22, the Customer will not be able to seek remedy hereunder.
- 2. The term “availability rate of each month”, is the numerical value calculated by taking the total number of minutes each month from the total number of minutes each month and subtracting the down time fraction of each month．
- 3. “Compensation” shall mean the money calculated based on the Compensation Days defined below.
The availability rate of each month Number of days eligible for Compensation according to availability rate of each month (“Compensation Days”) 99.0% or more but less than 99.9% 3 95.0% or more but less than 99.0% 7 Less than 95.0% 15
- ③ Compensation is applied only for the paid Services, and shall not apply for free Services, such as a Trial Service.
- ④ In order to receive Compensation, the Customer must notify the Company directly, or the partner company if purchased from partner company, within 30 days from the time the Customer becomes eligible for Compensation. Failure to comply with this will cause the Customer’s right to collect compensation to lose effect.
- ⑤ Compensation shall be the amount calculated by applying the formula below (“Compensation Amount”) to the fixed monthly fee or accrued fees for the applicable month per one ID or license that the Customer has purchased (the “Standard Unit Price”) on the date of the Company’s receipt of the Customer’s claim for the Compensation (“Claim Receipt Date”).
Standard Unit Price x 1/30 x Compensation Days x Number of licenses or IDs at the time when the down time occurred = Compensation Amount.
- ⑥ After the Company determines to give the Compensation, Compensation Amount shall be deemed paid by the Company, or by the partner company if purchased from the partner company, when the Compensation Amount is deducted from the total fees payable by the Customer for the Services (“Applicable Invoice Amount”) for the total number of licenses or IDs during the month which is two months from the last day of the month the Claim Receipt Date occurred. The Company shall be deemed to have completed the Compensation obligations by deducting the Compensation Amount from the Applicable Invoice Amount. The Customer will not be eligible for Compensation if no Applicable Invoice Amount accrues within 365 days from the last day after two (2) months from the month that the Claim Receipt Date occurred.
- ⑦ Notwithstanding the above clause, in case the Applicable Invoice Amount is smaller than the Compensation Amount, the Applicable Invoice Amount shall be deemed equal to the Compensation Amount.
- ⑧ The total number of days eligible for Compensation according to availability rate of each month for the total time of down time which occurred during a month shall not exceed fifteen (15) days.
- ⑨ The Company will evaluate all available information in a rational way, and in good faith determine whether or not Compensation is applicable. The Company will endeavor to respond to request for Compensation within 30 days from the date of receipt of the notification from the Customer. Customers, in order to qualify for Compensation, must comply with the Terms of Service.
- ⑩ Performance problems or availability problems due to the following factors do not apply to SLA
- 1. Due to factors that cannot be reasonably controlled by the Company (includes natural disaster, war, terrorism, riot, act of government, or external errors or equipment problem of our data center or of Customer website and between data centers, but not limited to this.)
- 2. Due to hardware or the use of software other than Services the Company provides (such as problems related to the lack of bandwidth of third party software or services).
- 3. If advice is given to the Customer on how to improve the service, however the advice is not followed.
- 4. Problems occurred to a pre-release, beta, or Trial Service or function.
- 5. Failure to comply with appropriate security measures that result in employees, agents, subcontractors, vendors or other third party has access to the Customer’s password and can use the Company’s network to commit an act to harm the Customer’s account.
- 6. The Customer does not comply with the acceptable use policy or does not conform to the functions of the Service using supported platforms (such as attempting to perform an operation that is not supported), or attempting to use the Service in a way that does not conform to the Company’s guidance.
- 7. Irrelevant input, requests, or arguments (such as requesting access to a file that does not exist)
- 8. If the Customer attempts to perform an operation that exceeds the prescribed quota, or that the Company deems susceptible to fraudulent acts of Customer
- 9. If the down time occurred during Services that are provided free of charge at the time of downtime (such as a trial period).
Article 23 (damages)
Except if stipulated otherwise in the Terms of Service, if the damage to the other party or a third party by the reasons attributable to the Company or the Customer has occurred, the party at fault must compensate the other with. In this case, User’s fault will be deemed the fault of the Customer.
Article 24 (Right attribution)
- ① Copyright and other intellectual property rights in the Service shall vested in the Company or a third party designated by the Company.
- ② Customers shall be granted the right to use the service in accordance with the Terms of Service, as well as any provision that may be put into place. This does not mean Customers and Users are granted license to transfer or other license to any intellectual property rights.
Article 25 (User consent)
- ② Administrators will be able to access the available data of the User. Before the User uses the Service, Customer shall obtain consent from the User on the data administrator access, and monitoring. Permission must be obtained before this information is made public.
- ③ If the User does not fully consent, if there are any claims made by the Customer, such as right infringements, damages, or complaints, it is the Users’ responsibility to handle all expenses (Including attorney fees).
Article 26 (Prohibition of assignment)
- ① The Customer may not assign, transfer, rent, lease, or pledge any of the rights or responsibilities against the Company to a third party.
- ② In the case the Service has been transferred to other companies, registration matters and other customer information, rights and obligations based on the Terms of Service, and other agreed information will also be transferred. In addition, the business transfer set forth in this section includes any other transfer, assignment, spin-off of business.
Article 27 (Governing Law and Jurisdiction)
- ① Japanese laws and applicable rules will govern this Terms of Service and user agreement.
- ② All disputes related to these Terms of Service and user contracts, shall be submitted to the jurisdiction of the Tokyo District Court.
Article 28 (Other)
- ① If the Terms of Service is declared to be invalid or unenforceable by the provisions court or jurisdiction agency, the Terms of Service will be revised in order to comply with the court’s requirements. However, if revision is impossible, the Company will delete the provisions and the remaining provisions will remain in place.
- ② The Japanese language version of this Terms of Service shall prevail over any translation thereof. This English translation is made available be for reference purpose only.
July 11, 2019 Amended
April 19, 2018 Amended
March 23, 2017 Amended
April 1, 2016 Amended
February 2, 2017 Amended
January 20, 2016 Enacted