(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 Terms of Service
Article 1 (Purpose)
① The purpose of these Terms of Service is to prescribe the rights and duties existing between the Company and the party agreeing to the Terms of Service (hereinafter “Customer” as defined in Article 2 (2)) in connection with the use of the Services provided by the Company. The Customer shall ensure that the User complies with the Terms of Service.
② A separate policy, etc. referred to in the main text of the Terms of Service (hereinafter “Policy, etc.”) forms part of the Terms of Service; if the Policy, etc. conflicts with the latter in any way, the latter shall have precedence.
③ Where any provisions under these Terms of Service conflict with descriptions, etc. other than the Terms of Service, the former shall have precedence.
Article 2 (Definitions)
- ① The term “Service” refers to a service dubbed LINE WORKS provided by the Company to the Customers and all associated services included thereto (where the name or content of the service or feature is modified for any reason, these services include those subsequent to said modification) such as conversations (messenger and voice/video call service), mail (email management service), calendar (schedule management service), address book (address book management service), drive (file management service), board (in-house portal), survey, LINE WORKS App, API, etc.
② The term “Customer” refers to a corporation or other organization entering into a User Agreement with the Company under the Terms of Service to use the Service provided by the Company.
③ The term “User” refers to a person who uses the Service under the management of a Customer with the authority to use the Service granted by the Customer. Customers are classified as either Administrators or End Users depending on the authority granted by Customers.
④ The term “Administrator” refers to a person who has the authority to sign or terminate a User Agreement by representing or acting on behalf of a Customer with access to use all management features of the Service.
⑤ The term “End User” refers to a User who has access to part of the administrative authority provided or access to use the Service without any administrative authority.
⑥ The term “Separate Corporate User” refers to an End User of the Service affiliated with any other organization that has the authority to view or control the management screen of a Customer to the extent permitted according to the consent and settings of the Customer.
⑦ The term “Domain” refers to the Internet address required to use the Service.
⑧ The term “ID” refers to a specific string or an email address required to identify a User for him/her to use the Service. However, the email address registered as the ID of a Customer must be approved by the Company, and the ID of a User must be approved by the Customer.
⑨ The term “Password” refers to a combination of alphabetic, numeric, and/or special characters determined by the Customer itself or the User himself/herself to protect the confidentiality, as a means of verifying that it or he/she is a Customer or a User consistent with the ID set by the Customer or User.
⑩ The term “Trial Service” refers to providing the Customers wishing to use the Service with an opportunity to experience the Service free of charge under the Agreement on Use entered into with the Company. Where the Terms of Service are applicable to the use of the Trial Service, the Service will be deemed as the Trial Service.
⑪ The term “Payment” refers to the payment of costs by a Customer to the Company to use the Service.
⑫ The term “Monthly Plan” refers to a plan wherein the Company charges a Customer each month for the cost corresponding to the amount of use in the foregoing month in relation to the Customer’s Service use.
⑬ The term “Annual Plan” refers to a plan wherein the Customer promises to use the Service on an annual basis and the Company applies a certain discount rate to the charge. However, the fee will be charged every month.
⑭ The term “Affiliated Service” refers to any service or content provided by a business operator that forms a partnership with the Company. The Service may sometimes include User Services.
⑮ The term “Partner” refers to a third party that has formed a partnership with the Company to promote the Service use and/or other sales activities.
⑯ “App Directory” refers to a platform that Customer can use to install Affiliated Services to supplement the use of the Service. The App Directory is provided as part of the Service.
⑰ “Option Plus” refers to a service that adds up each usage fee generated by using the paid Affiliated Service provided in the App Directory as Option Plus in the billing statement from Company to the Customer.
Article 3 (Revision of the Terms of Service)
② With respect to the foregoing paragraph, the Administrator shall be notified by means such as posting on the screen where the Service is provided or the website run by the Company. As a result, the notification for the Customers shall be deemed to have been made.
③ Where the Customer does not raise any objection within 30 days of the date the Company makes the notification pursuant to the foregoing paragraph or fails to carry out the procedures for termination of the Terms of Service, the Customer shall be deemed to have agreed to the revised Terms of Service.
Article 4 (Conclusion of the User Agreement)
- ① A User Agreement for the Service shall be concluded when a person who wishes to become a Customer (hereinafter “Subscription Applicant”) agrees to the Terms of Service and files an application for member subscription, and the Company then approves said application. The date the Company makes the approval shall be deemed the date the User Agreement is constituted.
- ② Upon receiving an application under the foregoing paragraph, the Company shall approve the Service use by default and notify the Customer thereof. However, the Company may refuse to approve or terminate the User Agreement thereafter for an application falling under any of the following:
- 1. Where the subscription applicant has previously lost his/her qualification as a Customer under the Terms of Service (except where he/she has obtained approval from the Company to rejoin as a Customer);
- 2. Where the name provided in the application (or application form) is not his/her real name or is the name of another person;
- 3. Where false information is provided, or any details requested by the Company are not provided;
- 4. Where it is not confirmed that the domain is owned by a Customer or has been transferred when the subscription applicant attempts to use the Service using the domain;
- 5. Where he/she intends to use the Service for fraudulent purposes, such as illegitimate or illegal activities;
- 6. Where the subscription applicant is a minor, an adult ward, or a person under curatorship or assistant, and he/she has failed to obtain the consent of his/her legal guardian, guardian, curator, or assistant;
- 7. Where the subscription applicant has been subject to disposition prescribed in Article 20;
- 8. Where the subscription applicant files an application in violation of the applicable statutes and the Terms of Service;
- 9. Where the Company determines that the consent is not appropriate under any other circumstances.
- ③ The Company may reserve its consent if the subscription interferes in the Service provision due to technical or business reasons.
- ④ Where the application for member subscription under the provision in the foregoing paragraph is not approved or approval thereto is reserved, the Company shall, by default, inform the subscription applicant thereof.
- ⑤ When the Company notifies the Customer of the completion of member registration, a User Agreement shall be established between the Customer and the Company, allowing the Customer to use the Service according to the Terms of Service.
Article 5 (Modification of Customer Information)
- ① A User may view and modify the information of the Customer at any time via the personal information management screen. However, the modification of any item whose modification is not allowed by the Company such as real names, IDs, and domains needed to manage the Service properly shall require prior approval from the Company.
- ② The User may view or modify his/her information via the personal information management screen in the Service. However, any information on the items whose modification is not allowed by the Company or a Customer may not be modified.
- ③ When the registered information is modified, the Customer or User shall promptly update the modified information via the information management screen or notify the Company thereof.
- ④ The Company shall not be held liable for any damage sustained by Customers, User, or third party due to the User’s failure to update the modified matters in the foregoing paragraph.
Article 6 (Duty to Protect Personal Information)
① As a business operator handling personal information, the Company endeavors to comply with applicable statutes and protect the personal information of Customers and Users in accordance with related laws and regulations such as the “Act on the Protection of Personal Information.” In particular, access to data from outsourcing companies or data transferred overseas may be permitted in a restrictive manner after careful protection measures have been taken.
③ The Customer shall manage and protect the personal information of the User pursuant to the associated statutes, such as statutes on the protection of personal information.
④ The Company may use or disclose any information, data, etc. provided by Customers as statistical information in a form that cannot specify individuals pursuant to associated statutes such as the statutes on the protection of personal information at its own discretion, and the Customer shall not raise any objection thereto.
Article 7 (Duties Regarding the Management of IDs and Passwords)
① A Customer shall properly manage and store its ID and password and those of a User in relation to the Service at its own responsibility and shall neither allow a third party to use them nor transfer nor lease them, change the title to them, provide them as collateral, nor dispose of them for any reason.
② A Customer or a User shall remain liable for any damages caused by the unsatisfactory management of the ID or password by the Customer or User, and the Company shall not be liable therefor.
Article 8 (Notification)
① Where the Company notifies Customers, email shall be sent to the Administrator’s email address or the email address provided when applying for member subscription, unless otherwise provided in the Terms of Service.
② Where the Company has notified the Administrator, it shall be deemed to have notified the Customers. The Customer shall be responsible for the management of information regarding the Administrator and for the change thereof to accurate information.
③ The Customer shall be responsible for notifying the User of the notification made to the Customer by the Company.
④ As for the notification for all Customers, the Company may post said content on the website of the Company for at least 7 days in lieu of the notification in the foregoing paragraph.
⑤ Any inquiry regarding the Service or any other contact and notification of a Customer to the Company shall be carried out by means set forth by the Company.
Article 9 (Duties of the Company)
① The Company shall not engage in any conduct prohibited under the associated statutes and the Terms of Service and shall make utmost effort to provide the Service in a stable manner.
③ Where the Company deems that any opinion or complaint raised by the Customer is justified in relation to the Service use, it shall respond faithfully thereto.
Article 10 (Duties of Customers)
- ① A Customer shall not engage in any of the following acts or an act determined by the Company to fall under any of the following during its Service use:
- 1. Registering false information when applying for membership and modifying subscription information;
- 2. Using another person’s name or the trade name, trademark, or other emblems (including any of those similar) of a third party or another organization;
- 3. Using the information of another or using the ID or password of another user of the Service;
- 4. Changing the information posted by the Company;
- 5. Imposing an excessive burden on the network or system of the Service;
- 6. Illegal manipulation of the Service using bot, cheating tools, or other technical means, intentionally exploiting any failure in the Service, making unfair inquiries or requests to the Company by means such as repeatedly asking the same question, or causing any other interference in the Service operation or engaging in an act that gives rise to concerns thereof;
- 7. Gaining unlawful access to the network or system of the Company or attempting such;
- 8. Modifying, translating, altering, restructuring, interpreting, etc. the documents and programs related to the Service;
- 9. Duplicating, altering, hosting, streaming, sublicensing, or reselling the Service;
- 10. Distributing, lending, sending the Service to non-Users, or sending, leasing, or collateralizing thereof to a third party;
- 11. Creating a derivative of the Service or creating or distributing related services without the consent of the Company;
- 12. Using data mining or similar data collection and extraction methods in relation to the Service;
- 13. Using the communications feature included in the Service to send a large quantity of information or sending electronic mails, etc. to many unspecified recipients against their will;
- 14. Duplicating, sending, or sharing the information such as software, etc. prohibited under the statutes or through announcement by the Company, such as illegal software;
- 15. Impersonating the Company or a third party or intentionally disseminating false information;
- 16. Infringing upon the intellectual property rights of the Company and/or a third party;
- 17. Defaming or interfering in the affairs of the Company and a third party;
- 18. Using the Service for profit without the consent of the Company;
- 19. Illegally collecting, disclosing, or providing information, details of use, etc. of other Customers and User of the Service;
- 20. Preparing and disseminating obscene or discriminative expressions or engaging in any act contrary to good customs;
- 21. Contributing to anti-social forces, etc. or establishing cooperation and relationships therewith;
- 22. Any other acts that are illegal or are deemed unjust by the Company.
② The Customer shall comply with the applicable statutes, Terms of Service, policies, and other matters publicly announced or notified by the Company and shall refrain from interfering in any affairs of the Company.
③ A Customer using the external linkage of the Service for the services provided by LINE Corp. for LINE users or the trademarks of other domain users shall comply with the prescribed regulations (details applicable to the account operation) in the guidelines of LINE’s official account (https://terms2.line.me/official_account_guideline_jp).
④ A Customer shall take actions to ensure that Users comply with the Terms of Service. Any intentional act or negligence by the User shall be deemed intentional act or negligence by the Customer, which shall remain responsible therefor.
⑤ A Customer shall be required to manage the address book at its sole responsibility for the User to use it only for the purpose of business. All responsibilities for use other than the purpose of business, careless handling of registered contact information, etc. by a Customer shall be borne by the Customer.
⑥ If a Customer breaches any of the subparagraphs of Paragraph 1 above, the Company may exercise part of its authority as Administrator by means such as imposing sanctions against the User without going through the Customer.
⑦ If a Customer or a User breaches any of the subparagraphs of Paragraph 1 and causes damage to a third party or a dispute with a third party, the Company shall not be held responsible, and the Customer shall bear all responsibilities and expenses to address this issue. In the event that the Company suffers damage (including, but not limited to, attorney’s fee) due to the corresponding dispute, the Customer shall compensate for all damages sustained by the Company.
⑧ A Customer shall agree to the Terms of Service, guidelines, etc. (hereinafter “Guidelines, etc.”) provided for these features when using the Service configuration or optional features related to the Service as proposed by the Partner. In addition, a Customer shall regard as equivalent to the Terms of Service —and comply with—the Guidelines, etc., and take actions to ensure that the User also complies with the Guidelines, etc. Any intentional act or negligence by a User shall be deemed intentional act or negligence by the Customer, which shall remain responsible therefor.
Article 11 (Measures Against Spam Acts, etc.)
① A Customer or a User shall not send messages or emails including advertisements, false claims, unfair claims, malware/viruses, multi-level sales information, chain emails, spams, etc. (hereinafter “Spam Acts, etc.”) regardless of the method without the consent of the recipient to the third parties. In addition, files containing malware/viruses, etc. must not be uploaded to the LINE WORKS server.
② The Company shall enforce technical measures (including the use of header information, etc. to improve accuracy and the technical measures) to prevent any Spam Act, etc. A Customer or a User agrees to the minimum necessary measures to prevent Spam Act.
③ If other Customers, Users, or recipients report Spam Acts, etc. using the reporting feature for Spam Acts, etc., the Company shall take the following actions, and the Customers or Users shall agree to such:
- 1. The Company collects or interprets the sent Spam Acts, etc. to take actions determined as appropriate.
- 2. The Company may provide the relevant Spam mails, etc. to a third party such as research institutes in or outside Japan so as to use them as the subject of research or interpretation for the development of the Service.
④ The Company may temporarily or permanently restrict the use of the Service for Customers or Users in any of the following circumstances:
- 1. Where the violation of Paragraph 1 is confirmed. In such cases, the Company may, pursuant to the procedures set forth in Article 20, impose each of the dispositions prescribed in Paragraph 1 of the same Article;
- 2. Where an organization, such as a public institution related to the Spam Acts, etc., has confirmed the transmission of the Spam Acts, etc. and requested the suspension of use;
- 3. Where a Customer or a User has sent a large quantity of Spam emails to cause—or which may cause—interruption to the Service;
- 4. Where it is deemed that there is legitimate reason for refusing to provide telecommunication services so as to prevent other failure in the Service transmission and reception.
⑤ In the event of the foregoing paragraph, the Company shall notify the Customers and Users accordingly in advance; If it is difficult to send prior notification, however, it may be made afterward.
Article 12 (Trial Service)
① The subscription applicant may use the Trial Service free of charge within the period and scope determined by the Company in the limited circumstances in which he/she wishes to review the official introduction of the Service and evaluate each feature. In such case, the Company may approve a separate application of the Customer to allow the use of the Trial Service free of charge.
② The expiration date for the Trial Service will be notified to the Customers by the method determined by the Company before the expiration date arrives.
③ When using the Trial Service, the Company may add additional conditions for use. Unless the Company sets forth additional conditions for use, however, the Terms of Service shall apply.
④ Where the Company requests a Customer to evaluate the Trial Service, the Customer shall cooperate within reasonable limits.
⑤ The Company may alter all or part of the Trial Service according to operational and technical needs. In such cases, the Company shall notify the Customers in advance pursuant to the methods set forth in Article 8. If there is compelling reason the Company was unable to serve prior notice, however, the notification may be made afterward.
⑥ The Company may modify, suspend, or alter all or part of the Trial Service in accordance with the policies or operational needs of the Company and shall hold no liability for any damage sustained by Customers, Users, or third party unless provided otherwise in the applicable statutes.
⑦ If a Customer does not agree to the Trial Service under this Article, the Company may terminate the User Agreement with the Customer.
⑧ A Customer wishing to continue using the Service after the Trial Service period expires shall be required to apply for such to the Company by the expiration date of the Trial Service (hereinafter “Expiration Date for the Service”; (hereinafter “application” in this Article). In such cases, a User Agreement shall be established upon completion of the application. Where a Customer uses the Trial Service via a Partner, the terms and conditions of the agreement signed separately with the Partner shall apply.
⑨ Where the application in the foregoing paragraph does not reach the Company by the Expiration Date of the Service, the Customer shall be deemed to have no intention of officially using the paid service, and the Company shall deem the User Agreement to come to an end upon the Expiration Date of the Service. In this case, the Customer shall not be able to continue using the Service after the Experience Date of the Service, and Company shall not provide any backup or implementation of data created or entered by the Customer or User until the Expiration Date of the Service.
⑩ All data entered into the Service by the Customer during the Trial Service period and all settings in the Service made by or for the Customer shall be deleted in a reasonable, unrecoverable manner unless the Customer purchases a product equivalent to or higher than that in the Trial Service or exports the relevant data prior to the termination of the Trial Service period.
⑪ A Customer wishing to modify the product in use shall be required to notify the Company of the modified product by the Expiration date of the Service.
Article 13 (App Directory)
① The Affiliated Services provided in the App Directory are not included in the Service, and the Company do not guarantee or support its contents and operation.
② A Customer shall use the Affiliated Service at his or her responsibility and expense (in the case of a paid Affiliated Service).
③ A Customer can install the Affiliated Services only if he or she agrees with the purpose and method the Affiliated Services are provided, which Customers‘ data are shared with the provider, and the access required by the Affiliated Service.
④ The App Directory provides free and paid Affiliated Services. In addition, paid Affiliated Services may offer a free trial period.
⑤ The expiration date of the trial period shall be notified to a Customer by the Company with the method specified before the expiration date.
⑥ If a Customer uses the Affiliated Service that provides the trial period and the trial period expires, the service will automatically switch to a paid service without any prior notice from the Company or the Affiliated Service Partner.
⑦ A Customer, who purchased the Service through a Partner must follow the details of a contract made with the Partner.
⑧ When a trial period of the User Service expires for a Customer who purchased the Service through a Partner and has not entered into a separate agreement with Partner, the User Service will be automatically removed without notice from the Company and the Affiliated Service Partner. In this case, the Customer cannot try or use the Affiliated Services after the trial period expires, and the Company will not be able to back up or migrate the data Customers or Users created or entered by the expiration date of the trial period. The Company is not responsible for any damage caused to Customer, User, or third parties as a result of the uninstallation.
Article 14 (Option Plus)
- ① There is no charge for using Option Plus alone. The usage fee of the Affiliated Service will be added as an Option Plus only when the Customer uses the paid Affiliated Service provided in the App Directory.
- ② The Option Plus offer period is the same as the contract period of the Service. The contract of Option Plus will not end before the end date of the Service contract period.
- ③ A Customer, who purchased the Service and uses Option Plus through a Partner must follow the details of a contract made with the Partner.
Article 15 (Provisions of the Service, etc.)
- ① The Company provides the Service 24 hours a day by default, but does not guarantee matters other than those prescribed in Article 24.
- ② The Company may temporarily suspend the provision of the Service to a reasonable extent in the following circumstances:
- 1. Where there is a need to repair, inspect, or replace the information communications facilities, or there is failure or communications interruption, or any reasonable cause in the operation;
- 2. Periodic inspection;
- 3. Where a force majeure event, such as earthquake, lightning, fire, storm and flood, power outage, natural disaster, etc. or order or request under the statutes, or any other emergency occurs.
③ When the Company ceases to provide the Service in accordance with the provisions of the foregoing paragraph, it shall notify the Customers 7 days in advance. If there is compelling reason the Company was unable to serve prior notice, however, the notification may be made afterward.
④ The Company shall not be held liable for any damage sustained by Customers, Users, or third party as a result of the suspension of the provision of the Service under Paragraph 2 of this Article.
Article 16 (Modification of the Service Content, etc.)
① The Company may modify all or part of the Service and suspend the provision thereof if deemed necessary by the Company or due to operational or technical needs. In such cases, the Company shall notify the Customers in advance in the manner prescribed in Article 8. Where there is a compelling reason the Company was unable to serve prior notice, the notification may be made afterward.
② The Company may modify, suspend, or alter all or part of the Trial Service in accordance with the policies or operational needs of the Company and shall not hold liability for any damage sustained by Customers, Users, or third party unless otherwise provided in the applicable statutes.
③ If a Customer does not agree to the modification under this Article, the Company may terminate the User Agreement entered into with the Customer.
Article 17 (Information Provision and Advertisement)
① The Company may announce the information (including, but not limited to, expansion and addition of features, addition and modification of products, scheduled periodic inspections, and effective methods of utilization of the Service) deemed necessary and useful during the Customer’s Service use or provide such to Customers by means such as electronic mail or message transmission via the Service.
② The Company may send the information in the foregoing paragraph via telephone or fax if prior consent has been obtained from the Customer: However, the information related to transactions and answers to the questions of Customers shall not be included.
③ The Company may place advertisements on the screen of the Service, on the website of the Service, and in the email to the Users in connection with the operation of the Service. However, Users receiving an email containing an advertisement may refuse to receive the advertising mail from the Company.
④ On Affiliated Service provided in App Directory, the provider of the Affiliated Service can announce, send, and publish information deemed necessary and useful to the User.
Article 18 (Handling of Data)
① All data and information stored in the Service by Customers and Users (hereinafter “Stored Data”) shall be managed by Customers, and the Company does not acquire any rights to the Stored Data except for the scope authorized by Users under the Terms of Service.
② Notwithstanding the provisions under the foregoing paragraph, the Company may duplicate storage data at its discretion without the consent of Customers for convenience in relation to recovery following server failure or suspension or for the prevention of any failure in data transmission and reception.
③ The Company shall delete the Stored Data after the specific period of time separately determined by the Company expires after the end of the User Agreement. The Company shall not be held liable for any damage incurred by affiliates or third party in connection with the storage, deletion, reproduction, etc. of Stored Data after the termination of the User Agreement.
④ The Company shall comply with the confidential information of Customers and Users under the communication in accordance with Article 4 of the Telecommunications Business Act (Act No. 86 of 1984). The Company is unable to access confidential information such as Stored Data except with the Consent of a Customer and User, or in the following circumstances:
- 1. To ensure the secure operation of the Service;
- 2. To prevent any operational issue or resolve such in the Service;
- 3. For the Company to respond to the requests of Users. However, it does not guarantee responding to the requests, etc. so as to supplement the loss of data, etc. not purchased, used, or set by Customers.
- 4. Where a compulsory disposition or a court order is made under the Code of Criminal Procedure (Act No. 131 of 1948) or the Act on Wiretapping for Criminal Investigation (Act No. 137 of 1999) and other statutes for criminal investigation;
- 5. Where the Company determines that it is necessary to protect the life, body, property, honor, and privacy of others;
⑤ The Company does not disclose the information related to confidentiality of communications such as Stored Data to a third party without the consent of the Customers or Users: If there is a request made by law or a court warrant, however, all or part of the Stored Data may be disclosed without the consent of the Customer or the User.
⑥ Information related to communication confidentialities such as Customer and User data may be used as statistical information in a form that individuals cannot be specified for service improvement and suggestions.
Article 19 (Payment, etc.)
① The Company shall bill the Customer for the Service used for the previous month by the 5th of each month, and Customers shall make the corresponding payment by the end of the month.
② A Customer may choose between Monthly Plan and Annual Plan at the time of its application for service subscription. At this time, the following matters shall be noted:
- 1. The Monthly Plan may be switched to the Annual Plan by Customers or Administrators;
- 2. The Annual Plan shall be automatically renewed under the same terms in the User Agreement unless Customers change the settings; Customers may renew their subscription or switch to Monthly Plan after the end of the agreement;
- 3. When using the Annual Plan, Customers shall be required to specify the expected number of Users (hereinafter “Number of Licenses”). The specified Number of Licenses shall remain valid until the agreement, and this period may not be reduced.
- 4. If a Customer needs to register more Users than the specified Number of Licenses while using the Annual Plan, it shall be required to alter the Number of Licenses. If the number of Users increases, the available period for the Users shall be until the end of the term of agreement made with the Customer.
③ In exchange for the Service use, the Customer shall pay the Company the Service fee set forth on the website or in the User Agreement by means designated at the time of subscription to the Service or determined at the time of conclusion of the User Agreement. A Customer purchasing the Service via a Partner shall be required to make payment to the Partner as otherwise determined.
④ The Company may sometimes provide discounts or other privileges to Customers depending on the User Agreement or other means, in which case the relevant discounts or privileges shall be reflected on the bill issued by the Company.
⑤ Customers shall pay the consumption taxes and other taxes prescribed under the statutes in addition to the expenses billed by the Company. Customers shall be liable to pay the transfer fee, remittance fee, and other expenses required for payment.
⑥ The service fee shall be incurred from the first day of the Service to the last day of the term of the agreement according to the User Agreement, during which the Company does not verify whether the Customers or Users actually use the Service.
⑦ If the Customer does not pay the service fee or any other payables even after the payment deadline, the amount calculated at an annual interest rate of 14.6% from the day immediately following the payment deadline shall be paid to the Company as overdue interest.
⑧ When a Customer uses a paid Affiliated Services provided in the App Directory as specified in Article 13 and the usage fee is incurred, the Company will add an Option Plus in the billing statement in addition to the usage fee of the Service.
- ⑨ When a Customer uses a paid Affiliated Services provided in the App Directory as specified in Article 13 through a Partner, the Customer shall pay the Partner for the service by the method as prescribed by the Company.
Article 20 (Restriction on Use, etc.)
① If any Customer or User violates its or his/her duty under the Terms of Service, the Company may impose the following dispositions and shall hold no liability for any damages sustained by the User or a third party:
- 1. Warning (including corrective action);
- 2. Temporary suspension of use;
- 3. Deletion of registration or termination of User Agreement (hereinafter “Deletion of Registration, etc.”)
② If the Service use is restricted, or the User Agreement is terminated pursuant to the foregoing paragraph, the Company shall notify the Customer in advance by means prescribed in Article 8.
③ Notwithstanding Paragraph 2 above, if any Customer or User commits an act in violation of the User Agreement, the Terms of Service, or any other associated statutes, the Company may immediately carry out the Deletion of Registration, etc. for the User.
④ If the Company implements the Deposition of Registration, etc. of a Customer or a User, the Stored Data of the Customer or User, discount of service fee, privileges, and any other rights held by the Customer in relation to the Company shall expire, and the Company shall not be held accountable therefor.
Article 21 (Termination, Revocation, Etc. of the Agreement)
① A Customer may request the termination of the User Agreement to the Company at any time by the method set forth by the Company. In such cases, the Company shall deal with the request without delay as prescribed by the statutes.
② If a Customer uses the Monthly Plan, the Company shall bill the Customer the amount overdue, overdue interest, and service charge for the corresponding month, and the Customer shall be prohibited from terminating the agreement unless payment is made in full.
③ If a Customer uses the Annual Plan, the Company shall bill the Customer the amount overdue, service fee for the corresponding month, and service fee for the remaining term under the agreement, and the Customer shall be prohibited from terminating the agreement unless payment is made in full.
④ If a Customer terminates the User Agreement pursuant to Paragraph 3 above, the Company shall delete the data of all Users of the Customer at the time of termination, except where the Company stores the information of the Customer as required by the applicable statutes. If necessary, backing up the necessary data prior to the termination of the User Agreement shall be the Customer’s responsibility. The Company shall not be held liable for any damage incurred by a Customer’s failure to back up.
⑤ In any of the following circumstances, the Company may immediately terminate the User Agreement without prior notice:
- 1. Where a Customer fails to pay the bill even after 60 days have lapsed since the deadline for bill payment;
- 2. Where a Customer faces insolvency, or it has applied for or may apply for the commencement of bankruptcy procedure, civil rehabilitation procedure, special liquidation, or any other similar procedure;
- 3. Where a Customer is a minor, an adult ward, or a person under curatorship or assistant, and he/she has failed to obtain the consent of his/her legal guardian, guardian, curator, or assistant;
- 4. Where a Customer or a User has used the Service for illegal or illegitimate purposes or distributed illegal information, etc.;
- 5. Where a Customer violates the Terms of Service and fails to comply with a request for correction made by the Company within 7 days.
⑥ If the User Agreement is terminated due to any reason attributable to the Customer, the Customer shall lose the benefit of time, and it shall be required to pay all payables to the Company immediately.
⑦ The Company shall not be held liable for any damage sustained by the Customer or User due to any act enforced by the Company under this Article.
Article 22 (Exclusion of Anti-Social Groups)
① When entering into the User Agreement, the Company and the Customer (if the party is a corporation, it includes the representative, Board members, and persons with actual management control) manifest that neither is a member of an anti-social group or any person equivalent or closely related thereto (hereinafter “anti-social group”) such as organized crime, member of an organized crime, company related to an organized crime, professional troublemaker at stockholders’ meetings, social activist, or member of an organized crime with special knowledge, neither uses any anti-social group for itself or a third party or provides any fund or convenience for an anti-social group, and both assure that this will continue to be the case.
② If the Company determines that an investigation is necessary to find out whether the Customer falls under the category in the foregoing paragraph, the Customer shall be required to provide cooperation for the investigation and submit data deemed necessary therefor.
③ The Company may terminate the User Agreement without prior notice if the Customer is found to belong to an anti-social group and is believed or feared to violate the provisions under Paragraph 2.
④ If the Company terminates the User Agreement due to the provisions of the foregoing paragraph, the Company shall not be held liable for any damage sustained by the Customer in this regard.
Article 23 (Limited Liability)
① The Company does not guarantee that the Service will be suitable for the specific purpose of the Customer or that it possesses the expected performance and product value, accuracy, and utility, that the Service use of the Customer is consistent with the statutes or internal regulations of the industry or organization applicable to the Customer, and that no failure will occur.
② The Company shall not be held liable for any damage whatsoever sustained by the Customer in connection with any suspension, disability, termination, or unavailability of Service provision by the Company, any deletion or loss of information that the Customer has sent to the Service, any cancellation of the Customer registration, any loss of registered data due to Service use, any failure or damage to equipment and instrument, and any other Services.
③ Even if the Company assumes liability for any reason, the Company shall not be held liable to compensate for the damage incurred by the Customer in excess of the consideration paid by the Customer to the Company for the past 12 months. Neither shall the Company be liable to compensate for any incidental damage, indirect damage, special damage, damage to be incurred in the future, and damage arising from lost profits.
④ The Company shall not be held liable for any transaction, contact, dispute, etc. (hereinafter “dispute, etc.”) between a User and another Customer, User, or third party (hereinafter “third party, etc.”) resulting from or in relation to the Service use, and the User shall settle said dispute, etc. at his/her own responsibility and expenses.
⑤ The Company shall not be liable for any loss of registered data of a Customer that arises during the use of the Service by the Customer‘s Users, another Customer, or other Users belonging thereto.
⑥ The Company shall not be liable for any interruption in the Service use due to reasons attributable to a Customer or a User.
⑦ Where the Company is subject to pay compensation for a third party, etc., or it sustains any other damage (including, but not limited to, attorney’s fee) in relation to the dispute, etc., the Customer or the User shall indemnify the Company for the corresponding amount of damage.
⑧ Neither party shall be held liable for any damage incurred by the other party resulting from force majeure events (including, but not limited to, natural disasters, wars, terrorist acts, riots, labor disputes, administrative measures, Internet failures, etc.).
⑨ The Company shall not be held responsible for any transaction, contact, dispute, damage, etc. (hereinafter “damage, etc. arising from affiliated services”) arising from or in relation to User Services, and the Customer or the User shall be required to resolve the damage, etc. arising from affiliate services at its or his/her responsibility and expense.
⑩ The Company shall not be liable for any damages to the Customer, User, or third party due to violation of the Act on Protection of Personal Information or other related laws when the Customer handles personal information of the User or a third party through the Service.
Article 24 (Compensation for Service Interruption)
① The Company shall ensure that the Service is available for Customers to use at least 99.9% of the time each month during the term of the User Agreement, except for the cases specified in the Article 15 of the Terms of Service. (Service Level Agreement, hereinafter “SLA”) Where the Company has failed to observe the SLA, but the Customer has fulfilled its duties under the SLA, the Customer may be entitled to receive the compensation set forth below: The compensation is the sole right of the Customer in connection with the performance or availability issues of the Service. A Customer shall not be allowed to offset its obligation to pay compensation and service fee at its discretion.
② The following definitions shall apply to the SLA:
- 1. The term “Downtime” refers to the condition wherein the failure rate of the Users in the domain of the Customer using the Service exceeds 5%. Downtime is measured based on the server failure rate of the Company. Downtime does not include the time used for scheduled Service interruptions such as periodic maintenance. Downtime does not include the duration when the Service is unavailable due to a breach of duty by a Customer (Article 10) as set forth in the Terms of Service and the circumstances set forth in Paragraph 10 of this Article.
- 2. The “rate of monthly operating hours” is the total minutes for the month, minus the Downtime (minutes) for the month and divided by the total minutes for the month.
- 3. The term “Compensation” refers to the amount calculated based on the number of days for compensation as provided below.
③ The compensation shall be payable for paid Services, but not for the Services provided for free such as the Trial Service.
④ The payment of compensation shall be requested directly to the Company within 30 days of the point in time when the Customer becomes eligible to receive the compensation. If the Service has been purchased from a Partner, the request shall be made by notifying the Company through said Partner. A Customer failing to comply with this procedure shall lose the right to receive compensation.
⑤ The compensation shall be an amount (amount of compensation) calculated by applying the formula below to the monthly service fee for the Service provided per ID or license actually purchased by the Customer or the service fee for the Service provided for a one-month period (standard unit price) on the date the claim for compensation is filed by a Customer (claim date for compensation).
(If a month has 30 days) “Standard unit price” x 1/30 x “Days to be compensated” x “Number of contacted IDs or licenses on the day Downtime was resolved” = Amount of compensation
⑥ After the Company determines whether to pay the compensation for the Customer, the amount equivalent to the total service fee (billed amount) shall be deducted from the amount of compensation when the service fee is billed for the total number of contracted IDs or licenses that arise subsequent to the end of the month after next under which the claim date for compensation falls. Where the purchase has been made from a Partner, the compensation shall be paid to the Customer through the Partner. The Company shall regard the compensation for Customers as complete by deducting said amount of compensation from the billed amount. In addition, where the billed amount is not incurred within 365 days of the end of the month after next under which the claim date for compensation falls due to reasons such as cancellation, no compensation shall be paid.
⑦ Notwithstanding the foregoing paragraph, if the billed amount is less than the compensation amount, the billed amount shall be the compensation amount.
⑧ The maximum number of days calculated by the Company to compensate the Customer in relation to the sum of downtime arising for one month shall not exceed 15 days.
⑨ The Company shall sincerely determine whether to pay compensation by evaluating all information obtainable by reasonable means. The Company shall strive to respond to the claim within 30 days of the claim date for compensation. In order to receive compensation, the Customer shall be required to comply with the Terms of Service.
⑩ The SLA shall not apply to a performance issue or an availability issue caused by the following reasons:
- 1. Where it is caused by factors that the Company cannot control by reasonable means (natural disasters, wars, terrorist acts, riots, acts of government agencies, or network failures or equipment failures outside the Company’s data center. This includes—but is not limited to—failures that occur on the website of the Customer or between the website of the Customer and the data center of the Company);
- 2. Where it is caused by the use of services, hardware, or software not provided by the Company (including, but not limited to, issues caused by insufficient bandwidth and issues related to the software or services of a third party);
- 3. Where it is caused by the use of the Service by a Customer without making any improvement as advised by the Company;
- 4. Where it is caused during the preview version, pre-release version, beta version, or Trial Service for the Service or feature or in relation thereto;
- 5. Where it is caused by a person who has access to the Company network using the password or device of an employee, an agent, a subcontractor, or a vendor, or a Customer engaging in prohibited acts or where a Customer does not follow appropriate security measures;
- 6. Where it is caused a Customer’s failure to comply with the Terms of Service without using the supported platform, or the Customer uses the Service in a manner not suitable for the service feature (by testing an unsupported control) or in a manner not suitable for the guidance disclosed by the Company;
- 7. Where it is caused by incorrect entry, command, or argument (such as request to access nonexistent files);
- 8. Where it is caused by a Customer attempting to execute the control outside the set scope or by the Company that controlled an act suspected to be fraudulent by a Customer, etc.
- 9. Where it arose in relation to the service and features provided free of charge at the time downtime occurred (including, but not limited to, the period during which the services are provided free of charge, such as trial Service, beta version, or promotion).
Article 25 (Compensation for Damages)
Unless special terms and conditions are provided in the Terms of Service, where the other party or a third party sustains damage due to reasons attributable to the Company or a Customer, the responsible party shall compensate for the damage that has considerable causal relationship thereto. In this case, any reason attributable to the User shall also be regarded as the reason imputable to the Customer.
Article 26 (Attribution of Rights)
① All copyrights and other intellectual property rights in relation to the Service shall be attributed to the Company or a third party authorized by the Company.
② The Company shall grant to the Customer only the right to use the Service pursuant to the Terms of Service, and no provision under the Terms of Service shall imply that the Company or the party that has granted the license to the Company has transferred the intellectual property rights to the User or allowed the use thereof.
Article 27 (Consent of Users)
② The Administrator or the affiliate of a separate corporation may access the data available to the affiliates. Therefore, before the User commences using the Service, the User’s consent shall be obtained with regard to the fact that the Administrator and the User of a separate corporation may access, monitor, use, or disclose the data available to the affiliate.
③ Even if all or some of the Users disagree, contrary to Paragraph 2 above, the Customer shall not be allowed to claim this against the Company. A Customer claiming or asserting any infringement of rights or damages shall be required to pledge that it shall resolve the issue at its sole responsibility and expense and cause no damage or burden (including attorney’s fees) to the Company.
Article 28 (No Transfer, Mortgage, etc.)
① The Customer may not transfer, lend, lease, pledge, mortgage, succeed, or otherwise dispose of any rights or duties regarding the Company or its status under the User Agreement to a third party.
② Where the Company transfers the Service-related business to a third party, it may transfer its status under the User Agreement, its rights and duties under the Terms of Service, and the registered entries of Customers and any other information thereof, together with the corresponding business, to the transferee, and the Customers shall be deemed to have agreed to the transfer in advance pursuant to this paragraph. In addition, the business transfer specified in this Article shall include not only ordinary business transfers but also company splits and any other business transfers.
Article 29 (Governing Law and Jurisdiction)
① Any interpretation and implementation of the Terms of Service and the User Agreement shall be governed by the laws of Japan.
② Any dispute arising from or in connection with the Terms of Service and the User Agreement shall be settled by the Tokyo District Court as the exclusive court having jurisdiction over the first trial.
Article 30 (Miscellaneous)
Where the provisions under the Terms of Service are declared invalid or unenforceable by a court or a competent authority (hereinafter “court, etc.), the Terms of Service shall be automatically modified to conform to the legal requirements of said court, etc. If the Terms of Service cannot be modified, however, the relevant provisions shall be deleted, and the remaining provisions shall remain fully effective unless they significantly deviate from the intention manifested in the Terms of Service as a result.
Revised on April 1, 2022
Revised on January 20, 2022
Revised on October 1, 2021
Revised on September 9, 2021
Revised on May 11, 2021
Revised on April 19, 2021
Revised on February 8, 2021
Revised on September 24, 2020
Revised on July 11, 2019
Revised on January 21, 2019
Revised on April 19, 2018
Revised on September 11, 2017
Revised on March 23, 2017
Revised on February 2, 2017
Revised on April 1, 2016
Established on January 20, 2016