Common Terms of Use
Common Terms of Use ("Terms of Use") set forth the terms and conditions for the use of the services provided by OCiETe Inc. (hereinafter referred to as "the Company"). Article 1 (General Provisions) 1. The purpose of these General Terms and Conditions is to define the rights and obligations between the Company and the User (defined in Article 2) regarding the use of the Service (defined in Article 2), and shall apply to all relationships between the User and the Company regarding the use of the Service. 2. The Company may establish individual terms, guidelines, various regulations, etc. ("Individual Terms, etc.") regarding the use of the Service. If there are any conflicting provisions between the Individual Terms and the Common Terms, the provisions of the Individual Terms shall take precedence. Article 2 (Definitions) The following terms used in this Common Terms and Conditions shall have the meanings set forth below. 1. "Our Website" means the website operated by the Company whose domain is (https://ociete/jp) (in the event that the domain or content of our website is changed for any reason, including the website after such change). 2. "Service” means all services provided by the Company. 3. "Our System" means the system used by the Company to provide the Services (including functions on the Company's website). 4. "Interpreter Platform Provision Service" means a service that provides a platform for matching interpreters with companies, which is provided by the Company in accordance with the "Interpreter Service Individual Terms and Conditions" separately stipulated in this Service. 5. "Service Usage Contract" means a contract between the Company and a user, which is formed by and between the Company and the user in accordance with the terms of this Common Terms of Use. 6. "User" means a person who has registered to use the Service. 7. "Common Terms, etc." means collectively the Common Terms and the Individual Terms, etc. 8. "Intellectual Property Rights" means copyrights, patents, utility model rights, trademarks, design rights, and other intellectual property rights (including the right to acquire such rights or to apply for registration of such rights). Article 3 (Modification of these Common Rules, etc.) 1. Pursuant to Article 548-4 of the Civil Code, we may change the Common Terms, etc. at any time. In such cases, the content of the User's Service Usage Contract shall be governed by the amended Common Terms of Service, etc. 2. In the event of a change as described in the preceding paragraph, the Company shall indicate the fact that the Terms of Service are being changed, the content of the changed Terms of Service, and the effective date of the change in a prescribed manner, and the change shall take effect from the effective date of the change. Article 4 (Registration) 1. A person who wishes to use the Service (hereinafter referred to as "Prospective User") may apply to register as a user with the Company by agreeing to abide by these Common Terms and providing the prescribed information to the Company. 2. The application in the preceding paragraph must be made by the individual or legal entity that will use the Service, and as a general rule, applications by proxies are not permitted. In addition, the prospective user must provide true, accurate, and up-to-date information to the Company when applying for the Service. 3. We will determine whether or not to register a Prospective User who has applied for registration in accordance with our standards, and if registration is approved, the Company will notify the prospective user to that effect. Upon such notification, a service usage contract will be established between the prospective user and the Company, and the prospective user will be registered as a User. 4. If a prospective user is an interpreter who wishes to use the Interpreter Platform Provision Service, the Company may request an interview with the applicable prospective user prior to giving the notice stipulated in Paragraph 3. In accordance with the results of the interview, the Company will determine whether or not the applicant is eligible for registration. 5. The Company reserves the right to deny registration if any of the following circumstances apply to a prospective user (1) When the Company determines that there is a possibility of violation of these Common Terms and Conditions, etc. (2) When all or part of the information provided to the Company is false, erroneous, or omitted (3) If the prospective user is a person whose contract for use of the Service has been terminated with the Company in the past (4) The prospective user is a minor, an adult ward, a person under curatorship or a person under assistance, and has not obtained the consent of a legal representative, guardian, curator or assistant. (5) When the prospective user is an interpreter who wishes to use the interpreter platform provision service and does not respond to an interview with the Company in accordance with Paragraph 5. (6) When the prospective user is an interpreter who wishes to use the Interpreter Platform Provision Service and the Company deems that the level of interpretation or translation of the applicable user does not meet our standards. (7) When the Company determines that the interpreter is in breach of the representations and warranties in Article 19. (8) Other cases in which the Company deems the use of the Service to be inappropriate Article 5 (Issuance of Password and User ID) 1. Upon approval of a User's registration by the Company, the Company shall issue an account to such user and notify the user of a User ID and password. 2. The User shall not use, lend, transfer, change the name of, or buy or sell the User ID and password to any third party (including subsidiaries, affiliates, and related companies; the same shall apply hereinafter). 3. The User shall be responsible for any damages caused by insufficient management of the user ID or password, errors in use, use by a third party, etc., and the Company shall not be liable for any such damages. In addition, the User shall compensate the Company for any damages incurred due to User’s inadequate management of the User ID or password, error in use, or use by a third party, etc. 4. If a user discovers that his/her user ID or password has been stolen or used by a third party, the user shall immediately notify the Company to that effect and follow the Company's instructions. 5. The Company shall verify the identity of the user with the user ID and password. Even if a user's account is used by a third party, the effect of such use shall belong to the user to whom such account was issued. 6. Each User shall have one (1) account per person or entity for the use of the Service; one person may not have more than one (1) account, nor may multiple persons use an account jointly. 7. Some of the user information shall be posted on the account, and such posted information("Account Information") can be viewed by other users. The user shall consent to the posting of his/her account information in advance. Article 6 (Notification of Change) 1. The User shall promptly notify the Company of any change in the information provided to the Company (hereinafter referred to as "User Information") in the manner prescribed by the Company. 2. The Company shall not be liable for any damages incurred by the User due to non-delivery of notice or other reasons resulting from the User's failure to give notice as described in the preceding paragraph. 3. The User must promptly comply with any request from the Company to provide materials relating to user information. Article 7 (Suspension of the Service, etc.) 1. The Company reserves the right to suspend or discontinue use of the Service, in whole or in part, without prior notice to the User, in any of the following cases; (1) When performing periodic or emergency inspections or maintenance work on computer systems related to the Service (2) In the event of an accidental shutdown of computers, communication lines, etc. (3) When the Service cannot be operated due to force majeure such as fire, power outage, natural disaster, etc. (4) Other cases in which the Company deems it necessary to suspend or discontinue the service. 2. The Company shall not be liable for any damages incurred by the User in accordance with actions taken by the Company pursuant to this Article. Article 8 (Attribution of Rights) 1. All ownership and intellectual property rights in relation to the Company's website, the Company's systems, and the Service belong to the Company or the party that has licensed them to the Company, and permission to use the Service under the provisions of these Common Terms of Use, etc. shall not imply transfer or license of intellectual property rights in relation to the Company's website, the Company's systems, or the Service to the Company or the party that has licensed them to the Company, unless otherwise expressly stated. 2. The User shall not, for any reason, engage in any activity that may infringe the intellectual property rights (including but not limited to disassembly, decompilation, and reverse engineering) of the Company or any party that has granted a license to the Company. Article 9 (Cancellation of Registration, etc.) 1. In the event that a User falls under any of the following categories, the Company may, without prior notice or demand, temporarily suspend such User's use of the Service, terminate the Service Usage Contract with such User, and cancel the registration of such User. (1) In the event of violation of any of the provisions of these Common Terms and Conditions, etc. (2) When it is found that there is a false fact in the User Information (3) When payment is suspended or the customer becomes insolvent, or a petition is filed for the commencement of bankruptcy proceedings, civil rehabilitation proceedings, corporate reorganization proceedings, special liquidation, or similar proceedings. (4) When there has been no use of the Service for 12 months or more (5) When the User does not respond to the Company’s inquiries or other communications requesting a response by the Company for more than 7 days (6) When it is discovered after registration that the user falls under any of the items of Article 4.5. (7) In any other case in which the Company deems it inappropriate to suspend the use of the Service or to continue the registration 2. The Company shall not be liable for any damages incurred by actions taken by the Company in accordance with the applicable Article. Article 10 (Withdrawal from membership) 1. The User may cancel the Service Usage Contract and terminate the registration upon completion of the procedures prescribed by the Company. 2. Upon withdrawal from the membership, if the User has any debts owed to the Company, the User shall naturally lose the benefit of time with respect to all debts owed to the Company, and shall immediately pay all such debts to the Company. Article 11 (Publication of User's Logo, etc.) 1. To the extent necessary for advertising or sales promotion of the Service, etc., the Company may place the User's logo, etc. on the Company's website, the Service's provision screen, or other websites operated by the Company, etc., on the assumption that the User is a company or individual using the Service. 2. The User shall grant the Company a free of charge license to use the user's logo, etc. in accordance with the preceding paragraph. 3. If the User objects to the manner in which the Company publishes the User's logo, etc., the User shall promptly notify the Company of such objection. Article 12 (Change of Contents and Termination of this Service) 1. The Company reserves the right to change the contents of the Service or terminate its provision at any time for its own convenience. Except in the case of an emergency, the Company shall notify the User in advance when terminating the provision of the Service. 2. The Company shall not be liable for any damages incurred by the User as a result of actions taken by the Company in accordance with the preceding paragraph. Article 13 (Compensation for Damages) The user shall indemnify the Company for any damage caused to the Company in violation of the provisions of these Common Terms and Conditions, etc. Article 14 (Disclaimer of Warranty and Disclaimer of Liability) 1. The Company shall strive to provide information that is useful to Users. However, the Company make no warranty of any kind regarding the information provided by the Service, and Users shall use the Service at their own risk. 2. The Company shall not be liable for any damages incurred by the user in connection with the Service, except in the case of intentional or gross negligence on the Company’s part. 3. Even in the event that the Company is liable to a user for damages, the Company’s liability shall be limited to direct and ordinary damages (not including lost profits, indirect damages, special damages, or punitive damages) that have actually occurred and are within the normal scope of damages. In the event that we are liable for damages to the User, our liability shall be limited to the total amount of commission actually received by the Company from the User for a period of one (1) year from the time when the damage occurred. Even if the disclaimer in this paragraph is invalid under the Consumer Contract Act or other applicable laws and regulations, the Company shall be exempted from liability to the maximum extent permitted by applicable laws and regulations. Article 15 (Confidentiality) 1. "Confidential Information" as used in these Common Terms and Conditions shall mean any information disclosed by the Company to the User in connection with the Service with the designation that such information is confidential. However, the following information shall be excluded. (1) That which was already generally known to the public at the time it was provided or disclosed, or at the time it became known or known to the public. (2) After being provided, disclosed, or obtained, the information has become public knowledge through publications or other means due to reasons not attributable to the individual. (3) Legally obtained from a third party authorized to provide or disclose the information without being obligated to maintain confidentiality (4) Developed independently without confidential information (5) Confidentiality is confirmed in writing by the disclosing party to the effect that confidentiality is not required. 2. User shall use Confidential Information only for the purpose of using the Service, and shall not provide, disclose or divulge Confidential Information to any third party without written consent of the Company. 3. User shall return or destroy the Confidential Information and any documents or other recorded media containing or containing the Confidential Information and all copies thereof, without delay and in accordance with the Company's instructions, whenever requested to do so by the Company. Article 16 (Personal Information Protection) 1. The Company shall handle personal information (personal information as defined in the Act on the Protection of Personal Information) obtained from users in accordance with the Company's Privacy Policy. 2. The User shall handle the personal information of the Company or other Users obtained through the use of the Service in accordance with the Privacy Policy established by the User or the provisions of laws and regulations such as the Personal Information Protection Law. Article 17 (Communication and Notification) 1. Inquiries about the Service and other communications or notifications from users to the Company shall be made by sending an inquiry form to be placed at an appropriate location on the Company's website or by a method designated by the Company. 2. Notification of changes to the Common Terms, etc. and other communications or notifications from the Company to users regarding the Service shall be made by posting notices in appropriate locations on the Company's website or by other means deemed appropriate by the Company. 3. The User shall agree in advance that the Company may send advertisements or promotions regarding the Company or the Company’s business partners to the e-mail address the User has registered. Article 18 (Transfer of Status under Service Usage Contract) 1. The User may not assign, transfer, pledge as security, or otherwise dispose of their position under the Service Usage Contract or its rights or obligations under the Common Terms, etc. to any third party without the prior written consent of the Company. 2. In the event that the Company transfers the business related to the Service to another company, the Company may transfer the position under the Service Usage Contract, rights and obligations under the Common Terms, etc., as well as user information and other customer information of users to the transferee of such business transfer, and users shall agree in advance to such transfer in this paragraph. The User agrees in advance to such transfer in this paragraph. The business transfer stipulated in this paragraph shall include not only ordinary business transfers, but also corporate divestitures and any other cases in which business is transferred. Article 19 (Exclusion of Antisocial Forces) 1. In this Article, "Anti-Social Forces" means any of the following (1) Boryokudan (organized crime groups) and their affiliated organizations (2) Members of organized crime groups and their affiliated organizations (3) General assemblyists, social activists, political activists, special intelligence groups, and other groups or individuals belonging to such groups or individuals. (4) Organizations or individuals who pursue economic gain through the use of violence, force and fraudulent methods. (5) Other organizations or individuals equivalent to those specified in the preceding items. 2. User shall represent and warrant the following (1) The User shall not fall under the category of antisocial forces themselves and not to fall under any such category in the future. (2) The User shall not have any relationship to be claimed by society with antisocial forces and not to have any such relationship in the future. (3) The User shall not engage in unreasonable demands using violence, threatening words or actions, spreading rumors, false information, or using force to damage the other party's credibility or obstruct its business, or other similar acts, either by themselves or by using a third party. 3. The Company may immediately terminate the Service Usage Contract, in whole or in part, without any notice or demand, if it is found that the User has violated any of the items of the preceding paragraph. 4. The Company shall not compensate the other party in any way for any damages incurred by the other party as a result of the termination of the contract under the preceding paragraph. 5. In the event that a damage is caused by a User due to a violation of the provisions of this Article, the Company may demand compensation from the user for such damages, notwithstanding the termination of the contract pursuant to Paragraph 3. Article 20 (Severability) If any provision of General Terms and Conditions, etc. or any part thereof is determined to be invalid or unenforceable under any law or regulation, the remaining provisions of General Terms and Conditions, etc. and the remainder of any provision that is determined to be invalid or unenforceable in part shall remain in full force and effect. Article 21 (Governing Law and Court of Jurisdiction) The Common Terms shall be governed by the laws of Japan, and the Tokyo District Court shall have exclusive jurisdiction in the first instance over any and all disputes arising out of or relating to the Common Terms or the Service. Article 22 (Consultation and Settlement) In the event that any matter is not stipulated in the Common Terms, etc. or any question arises regarding the interpretation of the Common Terms, etc., the Company and the User shall promptly resolve such question through mutual consultation in accordance with the principle of good faith and faith. [Established September 2, 2019] [Revised June 4, 2020] [Revised November 1, 2020] Revised on February 1, 2021 Revised on May 1, 2022 Individual Terms of Interpretation Service Terms of Use for Interpretation Service (hereinafter referred to as the "Terms") sets forth the terms and conditions for the use of the interpreter platform provision service (hereinafter referred to as the "Interpreter Service") provided by OCiETe, Inc. (hereinafter referred to as the "Company"). Chapter 1 General Provisions Article 1 (Applicability) The individual terms and conditions shall be applied together with the common terms of use (hereinafter referred to as "Common Terms and Conditions") separately stipulated by the Company. 2. In the event of any discrepancy between the content of the individual Specific Terms and the Common Terms, the content of the Specific Terms shall prevail. Article 2 (Definitions) The following terms used in the Specific Terms and Conditions shall have the meanings set forth below 1. "Interpretation Service" means the interpreter platform provision service provided by the Company on the Company’s System. 2. "Online interpretation services" means interpretation services provided through online communication on our system. 3. "On-site interpretation services" means interpretation services provided at a location designated by the registered company and not using online communication on our system. 4. "Interpretation Services" means the services that registered companies outsource to the Company, including online interpretation services and on-site interpretation services. 5. "Translation Services" means services that are outsourced by a registered company to the Company, and shall include the translation of text or audio, such as documents, electronic files, images, video data, and audio data. 6. "Interpretation services, etc." means interpretation and translation services. 7. "Registered company" means a company that is a user that outsources interpretation and other services to the Company. 8. "Registered interpreter" means an interpreter who is an entrusted user with interpretation services, etc. 9. "Assignment services" means interpretation services, etc., entrusted to the Company by a registered company without designating a registered interpreter. 10. "Designated Services" means interpretation services, etc., entrusted to the Company by a registered company by designating a specific registered interpreter. 11. "Terms and Conditions of Performance" means the terms and conditions of interpretation services, etc., including the contents of the services, consignment fees, and compliance requirements, etc., entered by the registered company at the time of registration for the offered services or designated services. In the event of any inconsistency between the Terms and Conditions of Performance and these Terms and Conditions, the Terms and Conditions of Performance shall prevail. 12. "Interpretation Data, etc." means information such as video and audio data from online interpretation services. 13. "Text Log Service" means a service provided in conjunction with the Interpretation Service, whereby the interpretation data, etc. obtained by the Company is converted into text and said text is provided. Article 3 (Use of this Interpretation Service) 1. The purpose of this interpretation service is to provide a platform for matching interpreters and companies online. 2. After registering as a user in accordance with the provisions of the Common Terms, a user may use this interpretation service as a registered company or registered interpreter in accordance with the provisions of these individual terms. 3. If a user's registration is cancelled or the service use agreement is terminated in accordance with the provisions of the Common Terms, the Company will terminate the provision of the Interpretation Service to the user in question. Chapter 2 Registered Companies Article 4 (Use of this Service) 1. Registered companies may use the following Interpretation Services: (1) Outsourcing of interpretation services, etc. (2) Search for registered interpreters (3) Management of interpretation services, etc. entrusted to the Company by registered companies (4) Evaluation of registered interpreters (5) Other services incidental to the preceding items 2. The use of this interpretation service does not constitute any kind of outsourcing contract between the registered interpreter and the registered company. Article 5 (Registration of Commissioned Business) 1. A registered company that wishes to outsource interpretation services (hereinafter referred to as "Prospective Client Company") may apply for the outsourcing of such services to the Company by entering the proposed terms of performance for the relevant interpretation services in the Company's system in a manner designated by the Company. 2. Upon receiving an application for consignment in accordance with the preceding paragraph, if we determine that the Company is capable of performing the work in accordance with our standards, the Company will notify the Prospective Client Company of the consignment of the relevant interpretation services, etc. 3. Upon notification by the Company as stipulated in the preceding paragraph, a contract (hereinafter referred to as the "Interpreter Services Consignment Agreement") is formed between the registered company and the Company. 4. The registered company agrees in advance that the Company may sub-consign to the registered interpreter the interpretation services, etc. based on the interpretation services, etc. consignment contract concluded in accordance with the preceding paragraph. Article 6 (Offering Business) 1. In the event that the interpretation work, etc. for which the registered company has applied for entrustment in accordance with the preceding article is an Assignment service, the Company will, prior to the notification of entrustment in accordance with paragraph 2 of the preceding article, notify the prospective client of the account information of the registered interpreter who has applied for such Assignment service and whom we deem suitable to perform the work (hereinafter referred to as "Candidate Interpreter"). Depending on the nature of the Assignment work, the Company may send multiple Candidate Notifications, and there may be multiple Candidate Interpreters. However, we do not send these Notifications to all of the registered interpreters who have applied for a job. 2. The Company may give candidate notifications for a period of two weeks (hereinafter referred to as the "Candidate Recruitment Period") from the date of application by a prospective client company for consignment of the solicitation work. 3. The prospective client company shall, no later than 3 business days after the end of the Candidate Recruitment Period from the date of receipt of the Candidate Notification, give the Company a notice of approval of assignment (hereinafter referred to as "Assignment Notice"), designating the candidate interpreter(s) to whom the client company wishes to assign to the recruitment work. In the event that there is only one candidate interpreter, the assignment by the candidate interpreter shall be deemed to have been approved upon the expiration of the said period, unless the potential client company files an objection within 3 business days after the end of the Candidate Recruitment Period. 4. In the event that a prospective client company fails to notify the Company of an assignment, or the Company fails to notify a candidate during the candidate recruitment period, the Company may assign a registered interpreter designated by the Company to the recruitment task. 5. When a registered interpreter has been selected for assignment to a recruitment assignment in accordance with the preceding paragraphs, the Company will notify the client of its acceptance as stipulated in Paragraph 2 of the preceding article. Article 7 (Designated Services) 1. If the interpretation work, etc. for which a registered company has applied for entrustment in accordance with Article 5 of this Agreement is designated work, the Company will notify the registered interpreter designated by the company wishing to entrust the work (hereinafter referred to as "designated interpreter") of the designated work prior to the notification of entrustment in accordance with Article 5, Paragraph 2 of this Agreement. 2. After receiving a response from the designated interpreter to the effect that he/she approves the performance of the designated work after notification in accordance with the preceding paragraph, the Company will notify the prospective client company of the entrustment as stipulated in Article 5.2 of these Terms and Conditions. Article 8 (Performance of Interpretation Services) 1. A registered company shall prepare, at their own expense and responsibility, the computer equipment and network environment, etc. required for the performance of interpretation services. If the registered company is unable to perform the interpretation services due to a lack of preparation of such equipment, etc. caused by the registered company's intention or negligence, the registered company shall bear full responsibility, and the Company may demand compensation for damages incurred as a result of such failure. The registered company shall bear all network communication fees, etc. 2. If a registered company deems it necessary to send internal documents, etc. (limited to electronic data) to a registered interpreter in connection with the performance of interpreting services, the company may send such documents to the registered interpreter's account by uploading them to the company system. 3. The registered company shall grant permission for the Company or the registered interpreter to use (including adaptations as stipulated in Article 27 of the Copyright Act) internal materials, etc. to the extent necessary for the provision of this interpretation service or the performance of interpretation services. Article 9 (Preparation of Minutes in Interpretation Services) 1. If a registered company consigns the preparation of interpretation minutes based on interpretation data, etc. (hereinafter referred to as "interpretation minutes") as part of an interpretation service consignment agreement, we will upload the interpretation minutes to the registered company's account on the Company’s system after the completion of such interpretation service. The registered company can download the interpretation minutes from the account. 2. If a registered company finds a defect in the interpretation minutes (limited to typographical errors, omissions, or mistranslations), it may request that the Company correct such defect within three months from the date the interpretation minutes were uploaded. Article 10 (Copyright) 1. Data generated in the course of interpreting services (including, but not limited to, interpreting data, etc., minutes, and data generated on the contents of meetings, etc., which are the subject of interpreting services. Hereinafter referred to as "Interpretation Services Data"). The copyrights in the data (including, but not limited to, interpreting data, etc., minutes, and those that occur in the contents of the meetings, etc. that are the subject of the interpreting services) shall not be transferred to the Company, except for copyrights in works that were owned by the Company prior to the conclusion of the interpreting services contract("existing works"). In the event that such copyrights belong to the Company or the registered interpreter, the Company shall transfer such copyrights to the registered company. 2. If the interpreting work includes existing works, the Company will grant the registered company a license to use the existing works to the extent that the registered company uses such interpreting work in the course of its business. 3. The Company will not and will not allow registered companies to exercise their moral rights of authorship. 4. With respect to the transfer of copyrights under Section 1, the Company shall cooperate with the registered company in the registration procedures, etc. under the Copyright Act. 5. Registered companies shall grant the Company permission to use the copyrighted works in Paragraph 1 to the extent necessary for the provision of this interpretation service, performance of interpretation services, quality improvement of interpretation services, and other purposes as determined by us, and shall not exercise moral rights in connection therewith. Article 11 (Cancellation of Interpretation Services) 1. A registered company shall promptly notify the Company if it cancels the interpretation services entrusted under the interpretation services contract concluded in accordance with Article 5, Paragraph 3 of this agreement. Cancellation of an interpretation service contract will be confirmed when the Company notifies the registered company of its acceptance of the cancellation. After the cancellation is confirmed, the registered company shall pay the following cancellation fees to the Company. (1) Cancellation at least 120 hours prior to the scheduled date (hereinafter referred to as the "Scheduled Date"): free of charge (2) Cancellation made at least 72 hours and less than 120 hours prior to the scheduled date: 30% of the consignment fee (3) Cancellation made at least 48 hours and less than 72 hours prior to the scheduled date: 50% of the consignment fee (4) Cancellation made at least 24 hours and less than 48 hours prior to the scheduled date: 70% of the consignment fee (5) Cancellation within less than 24 hours from the scheduled date: 100% of the consignment fee 2. The registered company shall pay the cancellation fee based on the preceding paragraph by the end of the month following the month in which the cancellation is confirmed, by the method designated by the Company. Article 12 (Payment of Interpretation Services Commission Fee) 1. The registered company shall pay to the Company the interpreting service fee by the last day of the month following the month in which the date of performance of the interpreting service falls, in a method specified by us. 2. If the registered company delays payment of the consignment fee, the registered company shall pay a late fee at the rate of 14.6% per annum from the day following the due date until the payment date. 3. We shall not be obligated to refund the consignment fee under any circumstances. Article 13 (Translation Services) 1. If a registered company wishes to outsource translation work, it shall send the file the registered company wishes to have translated (hereinafter referred to as "pre-translated file") to the Company by uploading the file onto the Company's system or other method designated by the Company. 2. Upon conclusion of a contract for interpretation services, etc., which includes translation services, the Company will send the translated file (hereinafter referred to as the "Translated File") to the registered company by uploading the Translated File to the registered company's account on our system or by other method designated by the Company. 3. The registered company shall inspect the translated file for defects (limited to typographical errors, omissions, or mistranslations) within 10 days of receipt of the translated file (hereinafter referred to as the "Inspection Period"). Upon successful completion of such inspection, the acceptance inspection shall be deemed complete and the delivery of the translated files shall be deemed complete. If no objection is raised by the registered company during the inspection period, the translated file shall be deemed to have passed the inspection. 4. If a defect is found in a translated file as a result of the inspection described in the preceding paragraph, the registered company may request that the Company correct the defect. 5. The copyrights (including the rights under Article 27 and 28 of the Copyright Act) of the translated files shall be transferred from the Company to the registered company upon completion of delivery, except for the copyrights of the existing works. The Company shall not and shall not allow the registered company to exercise moral rights of authorship. 6. If the translated file contains existing works, we grant the registered company a license to use the existing works to the extent that the registered company uses the translated file in its business. 7. The registered company shall pay the Company the translation service fee by the end of the month following the month in which the delivery of the translated file is completed, in the method designated by the Company. The provisions of Article 12, Paragraphs 2 and 3 of this Agreement shall apply mutatis mutandis to payments under this Article. 8. If a Registered Company discovers a defect (limited to typographical errors, omissions, or mistranslations) in a translated file after completion of delivery, the Registered Company may request that the Company correct the defect within three months from the date of completion of delivery of the translated file. However, the Company does not guarantee the accuracy or fitness for a particular purpose of the content of the translated file. Article 13-2 (Cancellation of Translation Services) 1. A registered company shall promptly notify the Company if it cancels the translation services entrusted under the interpretation services contract concluded in accordance with Article 5, Paragraph 3 of this agreement. Cancellation of a contract for interpretation services, etc. shall be confirmed when the Company notifies the Registered Company of its acceptance of the cancellation. After the cancellation is confirmed, the registered company shall pay the following cancellation fees to the Company, depending on the performance of the translation work. (1) Before translation work begins: 5,000 yen (excluding tax) (2) After the translation work has been started: An amount specified by the Company based on the percentage of performance 2. The registered company shall pay the cancellation fee based on the preceding paragraph by the end of the month following the month in which the cancellation is confirmed, by the method designated by the Company. 3. If the cancellation by the registered company is after the translation work has started, we may deliver to the registered company the translated files created up to the point of cancellation (hereinafter referred to as "files in process") after the cancellation fee has been paid in accordance with the preceding paragraph. However, the Company shall not bear any responsibility for the contents of the file in progress. Article 14 (Prohibited Matters) Registered companies shall not engage in any of the following acts when using the interpretation service or receiving interpretation services, etc. (1) Paying compensation (whether directly or indirectly) to a registered interpreter for interpreting services, etc., without complying with the methods set forth in these Terms and Conditions. (2) Contacting a registered interpreter without the Company's assistance. (3) Entering into a contract for interpretation services with a registered interpreter without the Company's assistance. (4) Providing information on registered interpreters obtained through the use of this interpretation service to a third party. (5) Failure to respond to communications from the Company regarding interpretation services within three (3) business days after the conclusion of an interpretation services contract. (6) Any act that is deemed to constitute a failure to respond in good faith to the interpreting services after the conclusion of an interpreting service contract. (7) Direct orders to a registered interpreter (8) Selling or lending interpretation service data to a third party for a fee. (9) Infringement on the intellectual property rights, portrait rights, rights of privacy, honor, or other rights or interests of the Company, registered interpreters, other registered companies, or other third parties (including acts that directly or indirectly cause such infringement). (10) Transmitting false facts (11) Actions related to criminal acts or offensive to public order and morals (12) Transmitting obscene information or information harmful to young people (13) Transmission of information related to commercial activities such as sales, promotion, advertising, subscription or membership recruitment (except those approved by the Company), or use of the Interpretation Service for purposes different from those originally intended, such as transmission of information related to sexual relationships. (14) Violation of laws and regulations or internal rules of the Company or any industry organization to which the User belongs (15) Transmitting information that contains computer viruses or other harmful computer programs. (16) Attempting to reverse engineer or extract the source code of any software included in the Interpretation Service (17) Any act that may interfere with the Company's operation of the Interpretation Service (18) Other actions that the Company deems inappropriate Article 15 (Transcription Service) 1. Registered companies may use the transcription service by applying for use in the manner specified by the Company. 2. The transcription service is a service whereby the Company transcribes audio data related to the interpretation services of a registered company (hereinafter referred to as "interpretation voice data") and provides the transcribed file to the registered company. However, the Company acquires the interpretation voice data and does not provide it to the registered companies. 3. Registered companies applying for transcription services shall use the recording function on the Company's system when performing interpretation services. The Company shall acquire voice data for transcription through the use of such recording function. 4. Registered companies shall comply with the following items when using the transcription service. (1) To obtain consent from the person who is the subject of the recording for the Company to acquire voice data through the recording when using the recording function on the Company's system. (2) To take measures designated by the Company or follow the Company's instructions so that the voice of a person who refuses to be recorded is not included in the voice data when using the recording function on the Company's system. (3)To use the recording function on our system in an appropriate manner specified by the Company. (4) To maintain an appropriate environment for the use of recording functions on the Company’s system. (5) To use the recording function and transcription service only for the interpretation services applied for on the Company’s service. 5. The Company will transcribe based on the voice data of the registered company and provide the transcription file to said registered company. Registered companies shall use the transcription service at their own risk. The Company does not guarantee the performance of the recording function, the accuracy, fitness for purpose, or completeness of the contents of the transcription files, and assumes no responsibility for them. 7. In the event that a dispute arises between a registered company and a third party regarding the use of the recording function or the transcription service (including disputes arising from the failure to obtain consent for the acquisition of voice interpretation data), the registered company shall resolve the dispute at its own responsibility and expense. 8. The copyright of the interpretation voice data and transcription files belongs to the Company. However, we grant the registered company permission to use the copyrighted materials belonging to the Company (including permission to use them for third parties) to the extent necessary for the registered company to use the transcription files for its business purposes, and the Company does not exercise moral rights in relation to such use. However, the Company will not exercise our moral rights in relation to the use within the scope necessary for the registered company to use the transcription files for its business. 9. We handle interpreter voice data appropriately as personal information in accordance with our privacy policy. Article 15-2 (Minutes Service) 1. "Minutes Service" is a service in which the Company prepares and delivers minutes based on recorded data of meetings, business negotiations, etc. of registered companies on consignment from the registered companies. Registered companies may use the minutes service by applying for the service in the manner specified by the Company. 2. When requesting the preparation of minutes, the registered company shall submit the subject recorded data to the Company in the manner prescribed by the Company. The Company will prepare the minutes based on said recorded data and deliver them to the registered company. The date and method of delivery of the minutes will be notified by the Company upon receipt of the recorded data. 3. In using the Minutes Service, the registered company shall guarantee the following (1) Recorded data is handled as personal information in compliance with the Personal Information Protection Law, and the acquisition of such data is conducted in an appropriate manner. (2) The submission of recorded data to the Company and the preparation of minutes using such recorded data are within the scope of the purposes of use of personal information. (3) If (2) above does not apply, the consent of all persons whose voices are recorded in the recorded data has been obtained for the submission of the recorded data to the Company. 4. If there are any deficiencies in the recorded data, such as unclear audio, the Company will contact the registered company as soon as possible. If the registered company does not provide another copy of the recording with the deficiencies corrected, the Company will consider the request for the preparation of the minutes to have been cancelled. 5. Notwithstanding the provisions of the preceding paragraph, the Company reserves the right to refuse a request if the Company determines that the recorded data is so incomplete that it would be difficult to prepare the minutes of the meeting. 6. If a registered company finds a defect in the minutes (limited to typographical errors, omissions, or mistranslations), it may request that the Company correct such defect within three months from the date the minutes were uploaded. 7. The Company shall bear only the obligation to prepare the minutes based on the recorded data in accordance with the items specified by the Company and the obligations stipulated in the preceding paragraph, and shall not guarantee the accuracy, fitness for purpose, completeness, etc. of the contents of other minutes, and shall not bear any responsibility regarding the minutes. 8. In the event that a dispute arises with a third party regarding the minutes service (including disputes with third parties regarding the content of the minutes or acquisition of recorded data), the registered company shall resolve the dispute at its own responsibility and expense, and shall compensate the Company for any damages incurred by the Company as a result of such dispute. 9. The copyright of the minutes belongs to the Company. However, the Company grants the registered companies permission to use the copyrighted works belonging to the Company (including permission to use them for third parties) to the extent necessary for the registered companies to use the minutes in their business, and the Company will not exercise moral rights with respect to such use within the scope. 10. The Company will handle recorded data appropriately as personal information in accordance with our privacy policy, and will promptly erase recorded data when its use for the minutes service is finished. Chapter 3 Registered Interpreters Article 16 (Use of the Service) 1. Registered interpreters may use the following interpreting services (1) Browsing of registered companies and recruitment activities (2) Application for recruiting work (3) Consent to designated work (4) Management of interpreting services, etc. performed by registered interpreters (5) Other services incidental to the preceding items 2. The use of this interpreting service does not constitute an outsourcing contract of any kind between the registered interpreter and the registered company. Article 17 (Offering Business) 1. A registered interpreter who wishes to apply for a job (hereinafter referred to as a "Prospective Applicant") agrees to abide by the terms and conditions presented and may apply for such a job through the method designated by the Company. 2. Applications must be submitted by the registered interpreter who will be using the interpreting service, and in principle, applications by proxies are not permitted. However, the Company shall verify the identity of the registered interpreter by means of a user ID and password. 3. If a prospective applicant who has submitted an application as described in Paragraph 1 is deemed suitable for the job, the Company will notify the registered company that posted the advertised job (hereinafter referred to as the "listed company") of the applicant's account information. The Company does not notify the account information of all applicants who have applied in Paragraph 1 of this Article to the listed company. 4. After notification in accordance with the preceding paragraph, if the Company receives a response from the listed company approving the job assignment by the applicant, the Company will notify the approved applicant of the assignment to the advertised job. The notification of account information to the posting company does not guarantee an assignment to the advertised job. 5. Upon notification of the assignment by the Company as stipulated in the preceding paragraph, a contract (hereinafter referred to as a "Contract of Recommission of Interpretation Services, etc.") is formed between the registered interpreter and the Company, which contains the terms and conditions for the performance of the solicited services. The registered interpreter is obligated to perform the work. Article 18 (Designated Services) 1. When a registered company applies to the Company for entrustment of designated services, the Company will notify the registered interpreter designated by the registered company of such designated services by a method deemed appropriate by us. 2. Upon notification of the assignment of a registered interpreter in accordance with the preceding paragraph, the registered interpreter shall notify the Company of acceptance or non-acceptance within 5 business days of such notification. If no notice is given within the said period, the Company will deem that the registered interpreter has rejected the application for the designated services. 3. Notification of acceptance must always be made by the registered interpreter using this interpreting service himself/herself, and in principle, applications for application by a proxy are not permitted. However, the Company shall verify the identity of the registered interpreter by means of a user ID and password. 4. Upon notification of acceptance from the registered interpreter in accordance with the preceding two paragraphs, a subcontract agreement for interpreting services, etc. with the presented terms of performance will be established between the registered interpreter and the Company, and the registered interpreter will be obligated to perform his/her duties. Article 19 (Performance of Interpretation Services) 1. Registered interpreters shall provide interpreting services to the registered company in accordance with the subcontracting agreement for interpreting services, etc. concluded in accordance with the preceding article. 2. Registered interpreters shall prepare, at their own expense and responsibility, the computer equipment and network environment, etc. required for interpretation services. If the Registered Interpreter is unable to perform the interpretation services due to the Registered Interpreter's intentional or negligent failure to prepare such equipment, etc., the Registered Interpreter shall bear full responsibility and the Company may demand compensation for any damages incurred as a result. In the case of online interpretation services, all network communication charges shall be borne by the registered interpreter. 3. In the event that a registered interpreter receives in-house materials from a registered company in accordance with Article 8.2 of this agreement, the registered interpreter shall view and use such in-house materials in his/her account on our system only for the purpose of performing interpreting services. Registered interpreters may not download in-house materials from their account or use them for any other purpose without the prior consent of the Company. 4. Registered interpreters shall delete internal documents and other materials from their accounts as soon as possible after the performance of interpreting services is completed. In the event that the registered interpreter does not delete the material, we will delete the material. 5. Registered interpreters shall indemnify the Company for any damages incurred by the Company as a result of delay or non-performance of interpreting services. Article 20 (Copyright) 1. The copyrights (including, but not limited to, interpreting data, minutes, and content of meetings, etc.) belonging to the registered interpreter shall be transferred to the Company. The consideration for such assignment shall be included in the commission based on the Interpreting Services Re-Consignment Agreement paid in accordance with Article 23 of these Terms and Conditions. 2. Registered interpreters shall not exercise moral rights against the Company, persons designated by the Company, or registered companies. 3. Registered interpreters shall cooperate with the registered company or the company in the registration procedures under the Copyright Act, etc., regarding the transfer of copyrights in accordance with Paragraph 1. Article 21 (Minutes of Interpretation) 1. Registered interpreters shall upload interpreting minutes on their accounts by the date specified by the Company after the completion of interpreting work, if such work is included in the scope of the subcontract agreement. 2. The registered interpreter shall comply with our request to correct any defects in the interpretation minutes, such as typographical errors, omissions or mistranslations, if requested by the Company within 6 months from the date of uploading in accordance with the preceding paragraph. 3. Registered interpreters shall delete files, etc. kept on hand promptly after uploading the interpreting minutes they have created in accordance with Paragraph 1. Article 22 (Reporting) Registered interpreters shall report the completion of their interpretation services, etc. to the Company in a manner designated by us. Article 23 (Payment of Interpretation Services Commission Fee) 1. In the event that interpretation services, etc. are performed by a registered interpreter based on a subcontract agreement for interpretation services, etc., the Company will pay the commission for such interpretation services, etc. to the registered interpreter by the end of the second month following the month in which the report based on the preceding article is made, by way of wire transfer to the account designated by the registered interpreter. The registered interpreter shall bear the bank transfer fee for such a consignment fee. 2. If there are different terms and conditions of performance of each interpretation service with respect to payment, such terms and conditions shall prevail over the provisions of these Terms and Conditions. Article 24 (Translation Services) 1. Upon the conclusion of a subcontract agreement for interpretation services, etc., which includes translation services, the registered interpreter shall promptly receive the pre-translation file from the Company by downloading the pre-translation file uploaded to the registered interpreter's account or by other means specified by the Company. 2. The Registered Interpreter shall deliver the translated file to the Company by the method specified by the Company by the date specified by the Company. 3. The Company shall inspect the translated file for defects (such as typographical errors, omissions, or mistranslations) within 10 days of receipt of the translated file (hereinafter referred to as the "Inspection Period"). Upon successful completion of such inspection, the acceptance inspection shall be deemed complete and the delivery of the translated file shall be deemed complete. If no objection is raised by the Company during the inspection period, the translated file shall be deemed to have passed the inspection. 4. If, as a result of the inspection described in the preceding paragraph, a defect is found in the translated file, the Company will notify the registered interpreter of such defect, and the registered interpreter shall correct such defect free of charge. 5. The copyright (including rights under Articles 27 and 28 of the Copyright Act) of the translated file shall be transferred from the registered interpreter to the Company upon uploading in accordance with Paragraph 2. The consideration for such transfer shall be included in the consignment fee based on the Interpreter Services Agreement to be paid in accordance with Article 23 of these Terms and Conditions. Registered interpreters shall not exercise their moral rights against the Company, persons designated by the Company, or registered companies. 6. The Registered Interpreter shall comply with our request for correction of defects such as typographical errors, omissions, or mistranslations in the Translated File without charge only within six (6) months from the date of completion of the delivery. Article 25 (Duty of Confidentiality) Registered interpreters shall use all information (including interpreting content) obtained through interpreting services, etc., regarding the registered company only for the purpose of performing the interpreting services, etc., and shall not provide, disclose or divulge such information to third parties. Article 26 (Introductory Video) 1. Registered interpreters shall cooperate with the Company in the creation of a video introducing the registered interpreter. 2. The Registered Interpreter agrees to the use of the Introductory Video for posting on our system or the Registered Interpreter's account, sending to registered companies, and other uses as necessary to provide this interpretation service. 3. In principle, the rights to the introductory video shall belong to the Company, and the rights belonging to the registered interpreter shall be transferred to the Company. Registered interpreters shall not exercise any rights or raise any objections regarding the use or editing of the introductory video. Article 27 (Prohibited Matters) Registered interpreters shall not engage in any of the following acts when using this interpretation service or performing interpretation services, etc. (1) Obtaining compensation for interpretation services, etc. from a registered company(whether directly or indirectly) without prior consent from the Company. (2) Contacting a registered company without the Company's assistance. (3) Conclusion of a contract for interpretation services with a registered company without our mediation. (4) Providing information on interpretation services, etc. obtained through the use of this interpretation service to a third party. (5) Failure to respond to communications from the Company regarding interpretation services within 3 business days after the conclusion of a subcontract for interpretation services,etc. (6) Any act that is deemed to constitute a failure to respond in good faith to said interpretation services after the conclusion of a subcontract for interpretation services, etc. (7) Any objection to the evaluation by the registered company. (8) Infringement on the intellectual property rights, portrait rights, rights to privacy, honor, or other rights or interests of the Company, other registered interpreters, or other third parties (including acts that directly or indirectly cause such infringement). (9) Transmitting false facts (10) Actions related to criminal acts or offensive to public order and morals (11) Transmission of obscene information or information harmful to youth (12) Transmitting information related to commercial activities such as sales, promotion, advertisement, subscription or membership recruitment (except those approved by the Company), or transmitting information related to personal relationships, or using the Interpretation Service for any other purpose different from the originally intended purpose. (13) Violation of laws and regulations or internal rules of the Company or the industry association to which the registered interpreter belongs. (14) Transmitting information that contains computer viruses or other harmful computer programs. (15) Attempting to reverse engineer or extract the source code of any software included in the Interpretation Service (16) Any act that may interfere with the Company's operation of the Interpretation Service (17) Other actions that the Company deems inappropriate Article 28 (Transcription Service) 1. If a registered interpreter is asked by a registered company to consent to a recording for transcription services during the performance of interpreting services and agrees to this, the registered interpreter agrees that the copyright of the voice data obtained by the company from the recording belongs to the company and that the company may use the data for the automated transcription service. The user agrees to the Company's use of such data for the purpose of the automated transcription service. 2. The Company handles voice data appropriately as personal information in accordance with our privacy policy. 3. Transcription files provided to registered companies by the Transcription Service are not provided to registered interpreters. Chapter 4 Liability and Warranty Article 29 (Compensation for Damages) In the event that the User causes damage to the Company in violation of any provision of these Terms of Use or in violation of an interpretation service outsourcing agreement or interpretation service sub-consignment agreement that has been concluded, the User shall indemnify the Company for such damage. Article 30 (Disclaimer of Warranty and Disclaimer of Liability) 4. The Company does not guarantee the conclusion of an interpreting service outsourcing contract or an interpreting service sub-consignment contract to the User. 5. The Company does not guarantee the accuracy, fitness for purpose, completeness, etc. of the contents of the interpretation services, etc. and the minutes downloaded on our system to the user. 6. The Company shall not be liable for any damages incurred by the User in connection with the Interpretation Service, except for intentional or gross negligence. Article 31 (Report of Accidents) 1. In the event that the User determines that an accident specified in any of the following items (hereinafter referred to as "Accident") has occurred or is likely to occur upon or in connection with the performance of interpretation services, etc., the User shall promptly report to the Company to that effect. (1) Leakage of information (2) Infringement of the business or rights of any third party due to the User's ownership, use or management of a computer system or other information system or the User's provision of electronic information 2. In the event that the User receives instructions from the Company to report details of an accident reported to the Company in accordance with the preceding paragraph, the User shall promptly respond to such instructions. 3. If an accident reported in accordance with Paragraph 1 is within the scope of insurance coverage contracted by the Company, the Company may apply such insurance. However, the Company does not guarantee insurance coverage to the User. 4. The registered interpreter shall, prior to applying for a recruitment assignment or before giving notice of acceptance to a designated assignment, warrant to the Company that, to the best of his/her knowledge, there has been no accident or threat of accident with respect to such recruitment assignment or designated assignment. 5. The registered interpreter shall submit a copy of the registered interpreter's ledger(hereinafter referred to as the "Ledger") to the Company for the purpose of insurance coverage as stipulated in the preceding paragraph. In addition, the Registered Interpreter shall promptly respond to any request by the Company to submit a copy of the Ledger at any time. However, submission of the Ledger does not guarantee insurance coverage. 6. In the event that a registered interpreter fails to submit the ledger as stipulated in the preceding paragraph, fails to inform the Company of facts known to the Company regarding the ledger, or falsifies or alters the Ledger, the registered interpreter agrees that the insurance may not cover the accident of the said registered interpreter, and shall indemnify the Company for any damages incurred by the Company as a result thereof. The Company shall compensate for any damages incurred by the Company as a result of such misrepresentation or falsification. Chapter 5 Other Article 32 (Acquisition of Data) 1. The performance of online interpretation services shall be carried out through the Company’s system via online communication in accordance with the terms and conditions of performance presented. 2. The User agrees in advance that interpretation data, etc. will be acquired by the Company and stored on the Company's servers as a result of the online communication described in the preceding paragraph. 3. The User may not request disclosure of interpretation data, etc. stored on the Company's servers. However, as long as we have uploaded interpretation data, etc. to the user's account, the user may view and replay the interpretation data, etc. on said account. 4. The Company shall treat interpretation data, etc. as confidential information in accordance with the provisions of Article 34 of this Agreement. Article 33 (Text Log Service) 1. Users may use the Text Log Service by applying for use in the manner prescribed by the Company. 2. To a user who has applied for the use of the Text Log Service in accordance with the preceding paragraph, the Company shall, after performing interpretation services for said user, provide a text file of the interpretation data, etc. of said interpretation services (hereinafter referred to as a "text file"). 3. The copyright of the text file provided in accordance with the preceding paragraph shall be transferred from the Company to the user, except for the copyright of the existing works. In the event that a text file contains a pre-existing work, we will grant the user permission to use the pre-existing work to the extent that the user uses the text file for business purposes, and will not exercise moral rights with respect to such use within the scope of the pre-existing work. 4. There shall be no charge for the use of the text log service. 5. The Company does not guarantee the accuracy, fitness for purpose, completeness, etc. of the contents of text files to users. Article 34 (Confidentiality) 1. In this agreement, "Confidential Information" means all information concerning a registered company (including the content of interpretation) obtained in connection with this interpretation service, information disclosed by a registered interpreter with a particular designation of confidentiality, and information disclosed by the Company to a user with a designation of confidentiality. However, the following information shall be excluded from Confidential Information (1) That which was already generally known or known to the public at the time it was provided or disclosed, or at the time it became known or known to the public. (2)After being provided, disclosed, or acquired, the information that has become public knowledge through publications or other means due to reasons not attributable to the individual. (3) Legally obtained from a third party authorized to provide or disclose the information without being obligated to maintain confidentiality (4) Developed independently without confidential information (5) That which confidentiality is confirmed in writing by the disclosing party to the effect that confidentiality is not required 2. The Company and the User shall use confidential information solely for the purpose of providing or improving the quality of this interpretation service, performing interpretation services, etc., or using this interpretation service, and shall not provide, disclose, or divulge confidential information to any third party without the written consent of the disclosing party. However, the Company may disclose such information to registered interpreters or registered companies to the extent necessary for the provision of the Interpretation Services or the performance of interpreting services, etc. 3. Notwithstanding the provisions of Paragraph 2 above, the Company and the User may disclose Confidential Information in response to an order, demand, or request by law, court, or government agency. However, the User shall promptly notify the Company of any such order, request or demand. 4. The User shall return or destroy the Confidential Information, documents and other recorded media containing the Confidential Information, and all copies thereof, without delay and in accordance with the Company's instructions, whenever requested to do so by the Company. Article 35 (Transfer of Status under Service Usage Contract) The User may not assign, transfer, pledge, or otherwise dispose of the position, rights, or obligations under the Interpreter Services Agreement or Interpreter Services Subcontract Agreement to a third party without the prior written consent of the Company. [Established September 2, 2019] [Revised June 4, 2020] [Revised November 1, 2020] Revised on February 1, 2021 Revised on May 1, 2022 Individual Terms of Translation Subscription Service Translation Subscription Service Individual Terms and Conditions (hereinafter referred to as the "Individual Terms and Conditions") sets forth the terms and conditions for the use of the Translation Subscription Service (hereinafter referred to as the "Translation Service") provided by OCiETe, Inc. (hereinafter referred to as the "Company") Article 1 (Applicability) 1. These Specific Terms and Conditions shall be applied together with the Common Terms and Conditions separately stipulated by the Company ("Common Terms and Conditions"). 2. In the event of any discrepancy between the content of these Specific Terms and the Common Terms, the content of these Individual Terms shall prevail. 3. The Translation Service is provided to users registered in accordance with the Common Terms. If a user's registration is cancelled or the Service Usage Agreement is terminated in accordance with the provisions of the Common Terms, the Company will terminate the provision of the Translation Service to the user in question. Article 2 (Definitions) The following terms used in these Individual Terms and Conditions shall have the meanings set forth below 1. "Translation Services" means the online business translation services provided by the Company on a subscription basis. 2. "Translation Subscription Service Usage Agreement" means the agreement between the Company and the user, which is based on these Specific Terms and Conditions. 3. "Translation User" means a user who uses the Translation Service by concluding a Translation Subscription Service Usage Agreement with the Company. 4. "Files, etc. to be translated" means files, documents, videos, images, etc. that the Translation User wishes to have translated. 5. "Translated File, etc." means a file, document, video, or image, etc., after the Company has translated the File, etc., to be translated. Article 3 (Application for Use) 1. A user who wishes to use the Translation Service (hereinafter referred to as "Prospective User") agrees to comply with these Individual Terms and Conditions, and submits an application form or application screen (hereinafter collectively referred to as "Application Form, etc.") provided by the Company. 2. The Company will determine whether or not a translation applicant may use the Translation Service in accordance with the Company’s standards, and if the Company approves the applicant's use of the Translation Service, the Company will notify the applicant to that effect. 3. A contract for the use of the Translation Subscription Service is formed between a person who wishes to use the Translation Subscription Service and the Company upon notification by the Company as set forth in the preceding paragraph. 4. The Company reserves the right to reject an application for use if any of the following circumstances apply to the applicant (1) When the Company determines that there is a possibility of violation of these individual terms and conditions or the common terms and conditions. (2)When all or part of the information provided to the Company is false, erroneous, or omitted (3) Other cases in which the Company deems the use of the Service to be inappropriate Article 4 (Use of this Translation Service) 1. The purpose of this translation service is to provide online translation services for business. 2. The Translation User may use the Translation Service up to the limit stated in the application form, etc. Article 5 (Sending of Files for Translation) 1. The Translation User shall send the file(s) to be translated to the Company by the method designated by the Company (including uploading the file(s) to the Company's system) and request the Company to provide translation services. 2. Ownership, copyrights, and other intellectual property rights to the pre-translated files, etc. are reserved by the Translation User. 3. The Translation Service User grants to the Company or a person designated by the Company permission to use the Pre-Translated File, etc. for the purpose of providing or improving the quality of the Translation Service or performing the Translation Services. The Translation User shall not exercise moral rights of authorship against the Company or any party designated by the Company. Article 6 (Performance of Translation Services) 1. The Company will perform the translation work and send the translated file(s) to the Translation User by the method specified by the Company by the date specified by the Translation User. 2. The Translation User shall inspect the Translated File etc. for defects (limited to typographical errors, omissions, or mistranslations) within 10 days of receipt of the Translated File (such period hereinafter referred to as the "Translation Inspection Period"). Upon successful completion of such inspection, the acceptance inspection shall be deemed complete and the delivery of the Translated File shall be deemed complete. If no objection is raised by the Translated File User during the translation inspection period, the Translated File shall be deemed to have passed the inspection. 3. If, as a result of the inspection described in the preceding paragraph, a defect is found in a translated file, the Translated User may request that the Company correct such defect. Article 7 (Recommissioning) 1. The Company may sub-consign the translation work to a person designated by the Company (hereinafter referred to as "Sub-Contracted Translator"). 2. The Company may disclose to the Sub-Contracted Translator confidential information about the Translation User, including pre-translated files, etc., which the Sub-Contracted Translator may use for the purpose of performing the translation work. However, the Company shall impose on the Sub-Contracted Translator an obligation equivalent to the confidentiality obligation the Company has under these Individual Terms and Conditions. Article 8 (Copyright) 1. Upon completion of delivery, the copyrights (including rights under Articles 27 and 28 of the Copyright Act) in the translated files, etc. shall be transferred from the Company to the Translation Service User, except for copyrights in works owned by the Company prior to the conclusion of the Translation Subscription Service Agreement ("Existing Works"). 2. In the event that the Translated File contains an Existing Work, the Company grants the Translated User a license to use the Existing Work to the extent that the Translated User uses the Translated File in the course of his/her business. 3. The Company shall not and shall not allow any Translation User to exercise his/her moral rights. 4. The Translation User grants to the Company permission to use the Translated File, etc. to the extent necessary for the Company to provide or improve the quality of the Translation Service or to perform the Translation Services. 5. If the Translated File is found to be defective (limited to typographical errors, omissions, or mistranslations) after the completion of delivery of the Translated File, the Translated User may request the Company to correct such defects within three (3) months from the date of completion of delivery of the Translated File. However, the Company does not guarantee the accuracy or fitness for a particular purpose of the contents of the translated file. Article 9 (Cancellation) 1. The Translation Service User shall promptly notify the Company of any cancellation of translation work requested in accordance with Article 5.1 of these Specific Terms and Conditions. Such cancellation shall be finalized when the Company notifies the Translation Service User that it accepts the cancellation. After the cancellation is confirmed, the company registered as a Translation Service User shall pay the following cancellation fees to the Company, depending on the status of the performance of the translation work. (1) Before translation work begins: 5,000 yen (excluding tax) (2) After the translation work has been started: An amount specified by the Company based on the percentage of performance 2. The Translation User shall pay the cancellation fee based on the preceding paragraph by the last day of the month following the month in which the cancellation is confirmed, by the method designated by the Company. 3. If the cancellation by the Translation User is made after the translation work has started, the Company may, after paying the cancellation fee in accordance with the preceding paragraph, demand that the Translation User hand over the translated files, etc. created up to the time of cancellation (hereinafter referred to as "files in progress, etc."). However, the Company shall not bear any responsibility for the contents of the Files in Progress, etc. Article 10 (Usage Fees) 1. The Translation User shall pay the Company the fees for the Translation Service in the manner designated by the Company. 2. In the event that a Translation User delays payment of the Usage Fees, the Translation User shall pay late fees at the rate of 14.6% per annum from the day following the due date until the date of payment. 3. The Company shall not be obligated to refund the usage fee under any circumstances. Article 11 (Prohibited Matters) In using the Translation Service, Translation Users shall not engage in any of the following acts (1) Providing information of other users obtained through the use of this translation service to a third party. (2) Failure to reply to communications from the Company (3) Using the Translated File, etc. to develop the same or similar business as the Translation Service. (4) Infringe on the intellectual property rights, portrait rights, rights of privacy, honor, or other rights or interests of the Company, other Users, or other third parties (including acts that directly or indirectly cause such infringement). (5) Transmitting false facts (6) Actions related to criminal acts or offensive to public order and morals (7) Transmitting obscene information or information harmful to youth (8) Transmitting information related to commercial activities such as sales, promotion, advertisement, subscription, or membership recruitment (except those approved by the Company), or transmitting information related to sexual relationships, or using the Translation Service for any other purpose different from the originally intended purpose. (9) Violation of laws and regulations or internal rules of the Company or any industry organization to which the User belongs (10) Transmitting information that contains computer viruses or other harmful computer programs. (11) Attempting to reverse engineer or extract the source code of software included in this translation service (12) Any act that may interfere with the operation of this translation service by the Company (13) Other activities that the Company deems inappropriate Article 12 (Change of Contents and Termination of this Translation Service) 1. The Company may change the contents of the Translation Service or terminate the provision of the Translation Service at any time for the Company's own convenience. If the Company terminates the provision of the Translation Service, the Company shall notify the Translation User in advance. 2. The Company shall not be liable for any damages incurred by the Translated User as a result of actions taken by the Company in accordance with the preceding paragraph. Article 13 (Disclaimer of Warranty and Disclaimer of Liability) 1. The Company does not guarantee the accuracy, fitness for purpose, completeness, etc. of the content of the translation work provided in the Translation Service to Translation Users. 2. The Company shall not be liable for any damages incurred by a Translation User in connection with the Translation Service, except in cases of intentional or gross negligence on the part of the Company. 3. In the event that the Company is liable for damages to a Translation Service User, the Company’s liability shall be limited to the total amount of the commission actually received by the Company from the Translation Service User during the past one (1) year from the time the damage occurred. Even if the disclaimer in this paragraph is invalid under the Consumer Contract Act or other applicable laws and regulations, the Company shall be exempted from liability to the maximum extent permitted by applicable laws and regulations. Article 14 (Confidentiality) 1. "Confidential Information" as used in these Terms and Conditions shall mean the files, etc. to be translated, the files, etc. that have been translated, and any information to be disclosed in connection with the Translation Services, designating such information to be confidential. However, the following information shall be excluded from Confidential Information (1) That which was already generally known or known to the public at the time it was provided or disclosed, or at the time it became known or known to the public. (2) After being provided, disclosed, or acquired, the information has become public knowledge through publications or other means due to reasons not attributable to the individual. (3) Legally obtained from a third party authorized to provide or disclose the information without being obligated to maintain confidentiality (4) Developed independently without confidential information (5) Confidentiality is confirmed in writing by the disclosing party to the effect that confidentiality is not required 2. The Company and Translation Users shall use Confidential Information solely for the purpose of providing or improving the quality of the Translation Services, performing translation work, or using the Translation Services, and shall not provide, disclose, or leak Confidential Information to any third party without the written consent of the disclosing party. However, the Company may disclose the Confidential Information to registered interpreters or registered companies to the extent necessary for the provision of the Translation Services or the performance of interpretation services, etc. 3. Notwithstanding the provisions of Paragraph 2, the Company and the Translation Users may disclose Confidential Information in response to an order, request, or demand by law, a court, or a government agency. However, upon such order, request, or demand, the Translation User shall promptly notify the Company thereof. 4. The Translation User shall, whenever requested by the Company, return or destroy the Confidential Information, any documents or other recorded media containing or containing the Confidential Information, and all copies thereof, without delay and in accordance with the Company's instructions. Article 15 (Transfer of Status under Service Usage Contract) Translation Service Users may not assign, transfer, pledge, or otherwise dispose of their position under the Translation Subscription Service Agreement or their rights or obligations under these Terms of Use to any third party without the prior written consent of the Company. [Established June 4, 2020] [Revised November 1, 2020] Revised on March 1, 2022 Revised on May 1, 2022