Terms of Use

About the use of this site

THESE TERMS OF USE (HEREINAFTER REFERRED TO AS THE "TERMS OF USE") DEFINE THE MATTERS TO BE OBSERVED WHEN USING THE PLATFORM SERVICES PROVIDED BY UPBOND INC. (HEREINAFTER REFERRED TO AS THE "COMPANY"), AS WELL AS THE RIGHTS AND OBLIGATIONS BETWEEN THE COMPANY AND THE USER COMPANY (DEFINED IN ARTICLE 1).

Chapter 1 Definitions and Effect of these Terms and Conditions, etc.

Article 1 (Definitions) The terms defined below shall have the following meanings

(1) "Service" means the platform services and related services provided by the Company, or any part thereof.

(2) "Terms and Conditions" means these Terms and Conditions, etc., other terms and conditions incidental to these Terms and Conditions, and collectively or in part, other agreements and contracts separately entered into between the Company and the user company.

(3) "Company website" means any of the websites managed and operated by the Company.

(4) Subscriber Company means a company, corporation, organization, or sole proprietorship that has entered into a Subscriber Agreement, as defined below, with the Company and may use the Service.

(5) "User Company Information" means the generic term or part of the information regarding a Service Provider or its products or services provided by an applicant upon application for the Service or subsequently by a Service Provider to the Company. It also includes information about a user company or its products or services that is collected and acquired by the Company in the course of providing the Service.

(6) "Subscriber Agreement" means an agreement between the Company and a user company concerning the provision of the Service and use of the Service in accordance with these Terms of Use, etc.

(7) "Notice" means a notice given in accordance with the method set forth in Article 29.

(8) "Service Specification" means a generic term for the functions, specifications, screen structure, usage methods, and other elements that make up the contents of the Service, or any part thereof.

(9) "Notice" means a notice regarding the Service that is given simultaneously to multiple user companies by the Company and that becomes effective when the contents of the notice are posted on a designated page on the Company's website.

(10) "Subscriber Employee" means an officer or employee of a Subscriber Company who is allowed to use the Service by the Subscriber Company.

(11) Authentication data means information provided or disclosed by the Company to the Subscriber to authenticate the identity of the Subscriber and its eligibility to use the Service, which is necessary for accessing, operating, or otherwise using the Service.

(12) "Customer" means a customer, prospective customer, member, or any other individual whose personal information is collected by a Subscriber, or any part thereof.

(13) DATA PROTECTION LAWS AND REGULATIONSLAWS AND REGULATIONS APPLICABLE IN THE COUNTRY OR REGION WHERE THE USER COMPANY OR CUSTOMER IS LOCATED (E.G., THE PERSONAL DATA PROTECTION LAW OF JAPAN, THE GENERAL DATA PROTECTION REGULATION (GDPR) IN THE EUROPEAN ECONOMIC AREA (EEA) OR OTHER DATA PROTECTION AND PERSONAL DATA PROTECTION REGULATIONS, COLLECTIVELY OR IN PART.

(14) "System, etc." means a generic term or part of the systems, servers, computers, peripherals, lines, and other facilities and equipment (including software executed on them) managed or operated by the Company or third parties entrusted by the Company to provide the Service.

(15) "Administrative Data" means the generic term for all information and data stored in the System, etc. related to the provision of the Service, or any part thereof, including but not limited to company information and other information and data stored in the System, etc.

(16) "HISTORY AND OTHER DATA MANAGEMENT DATA" MEANS, AMONG THE DATA TO BE INCLUDED IN THE HISTORY AND OTHER DATA MANAGEMENT DATA, DATA RELATED TO THE ACTIVITIES OF CUSTOMERS, ETC. ON THE WEBSITE (INCLUDING DATA THAT IDENTIFIES TERMINALS SUCH AS IP ADDRESSES AND TERMINAL IDENTIFIERS, LOCATION DATA, ETC.), DATA RELATED TO THE ATTRIBUTES OF CUSTOMERS, ETC., INFORMATION ON COMMUNICATIONS SUCH AS CHATS BETWEEN USERS AND CUSTOMERS, ETC., AND OTHER DATA THAT DOES NOT PERSONALLY IDENTIFY CUSTOMERS, ETC. UNDER THE PERSONAL INFORMATION PROTECTION LAW OF JAPAN. (2) "DATA" MEANS, COLLECTIVELY, DATA CONCERNING THE BEHAVIOR OF CUSTOMERS, ETC. ON THE WEBSITE (INCLUDING DATA THAT IDENTIFIES TERMINALS SUCH AS IP ADDRESSES AND TERMINAL IDENTIFIERS, LOCATION INFORMATION, ETC.), DATA CONCERNING THE ATTRIBUTES OF CUSTOMERS, ETC., INFORMATION CONCERNING COMMUNICATIONS BETWEEN USERS AND CUSTOMERS, ETC., AND OTHER DATA THAT DOES NOT IDENTIFY INDIVIDUAL CUSTOMERS, ETC. UNDER THE JAPANESE PERSONAL INFORMATION PROTECTION LAW.

(17) "Usage Fees" means the money to be paid by a user company to the Company with respect to the use of the Service, as set forth in Article 13.

(18) Generated Data, etc. means data and information generated as a result of analysis or analysis by artificial intelligence or other mechanical methods using user company information, historical data, and other data and information in the Service, or a part thereof.

(19) Secondary Data: A generic term for secondary or tertiary data, discoveries, findings, theories, know-how, and other results, or portions thereof, resulting from statistical processing, analysis, analysis, or evaluation of data compiled in such a way that neither the user company nor individuals can be identified, with respect to data from the user company, historical data, and generated data, etc. (2) "Data" means the following

(20) Intellectual Property means inventions, devices, designs, works of authorship, know-how, ideas, trade secrets, and other intellectual property, collectively or in part.

(21) Intellectual property rights means patents, utility model rights, design rights, copyrights, and other intellectual property rights relating to intellectual property (including the exclusive right to use intellectual property, whether registered or not). (22) "Intellectual Property Right" means a generic term of Intellectual Property Rights (including the right to use Intellectual Property exclusively) or a part thereof.

(22) Intellectual property rights and other intellectual property rights, as well as rights under the Unfair Competition Prevention Law, rights of publicity, rights of likeness, rights of honor, rights of privacy, and all other rights, collectively or in part.

(23) Force majeure event: natural disaster (including major earthquake, tsunami, storm surge, flood, lightning, typhoon, tornado), war (whether or not war is declared), civil war, riot, enactment, amendment, or repeal of domestic or foreign laws, order, disposition, or guidance by public authority, act of dispute, revolution, accident in transportation or storage, abnormal power failure, planned power outage, extreme or prolonged energy shortage, ordinary customs clearance or port of entry delay, or any other event beyond our reasonable control. or prolonged energy shortage, normal internet or other network connection, delay in customs clearance or port of entry, or any other event beyond our reasonable control.

(24) Anti-Social Forces means a generic term for organized crime groups, groups similar to organized crime groups, companies affiliated with organized crime groups, general assemblymen, socially motivated crime groups, politically motivated crime groups, special intelligence crime groups, or other criminal or violence-oriented groups, or their members or quasi-members, or any part thereof.

Article 2 (Agreement to these Terms and Conditions, etc.)

The Terms of Use, etc. shall apply to the use contract between the Company and the user company, procedures leading to the use contract, legal relationships after termination of the use contract, and related matters, and shall constitute the contents of the use contract between the customer and the Company. Upon agreeing to all contents of the Terms of Use, etc., the user company shall apply for the Service, enter into the Usage Contract with the Company, and use the Service.

Chapter 2 Application for and Commencement of this Service

Article 3 (Method of Application)

1 Upon agreeing to the Terms of Use, etc., prospective users of the Service shall select a service menu item from the service menu on the Company's website or other materials provided by the Company, and apply for use of the Service according to the application procedures prescribed by the Company. At that time, the prospective user shall enter the information of the company to be used as guided by the application procedures. Only business entities such as companies, corporations, organizations, or sole proprietors may apply for use of the Service.

2. The subscription agreement is formed when the Company sends a notice of acceptance to the application in this Article.

3 In the event that MHI does not approve an application for use, MHI is not obligated to disclose the reason for such disapproval.

Article 4 (Commencement Date of the Service)

1 When a usage contract is established, SBM will make the necessary settings and notify the user company of such information so that the user company can use the Service in accordance with the service menu specified in the usage contract.

2. There is no fixed term of use of the Service, and the Service will continue until the Subscriber Agreement is terminated in accordance with these Terms of Use, etc.

Article 5 (Change of User Company Information)

1 The user company shall notify us of any changes in the user company information in a manner determined by us.

2 The Company shall not be liable for any damages incurred by a user company due to failure to notify the Company in accordance with the preceding paragraph. This includes any disadvantages resulting from the Company's failure to actually deliver the notification.

Chapter 3 Contents and Specifications of this Service

Article 6 (Service Specifications, etc.)

1 Service specifications, etc. shall be set forth on the pages of the Company's website or in other materials provided by the Company.

2 SOFTBANK TELECOM may, at its discretion, add, delete, improve, or change the Service specifications, etc., as it deems appropriate.

3 When making any changes to the Service specifications, etc. (meaning material changes that affect the main functions of the Service) as described in the preceding paragraph, we will notify the user company to that effect in advance.

Article 7 (Operational Support)

1 If the Subscriber Agreement includes operational support services, we will provide support services to the company as part of the Service in accordance with the contents of the Subscriber Agreement. In such cases, the content, hours, location, and method of provision shall be in accordance with the selection made by the user company from the menu set forth on the Company's website, or as otherwise agreed upon by the user company and the Company.

2 With regard to operational support, it is sufficient for us to provide support during our own actual business hours, and we are not obligated to respond to communications from user companies 24 hours a day.

Questions submitted by e-mail, chat, or other means of communication may take time to respond, including the need for research.

Article 8 (Customized Services by Partners)

1 Users may receive services to customize a portion of the Service separately from the Service, as separately agreed upon with our partners.

2 We are not involved in any way in the customization described in the preceding paragraph, and all responsibility for the services and deliverables of the customization shall be borne by the partner companies described in the preceding paragraph, and we make no guarantees and assume no liability whatsoever. We are also not involved in any way in any trouble between the user company and the partner company concerned in relation to customization.

Chapter 4 Use of the Service

Article 9 (Use of this Service)

1 The Subscriber Company may have its employees, etc. selected at its discretion use the Service.
2 In the case of the preceding paragraph, the Subscriber Company shall obligate its employees, etc. to comply with these Terms of Use, etc.

Article 10 (Management of Certified Data)

1 The certification data provided by the Company to the user company shall be managed at the user company's own risk. The user company shall not lend or allow a third party other than its employees to use the authentication data, and the user company shall bear all responsibility for the use of the authentication data.

2 When login or use of the Service is made using the authentication data of a certain Subscriber Company, we regard it as an authorized login and use by such Subscriber Company.

3 If a third party illegally obtains and uses the authentication data of a certain user company, and the said company suffers damages, we will not be liable for any loss or damage.

Article 11 (Management of Personal Information and Customer Information)

1 When managing and storing personal information of customers, etc., in using the Service, the user company shall store such information in the area provided for the management of personal information in the System, etc. In addition, the user company shall set its own password for accessing personal information in the same area or in the same area. In addition, the user company shall set its own password for accessing the area or personal information within the area.

2. The Subscriber acknowledges that the Company cannot view or manage the passwords mentioned in the preceding paragraph, and that only the Subscriber has the right to manage personal information and is responsible for it. The User Company also recognizes that if the User Company loses the password mentioned in the preceding paragraph, the User Company may not be able to use the personal information stored in this system, etc. The Company shall not be liable for any damage incurred by such User Company as a result of this unavailability.

3 When collecting personal information of customers, etc. for the use of this service, the user company shall collect and use such information in accordance with data protection laws and regulations. If the consent of customers, etc. is required for collection and use in accordance with data protection laws and regulations, consent will be obtained in accordance with the requirements of the relevant data protection laws and regulations. The matters for which consent must be obtained include the fact that personal information will be managed and stored in this system, etc., that part of the personal information may be used in this service, and that history and other data will be shared with us and may be used by us in accordance with these Terms and Conditions, etc.

Article 12 (Prohibited Matters)

1 The User Company shall not engage in any of the following acts　

(1) Duplication, modification, or reverse engineering of software, data, or databases included in this system, etc.

(2) Access to the Services or the System, etc. by any means other than those expressly permitted　

(3) Actions that clearly place an abnormal load on this system, etc.2 If a user company violates the prohibitions in the preceding paragraphs and causes damage to the Company, it is obligated to compensate the Company for the damage.

Chapter 5 Usage Fees

Article 13 (Payment of Usage Fees)

1 Usage fees consist of system usage fees, operation support fees, and optional fees.

2 System usage fees and operation support fees shall be determined on a monthly basis. In addition, by agreement between the Company and the user company, the user company may choose to pay the fees on a yearly basis or annually. For these fees, the user company shall pay the monthly or annual fee determined in accordance with the service menu selected by the user company, plus an amount equivalent to the consumption tax, by a payment method separately determined by the Company.

3. If the start or end date of use of the Service is in the middle of a month, the system usage fee and operation support fee for that month shall be calculated on a pro-rata basis.

4 The amount of the option fee will be separately agreed upon by the Company and the user company.

5 In the event that the Subscriber does not pay the usage fees and other debts owed to the Company after the due date, the Subscriber shall pay the Company an amount calculated at a rate of 14% per annum from the due date as interest for the delay.

Article 14 (Revision of Usage Fees)

1 SBM may revise the fee structure. In such a case, SOFTBANK TELECOM will notify the user company of the revised fee structure and the date of application of the revised fees at least one month prior to the application of the revised fee structure.

2 With respect to the preceding paragraph, even if the revised usage fees are less than the usage fees under the current subscription agreement, the Subscriber Company may not demand a refund or discount of the usage fees under the existing subscription agreement.

Chapter 6: Data Handling/Intellectual Property Rights

Article 15 (Management of Management Data)

1 During the term of the Subscriber Agreement, the Company shall back up management data for the convenience of restoration in the event of failure or stoppage of the System, etc., and shall implement security measures at a reasonable level for the System, etc. to prevent unauthorized access to management data. However, the Company may, at its discretion, determine the timing and frequency of backups of managed data and the specific details of security measures. The provisions of this paragraph shall not preclude the effect of the non-guarantee provisions of Article 25.1 (3).

2 Notwithstanding the preceding paragraph, the user company shall take backup and other data preservation measures on a regular basis in preparation for failure, stoppage, damage, or unauthorized access to this system, etc.

Article 16 (Use of Data)

1 The user company data and historical data may be used by the user company for its own business purposes. In addition, the generated data, etc. provided by the Company through the Service may also be used for the Company's own business purposes.

2 The Company may use the User Company Data for the following purposes　

(1) To manage usage contracts with user companies (including billing processing, payment confirmation, payment reminders, etc.)　

(2) To operate and provide this service　

(3) To provide support from the Company to the user company regarding the Service　

(4) To check the usage of this service　

(5) To confirm the identity of the User when making inquiries or other communications to the Company's contact person, or to make necessary communications to the relevant Employee for the operation of this Service.　

(6) For the improvement, new development, enhancement or repair of the Service or the System, etc.　

(7) Purposes not included in the preceding items for which the individual consent of the user company has been obtained.　

(8) For matters related to or incidental to each of the preceding items3 History and other data shall be shared between the user company and the Company, and the Company may use such data for the following purposes in addition to the purposes of each item in the preceding paragraph. The same shall apply even after the termination of the Usage Contract.　

(1) To plan, develop, operate and provide services or technologies other than the Service　

(2) For market analysis, marketing and other research　

(3) Purposes not included in the preceding items for which the individual consent of the user company has been obtained.　

(4) For matters related to or incidental to each of the preceding items4 Generated data, etc. and secondary deliverables shall become the property of the Company, and the Company may use them for its own business or provide them to a third party, regardless of their relationship to the Service. This shall remain the case even after termination of the Usage Agreement.

Article 17 (Intellectual Property Rights)

1 All rights (including intellectual property rights, if any) related to user company data and personal information of customers and other parties belong to the user company. In addition, all rights (including intellectual property rights, if any) related to history and other data belong to the Company.

2 The Services, the System, the software, modules, code, databases, video, images, text, diagrams, and other materials that comprise the Services, the System, etc., screen composition and layout, and other productions, all intellectual property rights, etc., belong to the Company. The same shall apply to intellectual property rights in relation to generated data and secondary deliverables.

3 Notwithstanding the preceding paragraph, copyrights related to plug-ins created by user companies in relation to the Service shall belong to the user companies. In addition, in the event that the Company creates a plug-in based on a separate agreement with a user company, the ownership of copyrights and other rights related to the plug-in shall be determined separately in the relevant agreement between the user company and the Company.

Chapter 7 Suspension, Discontinuance, and Abolition of this Service

Article 18 (Suspension of Provision of the Service)

1 We reserve the right to suspend provision of the Service in any of the following cases　

(1) When necessary or appropriate for maintenance, upkeep, or other maintenance of this system, etc.　

(2) When necessary to change, improve, repair, or enhance the specifications of the Service or the System, etc.　

(3) Failure of this system, etc., or the Internet line or other communication environment to which this system, etc., is connected

(4) In the event of a force majeure event (including force majeure events not only at the Company but also at the Company's subcontractors)　

(5) When there is a suspicion or allegation that the provision of all or part of the Service infringes on the intellectual property rights, etc. of a third party, and it is deemed necessary or appropriate to avoid, prevent, or mitigate such infringement or any damage resulting therefrom

(6) When it is impossible or difficult to provide this Service due to other technical or other reasons.

2 In the event of a need for interruption in accordance with the preceding paragraph, the Company shall notify the user company in advance. However, this does not apply in case of emergency or unavoidable circumstances.

3 Even if the provision of this service is suspended in accordance with Paragraph 1 of this Article, the Subscriber Company shall remain liable for payment of fees to us during the relevant period.

Article 19 (Suspension of Provision of the Service for Reasons Attributable to the User Company)

1 If any of the following reasons apply to a user company, we may suspend provision of this service until the said reason is resolved.　

(1) When the Subscriber fails to pay the Usage Fees or other obligations to the Company　

(2) If the User Company violates any provision of these Terms of Use, etc., if the User Company indicates its intention to disobey any provision, or if the User Company disputes the validity of any such provision.　

(3) When it is found that the business in which the user company is engaged includes illegal or clearly socially reprehensible business2 The user company is obligated to pay the usage fees to us even during the period of suspension of the provision of this service in accordance with the preceding paragraph.

Article 20 (Discontinuation of this Service)

1 SOFTBANK TELECOM may discontinue all or part of the Service at its convenience.

2 In the event of discontinuation of the Service pursuant to the preceding paragraph, the Company shall notify the user company of such discontinuation at least one month in advance and terminate the usage contract. However, the Company may, at its discretion, arbitrarily shorten the period up to the date of discontinuance if the Company determines that any of the following applies　

(1) When there is a claim of infringement of intellectual property rights, etc. by a third party with respect to the Service, or our investigation finds that there is a cause of infringement, and discontinuation of the Service is unavoidable in order to avoid such infringement　

(2) When it is impossible or extremely difficult to provide this service for technical or commercial reasons

Article 21 (Liability due to Suspension, Cessation or Abolition)

The Company shall not be liable for any damages incurred by the user company due to the interruption, suspension, or discontinuation of the service as stipulated in the preceding three articles. However, in the event of interruption of the Service as stipulated in Article 18 caused by reasons attributable to the Company, the Company will endeavor to take reasonable measures to restore the Service as promptly as possible.

Chapter 8 Termination of Subscriber Agreement

Article 22 (Cancellation by the User Company)

1 The Subscriber Company may terminate the Subscriber Agreement at any time by written notice or by any other method determined by the Company.

2 Cancellation of the Subscriber Agreement shall take effect on the date the Company accepts the cancellation.

Article 23 (Cancellation by the Company)

1 We reserve the right to terminate the contract without notice in the event of any of the following events　

(1) If any of the reasons for suspension of the provision of this Service set forth in Article 19 applies.　

(2) When a user company provides false or misleading user company information in the application for use of this service or in other situations　

(3) In the event that you fail to fulfill any other obligations to us other than those under the Subscriber Agreement.　

(4) If a petition for bankruptcy, special liquidation, civil rehabilitation or corporate reorganization is filed, or if such a petition is filed by another party　

(5) In the event of a provisional seizure, provisional disposition, seizure, auction, or other compulsory execution or seizure due to disposition for delinquency　

(6) When a bill or check is dishonored or a bank transaction is suspended, or when a creditor is notified of the liquidation of his/her debt　

(7) When the Company enters into dissolution or liquidation, or passes a resolution for such, or abolishes its business　

(8) When we determine that there is a reasonable suspicion that any of the items in Article 32.1 applies to the user company2 When there is a cancellation under the preceding paragraph, we may immediately block access to the service and managed data by the user company, and all obligations of the user company to us shall lose their benefit of time. In addition, all debts owed by the user company to us shall lose their benefit of time.

Article 24 (Deletion, etc. of Managed Data)

1 Upon termination of a usage contract with a user company, SBM will delete the managed data (excluding the data specified in the next section) immediately or at a time deemed appropriate by SBM. In addition, with respect to the personal information of customers, etc., as set forth in Article 11, the Company may delete the entire area in which such personal information is stored and managed.

2 Notwithstanding the preceding paragraph, MFG is not required to delete historical data, generated data, etc. and secondary deliverables.

Chapter 9 Guarantee/Non-guarantee

Article 25 (Non-guarantee)

1 We do not guarantee the following matters regarding the Service, and shall not be liable for any damage incurred by the user company or a third party due to these matters.　

(1) Accessibility, access must not be interrupted (regardless of the length of the interruption), or display or response speed must not be degraded.　

(2) No failure, omission, incompleteness or interruption (regardless of the length of time, scale or cause of the failure, etc.)　

(3) When data or information is stored, including administrative data, personal information of customers, etc., and historical data, it shall not be lost, falsified, leaked, or damaged.　

(4) No communication line failure or abnormality (including slow communication speed), software defects or bugs in this system, etc., or inconsistencies or incompleteness in the results output by this system, etc., shall occur.　

(5) That the provision, operation, or use of the Service, or the deliverables generated by the Service do not infringe on the intellectual property rights of any third party, whether in Japan or abroad, or that no claim of infringement arises.2 In the Service, the Company may provide consulting or other knowledge or opinions regarding generated data generated by the System, etc., operational support. In the Service, the Company may provide consulting or other knowledge and opinions regarding the data generated by the System, etc., and operational support, but the Company does not guarantee the following matters with respect to such consulting or opinions.　

(1) Be the best or best content from a commercial point of view　

(2) It meets the level of accuracy, precision, comprehensiveness, sufficiency, or other quality expected by the user company.　

(3) The sales, profits, or revenues of the User Company shall be increased, improved, or the results desired by the User Company shall be achieved.　

(4) Other results desired by the user company.

3 The Company shall not be liable for any damages incurred by the User Company in connection with the matters described in the preceding two paragraphs.

Article 26 (Limitation of Liability)

1 In the event that a user company suffers any damage or causes damage to a third party, or any trouble or dispute arises between a user company and a third party in connection with the use of the Service, historical data, generated data, or other data or deliverables, or the method thereof, the Company shall bear no responsibility whatsoever, regardless of the reason. We shall not be liable for any reason whatsoever.

2 In the unlikely event that we are liable for compensation (including the obligation to return unjust enrichment) to a user company for any reason (not limited to the reasons in the preceding paragraph, but also including reasons related in any sense to the Service or these Terms of Use, etc.), such liability shall be limited to cases of intentional or gross negligence on our part, and the scope of compensation shall be limited to direct and actual damages. The scope of compensation shall be limited to direct and actual damages, and lost profits, loss of business opportunities, indirect damages, or special damages (regardless of foreseeability) shall not be subject to compensation in any case. In no event shall the total liability of the Company to the Subscriber for compensation and indemnification (including the obligation to return unjust enrichment) for the Service (the total amount of all liability during the entire period of use of the Service) exceed the three-month usage fee actually paid by the Subscriber to the Company.

Chapter 10 General Provisions

Article 27 (Confidentiality)

1 We shall not use user company information, historical data, generated data, etc. for any purpose other than those permitted under these Terms of Use, etc. or for the purpose of providing the Service, and shall not disclose such information to any third party without the prior consent of the user company.

2 The user company shall not use technical information disclosed by our company in relation to the provision of this service, service specifications, etc. that have not been made public, the contents of communication with our company in relation to this service, authentication data, generated data, etc., and the contents of operational support, except for the purposes explicitly stated in these terms and conditions, etc., and shall not disclose them to third parties without our prior consent. The Company shall not disclose to any third party without the Company's prior consent. The same shall apply to any other information that we have clearly indicated as confidential by means of an appropriate confidentiality notice.

3 The following information shall be excluded from the application of the provisions of the preceding two paragraphs　

(1) Information that was legitimately in its possession prior to the acquisition of such information　

(2) Information that was in the public domain prior to the acquisition of such information　

(3) Information that became public knowledge after the acquisition of such information for reasons not attributable to the party acquiring such information　

(4) Information that the acquiring party has legitimately obtained from a duly authorized third party without any obligation of confidentiality　

(5) Information that the acquiring party has independently developed without the disclosed confidential information and that can be objectively verified　

(6) Information required to be disclosed by law or court order4 The provisions of this Article shall survive termination of the Subscriber Agreement.

Article 28 (Recommissioning)

MUTOH HOLDINGS may sub-consign all or part of the provision of the Service to a third party. The Company may disclose the user company information to such subcontractors.

Article 29 (Method of Notification) Notification in the Usage Contract shall be made by e-mail, facsimile, or registered mail. Notices from the Company to the User Company shall be made by e-mail, facsimile or registered mail to the address, facsimile number or e-mail address made known to the Company in the application for use or by notification in accordance with Article 5.1, and such notices shall be deemed to have arrived on the date of dispatch in the case of facsimile or e-mail, and on the day after dispatch in the case of registered mail. Such notice shall be deemed to have arrived on the date of dispatch in the case of facsimile or e-mail, or on the day following the date of dispatch in the case of registered mail.

Article 30 (Prohibition of transfer and succession)

1 The Subscriber Company shall not transfer, lend, or otherwise allow a third party to use all or part of its rights and obligations to use the Service without the prior written permission of the Company.

2 When transferring the business related to the Service to a third party or executing other methods for business restructuring or succession, SBM may transfer the position of providing the Service, the positions under the usage contracts with all user companies, and the rights and obligations associated with these to such business transferee or business successor. The Company may transfer the status of providing the Service, the status of the user contracts with all user companies, and the rights and obligations attached thereto to the relevant transferee or successor.

Article 31 (Exemption from Force Majeure) Even if provision of the Service is delayed, incomplete, or impossible due to a force majeure event, the Company shall not be held liable for default. In addition, a force majeure event occurring to a third party to which the Company entrusts the provision of the Service shall also be deemed to be a force majeure event occurring to the Company.

Article 32 (Exclusion of Antisocial Forces)

1 The Company and the Subscriber shall guarantee the following conditions with respect to themselves and their principal shareholders, officers, and key employees. In the event that these guarantees are violated, the other party may terminate the contract of use without any notice.

(1) Not currently or in the past an antisocial force　

(2) That there are no financial, cooperative, or supportive relationships with antisocial forces, nor have there been in the past.　

(3) Not to use fraudulent, violent, or threatening words or deeds against the other party, either by oneself or by utilizing a third party.

(4) That he/she or his/her relatives have never indicated to others that he/she is an antisocial force.

2 The party who terminates under this Article shall not be liable for any damages, even if the terminated party suffers damages.

Article 33 (Governing Law and Court of Jurisdiction)

The use of the Service, the User Agreement, and the interpretation and application of these Terms of Use shall be governed by and construed in accordance with the laws of Japan. Any dispute arising from the Service shall be subject to the exclusive jurisdiction of the Tokyo District Court or the Tokyo Summary Court as the court of first instance, depending on the amount of the suit.

Article 34 (Modification of these Terms and Conditions, etc.)

1 The Company may revise the Terms and Conditions, etc., as necessary in any of the following cases　

(1) When the revision of the Terms of Use, etc. is in conformity with the general interest of the user company.　

(2) When the revision of the Terms of Use, etc. is not contrary to the purpose for which the user company and the Company contracted, and is reasonable in light of the necessity of the revision, the reasonableness of the contents of the Terms of Use after the revision, and other circumstances surrounding the revision.

2 The revised Terms of Use, etc. shall be announced on the Company's website at least one week prior to the revision. Use of the Service by a user company after the date of revision shall be deemed to constitute agreement to such revision.

Article 35 (Survival Provisions)

The provisions of Article 5.2, Article 10.3, Article 13.5, Article 16.3 and 16.4, Article 17, Article 18.3, Article 21, Article 23.2, Articles 24 through 27, Articles 29 through 33, and Article 35 of this Agreement shall remain in effect after termination of the Agreement.

Article 36 (Effective Date)

These Terms and Conditions shall become effective as of January 1, 2020.