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HUE Digital Invoice Free Version Terms of Service

Article 1 (Definition of Terms)

The meanings of the following terms used in this Agreement shall be as set forth below

  1. HUE DI: HUE DI is a service provided by Works Applications, Inc. (hereinafter referred to as "HUE DI") means HUE Digital Invoice, a cloud invoice sending and receiving service provided by Works Applications, Inc. that enables the receipt and issuance of invoices as electronic data.
  2. Service: means the service that allows the Subscriber to use HUE DI within the scope of these Terms and Conditions.
  3. Agreement: means the contract for the use of the Service established in accordance with Article 4, Paragraph 1.
  4. Prospective Subscriber: means a legal entity or organization that wishes to use the Service.
  5. Subscriber: means a legal entity or organization that has entered into the Agreement with the Company in accordance with these Terms and Conditions.
  6. Customer: means the business partners of the Subscriber who can be selected as the counterparty for sending and receiving invoices using the Service on the Subscriber's dedicated website.
  7. User ID, etc.: means user ID, password, and other information created to verify the identity of the Subscriber when using the Service.
  8. Subscriber Registration Information: means the application information and other information that a prospective Subscriber or Subscriber enters and registers on the Service Application Site or Subscriber Site in order to conclude this Agreement, and that is subsequently added or changed on the Subscriber Site as necessary.
  9. Subscriber Stored Information: means information that the Subscriber records or stores in the Company's Service Environment (defined in Article 7, Paragraph 1) by using the Service. Subscriber Stored Information: means information that is recorded or stored in the Service Environment (defined in Article 7, Paragraph 1) by a Subscriber using the Service. However, this excludes Subscriber registration information.
  10. Subscriber-related information: This means the history of use of the Service by the Subscriber and its contents, the history of communications between the Subscriber and SOFTBANK TELECOM concerning the Service and its contents, and all other information, including information specific to the Subscriber, that is recorded or stored in SOFTBANK TELECOM's service environment in connection with or in the process of use of the Service by the Subscriber. This means the information including the Subscriber's unique information. However, Subscriber's registration information and Subscriber's saved information are excluded.
  11. Subscriber information: Subscriber registration information, Subscriber stored information, and Subscriber related information.
  12. Service Application Site: means SOFTBANK TELECOM's website for accepting applications for use of the Service.
  13. Subscriber-specific website: means a website dedicated to the Subscriber on which the Subscriber can receive the Service.
  14. Damages: means, collectively, damages, losses and expenses (including lost profits and consequential damages and attorneys' fees to the extent reasonable) arising out of or in connection with an event. (2) "Damages, etc." means collectively the following.

Article 2 (Notification)

  1. The Company may notify the Subscriber of necessary matters from time to time by posting on the Subscriber Site or Service Application Site, by sending an e-mail, or, if these are difficult, by any method the Company deems appropriate.
  2. The notification in the preceding paragraph shall become effective at the time when the Company sends the notification if it is made by e-mail or in writing, or at the time when the Company posts the contents of the notification on the Subscriber Site or the Service Application Site if it is made by posting on the Subscriber Site or the Service Application Site.

Article 3 (Modification of these Terms and Conditions, etc.)

  1. MUTOH HOLDINGS reserves the right to add, delete, or change the contents of these Terms and Conditions without obtaining the Subscriber's approval. When adding, deleting, or changing the contents of these Terms and Conditions, the Company shall notify the Subscriber of the contents after such addition, deletion, or change with a reasonable notice period determined by the Company at its own discretion, and such addition, deletion, or change shall become effective at the expiration of such notice period.
  2. Notwithstanding the provisions of the preceding paragraph, in the event of an emergency, the Company may add, delete, or modify the contents of this Agreement by notice to the Subscriber without the prior notice specified in the preceding paragraph. In this case, such addition, deletion, or modification shall become effective at the time of such notice or at the time specified in such notice.
  3. Notwithstanding the provisions of Paragraphs 1 and 2, a prospective Subscriber who makes an application under Article 4 during the period of advance notice of addition, deletion, or modification of the contents of this Agreement on the Service Application Site shall, even if the period from the time this Agreement is concluded to the expiration of said advance notice period is less than the advance notice period prescribed in Paragraph 1 or 2 The prospective subscriber who makes an application based on Article 4 during the notice period shall agree that even if the period between the time this contract is concluded and the expiration of the notice period is less than the notice period specified in Paragraph 1 or 2, the change shall take effect at the expiration of the notice period.
  4. Notwithstanding the provisions of Paragraph 1 and Paragraph 2, SBM may, at its own discretion, add, delete, or change the contents of this Agreement at any time if such addition, deletion, or change is minor or does not cause any particular disadvantage to the subscriber. In this case, such additions, deletions, or changes shall become effective immediately upon notification to the Subscriber.
  5. Notwithstanding the provisions of the preceding paragraphs, any addition, deletion, or modification of the Terms and Conditions that restricts the rights or aggravates the obligations of the Subscriber in comparison with the application of provisions of the Civil Code, Commercial Code, or other laws not related to public order, and that unilaterally harms the interests of the Subscriber in violation of the basic principles stipulated in Article 1, Paragraph 2 of the Civil Code shall be deemed to be a modification of the Terms and Conditions, This shall become effective only with the written consent of the subscriber.
  6. Even if the Subscriber suffers damages or other losses in connection with additions, deletions, or changes to the Terms of Use based on this Article, the Company shall not bear any responsibility to the Subscriber for such damages or other losses.

Article 4 (Formation of this Agreement)

  1. This Agreement is formed when a prospective subscriber, having agreed to all of the Terms and Conditions, makes an application for use of the Service by sending the information prescribed by the Company through the online application function provided by the Company, and the Company notifies the prospective subscriber that it accepts such application.
  2. In the event that a separate paid subscription agreement for HUE DI has been established between the Company and the Subscriber, the provisions of said paid subscription agreement shall take precedence over this Agreement.
  3. The Company may request the prospective subscriber or subscriber who has made an application based on Paragraph 1 to provide information necessary for identification and other purposes, and the prospective subscriber or subscriber shall provide such information to the Company in accordance with such request. In addition, the Company may refuse to accept the application of a prospective subscriber or subscriber who has made an application in accordance with Paragraph 1 without disclosing the reason, and such prospective subscriber or subscriber may not raise any objection to the Company's refusal to accept such application.
  4. If the application under Paragraph 1 is made on behalf of a corporation or other organization (hereinafter referred to as "Corporation, etc.") In the event that the application under Paragraph 1 is made on behalf of a corporation or other organization (hereinafter referred to as "Corporation, etc."), the individual making such application shall receive legal and valid authorization from such Corporation, etc. to make such application on behalf of or on behalf of such Corporation, etc.
  5. In the event that SBM or a third party suffers damages due to false or insufficient Subscriber registration information based on an application under Paragraph 1, the Subscriber and the individual who made such application shall be liable for all such damages.
  6. Even if the prospective subscriber or subscriber suffers damages due to the fact that the application made by the prospective subscriber or subscriber in accordance with Paragraph 1 did not reach the Company due to a malfunction of the communication environment or other reasons, the Company shall not be liable to the prospective subscriber or subscriber in any way for such damages.
  7. After this Agreement has been concluded, the Subscriber may not cancel the application described in Paragraph 1 pertaining to said Agreement, nor may he/she request a change in the terms and conditions of said Agreement. However, if the Company, after consultation with the Subscriber, determines that there is a reasonable reason, the Company may approve such cancellation or change of terms and conditions.

Article 5 (Provision of the Service)

  1. The Company shall provide the Service to the Subscriber who has executed this Agreement with the care of a good manager in accordance with this Agreement.
  2. The Service provided by the Company to the Subscriber shall be limited to the area within Japan.
  3. The Service shall be provided solely for the purpose of use by the Subscriber for business between itself and its clients (hereinafter referred to as "the Purpose") in accordance with the provisions of this Agreement. The Service shall be provided only for the purpose of use by the Subscriber for business between the Subscriber and its clients (hereinafter referred to as the "Purpose"), and may not be used for business between the Subscriber and its clients other than its clients, resale by the Subscriber, provision to a third party, research and development, or any other purpose other than the Purpose.
  4. The Company shall determine, at its own discretion, the functions to be incorporated in the software to be provided by the Company when offering the Service, as well as the specifications, quality, and all other details of such functions.
  5. The Company may sub-consign all or part of the work related to the Service to a third party at the Company's responsibility.
  6. The Service shall be provided free of charge.

Article 6 (Cloud Computing Service)

In the provision of the Service, the cloud computing services provided by Amazon Web Services, Inc. ("AWS") will be used to provide the Services. In using the Service, the Subscriber shall comply with the "AWS Customer Agreement" prescribed by AWS (in the event that the name or content of the agreement has been changed, the name and content of the agreement shall be in accordance with the name and content after such change. The latest version is available at http://aws.amazon.com/jp/agreement/ listed on the.) The Subscriber agrees to and shall comply with the terms and conditions of the AWS Customer Agreement (the "AWS Customer Agreement"), which the Subscriber shall comply with.

Article 7 (Hours of Provision of the Service; Temporary Interruption)

  1. For the smooth operation of the Service, the Company shall perform planned maintenance (hereinafter referred to as "maintenance") on the server environment used by the Company to provide the Service (hereinafter referred to as "the Company's Service Environment"). The Company may perform planned maintenance (hereinafter referred to as "Planned Maintenance") on the server environment used by the Company to provide the Service (hereinafter referred to as "the Company's Service Environment"). (hereinafter referred to as "Planned Maintenance") on the server environment used to provide the Service (hereinafter referred to as "our Service Environment"). When the Company performs Planned Maintenance, the Company may temporarily suspend provision of the Service, if necessary, after notifying the Subscriber to that effect in advance.
  2. Notwithstanding the provisions of Paragraph 1, in any of the following cases, the Company may temporarily suspend provision of the Service without prior notice to the Subscriber.
    1. When urgent maintenance is performed on the Company's service environment
    2. When services are not provided by telecommunications carriers or AWS
    3. When it becomes difficult to provide the Service normally due to a significant load or failure in our service environment
    4. When our company judges that provision of this service may cause damage to the subscriber or other third parties due to data falsification, hacking, or other reasons to our service environment.
    5. If provision of the Service becomes difficult due to war, conflict, upheaval, riot, natural disaster, spread of infectious disease, or other force majeure, or measures taken in response thereto
    6. In the event that provision of the Service becomes difficult due to fire, power outage, other unforeseen accidents, or measures taken in response thereto
    7. When the Company deems it necessary in accordance with the preceding items.
  3. Even if the Company suspends provision of the Service in accordance with the provisions of Paragraph 1 or Paragraph 2, the Subscriber may not make any objection to such suspension. The Company shall not be liable to the Subscriber for any damage, etc. (including, but not limited to, any damage, etc. caused by or in connection with adverse effects of the interruption on data, software, or hardware other than software used to provide the Service) due to such interruption. The same shall apply hereinafter). (hereinafter the same shall apply), the Company shall not be liable to the Subscriber for any such damage, etc.

Article 8 (Subscriber's Obligation to Cooperate)

The Subscriber shall provide the Company with information required by the Company for the provision of the Service when requested by the Company.

Article 9 (Principle of Self-Responsibility)

  1. Provision of the Service to the Subscriber is performed when the Subscriber connects to the Company's service environment via the network. The Subscriber shall use the telecommunications equipment, telecommunications lines (including the conclusion of a telephone usage contract, a mobile terminal usage contract, or a subscription to an Internet service provider), software, and other computer environment (hereinafter referred to as the "Service Environment") necessary to connect to the service environment of SOFTBANK TELECOM and use the Service. (hereinafter referred to as the "Client Environment"), software, and other computer environment The Subscriber shall prepare, at his/her own responsibility and expense, the telecommunications equipment, telecommunication line (including entering into a telephone use contract, entering into a mobile terminal use contract, and subscribing to an Internet service provider), software and other computer environment (hereinafter referred to as "Client Environment").
  2. The Company shall not be liable to the Subscriber for any damage caused to the Subscriber due to a malfunction accompanying the installation of software necessary for use of the Service in the client environment or any other malfunction in the client environment caused by or in connection with the Subscriber's use of the Service. The Subscriber shall not be liable for any damages.
  3. The Subscriber shall manage the Subscriber's registration information, user ID, etc. necessary to use the Service at its own responsibility and expense. The Subscriber shall not disclose or allow a third party to use said Subscriber registration information, user ID, etc., regardless of the method.
  4. Use of the Service made with a user ID, etc. shall be deemed to be made by the Subscriber who has been granted said user ID, etc. Even if the Subscriber suffers damages due to the use of a user ID by a third party other than the Subscriber, regardless of whether such use is intentional or negligent on the part of the Subscriber, the Company shall not be liable to the Subscriber for any such damages.
  5. If there is any change in the Subscriber's registration information, the Subscriber shall change said Subscriber's registration information without delay in accordance with the method prescribed by the Company. Even if the Company's notice to the Subscriber fails to reach the Subscriber due to the Subscriber's failure to make said change, said notice shall become effective at the time specified in Article 2, Paragraph 2. Even if the Subscriber suffers damages due to the Subscriber's failure to make the changes described in the preceding paragraph, the Company shall not bear any responsibility to the Subscriber for such damages.
  6. The Subscriber shall investigate at his/her own responsibility and expense whether or not the use of the Service violates laws and regulations applicable to the Subscriber or the rules of the industry organization to which the Subscriber belongs.
  7. The Subscriber shall bear full responsibility for the results of his/her use of the Service, and shall be liable for any damage, etc. caused to a third party arising from or in connection with the Subscriber's use of the Service or other acts related to this Agreement (including cases where the Subscriber causes damage, etc. to a third party due to a breach of this Agreement by the Subscriber). ). (2) If the Subscriber receives a claim, warning, inquiry, complaint, or other notification from a third party, the Subscriber shall handle and resolve such claim, warning, inquiry, complaint, or notification at the Subscriber's own responsibility and expense. In addition, if the Company receives a claim, warning, inquiry, complaint, or other notice from a third party arising from or in connection with the Subscriber's use of the Service or other acts related to this Agreement, the Subscriber shall indemnify the Company for any damage, etc. caused to the Company arising from or in connection with such acts.

Article 10 (Backup of Subscriber's Stored Information)

  1. The Subscriber shall, at its own responsibility and expense, save the same data as a backup for Subscriber-Saved Information.
  2. In the event of termination of this Agreement, the Subscriber shall download and retrieve said Subscriber-Stored Information at its own responsibility and expense before this Agreement is terminated. The Subscriber may not refer to, view, operate, or retrieve such Subscriber-Saved Information after the termination of this Agreement.

Article 11 (Prohibited Matters)

  1. With regard to the use of the Service, the Subscriber shall not engage in any of the following acts, nor shall the Subscriber be involved in such acts by third parties. If the Subscriber commits such acts or is involved in such acts by a third party, the Subscriber shall indemnify the Company for any damages, etc. incurred by the Company or a third party arising from or in connection with such acts.
    1. (2) Acts that interfere with the operation of this service or interfere with the provision of this service, or acts that have the potential to do so.
    2. Any act that infringes or may infringe on the intellectual property rights, privacy, or other rights of the Company or any third party
    3. Acts that violate or may violate laws and regulations or offend public order and morals.
    4. Actions that violate the rules and regulations of the Company or any industry organization to which the Subscriber belongs.
    5. Acts of transmitting information containing computer viruses or other harmful computer programs.
    6. Accessing, using, acquiring, or falsifying systems or information in our service environment to which the Subscriber does not have access authority.
    7. (4)acts of connecting to our service environment by using a client environment that does not take reasonably necessary measures to prevent adverse effects on the information security of our service environment.
    8. Transmitting data through the Service that exceeds a certain data volume specified by the Company.
    9. Acts of using the Service for purposes other than the Purpose.
    10. Other acts that the Company deems inappropriate.
  2. If the Company determines that the Subscriber has committed any of the acts listed in the preceding items, the Company may, without prior notice to the Subscriber, suspend provision of the Service to the Subscriber, delete all or part of the Subscriber's stored information, or take any other measures that the Company deems appropriate.

Article 12 (Suspension of Use, Cancellation, etc. by the Company)

  1. If it is found that the Subscriber falls under any one of the following items, the Company may immediately suspend provision of all or part of the Service to the Subscriber or cancel all or part of the Agreement without prior notice or demand to the Subscriber, and the Subscriber shall not make any objection to these actions, The Subscriber may not raise any objection to these actions.
    1. (2) If the Subscriber violates this Agreement and such violation is not corrected within 10 business days after a demand for correction of the violation by the Company
    2. When the Company reasonably determines that it is necessary for the operation and management of the Service
    3. When it is found that there is a false fact in the subscriber's registration information
    4. If the Subscriber interferes with the operation of the Service in any way
    5. When the Subscriber stops making payments or becomes insolvent, or when a petition is filed for commencement of bankruptcy proceedings, civil rehabilitation proceedings, corporate reorganization proceedings, special liquidation, or similar proceedings.
    6. (iii) When a bill or check drawn or accepted by the Bank itself is dishonored, or when a suspension of transactions by a clearing house or other similar measure is imposed on the Bank
    7. When a petition for seizure, provisional seizure, provisional disposition, compulsory execution, or auction has been filed
    8. In the event of delinquent payment of taxes and public dues
    9. In the case of being subjected to a disposition for delinquent payment of taxes and public dues. The same shall apply hereinafter) (iii) If the Company determines that the applicant is an anti-social force, etc. (meaning organized crime groups, organized crime groups, right-wing groups, anti-social forces, or other similar persons; the same shall apply hereinafter), or is involved in any interaction or involvement with anti-social forces, etc. such as cooperation or involvement in the maintenance, operation or management of anti-social forces, etc. through financial provision or otherwise
    10. (2) If the Company determines that there are other reasons similar to the preceding items.
  2. Even if this Agreement is terminated in accordance with Paragraph 1, the Subscriber shall not be released from any obligation (including but not limited to the obligation to compensate for damages) to the Company or any third party under this Agreement. The Company shall not be exempted from any obligation to the Contractor under this Agreement.
  3. Even if the Company incurs damages to the Subscriber or other third parties due to or in connection with the suspension of provision of all or part of the Service to the Subscriber or the cancellation of all or part of this Agreement based on Paragraph 1, the Company shall not be liable to the Subscriber for such damages.

Article 13 (Discontinuation of the Service by the Company)

  1. The Company may discontinue providing all or part of the Service.
  2. Even if the Subscriber suffers damage or other loss from the discontinuation of the Service as specified in the preceding paragraph, the Company shall not be liable to the Subscriber in any way for such damage or other loss.

Article 14 (Handling of confidential information by the Company)

  1. The Subscriber shall not disclose (1) information that the Company has designated or notified the Subscriber to be confidential information, (2) the terms and conditions of this Agreement, (3) the Company's business or technical information obtained in connection with or in the course of use of the Service, (4) user IDs, etc., information concerning the occurrence of problems with the Service, error codes, and other information that the Company has provided to the Subscriber, and (5) any other information that the Company has provided to the Subscriber in connection with the Service. (4) User IDs, etc., error codes pertaining to the occurrence of problems with the Service, and other information that the Company provides only to users of the Service (hereinafter collectively referred to as the "Company's Confidential Information") ) shall not be used for any purpose other than the purpose of using the Service, and shall not be provided, disclosed, or leaked to any third party other than its own officers and employees who need to know the Company's Confidential Information in order to use the Service, without the Company's prior written consent.
  2. Notwithstanding the provisions of Paragraph 1, (1) information that was already generally known to the public when the Subscriber acquired it, (2) information that became known to the public after the Subscriber acquired it for reasons not attributable to the Subscriber, (3) information that the Subscriber acquired legally without being obliged to maintain confidentiality from a third party, and (4) information that the Subscriber acquired independently without using information obtained from the Company. (4) Information created by the Subscriber on his/her own without being obtained from the Company shall not be included in the Company's Confidential Information.
  3. The Subscriber shall return or destroy the Company's Confidential Information, documents and other recorded media containing or containing the Company's Confidential Information, and all copies thereof, without delay, at any time upon request by the Company.

Article 15 (Handling of Subscriber Information)

  1. (2) The Company may use subscriber information for the purposes listed in the following items, and the subscriber shall not raise any objections to such use.
    1. (1) Sales, provision, operation, or maintenance of the Company's products and services (hereinafter referred to as the "Company's Products, etc.") (i) Sales, provision, operation, or maintenance of the Company's products and services ("the Company's Products, etc.")
    2. To customize, improve, or newly develop the functions, specifications, operation, contents, etc. of the Company's Products, etc., including improvement of the accuracy of the suggestion function of the Company's Products, etc. and the convenience of search results.
    3. To create or use statistical data, attribute information, and other information useful for the Company's business by processing, editing, or processing subscriber information
    4. To inform users or potential users of the Company's products, etc. or to promote sales of such products, etc.
    5. To contact the Subscriber, bill the Subscriber, respond to inquiries from the Subscriber, and otherwise communicate with the Subscriber.
    6. Investigation or confirmation of the existence of reasons for breach or termination of the Agreement
    7. Data analysis, etc. to the extent incidental or related to the purposes of the preceding items (including the use of the results of such analysis, etc. for the purposes of the preceding items)
    8. Other business execution or internal business processing of the Company (This item applies only to Subscriber-related information.)
  2. MTI shall not provide or disclose Subscriber information to any third party except in the following cases.
    1. When the written consent of the subscriber has been obtained
    2. When information that has been processed, edited, or manipulated so that a specific individual or subscriber cannot be identified is disclosed or provided to a third party for the purpose of Paragraph 1, or is made available to the general public.
    3. When providing or entrusting the handling of information to our subsidiaries, affiliates, or outside contractors for the purposes described in Paragraph 1.
    4. When disclosing information to outside professionals such as attorneys, certified public accountants, etc. under a statutory duty of confidentiality or under a duty of confidentiality
    5. When required to comply with laws and regulations, or when requested by a court of law, government agency, etc.
  3. Notwithstanding the provisions of the preceding two paragraphs, subscriber information that (1) was already generally known to the public at the time of acquisition by the Company, (2) became known to the public after acquisition by the Company for reasons not attributable to the Company, (3) was legally acquired by the Company without being subject to a duty of confidentiality from a third party, or (4) was obtained by the Company (4) Information created independently by the Company without information obtained from the Subscriber may be used by the Company without limitation for the purposes specified in Paragraph 1, and the Company shall not be obligated to use such information as specified in Paragraph 2.
  4. When this Agreement is terminated, regardless of the cause of termination, the Company may, at its discretion, delete or dispose of the Subscriber's registration information and Subscriber's saved information at any time. Even if the Subscriber suffers any damage as a result of such deletion or disposal, the Company shall not be liable to the Subscriber for such damage. In addition, regardless of the cause of termination, the Company may, at its discretion, continue to retain the Subscriber's registration information and Subscriber's saved information after the termination of this Agreement and use them in accordance with this Article and Article 16.
  5. The Company may, at its own discretion, delete or dispose of Subscriber-related information at any time, whether before or after termination of this Agreement. In addition, regardless of the cause of termination, the Company may, at its discretion, continue to retain Subscriber-Related Information after termination of this Agreement and use it in accordance with this Article and Article 16.

Article 16 (Handling of Personal Information)

  1. The Company will use the personal information included in the Subscriber Information and other personal information obtained from the Subscriber for the provision of the Service in accordance with the "Personal Information Protection Policy (URL :https://www.worksap.co.jp/privacypolicy/) " separately posted on the service application site or the Subscriber-only site, as well as with the provisions of the Act on the Protection of Personal Information. (URL: /)" posted separately on the service application site or subscriber-only site, and in accordance with the Personal Information Protection Law.
  2. HUE DI may provide the personal information described in the preceding paragraph to a third party if it meets the requirements of Article 15, Paragraph 2, but even in that case, HUE DI must comply with the Personal Information Protection Law and meet the requirements of the said law.

Article 17 (Intellectual Property Rights)

  1. HUE DI owns all copyrights and other intellectual property rights in the software, documents, and any other content (hereinafter collectively referred to as "Software, etc.") that HUE DI uses to provide the Services. The copyrights and all other intellectual property rights of the software, documents, and all other contents (hereinafter collectively referred to as "Software, etc.") used by the Company to provide the Services belong to the Company or a third party that is a licensor that has granted the Company a license for such intellectual property rights. The Subscriber shall not reverse engineer, decompile, or disassemble the Software, etc., and shall not reproduce, publicly transmit (including making transmittable), modify, alter, alter, or adapt the Software, etc., in whole or in part. The Subscriber shall not reproduce, publicly transmit (including making transmittable), modify, change, alter, or adapt, or disclose to a third party all or part of said software, etc.
  2. In providing the Service, the Company may grant the Subscriber permission to use software that operates in the client environment necessary for the use of the Service. The terms and conditions regarding the installation and use of such software shall be stipulated in the terms and conditions of the license agreement prescribed by the Company, and the Subscriber shall comply with these terms and conditions.
  3. The service application site, Subscriber-only site, and other Company websites may display trademarks, logos, and service marks (hereinafter collectively referred to as "Trademarks, etc."). However, the Company does not grant the Subscriber or any other third party any rights regarding the use of such Trademarks, etc. or any other rights regarding such Trademarks, etc.
  4. The Subscriber shall not apply for patent rights, utility model rights, design rights, or trademark rights, or apply for registration of copyrights in connection with inventions or other intellectual property related to the Company's Services.
  5. If the Subscriber violates any of the provisions of the preceding paragraphs and any problem arises, the Subscriber shall handle and solve the problem at his/her own responsibility and expense.

Article 18 (Scope of Subscriber's Liability and Limitation of Damages)

  1. With regard to the Service, the Company does not guarantee any of the matters listed in the following items, nor does it assume any obligation with regard to such matters.
    1. (1) That the Subscriber's use of the Service will conform to the laws and regulations applicable to the Subscriber or the internal rules of an industry organization.
    2. (2) The use of the Service by the Subscriber does not infringe on the intellectual property rights or other rights of any third party.
    3. Except for those specified in the Service Specification, the Service and software, etc. used to provide the Service conform to the Subscriber's specific purpose of use or have specific functions or qualities.
    4. (ii) Software and hardware used for the provision of the Service and other software and hardware that make up the Service Environment are not defective or damaged, or do not cause failures, and have a specific level of reliability, security, and efficiency.
    5. (2) No leakage, loss, or destruction of subscriber information, or other information security problems or accidents occur in the service environment, and the confidentiality, integrity, and availability of subscriber information are maintained at all times.
    6. (3) The provision of this service shall not be interrupted or suspended, and this service shall not become unavailable.
  2. Even if a link to a third party's website is provided from the Service Application Site or Subscriber Only Site, or a link from a third party's website to such websites, SOFTBANK TELECOM assumes no responsibility whatsoever for such third party's website or its contents.
  3. In addition to the provisions of the preceding paragraphs, the Company shall not be liable to the Subscriber for any damages or compensation in connection with the Service or this Agreement, regardless of the cause of action, including liability for default, tort, direct and actual damages, indirect damages, lost profits, or any other type of damages incurred, or the existence of gross negligence, due to the Company's breach of the Agreement. (2) The Company shall not be liable to compensate or indemnify the Subscriber for any damage or loss arising out of or in connection with the Services or this Agreement, regardless of the type of damage or gross negligence. However, if such exemption from liability is not effective according to the applicable laws and regulations, the scope of our liability to the Subscriber in relation to the Service or this Agreement shall be limited to ordinary damages directly and actually incurred by the Subscriber, and shall be limited to a maximum of 1000 yen. In addition, lost opportunity, business interruption, and other similar indirect damages and lost profits incurred by the Subscriber or a third party shall not be included in the "ordinary damages directly and actually incurred" stipulated in this paragraph, even if the Company is aware of the possibility of the occurrence of such damages or is informed of such possibility by the Subscriber in advance.
  4. Notwithstanding the provisions of the paragraphs of this Article, if the Subscriber or a third party suffers damages due to reasons attributable to AWS or other subcontractors in the course of the Company's performance of its obligations to provide the Service under this Agreement, the Company shall compensate the Subscriber for such damages only if the selection of such subcontractors was intentional or grossly negligent on the part of the Company. In this case, the Company shall compensate the Subscriber for the damage. The provisions regarding the limitation of liability of the Company set forth in the preceding paragraph shall also apply to the liability based on this paragraph.

Article 19 (Prohibition of Assignment)

  1. The Subscriber shall not, without the Company's prior consent, lend, assign (including but not limited to comprehensive succession by merger or company split), change the name of, or pledge the position under this Agreement or the rights and obligations under this Agreement, in whole or in part, to a third party. (iii) The Company shall not lend, assign (including, but not limited to, comprehensive succession due to merger or demerger), change the name of, or provide for the purpose of security to any third party.
  2. In the event that the Company transfers the business of HUE DI or the Services to a third party (including, but not limited to, by way of business transfer, merger, or corporate split), the Company shall not be liable for any loss or damage arising from such transfer, transfer, or transfer. In this case, the Subscriber shall be deemed to have agreed in advance to the succession of his/her position under the Agreement, rights and obligations under the Agreement, and Subscriber's information and personal information.

Article 20 (Entire Agreement)

  1. This Agreement sets forth the agreement between the Subscriber and the Company concerning the Service as of the date of conclusion of this Agreement, and if the contents of discussions, agreements, or materials, offers, or other communications provided by one party to the other party prior to the conclusion of this Agreement, whether oral or written, are different from the contents of these agreements, this Agreement shall be deemed to be the agreement between the two parties. In the event of any discrepancy between the contents of these agreements and this Agreement, this Agreement shall prevail.
  2. The contents of this Agreement are the entire agreement between the Subscriber and the Company regarding this Agreement and the Service, and the Subscriber and the Company shall not assume any obligation or liability to each other regarding this Agreement and the Service beyond the contents set forth in this Agreement.

Article 21 (Validity and Individuality of the Terms and Conditions)

  1. Even if any provision or part of this Agreement is determined to be invalid or unenforceable under laws and regulations, the remaining provisions of this Agreement and the remaining parts of the provisions that are determined to be invalid or unenforceable in part shall remain in full force and effect, and the Company and the Subscriber shall treat such invalid or unenforceable provision or part as legal, The Company and the Subscriber shall endeavor to modify such invalid or unenforceable provision or portion to the extent necessary to make it legal and enforceable, and to ensure that the intent and legal and economic effect of such invalid or unenforceable provision or portion are equivalent to those of the invalid or unenforceable provision or portion.
  2. If any provision or part of this Agreement is held invalid or revoked in relation to one Subscriber, such provision or part shall remain valid in relation to other Subscribers.

Article 22 (Survival Clause)

The provisions of Article 3.5, Article 7.3, Article 9.2, 9.4, 9.5 and 9.7, Article 10.2, Article 11.2, Article 12.2 and 12.3, Article 13.2, and Articles 14 through 24 shall survive the termination of this Agreement.

Article 23 (Governing Law)

All matters relating to this Agreement and this Agreement shall be governed by and construed in accordance with the laws of Japan.

Article 24 (Agreed Jurisdiction)

If any problem arises between the Subscriber and the Company in connection with the Terms and Conditions or this Agreement, the two parties shall consult with each other in good faith, and if the problem is not resolved through consultation, the Tokyo District Court shall have exclusive jurisdiction as the court of first instance.

Supplementary Provisions

This Agreement shall be effective as of April 23, 2024.