Terms of Service

Article 1 (Contents and Scope of this Service)

The Service includes the following functions and all SaaS/PaaS-type platform and API services associated or related thereto

SaaS/PaaS platforms and API services to be covered
360°Car, 360°Bike, 360°Homes, 360°Auction, 360°Shop, Neural360.ai, Remote360.live, and other 360°-related services that we currently offer or plan to offer in the future.

APIs associated with each service
Functions related to the Application Programming Interface (API) provided in connection with each service and the means to link data with external systems, etc.

AI functions to be included in each service
Processing functions based on various AI technologies, including image recognition, voice recognition, video recognition, natural language processing, information analysis, analytical processing, and generative AI.

Supported Applications
The following applications are included for each service.

• (1) Mobile applications for iOS and Android
• (2) Applications for various tablets
• (3) Various browser applications for Windows, Mac, and Linux OS

Functions related to 360° images and videos
A series of functions to automatically generate, distribute, view, manage, and store 360° images and videos.

Intermediate deliverables generated in connection with AI processing and content generation
A set of related data generated in the process of generating final deliverables, such as model output, analysis logs, feature data, metadata, etc.

Other features and services that are incidental or related
Includes enhanced and customized features, technical support and maintenance services, as well as new features and services that may be added in the future.

Article 2 (Purpose and Application of these Terms and Conditions)

These Terms of Use define the terms and conditions of use of the Service provided by the Company, and shall apply to all contractual relationships established between the Company and users (including corporations, individuals, organizations, etc.) with respect to the use of the Service. These Terms of Use shall apply to all contractual relationships established between the Company and users (including corporations, individuals, organizations, etc.) with respect to the use of the Service.

Any guidelines, operating rules, policies, or other terms of use (hereinafter collectively referred to as "Individual Regulations, etc.") presented by the Company through its website, applications, e-mails, or other means in connection with the Service shall constitute a part of this Agreement. In the event of any inconsistency or conflict between such Individual Regulations, etc. and these Terms of Use, such Individual Regulations, etc. shall take precedence over these Terms of Use.

You are deemed to have legally agreed to all of the terms and conditions of this Agreement at the time you apply to register to use the Service, or at the time you actually use all or part of the Service, whichever is earlier, regardless of the name under which you may be known.

Article 3 (Definitions)

The definitions of key terms used in this Agreement are as follows

"Our Website" means the domain "360.car", "360.bike", "360.homes", "360.auction", "360.shop", "neural360.ai", "remote360.live" and other similar websites operated by us.

"User" means any person (corporation, individual, group, etc.) who uses the Service, including "Subscriber" and "Prospective User".

"Subscriber" means a corporation, organization, or business individual who has completed registration for use of the Service in a manner prescribed by the Company.

Service "Agreement" means the service provision agreement between the Company and the Subscriber, which is based on these Terms and Conditions.

"Content" means any and all information (including 360-degree images, 360-degree videos, images, videos, AR, VR, CG, text, audio, programs and codes) sent, received, displayed, stored, processed or generated on the Service.

"User Content" means any Content that a User uploads, creates or stores on the Service.

"User Data" means 360° images, videos, audio, text and other data provided and uploaded by users to the Service.

"Intermediate deliverables" means intermediate output generated in the process of AI processing or various content generation functions, including but not limited to the following items

• (1) Output results of machine learning models (e.g., image recognition results, classification scores, etc.)
• (2) Analysis-related information such as feature data, embedded data, segmentation maps, etc.
• (3) Process records such as analysis logs, process logs, and historical data
• (4) Metadata (e.g., date and time of shooting, location information, processing conditions, device information, etc.)
• (5) Temporary components and ancillary data to make up the final deliverable.

"Intellectual Property Rights" means all rights related to copyrights (including the rights set forth in Articles 27 and 28 of the Copyright Act), patents, utility model rights, trademarks, design rights, know-how, trade secrets, database rights, modified works, and other intellectual creations.

Article 4 (Agreement to Terms and Use by Minors)

Users shall read the entire agreement carefully before using the Service, and shall fully understand and agree to the contents of the agreement before using the Service. If you do not agree, you may not use the Service.

If the User is a minor, the User shall use the Service with the express consent of his/her legal representative (parental authority, guardian, etc.), and the Company shall deem that the User has given such consent when the User uses the Service.

When using the Service as a corporation or an organization, the applicant for use shall warrant that he/she has the legitimate authority to represent said corporation or organization and to agree to these Terms of Use, and if said warranty is false, said corporation or organization shall assume all obligations under these Terms of Use.

Article 5 (Amendment of Terms and Conditions)

We reserve the right to change the contents of this Agreement without obtaining the prior consent of users in the event that we deem that there is a legal amendment, change in service content, operational necessity, or other reasonable reason.

The content and effective date of the revised Terms of Use shall be made known to users by posting the revised Terms of Use on the Company's website or by any other method deemed appropriate by the Company.

If a user does not agree to the modified terms, such user shall immediately discontinue use of the service and cancel or terminate membership in accordance with the procedures prescribed by the Company.

If a user uses the Service after the effective date of the revised Terms of Use, such user will be deemed to have agreed to the revised Terms of Use.

Article 6 (Cooperation with External Services and Suspension or Modification of Functions)

We reserve the right to change, add, or remove various features of the Service, including AWS, Stripe, Zoom, YouTube, Google Drive, and other external services, at our discretion and without notice.

We may temporarily interrupt, limit, suspend or terminate all or part of the Service without prior notice to users in any of the following cases

• (1) When there is a need for system maintenance or failure response
• (2) In the event of force majeure such as natural disasters, accidents, power outages, etc.
• (3) When measures based on amendments to laws and regulations or guidance from administrative agencies are necessary
• (4) For any other reason that the Company deems unavoidable.

The Company does not guarantee the constant provision or continuous operation of the Service, and may suspend or terminate the Service in whole or in part at any time.

The Company does not guarantee the constant provision or continuous operation of the Service, and may suspend or terminate the Service in whole or in part due to unavoidable circumstances.

For some functions of this service, various API-based processes (e.g., video posting, payment processing, file storage, etc.) can be performed by linking the user's account with the following external services.

• (1)AWS ( https://aws.amazon.com/jp/aup/ )
• (2)Stripe ( https://stripe.com/jp/legal/consumer )
• (3)YouTube ( https://www.youtube.com/t/terms )
• (4)Google Drive ( https://www.google.com/drive/terms-of-service/ )
• (5)Zoom ( https://explore.zoom.us/ja/legal/zoom-api-license-and-tou/ )

When linking with external services as specified in the preceding paragraph, we will access and use only the minimum information necessary to execute the relevant functions within the scope of authentication scopes such as OAuth 2.0, etc. specified by each service. We will not acquire, use, view, or store any information for any purposes other than those mentioned above. In addition, we will not access any user confidential information, historical information, or any other information that is not necessary for collaboration.

Of the Services, when users link their Google accounts, they can post videos to the YouTube channel through the API. In this case, the Company will access and use the minimum information necessary for video posting only within the scope permitted by Google OAuth 2.0. We do not access, view, store, or use any of the user's video listings, play history, comments, or analytic information.

In linking with external services as stipulated in the preceding paragraphs, the User shall comply with the terms of use and related laws and regulations stipulated by the providers of such services.
User shall, at User's own expense and responsibility, maintain the equipment, software, Internet connection environment, and appropriate security measures necessary for use of the Service, and shall not hold Company liable for any malfunction or damage caused thereby.

Article 7 (Account Registration and Management)

To use the Service, the user must register an account (including obtaining an ID and password) in a manner prescribed by the Company and obtain the Company's approval. After the registration is completed, the Service can be used.

In any of the following cases, the Company may refuse to accept the application or terminate the account already registered.

• (1) When an application is made not in accordance with the application method specified by the Company
• (2) When the application is submitted by a person who has violated these Terms and Conditions or individual provisions in the past and has been subject to suspension of use, etc.
• (3) When the Company reasonably determines that the application was made by fraudulent means
• (4) If the registration information contains false, erroneous, or inaccurate information
• (5) When we deem it inappropriate for any other reasonable reason.

The User shall strictly manage the ID and password granted by the Company at his/her own responsibility, and shall not transfer, lend, change the name of, or pledge as collateral the ID and password to any third party.

When a user accesses the Service with a registered ID and password, we will consider all such actions to have been performed by the user in question.

In the event that a user discovers that his/her ID or password has been stolen or misused by a third party, the user shall immediately report such to the Company and follow the Company's instructions.

Article 8 (Change of Registered Information)

If there is any change in the registered information, the User shall promptly make the change in accordance with the procedures prescribed by the Company.

We will not be liable for any disadvantage or damage caused by the user's failure to follow the procedures for changes described in the preceding paragraph.

Article 9 (Usage Fees, Payment, and Contract Term)

Pricing and options

• (1) Fees and option fees for this service shall be as presented on the Company's website, application form, quotation, or other means designated by the Company.
• (2) The Company reserves the right to change the fee structure, plan contents, or fee amount as necessary. In the event of such changes, the user shall confirm the details of the changes, and if the user does not agree with the changes, the user may terminate the contract by following the prescribed procedures.

Payment Method

• (1) The user shall select from bank transfer (only in Japan), credit card payment, convenience store payment (only in Japan), and other payment methods specified by the Company, and shall pay by the deadline specified by the Company.
• (2) In the event of a dispute over the payment of usage fees, the User shall resolve the dispute at his/her own expense and responsibility.

Charges and delays for paid services

• (1) When a user uses a paid plan, the user shall pay the prescribed fee determined separately by the Company.
• (2) If a user delays payment, we may suspend provision of all or part of the Service, and may charge a late payment penalty at the rate of 14.6% per annum.

Contract Term and Early Termination

• (1) The contract period shall be the period specified on the Company's website or in individual quotations.
• (2) At the expiration of the contract term, the prescribed renewal or termination procedures shall be performed.
• (3) As a general rule, no mid-term cancellation is allowed during the contract period. Even in the case of voluntary mid-term cancellation by the user, the already paid usage fees will not be refunded, and the user shall be obligated to pay the usage fees corresponding to the remaining unpaid portion of the contract period.

Upgrades and Downgrades

• (1) Plan upgrades are effective immediately upon confirmation of payment by the Company and do not affect the starting date of the existing contract period.
• (2) Downgrades may be applied for only when the conditions specified by the Company are met; if the conditions are not met, the current plan will continue as is.

Article 10 (Data Backup)

Users shall, at their own responsibility and expense, obtain backups of data uploaded or created on the Service (User Data) from time to time.

The periodic backups on the server that we voluntarily perform are for disaster response and maintenance purposes only, and do not guarantee the recovery of individual user data.

We shall not be liable for any loss or corruption of user data.

Article 11 (Intellectual Property Rights)

Copyrights, patent rights, trademark rights, design rights, know-how, and other intellectual property rights ("Intellectual Property Rights") related to programs, software, designs, components, text, images, logos, and all other content provided and displayed in connection with the Service and the Company's website (hereinafter referred to as the "Company") or a third party licensed by the Company based on the Company's legitimate authority.

Intellectual property rights in any images, video, audio, text, numerical values, or other data uploaded or provided by a User through the Service ("User Data") shall remain the property of the User. Intellectual property rights in the images, videos, audio, text, numerical values, and other data uploaded or provided by users through the Service ("User Data") that were taken or created by users themselves shall remain the property of the relevant users.

The license granted by the Company to the User under these Terms of Use shall not constitute a transfer or sublicense of intellectual property rights, but shall remain a non-exclusive, non-transferable right of use limited to the scope of the purpose of use of the Service.

Intellectual property rights in any deliverables (hereinafter referred to as "Intermediate Deliverables") generated by the Company's automatic processing, conversion, analysis, correction, synthesis, statistical processing, or other technical processing of User Data in connection with the provision of the Service shall be exclusively owned by the Company. The intellectual property rights of any part of the deliverables ("Intermediate Deliverables") generated by automatic processing, conversion, analysis, correction, synthesis, statistical processing, or any other technical processing of user data in connection with the provision of the Service shall belong exclusively to the Company.

Upon your agreement to these Terms and Conditions, we may reuse, store, analyze, and utilize the Intermediate Deliverables for the following purposes, and you agree to such use.

• (1) Fixing bugs and handling malfunctions of the Service
• (2) Optimization and quality improvement of this service
• (3) Legitimate business purposes such as statistical analysis, functional enhancement, new service development, etc.

The Company will not use the original data (e.g., captured images and videos) provided by users for AI learning or other purposes.
In addition to the use described in the preceding paragraph, we may use and analyze user data uploaded by users, after processing them into a format in which individuals cannot be identified, only within the scope of legitimate business purposes, such as provision of the Service, function development, statistical analysis, and AI model optimization, and users shall agree to this.

The user warrants, at his/her own risk, that the user data does not infringe upon the copyrights, portrait rights, privacy rights, or any other legal or contractual rights of any third party, and that MISUMI shall not be liable for any dispute or damage arising therefrom.

In addition, the User shall not engage in any act that infringes on the intellectual property rights of the Company or any third party (unauthorized reproduction, modification, reprinting, sale, distribution, adaptation, etc.) with respect to any deliverables, data, programs, images, etc. provided through the Service, nor shall the User use them for any purpose other than the legitimate use of the Service.

Article 12 (Prohibited Acts)

Users shall not engage in any of the following acts when using the Service

• (1) Infringement or threatened infringement of copyrights, trademarks, patents, other intellectual property rights, property rights, privacy rights, portrait rights, or other rights of the Company or any third party
• (2) Acts that defame, discredit, or cause economic damage to the reputation of the Company or a third party
• (3) Transferring, lending, changing the name of, offering as collateral, or allowing unauthorized use of a user ID or password to a third party
• (4) Joint use of a single ID by multiple companies, organizations, or names, or obtaining an ID on behalf of a person whose ID has been suspended
• (5) Acts that place an excessive burden on the operation of this service or the server, or acts that interfere with the provision of this service
• (6) Unauthorized alteration, deletion, reprinting, reproduction, secondary use or resale of information or content provided by the Service
• (7) Transmission or installation of computer viruses, worms, Trojan horses, malware, or other harmful programs
• (8) Engaging in commercial activities such as unauthorized advertising, promotion, solicitation, or sending unsolicited e-mail.
• (9) Acts contrary to laws and regulations, public order and morals, and social norms
• (10) reverse engineering, disassembling, decompiling or otherwise analyzing the Service or any part thereof
• (11) Any attempt to develop, sell, or operate competing or similar services or systems with reference to the Service.
• (12) Involvement in or use of antisocial forces
• (13) Other acts that we deem inappropriate for reasonable reasons

If we determine that a user has committed any of the acts described in the preceding paragraph, we may, without prior notice to said user, suspend all or part of the Service, terminate the contract, delete the account, or take any other action we deem necessary.

Article 13 (Prohibition of Resale)

Resale, re-provision, lending, diversion, sublicensing, etc. of our individual plans (e.g. Entry, Start, Professional, etc.) to any third party in any manner whatsoever is prohibited.

If a resale action is discovered in violation of the preceding paragraph, the Company may require such User to upgrade to a corporate plan (Business, Enterprise, API, OEM, etc.).

If the User does not respond to the upgrade request in the preceding paragraph, the Company may immediately terminate the relevant agreement and delete the related account and contents. The User shall not make any objection, claim for refund, or claim for compensation for damages, etc. to the Company for any loss or damage caused thereby.

Article 14 (Restriction, Suspension and Deletion of Use)

If a user violates these Terms of Service or individual rules, etc., or if the Company determines that any of the following items apply, the Company may restrict or suspend the use of all or part of the Service, or delete the account without prior notice.

• (1) When contact with the User becomes impossible on a continuous basis
• (2) When the Company determines that there is a risk of damage to the Company or a third party due to the transmission of large volumes of data, infection by viruses, etc.
• (3) When a suspension of payment, commencement of legal proceedings such as bankruptcy, civil rehabilitation, etc., or similar significant deterioration of creditworthiness is recognized.
• (4) If you are recognized as having a relationship with antisocial forces
• (5) In any other cases where we reasonably determine that you are inappropriate as a user.

In no event shall we be liable for any damages incurred by you or any third party as a result of actions taken by us in accordance with the preceding paragraph.

In the event that we determine that there is a risk of serious damage or loss to us as a result of a user's use of the service, we may change the content of the service, suspend its provision, or terminate the contract without notice to the user in question.

Article 15 (Handling of Personal Information)

We will appropriately collect, use, and manage users' personal information in accordance with our separately established Privacy Policy and applicable laws and regulations (such as the Personal Information Protection Act, the EU General Data Protection Regulation (GDPR), and the California Consumer Privacy Act (CCPA)).

By using the Service, the User agrees to the Company's handling of the User's personal information in accordance with the Company's Privacy Policy.

Neither MCC nor the user shall provide personal information to any third party without the prior written consent of the other party. However, this shall not apply in the following cases

• (1) When there is a legal obligation to disclose the information
• (2) When urgently necessary for the protection of a person's life, body, or property, and when it is difficult to obtain the consent of the person
• (3) When personal information is converted into a format in which individuals cannot be identified (e.g., anonymized processed information) and used for statistical or internal analysis purposes

Article 16 (Handling of Confidential Information)

Neither the Company nor the User shall disclose or divulge to any third party, without the prior written consent of the other party, any business or technical information that the other party has obtained in connection with the provision or use of the Service and has disclosed to the other party expressly stating that such information is confidential (hereinafter referred to as "Confidential Information"). (hereinafter referred to as "Confidential Information") obtained in connection with the provision and use of the Service shall not be disclosed or divulged to any third party without the prior written consent of the other party.

Information falling under any of the following items shall not be considered confidential information under the preceding paragraph.

• (1) Information that was already in our possession or public knowledge at the time of disclosure
• (2) Information that becomes public knowledge through no fault of the recipient after disclosure
• (3) Information obtained from a third party with legitimate authority without any obligation of confidentiality
• (4) Information developed independently, not based on disclosed information

The Company and the User shall use confidential information only to the extent necessary for the operation of the Service and achievement of the purpose of the Agreement, and may disclose such information to the minimum number of officers, employees, subcontractors, etc. necessary for such use. In this case, the person to whom the information is disclosed shall be subject to the same obligation of confidentiality as in this Article.

Article 17 (Disclaimer of Warranty and Limitation of Liability)

We make no warranty, express or implied, that the Service will be suitable for the user's particular purpose; that it will have the expected effectiveness, performance, accuracy, usefulness, completeness, or safety; that it is free from errors, bugs, or viruses; or that it will be continuously provided.

The 360° image processing, distribution, AI functions (e.g., caution plate reading, vehicle defect detection, etc.), API linkage functions, etc. included in the Service are provided for the purpose of supporting the user's business and improving business efficiency, and the Company makes no warranty as to the completeness, accuracy, continuity, legality, or validity of such functions or their output results. We make no warranty of any kind regarding the completeness, accuracy, continuity, legality, or validity of such functions or the output results thereof.

The Company shall not be liable for any damages arising from judgments, actions, or decisions made by users using the output results of AI functions or information and data obtained or generated by API or other functions.

Users shall, at their own responsibility and expense, ensure that images, videos, and other user data uploaded to the service do not infringe on the copyrights, portrait rights, privacy rights, or other legal or contractual rights of third parties, and that the Company shall not be liable for any dispute or damage arising therefrom. We shall not be liable for any disputes or damages resulting from such infringement.

The Company shall not be liable for any malfunctions, failures, delays, data loss or unavailability of use arising in connection with the functionality of integration with external services, systems, cloud infrastructure, etc. provided by third parties, including YouTube API, etc.

The Company shall not be liable for any damage caused by causes beyond its control, including but not limited to user's faulty configuration, network failure, lack of security measures, and hardware environment.

to the fullest extent permitted by law, we disclaim all warranties, implied or express, regarding merchantability, fitness for a particular purpose, quiet use, and non-infringement.
However, to the extent that such disclaimers are legally invalid in some jurisdictions, the mandatory provisions of such jurisdictions shall prevail.

Article 18 (Disclaimer)

We shall not be liable for any damages incurred by users or third parties due to any of the following reasons

• (1) Malfunctions or failures caused by the user's communication environment, terminal environment, software/hardware configuration, etc.
• (2) Change, interruption, suspension or termination of this service
• (3) Acts of God, such as natural disasters, war, civil war, riots, epidemics, orders or measures by government agencies, amendments to laws and regulations, power outages, etc.
• (4) Events that are difficult to prevent with normal technical standards, such as computer viruses, unauthorized access, eavesdropping or tampering on communication routes, etc.
• (5) Malfunctions, failures, or suspension of provision of hardware, software, cloud services, telecommunications carrier services, etc. provided by third parties
• (6) Damages due to other causes beyond our reasonable control

If a dispute arises between a user and a third party as a result of the use of the Service, the user shall resolve the dispute at the user's own responsibility and expense, and shall hold the Company harmless from any and all damages.

All images, videos, templates, sample data, and other materials and functions provided by the Service are provided on an "as-is" basis, and we make no warranty as to their accuracy, completeness, usefulness, or fitness for any particular purpose.

We make no warranty that the Service will be uninterrupted, that errors or failures will be corrected, or that the Service is free of viruses or other harmful components.

The AI functions included in the Service are provided for the purpose of assisting business operations, and we make no warranty of any kind regarding the accuracy or validity of the judgments and output results of such AI, and shall not be liable for any damages incurred as a result of decisions made by users based on such judgments.

If any part of the disclaimers in this Article is excluded or limited by the Consumer Contract Act or other mandatory laws and regulations, the laws and regulations of the relevant jurisdiction shall prevail.

Article 19 (Compensation for Damages)

In the event that the User or the Company violates these Terms of Use or individual provisions and causes damage to the other party, such violating party shall be liable for compensation only for direct and actual damages.

In the event that we are liable to you for damages, except in the case of willful misconduct or gross negligence on our part, the extent of our liability shall be limited to the total amount of fees actually paid by you to us for the Service within one (1) year from the date of the event causing such damages.

If the provisions of this Article are limited by the Consumer Contract Act or other mandatory provisions, they shall be appropriately limited or adjusted in accordance with such provisions.

Article 20 (Temporary Suspension and Suspension of Service)

In any of the following cases, we may temporarily suspend or discontinue all or part of the Service without prior notice to users.

• (1) When it is necessary to perform urgent or planned system maintenance and inspections
• (2) When service provision failures, vulnerabilities, or technical problems occur and need to be addressed
• (3) When service provision is difficult due to natural disasters, power outages, fire, communication failures, epidemics, or other force majeure.
• (4) User fails to pay the Usage Fees, etc. by the prescribed due date and does not respond to the Company's demand for payment.
• (5) In other cases where the Company deems it urgent or reasonably unavoidable.

Even if a user or a third party suffers damages as a result of the Company's suspension or termination of the Service in accordance with the preceding paragraph, the Company shall not be liable for such damages to the extent permitted by law.

Article 20-2 (Service Level Agreement SLA)

• 1. MUTOH HOLDINGS shall endeavor to provide this service in a stable and continuous manner, and shall set an effort target of achieving an availability ratio of at least 99.0% and less than 99.9% throughout the year.
  However, outages due to any of the following reasons shall be excluded from the calculation of the availability ratio.

  • (1) Service suspension due to scheduled or temporary maintenance notified in advance
  • (2) Failure due to natural disasters, war, spread of infectious diseases, government orders or other force majeure
  • (3) Interference by third parties through DDoS attacks, unauthorized access, malware, etc.
  • (4) Failures caused by the user's infrastructure environment, network, or terminal settings
  • (5) Impact from failures or outages of external services (cloud, API, etc.)

• 2. In the event of a major failure of the Service, the Company shall promptly notify the user by means of a notice on the Company's website or by e-mail, and shall take reasonable and prompt measures to restore the Service.

• 3. After a failure occurs, MUTOH HOLDINGS shall endeavor to provide information regarding the scope of the impact, cause, response details, and measures to prevent recurrence upon reasonable request from the user.

• 4. The utilization rate and response obligation set forth in this Article are only our effort targets, and in principle, we shall not be held liable for any damages incurred by the user due to failure to meet such targets.
  However, this shall not apply to cases of willful misconduct or gross negligence on the part of the Company.

Article 21 (Exclusion of Antisocial Forces)

Each of the Company and User represents and warrants to the other that neither the Company nor any of its directors, officers, employees, persons in effective control, contractors, agents, or other related parties, now or in the future, fall under any of the following items.

• (1) Being a member of a crime syndicate, a member of a crime syndicate, a quasi-organized member of a crime syndicate, a company affiliated with a crime syndicate, a general meeting house, a social advocacy group, a special intelligence group or any other similar group (hereinafter referred to as an "anti-social force"). (2) The applicant is an "antisocial force".
• (2) Use of or involvement in antisocial forces
• (3) Providing funds, favors, etc. to antisocial forces
• (4) Making violent demands, unreasonable demands that exceed legal responsibility, or threatening words or deeds to the other party, either by oneself or by using a third party.

In the event of a breach of the preceding paragraph, the other party may immediately terminate the relevant contract without any notice or other procedures.

Even if the contract is terminated in accordance with the preceding paragraph, the terminating party shall not be liable for any damages incurred by the other party as a result of such termination.

Article 22 (Prohibition of Assignment of Rights and Obligations)

User shall not assign, succeed, offer as security, or otherwise dispose of its position under this Agreement, or its rights and obligations thereunder, in whole or in part, to any third party without the prior written consent of MTI.

In the event that we transfer all or part of the business related to this service to a third party, we may transfer the status under this contract, rights and obligations based on this contract, user's registration information, and any other information related to this service to the transferee, and the user agrees to this transfer in advance. The user agrees to this in advance.

Article 23 (Anti-Money Laundering and Economic Sanctions Compliance)

User represents and warrants to Paygate that, at this time and in the future, each of the following items shall apply

• (1) Any and all transactions in connection with the Services do not involve money laundering, terrorist financing, or violations of Japan's Foreign Exchange and Foreign Trade Law (Foreign Exchange Law), U.S. Treasury Department Office of Foreign Assets Control (OFAC) regulations, UN Security Council resolutions, EU economic sanctions, and other international economic sanctions and export controls.
• (2) Maintain a system for the prevention of money laundering and terrorist financing in accordance with the recommendations and related guidelines established by the Financial Action Task Force (FATF), and provide necessary cooperation as reasonably requested by Paygate.
• (3) No falsehoods or material omissions in reports, notification documents, or other related materials to be submitted.
• (4) Immediately notify Paygate if it becomes known that you have engaged in transactions that violate money laundering, terrorist financing, or economic sanctions-related laws or regulations, or if it is reasonably believed that there is a risk that you may have done so.
• (5) Establish and continuously review appropriate internal control systems, employee training, customer control processes (KYC), and risk-based approach (RBA) to prevent the above violations.

If the User intends to conduct a transaction via the Service with a person, organization, or company located in a "High-Risk Jurisdictions" or "Jurisdictions under Increased Monitoring" country as defined by the FATF, the User shall notify Paygate in writing in advance and obtain Paygate's consent. You must inform Paygate in writing in advance and obtain Paygate's consent.

Paygate may conduct additional screening, customer reconfirmation (CDD), inquiry to resolve any doubts, or suspend or terminate the contract, even after the business relationship has commenced, if Paygate reasonably believes that the user or its related parties fall into any of the following categories.

• (1) When a relationship with a person subject to international sanctions (SDN List, Consolidated UN Sanctions List, etc.) is confirmed
• (2) Located in a high-risk country/region where measures based on the FATF recommendations are deemed inadequate
• (3) When there is a suspicion of involvement with antisocial forces or similar parties

If necessary, Paygate may request the User to submit additional materials regarding identification documents, final beneficiary information, business activities, flow of funds, etc., and the User shall not refuse to do so without justifiable reason.

If Paygate reasonably determines that there is a risk of money laundering, terrorist financing, or violation of laws and regulations related to economic sanctions, based on comprehensive consideration of the information submitted by the User and the transaction situation, Paygate may restrict or suspend provision of the Service, or terminate this Agreement without requiring prior notice to the User. The measures described in the preceding paragraph shall apply only to the Service as submitted by the User.
The measures in the preceding paragraph may be terminated only when Paygate reasonably determines that concerns of a violation have been dispelled by additional documents or reasonable explanation submitted by the user.

If the User violates any of the obligations set forth in this Article, Paygate may immediately terminate all or part of the relevant agreement without notice or other proceedings. In this case, Paygate shall not be liable for restoration of the original condition or compensation for damages, and the User shall be liable to compensate Paygate for any damages incurred.

Article 24 (Term and Termination of Contract)

The Agreement between the user and the Company shall become effective on the date the user agrees to these Terms of Use and starts using the Service, and shall terminate upon expiration of the term of the Agreement selected by the user or upon the occurrence of a termination event determined separately by the Company.

Even if the User wishes to terminate the contract in the middle of the contract period, in accordance with Article 9 (Fees, Payment, and Contract Period), if there are any conditions such as non-refund of fees during the contract period, the User shall abide by such conditions.

If the other party violates these Terms of Use and fails to correct such violation despite a request for correction for a reasonable period of time, either the Company or the User may terminate this Service Agreement.

After termination of the contract, we may delete any and all data stored by the user on the service, and we shall not be liable for any damages incurred by the user or a third party as a result of such deletion, to the extent permitted by law.

The provisions that by their nature should survive the termination of this User Agreement (Article 11 [Intellectual Property Rights], Article 12 [Prohibited Acts], Article 15 [Handling of Personal Information], Article 17 [Disclaimer of Warranties and Limitation of Liability], Article 18 [Indemnity], Article 19 [Indemnity], etc.) shall remain in effect even after termination.

Article 25 (Force majeure)

In the event that the Company's performance of its obligations under this Agreement is delayed or rendered impossible by acts of God, fire, power failure, war, civil strife, riot, orders or regulations by government agencies, enactment or repeal of laws, labor disputes, epidemics, failure of communications infrastructure, or other force majeure beyond the Company's reasonable control, the Company shall not be liable for such delay or inability to perform. We shall not be liable in any way for such delay or inability to perform our obligations under these Terms and Conditions.

Article 26 (Governing Law and Court of Jurisdiction)

The formation, validity, performance, and interpretation of this Agreement shall be governed by the laws of Japan. However, if the User is a consumer and resides in an EU member country, etc., and local mandatory laws and regulations are deemed applicable, such laws and regulations may take precedence.

In the event that a lawsuit becomes necessary in connection with this Agreement or the Service, the district court having jurisdiction over the location of our head office shall be the court of exclusive jurisdiction of the first instance. However, this shall not apply if the user is a consumer and the jurisdiction of the court is separately determined by mandatory laws and regulations.

Article 27 (Language and Translation)

The Japanese version of these Terms and Conditions shall prevail in the event of any discrepancy between the Japanese version and any translated version, even if a translated version has been prepared.

For the convenience of users of the Service, the Company may provide translated versions of the Terms and Conditions in multiple languages, but makes no guarantee as to the accuracy or completeness of such translated versions.

Article 28 (Trademarks, etc.)

360°Car, 360°Bike, 360°Homes, 360°Auction, 360°Shop
Neural360.ai", "Remote360.live" and any other marks including names, trade names, logos, domain names, etc. (hereinafter referred to as "Trademarks, etc.") of the services provided by the Company. All rights to "Neural360.ai", "Remote360.live" and other marks including names, trade names, logos, domain names, etc. (hereinafter referred to as "Trademarks, etc.") of our services belong to us or third parties who rightfully own such rights.

User shall not reproduce, modify, download, distribute, publicly transmit, reuse, commercially exploit, or use in any other similar manner any Trademarks, etc. without the prior written consent of the Company or other rights holder.

Notwithstanding the preceding paragraph, the act of reading trademarks, etc. to the extent necessary for the user to display and use the Service on his/her terminal shall be permitted as an exception.

Article 29 (Communication and Notification)

Communications, notifications, and other communications from the Company to users regarding the Service shall be made in a manner separately determined by the Company.

Notices from the Company to users shall be made by any of the following means, and such notices shall become effective at the time they are sent or posted by the Company.

• (1) Sending e-mail to the e-mail address provided at the time of user registration
• (2) Notices posted on our website or within the Service
• (3) Other methods deemed reasonable by the Company

In the event of any change in the registered e-mail address or other information, the user shall promptly make the change in the manner prescribed by the Company, and the Company shall not be liable for any failure to receive notification due to failure to make such change.

Article 30 (Entire Agreement)

This Agreement constitutes the entire and only agreement between us and you regarding the use of the Service, and supersedes any and all agreements, proposals, explanations, and understandings, whether oral or written, between us and you prior to or contemporaneous with this Agreement.

Any additions or modifications to these Terms and Conditions between the user and the Company shall require the Company's express approval in writing (including by electronic means), and no other agreement shall be effective.

Article 31 (Contact for Inquiries)

Questions, comments, or other inquiries regarding these Terms and Conditions may be directed to

Company Name : AGENCIA INC. Department in Charg : Customer Support Division Address : Urbannet Nagoya Nexta Building 4F, 1-1-1 Higashisakura, Higashi-ku, Nagoya, Aichi 461-0005, Japan Office Hours : Weekdays 10:00-17:00 (Japan time) E-mail : support@agencia.co.jp