Download the Brochure

Contact Us

HUE Works Suite / HUE Works Suite DX Solutions Terms of Service

Article 1 (Application of Terms of Service)

  1. Works Applications, Inc. ("Works Applications", "we", "us", "our", "our") hereby agrees to the following terms and conditions of use (hereinafter referred to as the "Terms"). (hereinafter referred to as the "Company") provides the Company's services (defined in Article 2) based on these Terms of Service (hereinafter referred to as the "Terms"). (defined in Article 2) based on these Terms of Use (hereinafter referred to as the "Terms").
  2. The Company's services may be subject to special provisions separately determined and notified by the Company (hereinafter referred to as the "Special Provisions"). In such cases, the Special Terms and Conditions shall apply. In such cases, the Special Regulations shall take precedence over the Terms of Service with respect to matters specified in the Special Regulations, and the Terms of Service shall apply with respect to matters not specified in the Special Regulations.
  3. The Company's services are governed by these Terms and Conditions (including the Special Terms and Conditions. The same shall apply hereinafter). The subscriber (defined in Article 2) may use the Company's services only if he/she agrees to the Terms of Service (including the Special Terms and Conditions, the same shall apply hereinafter). The Subscriber (defined in Article 2) shall comply with the Terms of Use when using the Company's services.
  4. If there is a separate contract, memorandum, or other agreement between the Company and the Subscriber regarding the Company's services, the provisions of such contract, memorandum, or other agreement shall take precedence over these Terms of Use.

Article 2 (Definition of Terms)

The following terms used in these Terms and Conditions shall have the meanings set forth below.

  1. Subscriber: A corporation, organization, or individual who has entered into this Agreement with the Company in accordance with this Agreement. However, the Services or Trial Service for which an individual is permitted to be a subscriber shall be limited to those services or trial services that are described to that effect in the applicable Service Specification or Trial Service Specification.
  2. Prospective Subscriber: A corporation, organization, or individual who wishes to use our services. However, the Service or Trial Service for which an individual is permitted to be a prospective subscriber is limited to those described to that effect in the applicable Service Specification or Trial Service Specification.
  3. User ID, etc.: In using the Service or Trial Service, this means a user ID, password, API key, and other information created to confirm the identity of the Subscriber.
  4. Subscriber Registration Information: means the application information and other information that a prospective Subscriber or Subscriber enters and registers on the Service Sales Site or Subscriber Site in order to conclude this Agreement or a Service Agreement, and that is subsequently added or changed on the Subscriber Site as necessary.
  5. Subscriber's Stored Information: Information stored by the Subscriber and Joint Users (defined in Article 6, Paragraph 6). Subscriber Stored Information: means information recorded or stored by Subscribers and Joint Users (defined in Article 6, Paragraph 6) in the Service Environment (defined in Article 8, Paragraph 2) by using the Service or the Trial Service. (2) "Subscriber information" means information recorded or stored in the service environment (defined in Article 8, Paragraph 2) by a Subscriber or a joint user (defined in Article 6, Paragraph 6) using the Service or the Trial Service. However, Subscriber registration information is excluded.
  6. Subscriber-related information: Information about the Service or the Trial Service by the Subscriber and Joint Users (defined in Article 6, Paragraph 6). Subscriber-related information: Usage history and contents of the Service or Trial Service by the Subscriber, communication history and contents between the Subscriber and SOFTBANK TELECOM concerning the Service or Trial Service, and any other information recorded or stored in SOFTBANK TELECOM's service environment in connection with or in the course of use of the Service or Trial Service by the Subscriber or a Joint User (defined in Article 6, Paragraph 6). (2) "Subscriber Information" means all other information, including information specific to the Subscriber. However, Subscriber's registration information and Subscriber's saved information are excluded.
  7. Subscriber information: Subscriber registration information, Subscriber stored information, and Subscriber related information.
  8. Subscriber-dedicated website: means a website for the exclusive use of the Subscriber on which the Subscriber can receive the Service or the Trial Service.
  9. Service Sales Site: means the Company's website where applications for the use of the Company's Services are accepted.
  10. Company's Service: means the individual services specified in the attached table that provide the functions of the Software via the network, or the collective name of these services.
  11. Service: means our service for which a service contract has been established with a subscriber in accordance with Article 5, Paragraph 3 (including support service in cases where the service specification for the relevant service includes a description of such support service as specified in Article 10). means the service provided by the Company to the Subscriber.
  12. Trial Service: means our service for which a Trial Usage Contract has been concluded with a Subscriber in accordance with Article 5, Paragraph 2 (including the Support Service in the case where the Service Specification for the relevant Fuji Xerox service includes a description of the Support Service as specified in Article 10). means the service provided by the Subscriber to the Company.
  13. Service Specification: A document posted on the Service Sales Site as a specification of SOFTBANK TELECOM's service for which a Service Agreement has been concluded with the Subscriber in accordance with Article 5, Paragraph 3 (including additions and changes after a Service Agreement has been concluded with the Subscriber for the relevant SOFTBANK TELECOM service in accordance with Article 5, Paragraph 3). (2) Documents posted on the Service Sales Site (including additions and changes made after the Subscriber has entered into a Service Contract with MTI in accordance with Article 5.3) and documents posted on the Subscriber Site (including additions and changes made after the Subscriber has entered into a Service Contract with MTI). If there is any discrepancy between the document posted on the Service Sales Site and the document posted on the Subscriber Site, the document posted on the Subscriber Site shall take precedence.) means collectively the following.
  14. Trial Service Specification: A document posted on the Service Sales Site as a specification of the Company's service for which a Trial Service Agreement has been concluded with the Subscriber in accordance with Article 5, Paragraph 2 (including additions and changes made after the Trial Service Agreement has been concluded with the Subscriber in accordance with Article 5, Paragraph 2. ). (2) Documents posted on the Service Sales Site (including additions and changes made after the Trial Usage Contract is concluded with the Subscriber in accordance with Article 5, Paragraph 2. (In the event of any discrepancy between the documents posted on the Service Sales Site and the documents posted on the Subscriber Site, the documents posted on the Subscriber Site shall take precedence.) means collectively the "Agreement".
  15. Agreement: means the agreement formed in accordance with Article 5, Paragraph 1.
  16. Trial Usage Contract: means the contract established for each Trial Service in accordance with Article 5, Paragraph 2.
  17. Usage Contract: means the contract established for each Service in accordance with Article 5.3.
  18. Monthly Contract: means a contract for use of the Services for which an application is made on a monthly basis with monthly payment of the Service fee. Whether or not a monthly contract is established shall be determined at the discretion of the Company for each Service.
  19. Annual Subscription: This means a subscription agreement in which an application is made for annual payment of the Service's usage fee per year. Whether or not an annual subscription is set shall be determined at the discretion of SOFTBANK TELECOM for each SOFTBANK TELECOM service.
  20. 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 3 (Notices)

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

Article 4 (Modification of these Terms of Use, etc.)

  1. The Company may add, delete, or change the contents of this Agreement, the Service Specification, or the Trial Service Specification without the Subscriber's approval. When adding, deleting, or changing the contents of the Terms, the Service Specification, or the Trial Service Specification, the Company shall notify the Subscriber of such addition, deletion, or change with a notice period of one month or more for the Terms or the Service Specification, or with a reasonable notice period determined by the Company in its sole discretion for the Trial Service Specification. The addition, deletion, or modification shall take effect 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 change the contents of the Terms of Service, the Service Specification, or the Trial Service Specification by notice to the Subscriber without prior notice as specified in the preceding paragraph or with a notice period shorter than the period specified in the preceding paragraph. In this case, such addition, deletion, or modification shall be made at the discretion of the Company. In this case, such additions, deletions, or changes shall take effect at the time of such notice or at the time specified in such notice.
  3. If the Subscriber does not take procedures for cancellation of all or part of this Agreement, the Subscriber Agreement, and the Trial Service Agreement in accordance with Article 17 within the prescribed notice period for the notice specified in Paragraph 1 or within one month after the date of the notice specified in Paragraph 2, respectively, after the notice specified in the preceding two Paragraphs has been given, the Subscriber shall be entitled to cancel the Agreement, the Subscriber Agreement, and the Trial Service Agreement. In the event that the TSE does not take procedures to terminate all or part of the Agreement, the Subscriber Agreement, or the Trial Agreement within the period of one (1) month from the date of such notice in accordance with Article 17, the TSE shall be deemed to have agreed to the Terms and Conditions, the Service Specification, or the Trial Service Specification as added, deleted or modified, as notified in accordance with the preceding two paragraphs.
  4. Notwithstanding the provisions of Paragraphs 1 and 2, a prospective subscriber who makes an application under Article 5, Paragraphs 1 through 3 during the period in which notice of additions, deletions, or changes to the Terms, Service Specifications, or Trial Service Specifications is given on the Service Sales Site shall be deemed to have agreed to the Terms, Service Agreement, or Trial Usage Agreement after the expiration of such notice period from the time when the Terms, Service Agreement, or Trial Usage Agreement is formed. The prospective subscriber who makes an application under Article 5, Paragraphs 1 through 3 during the notice period for deletion or modification of the contents of the Trial Service Specification agrees that such modification will take effect at the expiration of such notice period, even if the period between the time the Agreement, Subscriber Agreement or Trial Service Agreement is formed and the expiration of such notice period is less than the notice period specified in Paragraph 1 or 2.
  5. Notwithstanding the provisions of Paragraph 1 and Paragraph 2, MEDINET may, at its own discretion, add, delete, or change the contents of this Agreement, the Service Specification, and the Trial Service Specification 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.
  6. Notwithstanding the provisions of the preceding paragraphs, any addition, deletion, or modification of the contents of this Agreement, the Service Specification, or the Trial Service Specification 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 violates the basic principles stipulated in Article 1, Paragraph 2 of the Civil Code, or that is not in accordance with the provisions of the Civil Code, Commercial Code, or other laws related to public order, shall be deemed to be an addition to or deletion from the Agreement. (2) Any action that unilaterally harms the interests of the Subscriber in violation of the principles stipulated in Article 1, Paragraph 2 of the Civil Code shall become effective only with the written consent of the Subscriber. However, with regard to changes in usage fees stipulated in Article 14, the provisions of Article 14 shall take precedence over this Article.
  7. Even if the Subscriber suffers damages or other losses in connection with additions, deletions, or changes to the Terms of Service, Service Specifications, or Trial Service Specifications based on this Article, the Company shall not be liable to the Subscriber for such damages or other losses.

Article 5 (Formation of this Agreement, Trial Usage Agreement and Usage Agreement)

  1. This Agreement is formed when a prospective subscriber, having agreed to all of the Terms and Conditions, submits an application for registration by submitting information prescribed by the Company through the online application function provided on the service sales site (or, if and only if the Company separately agrees, by submitting a prescribed application form containing the necessary information), and the Company notifies the prospective subscriber that it accepts the application. The Agreement shall be formed when the Company notifies the prospective subscriber that the Company accepts the application. The contents of the Agreement are governed by the Terms of Use, and the Terms of Use in effect at that time shall apply to any usage contract entered into during the contract period of the Agreement.
  2. A Trial Usage Contract is a contract in which a prospective Subscriber or Subscribers voluntarily submits the information prescribed by the Company through the online application function provided on the Subscriber Site or Service Sales Site (or, only when separately approved by the Company, submits a prescribed application form containing the necessary information) for a certain period of time. A service contract is formed for each Trial Service when the Company notifies the prospective subscriber or subscriber of the Company's acceptance of the application for use of the Company's service for a certain period of time at no charge.
  3. A service contract is formed when a prospective subscriber or subscriber submits an application for use of the service that he/she wishes to use through the online application function provided on the subscriber-only site or service sales site (or, only when separately approved by the Company, submits an application form containing the necessary information as prescribed by the Company). (2) Each Service is established when an application for use of the Service is made by the applicant or subscriber, and when the Company notifies the applicant or subscriber of its acceptance of such application.
  4. The Company may request the prospective Subscriber or Subscribers who have applied in accordance with Paragraphs 1 through 3 to provide information necessary for identification and other purposes, and the prospective Subscriber or Subscribers 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 Paragraphs 1 through 3 without disclosing the reason for such refusal. The prospective subscriber or subscriber may not make any objection to the Company's refusal to accept the application.
  5. When notifying the acceptance of an application for use of the Trial Service in accordance with Paragraph 2, the Company shall clearly indicate the date of commencement of use of the Trial Service (hereinafter referred to as the "Trial Service Commencement Date"), and shall notify the applicant or subscriber of the Trial Service Commencement Date in accordance with Paragraph 3. In the case of a notice of acceptance of an application for use of the Service based on Paragraph 3, the date of commencement of use of the Service (hereinafter referred to as the "Service Usage Commencement Date") shall be clearly indicated. The Service shall be provided by clearly indicating the date of the start of use of the Service (hereinafter referred to as the "Service Commencement Date").
  6. If an application based on Paragraphs 1 through 3 is made on behalf of a corporation or other organization (hereinafter referred to as "Corporation, etc.") In cases where the application under Paragraphs 1 through 3 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 the Corporation, etc. to make such application on behalf of or on behalf of such Corporation, etc.
  7. If SBM or a third party suffers damages due to false or insufficient Subscriber registration information based on an application in accordance with Paragraphs 1 through 3, the Subscriber and the individual who made such application shall be liable for all such damages.
  8. Even if damages are incurred by a potential subscriber or subscriber as a result of an application made by the potential subscriber or subscriber in accordance with Paragraphs 1 through 3 not reaching the Company due to a malfunction in the communications environment or other reasons, the Company shall not bear any responsibility to the potential subscriber or subscriber for such damages. (2) The Company shall not be liable for any loss or damage to the applicant or the subscriber.
  9. After this Agreement, a Trial Use Agreement, or a Usage Agreement has been concluded, the Subscriber may not cancel the application described in Paragraphs 1 through 3 of this Agreement, a Trial Use Agreement, or a Usage Agreement, nor may he/she request changes to the terms of said Agreement, Trial Use Agreement, or Usage 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 conditions.

Article 6 (Provision of the Service)

  1. The Company shall provide the Service to the Subscriber who has entered into the Usage Contract with the care of a good manager in accordance with the Terms and Conditions, this Agreement and the Usage Contract.
  2. The contents of the Service shall be as set forth in the Service Specification. Details of the Service not described in the Service Specification shall be determined by the Company at its discretion.
  3. The Company shall notify the Subscriber of the user ID and other information required to start using the Service in the manner specified in the Service Specification by the date of the start of use of the Service.
  4. The Service provided by the Company to the Subscriber shall be limited to the area within Japan.
  5. The Service shall be provided only for the purpose of use by the Subscriber for its own business in accordance with the method specified in the Service Specification (hereinafter referred to as "the Purpose"). The Service is provided only for the purpose of use by the Subscriber for its own business in accordance with the method specified in the Service Specification (hereinafter referred to as the "Purpose"), and may not be used by the Subscriber for resale, provision to third parties, research and development or any other purpose other than the Purpose.
  6. Notwithstanding the provisions of the preceding paragraph, if the Company has authorized in the Service Specification that the Service is to be used jointly with the Subscriber by the Subscriber's group companies, etc., the Subscriber may not use such group companies, etc. (hereinafter referred to as "joint users") for any purpose other than the Purpose. The Subscriber may allow such group companies, etc. (hereinafter referred to as "Joint Users") to use the Service only for the Purpose and on the condition that the Joint Users comply with the provisions of these Terms of Use, this Agreement, and the User Agreement. However, any and all acts related to the use of the Service by joint users shall be deemed to be acts by the Subscriber, and any violation of the Terms of Service, this Agreement, or the User Agreement by joint users shall be deemed to be a violation by the Subscriber, and the Subscriber shall be liable to the Company.
  7. In the case of the preceding paragraph, the other party to whom the Company assumes the obligations and responsibilities stipulated in the Terms of Service, this Agreement, and the User Agreement is only the Subscriber, and the Company shall not assume any obligation or responsibility to the Joint User.
  8. The Company may sub-consign all or part of the work related to the Service to a third party at the Company's responsibility.

Article 7 (Cloud Computing Services)

In the provision of our services, cloud computing services provided by Amazon Web Services, Inc. (hereinafter referred to as "AWS") is used in the provision of our 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 of the agreement after such change. The latest version is available at http://aws.amazon.com/jp/agreement/.) The Subscriber agrees to and shall comply with the items that the Subscriber must comply with out of the items listed in (1), (2), (3) and (4) above.

Article 8 (Hours of Service; Temporary Suspension)

  1. The hours of provision of the Service shall be as set forth in the Service Specification.
  2. Notwithstanding the provisions of the preceding paragraph, for the smooth operation of the Service, MUTOH HOLDINGS will perform planned maintenance (hereinafter referred to as "maintenance") on the server environment used by MUTOH HOLDINGS to provide the Service (hereinafter referred to as "MUTOH Service Environment"). (hereinafter referred to as the "Company's Service Environment") for the smooth operation of the Service. (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.
  3. 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.
  4. Even if the Company suspends provision of the Service in accordance with the provisions of Paragraph 2 or 3, 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 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) shall not be liable to the Subscriber in any way for such damage, etc. even if such damage, etc. occurs.

Article 9 (Subscriber's Obligation to Cooperate)

  1. The Subscriber shall provide the Company with information required by the Company for the provision of the Service when requested by the Company.
  2. In using the Service, the Subscriber shall designate a person (hereinafter referred to as the "Contact Person") who will serve as a contact person with the Company and shall notify the Company of such contact information in the manner prescribed by the Company. The subscriber shall designate a contact person (hereinafter referred to as the "Person in Charge") and shall notify the Company of the contact information in the manner prescribed by the Company. If the contact person changes, the Subscriber shall promptly notify the Company of the new contact person's contact information.
  3. All communications from the Subscriber to the Company concerning use of the Service shall be made through the person in charge.

Article 10 (Support Services)

The Company may provide support services to the Subscriber to respond to questions about the setting or use of the Service by the Subscriber, to assist the Subscriber in installing the software specified in Article 23.2 into the client environment, and to otherwise help the Subscriber use the Service smoothly, and in such cases, the service fee, In such cases, service fees, service contents and other specific conditions shall be as described in the Service Specification.

Article 11 (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 a 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 SOFTBANK TELECOM. 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 will become effective at the time specified in Article 3, Paragraph 2. Even if the Subscriber suffers damage due to the Subscriber's failure to make said change, the Company shall not bear any responsibility to the Subscriber for said damage.
  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 not be liable for any damages to a third party arising from or in connection with the Subscriber's use of the Service or other acts related to this Agreement or the Usage Agreement (including cases where a third party suffers damages due to a breach of these Terms of Use by the Subscriber). (including cases where the Subscriber causes damage to a third party as a result of a breach of these Terms of Use) (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 due to or in connection with the Subscriber's use of the Service or other acts related to this Agreement or the Usage Contract, the Subscriber shall compensate the Company for any damage, etc. caused to the Company due to or in connection with such acts.

Article 12 (Backup of Subscriber-Stored Information)

  1. The Subscriber shall, at its own responsibility and expense, save the same data as a backup for Subscriber-Saved Information.
  2. If the Subscriber's contract of use for the Service under which the Subscriber's Stored Information is saved is terminated, the Subscriber shall download and retrieve said Subscriber's Stored Information at his/her own responsibility and expense before said contract of use is terminated. The Subscriber may not refer to, view, operate, or retrieve said Subscriber-Saved Information after the termination of said Usage Contract.

Article 13 (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 a third party. If the Subscriber commits such acts or is involved in such acts by a third party, the Subscriber shall compensate the Company for any damages, etc. incurred by the Company or a third party arising from or related to 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. Acts that violate the rules 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. Acts of accessing, using, acquiring, or falsifying systems or information in our service environment that the Subscriber is not authorized to access in relation to this service.
    7. (4)acts of connecting to this service environment by using a client environment that does not take reasonably necessary measures to prevent adverse effects on the information security of this 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 14 (Usage Fees)

  1. The usage fees for the Service and the method of calculation thereof (hereinafter simply referred to as "Usage Fees") shall be as set forth in the Service Specifications. (2) The usage fees for the Service and the method of calculation thereof (hereinafter simply referred to as the "Usage Fees") shall be as set forth in the Service Specification.
  2. The Subscriber shall pay the usage fees stipulated in the preceding paragraph, as well as consumption tax and local consumption tax thereon, to the Company by the payment due date specified by the Company using the payment method specified by the Company. The subscriber shall bear the bank transfer fee required for such payment.
  3. The usage fees paid to the Company pursuant to the preceding paragraph shall not be refunded or reduced for any reason, including, but not limited to, changes in the contents of the Service or termination of provision of the Service.
  4. When the Company changes the usage fees, it will notify the subscriber with a notice period of at least 2 months. The usage fees after such change shall be applied from the renewed subscription agreement when the subscription agreement to which such fees are applied is renewed in accordance with the proviso of Article 16, Paragraph 2 after the passage of such advance notice period.
  5. If the Subscriber delays payment of the usage fees or any other financial obligations to the Company under this Agreement or the Subscriber Agreement, the Subscriber shall forfeit the benefit of time with respect to all obligations owed to the Company, and shall pay to the Company late payment charges at the rate of 14.6% per annum from the day following the date of delay until payment has been made. The Company shall pay to the Trial Subscriber a late payment penalty at the rate of 14.6% per annum from the day following the date of late payment until paid.

Article 15 (Provision of Trial Service)

  1. The Company shall provide the Trial Service to the Subscriber who has entered into the Trial Usage Agreement in accordance with the Terms and Conditions, this Agreement and the Trial Usage Agreement.
  2. The contents of the Trial Service shall be as set forth in the Trial Service Specification or the Service Sales Site. Details of the Trial Service not specified in the Trial Service Specification or the Service Sales Site shall be determined by the Company at its discretion.
  3. There shall be no charge for the Trial Service.
  4. The contract period of an individual Trial Usage Contract shall be 30 days from the Trial Service Start Date for the Trial Service covered by such contract. If a subscriber who has concluded a Trial Usage Contract applies for a subscription contract for the same service as the Trial Service in accordance with Article 5.3 during the contract period and the contract is concluded, the Trial Usage Contract will terminate on the date of conclusion, but the Company will not delete subscriber information stored during the contract period, nor will it delete any information stored by the subscriber during the contract period. However, the Company will not delete the Subscriber's stored information during the contract period, and the Subscriber may use the information in accordance with the contract.
  5. The Subscriber who has concluded a Trial Subscriber Agreement may not apply for another Trial Subscriber Agreement for the same SOFTBANK TELECOM service as the Trial Service that is the subject of such agreement.
  6. (3)The Company shall not be liable to compensate or compensate for damages to the Subscriber in relation to the Trial Service or the Trial Usage Contract, regardless of default liability, tort liability, or any other legal cause of claim, 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 contract. (2) The Company shall not be liable to compensate or indemnify the Subscriber for any loss or damage in connection with the Trial Service or the Trial Usage Contract. However, if such exemption from liability is not effective according to the applicable laws and regulations, Article 24, Paragraphs 3 through 5 shall apply to the Company's liability to the Subscriber for the Trial Service or Trial Usage Agreement by replacing "Service Agreement" with "Trial Usage Agreement" and "Service" with "Trial Service". The "Trial Service" shall be deemed to be replaced with "Trial Service".
  7. For the Company and the Subscriber who concluded the Trial Usage Contract, Article 6 Paragraphs 3 through 8, Article 8 through 13, and Article 24 Paragraphs 1 and 2 shall apply, with "Service Contract" read as "Trial Usage Contract", "Service" read as "Trial Service", "Service Specifications" read as "Trial Service Specifications", "Service Commencement Date" read as "Trial Service Commencement Date", and "Trial Service" read as "Trial Service". The "Service Usage Commencement Date" shall be read as "Trial Service Usage Commencement Date.

Article 16 (Contract Term)

  1. The term of this Agreement shall be from the date of establishment of this Agreement until the termination of all usage agreements and trial usage agreements concluded under this Agreement.
  2. The contract term of each individual subscription agreement shall be as set forth in each of the following items.
    1. In the case of a monthly contract, the contract period shall be from the start date of use of the Service to which the contract pertains to until the end of the month in which the start date of use pertains. However, if no notice of intent to terminate the contract is given by the method prescribed by the Company at least one month prior to the expiration of the contract period, the contract shall be renewed for one month under the same conditions, and the same shall apply thereafter.
    2. In the case of an annual subscription, the subscription period shall be from the date of commencement of use of the Service for the Service covered by the relevant subscription to the last day of the month containing the date one year after the date of commencement of use. However, if the subscriber does not express his/her intention to terminate the contract by the method prescribed by the Company at least one month prior to the expiration of the contract period, the subscription contract shall be renewed for one year under the same conditions, and the same shall apply thereafter.

Article 17 (Termination by Subscriber)

  1. The Subscriber may terminate this Agreement or the Trial Usage Agreement, in whole or in part, at any time after the conclusion of this Agreement and the Trial Usage Agreement, in accordance with the provisions of this Article. When the Subscriber wishes to terminate all or part of the Agreement or Trial Usage Agreement, the Subscriber shall apply for the termination of the Agreement or Trial Usage Agreement in the manner prescribed by the Company at least one month prior to the desired termination date for the Agreement, or at least three days prior to the desired termination date for the Trial Usage Agreement, clearly indicating the Agreement or Trial Usage Agreement that the Subscriber wishes to terminate. The Company shall be notified of such cancellation by the method prescribed by the Company at least three (3) days prior to the desired date of cancellation. In the case of cancellation of the Agreement or the Trial Usage Agreement, the date one month after the application for cancellation from the Subscriber arrives at the Company or the date the Subscriber wishes to cancel, whichever is later, or in the case of cancellation of the Trial Usage Agreement, the date three days after the application for cancellation from the Subscriber arrives at the Company or the date the Subscriber wishes to cancel, whichever is later. In the case of cancellation of the Trial Service Agreement, the date three days after the date the application for cancellation is received by the Company from the Subscriber or the date the Subscriber wishes to cancel, whichever is later. When the Subscriber applies for the cancellation of this Agreement, it shall be deemed that the application for cancellation of all the Usage Contracts and Trial Usage Contracts has been made, and all the Usage Contracts and Trial Usage Contracts shall be terminated at the same time as the termination of this Agreement.
  2. The Subscriber may not apply for mid-term cancellation of individual Usage Contracts. If the Subscriber wishes to continue the Agreement and terminate individual Usage Contracts, the Subscriber must indicate his/her intention to terminate the individual Usage Contracts in accordance with Paragraph 2 of the preceding Article.
  3. Even if the subscription agreement is terminated due to termination in accordance with Paragraph 1, the Company shall not reduce or refund the usage fees for the terminated subscription agreement on a pro-rata basis, and the subscriber shall be obligated to pay the usage fees corresponding to the period from the date of termination of the subscription agreement to the expiration date of the subscription period if the subscription agreement is not terminated. The Subscriber shall be obligated to pay the Company the Service Charges corresponding to the period from the date of termination of the relevant Service Contract to the date of expiration of the Service Period in the event that the Service Contract is not terminated.
  4. If the subscriber wishes to use our company's services pertaining to the terminated subscription contract again after having terminated all subscription contracts by terminating this agreement in accordance with Paragraph 1, the subscriber must again conclude this agreement and apply for the use of such company's services in accordance with Article 5, Paragraph 3. In this case, the subscriber acknowledges that the subscriber's saved information pertaining to the relevant service before termination will not be taken over.

Article 18 (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, without prior notice or demand to the Subscriber, suspend provision of all or part of the Service or Trial Service to the Subscriber, or cancel all or part of the Agreement, Subscriber Agreement, or Trial Usage Agreement. The Subscriber may not make any objection to these actions. If the Company terminates this Agreement, all Subscriber Agreements and Trial Service Agreements shall be terminated at the same time as this Agreement is terminated.
    1. 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 or the Trial Service
    3. When payment of usage fees or other monetary obligations to the Company by the Subscriber is not made legally and effectively, regardless of the reason (including cases where it is found that such payment was made by illegal use of the payment method).
    4. If the Subscriber is an adult ward or a minor, person under curatorship or assistance, and uses the Service or the Trial Service without the consent of his/her legal representative, curator, or assistant
    5. When the Subscriber dies or is subject to a judgment for commencement of guardianship, conservatorship, or assistance.
    6. When it is found that there is a false fact in the Subscriber's registration information
    7. If the Subscriber interferes with the operation of the Service or the Trial Service in any way
    8. (4) If the Subscriber stops making payments or becomes insolvent, or files a petition for commencement of bankruptcy proceedings, civil rehabilitation proceedings, corporate reorganization proceedings, special liquidation, or similar proceedings.
    9. (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
    10. When a petition for seizure, provisional seizure, provisional disposition, compulsory execution, or auction has been filed
    11. In the event of delinquent payment of taxes and public dues
    12. 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.
    13. (4) When the Company determines that there are other reasons similar to those in the preceding items.
  2. If the Company suspends provision of all or part of the Service to the Subscriber or cancels all or part of the Agreement or the Usage Agreement in accordance with the preceding paragraph, the Company shall not reduce or refund the Service usage fee on a pro-rata basis, and the Subscriber shall lose the benefit of term of any and all monetary obligations owed to the Company. In addition, the Subscriber shall lose the benefit of time with respect to any and all monetary obligations owed to the Company, and shall be obligated to pay the Company the full amount of said obligations immediately.
  3. 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 the Agreement, Subscriber Agreement, or Trial Usage Agreement, even if the Agreement, Subscriber Agreement, or Trial Usage Agreement is terminated in accordance with Paragraph 1. (2) The Company shall not be released from any obligation (including, but not limited to, an obligation to compensate for damages) to the Company or any third party under this Agreement, the Usage Agreement, or the Trial Usage Agreement.
  4. Even if the Company incurs damages to the Subscriber or other third parties due to or in connection with the suspension of the provision of all or part of the Service or Trial Service to the Subscriber based on Paragraph 1, or the cancellation of all or part of the Agreement or Usage Contract, the Company shall not be liable to the Subscriber for any such damages. The Company shall not be liable to the Subscriber for any such damages, etc.

 

Article 19 (Discontinuation of the Service or the Trial Service by the Company)

  1. The Company may discontinue the provision of all or part of the Service or the Trial Service. In such a case, the Company shall notify the Subscriber of such discontinuation with a notice period of not less than 12 months for the Service to be discontinued, or with a reasonable notice period determined by the Company at its own discretion for the Trial Service to be discontinued.
  2. In the event that the notice provided for in the preceding paragraph is given, the subscription agreement for the Service subject to such discontinuation or the trial subscription agreement for the Trial Service shall be terminated at the expiration of such advance notice period.
  3. Even if the Subscriber suffers any damage or loss due to the discontinuation of the Service or the Trial Service as specified in the preceding paragraph, the Company shall not be liable to the Subscriber for such damage or loss.

 

Article 20 (Handling of confidential information by the Company)

  1. The Subscriber shall not be liable to the Company for any loss or damage, etc. arising out of or in connection with (1) information that the Company has designated or notified the Subscriber to be confidential information, (2) the terms and conditions of this Agreement and the Subscriber Agreement, (3) business or technical information of the Company obtained in connection with or in the course of use of the Service, (4) user IDs, passwords, error codes pertaining to the occurrence of problems with the Service, or other information provided by the Company to the Subscriber, or (5) any other information that the Company may have obtained in connection with the use of the Service. (4) User IDs, passwords, error codes related to the occurrence of problems with the Service, and other information that the Company provides only to the users of the Service (hereinafter collectively referred to as "the Company's Confidential Information"). You shall not use the Confidential Information (hereinafter collectively referred to as "Our Confidential Information") for any purpose other than the purpose of using the Service or the Trial Service, and shall not provide, disclose, or leak it to any third party other than your own officers and employees who need to know Our Confidential Information to use the Service or the Trial Service, without Our prior written consent. naranaimonotoshimasu。
  2. Notwithstanding the provisions of the preceding paragraph, the Subscriber may disclose the Company's Confidential Information to the Joint User only to the extent necessary to use the Service or the Trial Service for the Purpose. In such case, the Subscriber shall be responsible for ensuring that the joint user complies with the obligations of the Subscriber stipulated in this Article.
  3. 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.
  4. 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 21 (Handling of Subscriber Information)

  1. 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 this Agreement or the Usage 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. Upon termination of this Agreement, regardless of the cause of termination, the Company may, at its discretion, delete or dispose of Subscriber registration information and Subscriber stored information at any time, and such deletion or disposal shall, in principle, take place 30 days after the date of termination. 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 22.
  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 22.

 

Article 22 (Handling of Personal Information)

  1. The Company will handle the personal information included in the Subscriber Information and other personal information obtained from the Subscriber for the provision of the Service or the Trial Service by taking appropriate measures to ensure information security in accordance with the " Personal Information Protection Policy " separately posted on the Service Sales Site or the Subscriber Only Site and the Personal Information Protection Law. We will take appropriate measures to ensure the security of information.
  2. Although SBM may provide the personal information described in the preceding paragraph to a third party if the requirements of Article 21, Paragraph 2 are met, even in such cases, SBM must comply with the Personal Information Protection Law and fulfill the requirements of the said law.

Article 23 (Intellectual Property Rights)

  1. (2) The copyrights and other intellectual property rights of software, documents, and any other contents (hereinafter collectively referred to as "Software, etc.") used by the Company for the provision of the Company's services shall not be transferred to third parties. 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 its services belong to the Company or a third party that is a licensor that has granted the Company a license pertaining to 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, alter, adapt, or disclose to any third party all or any part of such software, etc.
  2. In providing the Service or the Trial Service, the Company may grant the Subscriber permission to use software that operates in the client environment necessary to use the Service or the Trial Service. The terms and conditions for the installation and use of such software shall be stipulated in the Service Specification, the Trial Service Specification, or the terms of use license prescribed by the Company, and the Subscriber shall comply with these terms and conditions.
  3. Service sales sites, Subscriber-only sites, 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 to use such Trademarks, etc. or any other rights related to 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.
  6. Notwithstanding Article 21.2, the Company may disclose the name of the Subscriber for the purpose of publicizing the company introducing the Company's service. In this case, the Company may use the Subscriber's trademark, etc. free of charge to the extent necessary for such publication. However, the Subscriber may request the Company to suspend or delete the publication of the name or use of the trademark.

Article 24 (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 sales website or Subscriber's website, or a link from a third party's website to these websites, the Company shall not assume any responsibility for the 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 damage or loss incurred by the Subscriber in connection with the Service, except in cases of willful misconduct or gross negligence on the part of the Company.
  4. In the event that SBM is liable to the Subscriber for damages or compensation in connection with the Service, this Agreement, or the Subscriber Agreement, regardless of default liability, tort liability, or any other legal cause of action, the scope of such liability shall be limited to ordinary damages directly and actually incurred by the Subscriber and shall be limited to the most recent one month from the time the cause of damage arose. In the event that the Company is liable to the Subscriber for damages or indemnification under this Service Agreement or the Subscriber's contract with the Company, the extent of such liability shall be limited to ordinary damages directly and actually incurred by the Subscriber and up to the total amount of the Service Charges actually received from the Subscriber during the most recent one-month period (1000 yen if no Service Charges were received during such period). 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 Article, even if the Company is aware of the possibility of such damages or is informed of such damages by the Subscriber in advance.
  5. Notwithstanding the provisions of the paragraphs of this Article, in the event that 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 the Service Agreement, the Company shall compensate the Subscriber for such damages only if the Company's selection of such subcontractors was intentional or grossly negligent. 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 25 (Prohibition of Assignment)

  1. The Subscriber may not rent, assign (including, but not limited to, comprehensive succession by merger or company split), transfer (including, but not limited to, comprehensive succession by merger or company split), change the name of, or pledge to a third party all or part of his/her position under this Agreement, Service Agreement, or Trial Service Agreement or rights and obligations under these agreements without prior consent of the Company. (2) 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. (2) In the event that the Company transfers the business of the Company's services to a third party (including, but not limited to, the case of business transfer, merger, or company split), the Company shall not transfer, assign, transfer (including, but not limited to, comprehensive succession due to merger or company split), change the name of, or use for the purpose of security. (including but not limited to the case of business transfer, merger, or company split), the Company may have the transferee succeed to the status under the Agreement, the Usage Agreement, or the Trial Usage Agreement, the rights and obligations under these agreements, and the Subscriber's information and personal information.

Article 26 (Entire Agreement)

  1. This Agreement, the Subscriber Agreement, and the Trial Service Agreement set forth the agreement between the Subscriber and the Company concerning the Terms and Conditions, the Service, or the Trial Service as of the date of execution of these agreements, and shall prevail over these agreements in the event that the contents of any discussions or agreements, whether oral or written, between the two parties prior to the execution of these agreements or any materials, offers, or other communications provided by one party to the other party differ from the contents of these agreements. In the event of any discrepancy between the contents of these agreements and any discussions, agreements, or any materials, offers, or other communications provided by either party to the other party prior to the execution of these agreements, whether oral or written, these agreements shall prevail.
  2. The contents of this Agreement are the entire agreement between the Subscriber and the Company with respect to this Agreement, the Subscriber Agreement, the Trial Usage Agreement, the Service, and the Trial Service, and the Company and the Subscriber shall not be liable for any damages arising out of the use of the Service or the Trial Service, The Subscriber and the Company shall not assume any obligation or liability to each other beyond those set forth in the Agreement.

Article 27 (Validity and Individuality of the Agreement)

  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 28 (Survival Clause)

The provisions of Article 4.6, Article 8.4, Article 11.2, 11.4, 11.5 and 11.7, Article 12.2, Article 13.2, Article 14.3 and 14.5, Article 15.5 through 15.7, Article 17.2 and 17.3, Article 18.2 through 18.4, Article 19.2 and 19.3, and Article 20 through 30 of this Agreement shall not apply to this Agreement. The provisions of Article 20 through Article 30 shall survive the termination of this Agreement, the Subscriber Agreement, or the Trial Usage Agreement.

Article 29 (Governing Law)

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

Article 30 (Agreed Jurisdiction)

If any problem arises between the Subscriber and the Company in connection with the Terms of Use, this Agreement, the User Agreement, and the Trial Usage 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

The revised Terms of Use shall be effective as of January 20, 2025.

 

Appendix

HUE Works Suite Series

 

HUE Works Suite DX Solutions series