Terms of Use
These Terms of Use ("the Terms") define the contractual relationship between N4 LLC ("the Company") and users ("Users") of the chatbot service "SolidChat" ("the Service") provided by the Company.
Article 1 (Application)
- The Terms apply to all actions of Users when using the Services provided by the Company.
- The Terms are applied together with any separate rules and manuals established by the Company.
Article 2 (Usage Contract)
- A usage contract is established when a user applies for the Service using the prescribed application form, and the Company accepts this application.
- Along with the acceptance notification, the Company will determine and notify the start date of the Service usage ("Service Start Date").
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The Company may not enter into a usage contract with the applicant
in the following cases:
- If false information is provided in the application for usage.
- If the applicant has previously had a contract terminated due to violation of terms with the Company.
- If there are operational or technical difficulties for the Company.
- In other cases deemed inappropriate by the Company.
- Users must promptly proceed with change procedures using the designated application form for changes if there are any alterations in the application form's details.
Article 3 (Contract Period and Termination)
- The contract period of the Service is until the end of the month following the Service Start Date. Users can terminate the contract by notifying the Company at least 10 days before the desired contract termination date.
- If no application for contract termination is made, the contract will be renewed for one month and will continue in the same manner thereafter.
Article 4 (Changes to the Terms)
- The Company may change the Terms at any time without the consent of the Users, regardless of the contract period. If changes are made, the Company will notify Users via the company's website or email.
- If a User uses the Service after the changes to the Terms, the User is deemed to have agreed to the changed Terms.
Article 5 (Usage Fees)
- Users shall pay the usage fees as set forth in the fee schedule separately provided by the Company, using the methods specified by the Company.
- The Company may revise the usage fees. However, in the event of a fee revision, the Company shall notify the Users at least 30 days in advance. If there is no objection from the Users before the fee revision, the Users are deemed to have agreed to the revised fees and shall comply with the revised fees accordingly.
Article 6 (Late Payment Fees)
- If a User fails to pay the usage fee or any other debts based on the usage contract by the payment deadline, late payment fees will be charged at an annual rate of 14.6% from the day following the payment deadline to the day before the payment is completed.
- The User bears all costs necessary for the payment, such as bank transfer fees.
Article 7 (Prohibited Acts)
Users must not engage in or risk engaging in the following acts when using the Service:
- Acts that violate laws or public order and morals.
- Acts related to criminal activity.
- Unauthorized access to the Service's facilities.
- Acts that destroy or interfere with the function of the Company's servers or network.
- Acts of copying, modifying, translating, reverse engineering, or analyzing the source code of the Service or its content.
- Acts that infringe or promote the infringement of privacy rights, intellectual property rights, copyrights, honor rights, or other rights of the Company or third parties.
- Impersonating the Company or a third party or intentionally spreading false information.
- Using the Service for profit without the prior consent of the Company or using the Service for purposes other than those intended.
- Any other acts that may interfere with the operation of the Service.
Article 8 (Temporary Interruption of the Service)
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The Company may temporarily suspend the provision of the Service for
the following reasons:
- Inevitable maintenance or updates of the system related to the Service.
- Difficulty in providing the Service due to force majeure such as earthquakes, lightning, fire, power outages, or natural disasters.
- Inability to use communication lines for the Service due to the circumstances of telecommunications operators.
- Other cases where the Company deems it difficult to provide the Service.
- The Company will notify Users in advance of any temporary suspension of the Service, except for short suspensions deemed not to affect the use of the Service or in cases of emergency.
- The Company is not liable for any damages incurred by Users or third parties due to delays or interruptions of the Service, except as specifically stated in these Terms. However, if the Service is unusable for 12 consecutive hours or more due to reasons attributable to the Company, the Company will reduce the User's monthly fee by half the prorated amount for each 12-hour period.
Article 9 (Changes and Termination of the Service)
- The Company may change or terminate all or part of the Service without prior notice to Users.
- The Company may terminate all or part of the Service with 90 days' prior notice to Users.
- The Company is not liable for any damages incurred by Users or third parties due to changes or termination of the Service.
Article 10 (Contract Cancellation)
- The Company may cancel the usage contract in the following cases:
- Discovery of false information in application forms or other reported items.
- User's issued checks or bills of exchange are dishonored or payment is suspended.
- Seizure, provisional seizure, provisional disposition, or delinquent disposition.
- Bankruptcy, civil rehabilitation, corporate reorganization, special liquidation, corporate reorganization, or specific conciliation, or if such proceedings are filed.
- Dissolution or attempting to transfer all or a significant part of the business to a third party.
- Revocation, suspension, etc., of business license by supervisory authorities.
- Non-payment of the Service's usage fees.
- Violation of these Terms and failure to correct such violation within a reasonable period after being notified by the Company.
- Suspicion of association with antisocial forces.
- Other cases where the Company deems the use of the Service inappropriate.
- The Company is not liable for any damages resulting from actions taken based on this article.
Article 11 (Processing at the End of the Service)
- If the usage contract is terminated or canceled, the User shall no longer be able to use the Service.
- Upon termination of the contract, all data registered in the Service can be deleted at the Company's discretion.
Article 12 (Disclaimer and Exemption from Liability)
- The Company endeavors to maintain and improve the quality of the Service and to promptly fix bugs and other issues. However, it does not guarantee or assume responsibility for all bug fixes and improvements. Decisions and timing for such responses are at the Company's discretion.
- The Company will make commercially reasonable efforts to ensure the accuracy of conversations facilitated by the Service but does not guarantee complete accuracy. The Company is not liable for damages incurred due to inappropriate content in conversations facilitated by the Service or any resulting damages to Users or third parties.
- Users acknowledge that the Service may not function fully due to the structure of the User's site, the environment of the User's equipment (type of device, OS, browser, etc. used to access the User's site), and other factors.
- Users agree that the Service is designed and operated for general office use and is not intended for purposes requiring extremely high safety and reliability, such as emergency communication related to life.
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The Company is not liable for any damages caused by the following:
- Damages arising from the use of the Service.
- Malfunctions of the Service equipment, system overloads, interruptions, or delays.
- Loss of Service data due to external factors.
- Unauthorized access, harmful programs such as computer viruses, or other attacks by third parties.
- Problems related to the User's equipment or third-party services.
- Force majeure such as natural disasters, wars, disturbances, epidemics, labor disputes, fires, power outages, legal regulations.
- Compatibility of the Service with the User's operations, use of the Service for purposes mentioned in the previous paragraph, or other results of using the Service.
- Interruption or termination of the whole or part of the Service.
- Changes in the content or conditions of the Service.
- Disputes between the User, their customers, and other third parties.
- The maximum liability of the Company for damages related to the Service shall not exceed the total usage fees paid by the User to the Company in the 12 months preceding the claim. The Company is not liable for damages exceeding this amount, including lost profits, indirect damages, special damages, and legal fees.
Article 13 (Compensation and Indemnification to the Company)
If the User violates any law or these Terms, resulting in direct or indirect damage, loss, or expenses (including legal fees) to the Company, the Company may claim compensation for such damages from the User.
Article 14 (Intellectual Property Rights)
All intellectual property rights related to the Service, including copyrights, belong to the Company or a third party designated by the Company.
Article 15 (Confidentiality)
- Both the Company and the User shall not disclose or leak any technical, business, operational, financial, or organizational information related to the other party obtained in connection with this agreement ("Confidential Information") to third parties without prior written consent, and shall not use it for purposes other than providing or using the Service.
- The following information is not considered Confidential Information:
- Information already public at the time of disclosure.
- Information that becomes public after disclosure without the fault of the receiving party.
- Information that the receiving party already knew without confidentiality obligations at the time of disclosure.
- Information legally obtained from a third party without confidentiality obligations.
Article 16 (Handling of Personal Information)
The personal information of Users obtained by the Company will be appropriately handled in compliance with the Personal Information Protection Law and other relevant laws, following the privacy policy separately established by the Company.
Article 17 (Notifications and Communications)
- Notifications from the Company to the User based on these Terms will be made via written documents, email, or posting on the website.
- Such notifications are considered completed when they reach the User's address, email server, or at the time of posting on the website.
- Notifications based on the first paragraph will be sent to the address or email address specified in the application form under Article 2, paragraph 1 (or to the updated address if changed as per Article 2, paragraph 4), and are considered completed at the time of dispatch if they fail to reach due to an error in the address.
Article 18 (Exclusion of Antisocial Forces)
- The Company and the Users declare and warrant that they do not fall under and will not be involved with the following, now or in the future:
- Organized crime groups, members of such groups, those who have left such groups within the past five years, quasi-members of such groups, companies related to organized crime, racketeers, groups involved in social movements or special intelligence violent groups, or others equivalent to these (collectively referred to as "Antisocial Forces").
- Relationships where Antisocial Forces control or are substantively involved in the management.
- Relationships where Antisocial Forces are used for positions or as consultants, or for requests or consultations regarding dispute resolution.
- Relationships that involve providing funds to or favoring Antisocial Forces.
- Relationships where officers or individuals substantially involved in the management are in socially criticizable associations with members of organized crime or similar entities.
- The Company and Users declare and guarantee that they will not engage in any unjust demands, either themselves or through a third party.
- The Company and Users may immediately terminate all or part of the contract without prior notice if the other party violates any of the aforementioned provisions.
- Neither the Company nor the Users shall be liable for any damages incurred by the other party due to termination based on the previous provision.
Article 19 (Prohibition of Assignment of Rights and Obligations)
The User may not transfer their position under the usage contract or any rights or obligations under these Terms to a third party without the prior written consent of the Company.
Article 20 (Consultation)
In the case of matters not stipulated in these Terms, the Company and the User shall discuss and resolve them in good faith.
Article 21 (Governing Law and Jurisdiction)
- These Terms shall be governed by Japanese law.
- In the event of a dispute arising in relation to this Service, the Tokyo District Court or the Tokyo Summary Court shall have exclusive jurisdiction as the court of first instance.
Supplementary Provision
These Terms of Use will be enforced from November 27, 2023.