visasQ Terms of Use

Users of visasQ services are responsible for compliance with all applicable laws, rules and regulations.
This English translation is for reference purposes only. If there is any conflict between the Japanese version and the English version, the Japanese version shall prevail.

Chapter 1 - General Provisions

Article 1 Purpose and Application of these Terms

  1. These visasQ Terms of Use (these "Terms") set out the terms and conditions applicable to Users of all services offered by visasQ inc. ("visasQ" or the "Company") to Members or Users, including but not limited to, access to the Site (defined in Article 3) or any other services provided through any other means by the Company. (collectively the "Service"; the main contents of which are referred to in Article 7 Paragraph 1 through 3). Users shall fully understand and agree to these Terms when using the Service. By accessing and using the Service, Users are agreeing to be bound by these Terms.
  2. Any other rules, notes, usage guides, announcements, etc. posted on the Site, at any time and from time to time, concerning the Service shall constitute a part of these Terms.

Article 2 Amendments to Terms of Use

  1. The Company may amend these Terms from time to time in its sole discretion. The latest Terms will be posted on the Site and will be effective immediately upon such posting.
  2. Use of the Service after any amendments have been posted will constitute User’s agreement to the latest Terms.

Article 3 Definitions

  1. "Site" means "visasQ" website and mobile app operated by the Company, and includes other contents provided through the Site and the Company such as other related websites in connection with the Service and messages delivered by the Company.
  2. "Members" are individuals or corporations that have agreed to these Terms and have completed membership registration specified for the use of the Service, and whose membership has been approved by the Company.
  3. "Users" are any individuals or corporations that use the Service, which includes Members, individuals or corporations who use the Service without membership, and visitors to the Site.
  4. "Requesters" are Members seeking business related information, knowledge, or advice (collectively "Knowledge") through the Service.
  5. "Advisors" are Members who provide their Knowledge through the Service.
  6. "Clients" are corporations that have agreed to agreements prescribed separately by the Company and have completed specified application for the use of the Service, and whose use of the Service has been approved by the Company.
  7. "Knowledge Sharing Transaction" means transaction in which Advisors provide their knowledge in interviews, conference calls, video conference calls, writing, questionnaires or by any other means, including but not limited to Spot Consultation to Requesters, Clients or the Company who seek Knowledge.
  8. "Web Matching" is a type of transaction in which Requesters and Advisors are matched mainly using the Company's system provided on the Site, and engage in Knowledge Sharing Transactions via the Site or other means.
  9. "Full-Support Matching" or "VQ Project" is a type of transaction where the Company matches the Client and the Advisor upon request from the Client via the Service, and the Client and the Advisor engage in Knowledge Sharing Transactions via the Site or other means.
  10. "Company-Requested Transaction" is a type of transaction where the Company and the Advisor engage in Knowledge Sharing Transaction upon request from the Company.
  11. "Group Management Function" is a service to be used by corporations when using Web Matching transaction by agreeing to agreements prescribed separately by the Company. Such service includes a service to issue a transaction information for remuneration and Service usage fee payment, and allowing Web Matching transaction information to be shared between those who have applied to the usage of Group Management Function.

Chapter 2 – Membership Registration

Article 4 Membership Registration

  1. Individuals are only permitted to apply for registration to become Members for and on behalf of oneself. In the case of corporations, only individuals who are authorized by such corporation to sign contracts shall apply for such registration.
  2. Members agree to register with their true name. The Company may ask to submit official documents for identification confirmation purpose.
  3. Individuals or corporates who apply for membership registration represent and warrant that all the following is true.
    1. information provided for membership registration;
    2. have not been, are not currently, and will not in the future be a member of an antisocial force such as an organized crime group, and do not have any connections to such antisocial forces;
    3. have not been found guilty of any crime such as theft or fraud, have not been accused of violating confidentiality duties or fiduciary duties, and have not been under suspicion of violating the Financial Instruments and Exchange Act; and
    4. is not a minor.
  4. The Company may decline membership registration without notifying the reason if any of the following applies to applicants who apply for membership registration:
    1. if there was violation of these Terms in the past or the Company has terminated membership to use the Service;
    2. if there is threatened violation of these Terms;
    3. if false information is used for membership application or if false statement has been proved regarding materials represented and warrantied in Paragraph 3; or
    4. if the Company otherwise determines that an applicant is not appropriate to be a member.
  5. Members are solely responsible for management of IDs and passwords set during membership registration. Under no circumstances shall IDs and passwords be transferred or loaned to any third party. When the ID and the password inputted for logging in to the Site match the registered ID and the password, the Company will consider that the access has been made by the User himself/herself who has registered the ID.
  6. Members may terminate membership upon completing specified procedure; provided however, that Members cannot terminate membership when they are under the following circumstances. The Company may contact Members who have terminated membership to confirm the status:
    1. if there are any uncompleted Knowledge Sharing Transaction in which a Member is a Requester or an Advisor; or
    2. if there are any completed Knowledge Sharing Transactions in which a Member is a Requester or Advisor, and the payment/receiving of Remuneration or other items has not been completed.

Article 5 Changing Registered Information

  1. Members shall promptly notify the Company and update registered information if there is any change to the registered information.

Chapter 3 – Rules Concerning Use of the Service

Article 6 Use of the Service

  1. The Service can only be used by the Member himself/herself.

Article 7 Content of the Service

  1. The Company provides Members, Clients and Users with tool and platform for Knowledge Sharing Transactions through the Service.
  2. Below are the main contents of the Service provided by the Company to the Requesters:
    1. provide tool for Requesters to select and match Advisors;
    2. provide tool to conduct Knowledge Sharing Transactions, if necessary;
    3. provide optional paid-services;
    4. remuneration payment to Advisors entrusted on behalf of Requesters; and
    5. any other services necessary for Requesters to conduct Knowledge Sharing Transactions.
  3. Below are the main contents of the Service provided by the Company to the Advisors.
    1. provide Advisors with opportunities to register information to the Company’s database, and manage its database which includes such registration information and other information;
    2. provide Advisors with matching platform and opportunities to share Knowledge;
    3. conduct trainings necessary for Knowledge sharing to Advisors such as those on compliance with laws and regulations;
    4. provide tools to conduct Knowledge Sharing Transactions, if necessary
    5. receive remuneration on behalf of Advisors; and
    6. any other services necessary for Advisors to conduct Knowledge Sharing Transactions.
  4. Members may post information necessary for matching on the Site to access the Service. The Company may delete any contents without notifying the Member who posted the contents or otherwise take any other necessary measures against the Member such as limitation of use of Service, if the contents posted by the Member are deemed by the Company to correspond to any of the following:
    1. if posted contents violate laws and regulations or other public orders and morals;
    2. if posted contents violate or threatens to violate these Terms;
    3. if the Company deems that the posted contents do not accord with the Service’s operating policy; or
    4. if posted contents are otherwise deemed inappropriate by the Company.
  5. Advisors shall agree to the followings as promises for conducting Knowledge Sharing Transaction.
    1. carefully read Advisor training materials the Company posts on the Site at least once a year;
    2. advisor profile information which is reasonably accessible to the public may be shared with Clients; and
    3. persons related to Clients may participate in Full-Support Knowledge Sharing Transaction or VQ Project interview without prior consent from Advisors (Only related persons who have agreed to the duty of confidentiality to an extent not less stringent than the duty of confidentiality Clients have agreed to with the Company and who have been given prior notice to the Company of such participation may participate).
  6. Members who use any other optional paid-services provided by the Company have the obligation to pay the Company the amount prescribed as fees for such optional paid-services. Members may use such optional paid-services once the Company has verified the payment for such optional paid-services or once the Company is able to confirm orders for optional paid-services using means specified separately by the Company.

Article 8 Requester Settlement Method

  1. Except when otherwise specified by the Company, Requesters shall pay Advisor remuneration (including Advisor usage fee) and the Company Service usage fee to the Company using the credit card settlement service provided by Stripe or PayPal’s settlement service.

Article 9 Refunds After Completion of Knowledge Sharing Transaction

  1. Refund requests shall be made within one (1) week from the completion date of the Knowledge Sharing Transaction, and Requesters or Clients may apply for refunds to the Company during this period. The Company will determine whether there is sufficient reason to accept the requested refunds. Advisors shall agree to the refunds of remuneration (including Advisor usage fees) and Service usage fees to the Requesters or Clients if the Company determines there is sufficient reason to accept the refunds. In this case, the Company shall not charge Advisors for usage fees.

Article 10 Advisor Usage Fee

  1. The Company receives usage fee from Advisors by deducting usage fee from the remuneration amount paid by the Requesters or Clients as specified in Paragraph 2 of the following article.

Article 11 Receiving of Remuneration

  1. Advisors agree to entrust receiving of remuneration to the Company.
  2. The Company shall deliver to Advisor remuneration paid by the Requesters or Clients for the Advisors based on the entrustment specified in the previous paragraph. The remuneration to be paid (“Remuneration Payment Amount”) is the amount after deduction of usage fees which shall be paid to the Company from the Advisors as specified in the previous article.
  3. Advisors shall report the Company promptly after completion of Knowledge Sharing Transactions using method specified by the Company to receive Remuneration Payment Amount. The Remuneration Payment Amount shall be paid with the method selected by Advisors from the available settlement methods indicated by the Company on the last day of the following month after the reporting of the completion of Knowledge Sharing Transactions (or the following working day if the said last day of the following month is a financial institution holiday in Japan). For the avoidance of doubt, remuneration payment is interest free.
  4. The provision in the previous paragraph applies mutatis mutandis, and in accordance with the Terms, Advisors shall report the completion of Knowledge Sharing Transactions to the Company also for cases where the Advisors is entitled to receive cancellation fees. However, Advisors agree to accept cancellation without cancellation fee if the Company determines there is sufficient reason such as cancellation due to force majeure or natural disasters, and accepts cancellation by Requesters or Clients without any penalty. In that case, Advisor usage fee will not be charged.
  5. The Company will bear transfer fees for payments to financial institutions within Japan for remuneration to Advisors; provided, however, Advisors are responsible for re-transfer fee of ¥250 per transfer from the second and subsequent transfers, if re-transfer is caused by incorrect bank account information registered by Advisors or otherwise attributable to Advisor. Such re-transfer fees are paid to the Company by deducting the re-transfer fees from the Remuneration Payment Amount. If Advisors wish the remuneration to be sent to a bank account outside of Japan, Advisors are responsible for all fees related to remuneration transfer from the first transfer.
  6. Advisor’s’ right to receive payments prescribed in Article 11 Paragraph 3 and Paragraph 4 shall be deemed ineffective, and Advisor will not be entitled to exercise the right if:
    1. the Advisor does not report the completion of a Knowledge Sharing Transaction as set out in Article 11 Paragraph 3 or Paragraph 4 or if the Advisor explicitly states that such completion will not be reported within a year after the completion date or the scheduled date of the Knowledge Sharing Transaction despite notices sent by the Company;
    2. the Advisor does not select method of receiving remuneration as set out in Article 11 Paragraph 3 or Paragraph 4 or if the Advisor explicitly states that such Remuneration receiving method will not be selected within a year after the completion date or the scheduled date of a Knowledge Sharing Transaction despite notices sent by the Company; or
    3. the Advisor selects bank transfer as method of receiving remuneration but does not notify valid bank account or if the Advisor explicitly states that such valid bank account will not be specified within a year after the completion date or the scheduled date of a Knowledge Sharing Transaction despite notices sent by the Company.

Article 12 Tax

  1. Requesters and Advisors are responsible for paying or reporting any applicable taxes in accordance with Japanese tax law and any other applicable tax law.
  2. If Requesters request Advisors Web Matching transactions subject to withholding tax, Requesters shall indicate the Remuneration Payment Amount after deduction of withholding tax on the Site, and Requesters shall notify Advisors of such withholding tax. Requesters shall pay the Company the full amount they have indicated and shall agree to comply with its duties such as any withholding tax payment and delivery of the certificate of the withholding tax payment.
  3. If the Company requests Advisors Full-Support Matching or VQ Projects subject to withholding tax, the Company shall indicate the Remuneration Payment Amount after deduction of withholding tax, and the Company shall notify Advisors of such deduction of withholding tax.
  4. If Advisors agree to engage in any transactions subject to withholding tax, Advisors shall agree to provide necessary information such as their names, addresses, and identification numbers (including "my-number" in Japan) upon request by Requesters or the Company.
  5. Advisors engaged in services and professions whose remuneration is subject to withholding tax (including but not limited to, certain types of personal services such as attorneys, certified public accountants, and judicial scriveners) shall inform Requesters in the case of Web Matching transactions, or the Company prior to Knowledge Sharing Transaction matching in the case of Full-Support Matching type or VQ Projects type.

Article 13 Donations

  1. Advisors may choose to donate the remuneration (after any necessary deduction of expenses such as usage fees) to recipient designated by the Company.
  2. Members who chose donation shall agree to entrust any related procedures to the Company.
  3. The Company shall make the best efforts to disclose donation recipient in advance, and to disclose the information relating to donation from time to time.

Chapter 4 – Web Matching Knowledge Sharing Transactions

Article 14 Completion of Matching Service

  1. In Web Matching type Knowledge Sharing Transactions, Requesters and Advisors are solely responsible for checking necessary information for matching and conduct such Knowledge Sharing Transactions. Web Matching Knowledge Sharing Transactions are deemed to be conducted upon mutual agreement between Requesters and Advisors.
  2. Based on the Remuneration unit price agreed by Requesters and Advisors, Requesters shall take necessary settlement procedures using specified method prior to engaging in Knowledge Sharing Transactions. Matching service provided by the Company shall be deemed to be completed upon completion of such settlement.
  3. Notwithstanding the preceding paragraph, when call system provided by the Company is used for conducting transactions, matching service provided by the Company shall be deemed to be completed upon completion of the Knowledge Sharing Transaction.

Article 15 Remuneration and Service Usage Fee

  1. Requesters shall pay the remuneration amount agreed by Requesters and Advisors, and Service usage fees (which is charged when call system is used) upon completion of providing the Service.
  2. The Company receives usage fees from Advisors by deducting 30% from the remuneration (which includes usage fees to be paid by the Advisors to the Company) paid by Requesters (which includes settlement fee, money transfer fee to financial institutions in Japan and consumption tax in Japan). The amount after such deductions is the Remuneration Payment Amount to be received by the Advisors.
  3. When Requesters use a call system provided by the Company, Requesters shall pay such call system usage fee as Service usage fee to the Company in accordance with usage method indicated on the Site.

Article 16 Cancellation

  1. If Advisor wish to cancel any Knowledge Sharing Transaction after completion of the matching service but before it is conducted, the Advisor shall notify the Requester via the Site. In this case, all remuneration payment shall be refunded to the Requester by the Company.
  2. If Requester wish to cancel any Knowledge Sharing Transaction after completion of the matching service but before it is conducted, Requester shall notify the Advisor via the Site. In this case, remuneration will not be refunded, except when the Company deems the cancellation reason to be reasonable such as cancellation due to force majeure and natural disaster. If the Requester was planning to use the call system, the Requester shall pay prescribed cancellation fee in accordance with usage method indicated on the Site

Chapter 5 – Full-Support Knowledge Sharing Transaction through Interviews

Article 17 Completion of Matching Service

  1. The Company shall explicitly indicate that the Knowledge Sharing Transaction is a Full-Support Matching or VQ Project type conducted through interviews including face to face meetings and phone call meetings, and propose the project details and Remuneration Payment Amount to Advisors. If the Advisor accepts the proposed Knowledge Sharing Transaction, the Transaction shall deem to be reserved when the Company notifies the Advisor of the date and time of such Knowledge Sharing Transaction agreed by both Advisors and Clients. The matching service provided by the Company shall be deemed to be completed when the Knowledge Sharing Transaction such as interview begins.

Article 18 Cancellation

  1. If the Client wish to cancel a Knowledge Sharing Transaction, Advisors shall be notified of the cancellation via the Site from the Company. In such case, the Company shall pay Advisors the cancellation fees as follows with method selected by Advisors:
    1. Cancellation fee up until 2 days prior to the scheduled Knowledge Sharing Transaction date (JST): JPY 0;
    2. cancellation fee on the day before the scheduled Knowledge Sharing Transaction date (JST): 50% of agreed Remuneration Payment Amount; and
    3. cancellation fee on the scheduled Knowledge Sharing Transaction date (JST): 100% of agreed Remuneration Payment Amount.

Chapter 6 – Full-Support Knowledge Sharing Transaction through Surveys (Paid Questionnaires)

Article 19 Completion of Matching Service

  1. The Company shall explicitly indicate that the Knowledge Sharing Transaction is a Full-Support Matching or VQ Project type conducted through surveys (paid questionnaire), and propose the project details and full Remuneration Payment Amount. The Advisor who agreed to participate in the proposed Knowledge Sharing Transaction shall submit the answers to the paid questionnaire according to the method specified by the Company within the due date, and shall report the completion via the Site. The matching service provided by the Company shall be deemed to be completed once the Company validates the answers in accordance with the proviso of this paragraph after receiving the report from Advisor, and delivers the valid answers to Clients; provided however that if Advisor does not fully answer the paid questionnaire, if Advisor fails to answer the paid questionnaire within the due date, if Advisor does not have experiences qualified as answerer, if the Company determines that the answers are evidently incorrect or inappropriate or otherwise if it is deemed that Advisor fails to perform consistent with the purpose of its obligation, the Advisor may not be entitled to receive a part or all of the proposed Remuneration Payment Amount.

Chapter 7 – Company-Requested Transaction

Article 20 Terms applicable for Company-Requested Transaction

  1. The Company shall notify the Advisor in advance of the type of transaction (whether it is a Web Matching, or Full-Support or VQ Project type) when requesting Knowledge Sharing Transactions through interviews. Corresponding provisions in these Terms shall apply mutatis mutandis for each Knowledge Sharing Transaction type.
  2. The provisions for Full-Support Knowledge Sharing Transaction through surveys shall apply mutatis mutandis for Knowledge Sharing Transactions through surveys (paid questionnaire) requested by the Company.

Chapter 8 – Other Types/Formats of Knowledge Sharing Transactions

Article 21 Agreement on the Terms and Conditions and Conduct of Knowledge Sharing Transactions

  1. There may be cases where the Requester, Client or Company requests Advisors for other types/formats of Knowledge Sharing Transactions that is not specified in these Terms. The Company shall provide the Service which includes proposal and agreement on various conditions such as the content of the Knowledge Sharing Transaction, Remuneration Payment Amount and cancellation policy. Advisors shall conduct such Knowledge Sharing Transaction in accordance with the agreed conditions.

Chapter 9 – General Rules of the Service

Article 22 Personal Information and Exchange of Messages

  1. Personal information will be protected in accordance with the Company’s Personal Information Protection Policy.
  2. Exchange of messages in connection to the Service is accessible to the parties exchanging messages and the Company. The Company may check from time to time to ensure that inappropriate messages are not being exchanged between the parties.

Article 23 Members’ Duty of Confidentiality and Compliance Rules

  1. Advisors shall keep all information obtained from Requesters, Clients, or the Company in connection with use of the Service before matching and Knowledge Sharing Transactions as confidential and shall not disclose or leak such confidential information to third parties without prior written consent from the disclosing party. The duty of confidentiality set out in this paragraph shall remain in effect until such confidential information becomes publicly known and made generally available to the public including after Advisors’ termination of membership. Advisors shall be deemed to have agreed to the Requesters’ and Clients’ handling of information obtained through Knowledge Sharing Transactions in accordance with Paragraph 4 of this Article.
  2. Advisors agree that they will act sincerely and faithfully in accordance with these Terms and any applicable laws and regulations when participating in Knowledge Sharing Transactions. Advisors shall not disclose any confidential information, including but not limited to, the below to Requesters or Clients:
    1. any information which Advisors have duty of confidentiality to third parties;
    2. trade secrets of current or past employers, companies which Advisors have consulted in the past, or any other third parties;
    3. undisclosed information, including but not limited to, performance, strategies, work procedures, operations or products of companies or any other organizations for which Advisors currently work or of which Advisors take offices as directors; or
    4. information prohibited from disclosing under laws and regulations.
  3. Advisors shall decline Knowledge Sharing Transactions that applies to the following:
    1. Knowledge Sharing Transaction for Requesters or Clients directly competing with companies or any other organizations for which Advisors currently work or of which Advisors take offices as directors;
    2. if an Advisor is an auditor or a former auditor, Knowledge Sharing Transaction in connection with companies which the Advisor or the Advisor’s employer is currently auditing, or Knowledge Sharing Transaction in connection with any other organizations which the Advisor or the Advisor’s employer has audited within the past three years;
    3. if an Advisor is an attorney, a judicial scrivener or an administrative scrivener, any cases and projects to which is not allowed to be introduced by third parties;
    4. any advice on investment such as securities; or
    5. any Knowledge Sharing Transaction that may violate internal rules of the Advisor’s employer.
  4. Requesters and Clients shall keep all Advisor personal and personal identifiable information (“Advisor Information”) obtained in connection with the Service as confidential and shall not disclose or leak such Advisor Information to third parties without prior written consent from Advisors. Notwithstanding the foregoing, in cases where the Requesters use Group Management Function, Requesters may share Advisor Information with the members and managers who use the same Group Management Function in the company as the Requesters. Requesters and Clients may disclose information provided by Advisors in connection with the Service (“Advisor Knowledge-based Information” which does not include “Advisor Information”) to specific third parties to the extent necessary, unless otherwise specified by the Advisor. Requesters and Clients are prohibited from providing Advisor Knowledge-based Information to unspecified general public using methods such as, but not limited to, social media and web pages (e.g. SNS) which information may be shared with unspecified general public for any purpose without prior written consent from individual Advisors.
  5. Requesters shall not request information prescribed in paragraph 2 of this Article or Knowledge Sharing Transaction prescribed in Paragraph 3 of this Article to Advisors. Advisors who have received such requests from Requesters or Clients shall cancel the Knowledge Sharing Transaction and notify the Company of such request.
  6. Some Clients may allow certain personnel in charge of Client’s compliance to participate in conference calls interviews with or without notifying the Advisor in accordance with their internal compliance rules. Advisors shall agree that Knowledge Sharing Transactions may be monitored for Client’s compliance purposes.

Article 24 Prohibited Matters

  1. Users shall not engage in any of the following acts:
    1. acts that infringe Members or any other third parties’ rights:
      1. acts that infringe the rights of third parties regardless of whether they are individuals or corporations (property rights, intellectual property rights, copyrights, privacy rights, name rights, portrait rights, or reputations.);
      2. acts that violate the duty of confidentiality such as leaking trade secrets, etc. (including without limitation, material non-public information that has the potential to affect stock prices, or clinical examination trial information.);
      3. acts that violate the internal regulations of affiliated corporations or any other organizations Users are affiliated to.
    2. acts that violate service operations:
      1. acts that register, post, or display false information;
      2. acts of intended unlawful usage of Member’s accounts such as registering multiple Member’s accounts or allowing others to use Member’s account;
      3. acts that transfer the right to participate in Knowledge Sharing Transactions engaged through the Services to others without obtaining prior written consent from the Company;
      4. acts that provide Knowledge Sharing Transactions to Requesters and Clients whom the Company has introduced, without paying fees to the Company;
      5. acts that avoid payment of fees to the Company such as contacting Advisors outside of the Site on whom the User has received information such as their business experience and skills through the Service, entering into an agreement that eliminates the Company, or acts that avoid use of payment systems provided by the Company. Notwithstanding the forgoing shall not apply to cases where referral fee is paid to the Company as follows:
        1. Web Matching Knowledge Sharing Transactions
          after the completion of Web Matching Knowledge Sharing Transactions, Requesters and Advisors may directly enter into contracts such as consulting agreements and outsourcing contracts, but excluding employment contracts, with written (may include emails) prior consent from the Company, and upon payment of referral fee (15% of the total contract amount with the other party) by the Advisor to the Company with procedures specified by the Company. If both Requesters and Advisers agree, Requesters may pay such referral fee.
        2. Full-Support Matching or VQ Project Knowledge Sharing Transactions
          similar arrangements are possible by agreeing to a contract which sets out the terms including referral fees through the Company. For any transaction type, in principle, the acts specified in the preceding Paragraph (v). are prohibited for a period of one (1) year from the completion date of the last Knowledge Sharing Transaction between the concerned Requester or Client and the Advisor (provided however, if no Knowledge Sharing Transaction has been completed, the date the Company determines as reasonable as to when such Requester or the Client recognized the Advisor’s experiences, skills and etc).
      6. acts that intentionally provide false answers or dishonest responses to any question.
    3. acts that hinder the Company’s business:
      1. acts that hinder the Company from conducting business as it normally would, such as engaging in acts that affect the Company’s system, including but not limited to, sending viruses or making unauthorized access to the Site;
      2. acts that otherwise hinder the Service or the Company’s service operations or damage the Company’s reputation;
    4. Use of the Service that in not in accordance with its original purpose:
      1. acts that promote or provide political or religious ideas (except when the Company has given prior permission);
      2. engaging in any form of multi-level marketing businesses or pyramid scheme businesses and engagement in soliciting such business, product sales, marriage partner introductions, online dating services, or any other soliciting act that the company determines to be inappropriate use of the Service;
      3. acts that violate rules and regulations relating to illegal solicitation under Act on Regulation on Soliciting Children by Using Opposite Sex Introducing Service on Internet;
      4. acts that lead Users to affiliate websites such as posting links on the Site that is not in accordance with the purpose of the Site; or
      5. acts corresponding to corruption offenses prescribed in the Penal Code in Japan, acts involving the giving and receiving of unlawful money or goods for the purpose of facilitating the acquisition or maintenance of business that is prescribed in corruption and bribery prevention laws established by other countries (such as the US Foreign Corrupt Practices Act or the UK Bribery Act), or acts involving the provision of money or goods that affect judgments or decisions by government officials acting in a public position.
    5. acts that copy, alter, edit, delete, combine with other programs, reverse engineer, disassemble, decompile, or create mirror sites of the Service in whole or in part.
    6. acts that lead to obtaining information relating to the Service by accessing to the Service by scraping, crawling (crawler, robot, and spider, etc. programs) or other similar means.
    7. acts that violate or are likely to violate laws and regulations or public order and morals; or.
    8. any other acts deemed inappropriate by the Company.
  2. The Company may take the necessary response without giving prior notice, including dispositions provided for in the next Article such as suspending use, and deleting some registered information and messages sent between Users deemed to correspond to prohibited acts, if the Company judges that situations correspond to the prohibited acts stated above. Furthermore, Members shall assume the obligation to compensate for damage if damage occurs to the Company, other Members or Clients.

Article 25 Limitation of Use and Termination of Membership Registration

  1. The Company may temporarily limit the use of the Service, or terminate membership and prohibit the use of the Services, without notifying the Member if Member is deemed to correspond to any of the following:
    1. Members who have violated these Terms;
    2. Members whose registration was previously deleted, or whose usage of the Services has been denied by the Company;
    3. Members who do not respond to requests for any improvements, etc. from the Company;
    4. Members who do not respond to contact from the Company to their registered information for a reasonable period;
    5. Members who the Company otherwise determines not suitable for the Service.

Article 26 Suspension or Termination of the Services

  1. The Company may interrupt, suspend or terminate the Service without notifying Users in advance under the following circumstances:
    1. system maintenance relating to the Service;
    2. if the Company is unable to provide the Service due to force majeure such as power outages, disasters or natural disasters; or
    3. if otherwise deemed necessary by the Company.
  2. The Company may change the content of the Service or terminate the Service without notifying the Users in advance.

Article 27 Limitation of Liability

  1. Members are responsible for the accuracy of membership registration information or any other posted information in connection with the Service. The Company does not make any guarantees or give any warranty regarding accuracy, legality, or appropriateness of information provided by the Members. Users are solely responsible for the use of the Service.
  2. The Company does not make any guarantees or give any warranty that there is no infringement of third Party’s rights and illegality of the Knowledge Sharing Transactions by the Advisors. The Company is not liable for any loss or damage incurred by Members and Clients that arise from Knowledge Sharing Transactions by the Advisors except as due to the Company’s acts which constitute tort or breach of contract.
  3. The Company does not make any guarantees or give any warranty to Users regarding individual content or the quality of the Service, or the Advisor skills and qualifications, or whether the Advisors possess required information.
  4. The Company may check the career backgrounds and qualifications of Advisors which is introduced in seminars, blogs, and other media, but the Company does not make any guarantees or give any warranty to Users on such information.
  5. The Company will operate the Service in good faith and professional manner, but does not guarantee or give any warranty that the Service is free of any detrimental effects such as computer viruses.

Article 28 Disclaimer and Indemnification

  1. The Company is not responsible or liable to any loss or damage that arises from the following which Users experience from using the Service except as due to the Company’s acts which constitute tort or breach of contract:
    1. any trouble that arise from posts by Members or any communication in connection with the Service between Members and Members, between Members and Clients, between Members or Users and third parties;
    2. if quality of services or information obtained through the Service do not meet Users’ expectations;
    3. any trouble that arises in association with use of websites other than the Company’s website linked to from the Service;
    4. loss of any data, including but not limited to, Service registration information or contents exchanged in connection with the Service;
    5. any trouble that arises from unlawful access to the Site or the Company’s system, or computer viruses;
    6. any trouble that arises from access to the Site or emails sent by the Company including computer viruses alleged to have been obtained from such emails or the Site;
    7. termination, suspension or interruption of the Service; or
    8. any damage or loss to Users that arise as a result of limitation or termination of the use of the Service in accordance to these Terms.
  2. The Company shall be liable for loss or damage to Users if damage incurred by the User arise from or in connection with the Company’s acts which constitute tort or breach of contracts. The Company’s liability under these Terms will in no event exceed the amount of loss or damage which is directly suffered by the User and would ordinarily arise from the Company’s acts which constitute tort or breach of contract except for those due to the Company’s gross negligence or willful misconduct.

Article 29 Intellectual Property

  1. Intellectual property rights and copyrights to all content relating to the Site and the Service shall all be attributed to the legitimate rights holder such as the Company or the content provider, etc. unless otherwise specified therein.
  2. Members shall agree to grant the Company, global, non-exclusive, royalty-free, sub-licensable and transferable use of all copyright materials provided for the Service and in connection with the Knowledge Sharing Transactions, including but not limited to, copying, distribution, creation of derivative works, indications, publications, adaption, and availability by transmission, for any purpose.
  3. All materials in connection with the Company’s services may not be used by third party other than the Company, without prior consent from the Company.
  4. Unless otherwise agreed in writing by the parties concerned, intellectual property rights and copyrights of contents provided from the Advisors based on request from Requesters, Clients or the Company in connection with Knowledge Sharing Transactions shall belong to Requesters, Clients or the Company.
  5. Notwithstanding the foregoing, Advisors shall retain copyrights of contents created solely by Advisors not based on request from Requesters or Clients that is shared with Requesters or Clients in connection with Knowledge Sharing Transactions; provided, however, unless otherwise agreed in writing by the parties concerned, Advisors shall agree to grant the Requester, Client, the Company or their designee third-party a transferable and royalty-free license to use such contents.
  6. Advisors shall ensure that if any third-party proprietary elements are included in content shared by Advisors as part of Advisors’ participation in Knowledge Sharing Transactions, the use of the content by any person or organization including Requester, Client or the Company shall not infringe the third party rights and be royalty-free to Advisor and the third party for such use.
  7. Advisors agree that Requesters, Clients, the Company and the third party who was designated by such Requesters, Clients or the Company may freely use, without any charge, ideas, concepts, know-how, or technology shared by Advisors during Knowledge Sharing Transactions for the purpose of developing new inventions, making improvements, manufacturing, or promoting sales, etc.
  8. Unless explicitly denied by Advisors, Requesters, Clients or the Company may record and transcribe details of Knowledge Sharing Transactions, and such records and transcriptions shall belong to Requesters, Clients or the Company.

Article 30 Use of the Company Name

  1. Members shall obtain prior written approval from the Company for any use of the Company’s name or the Service name, and their relationship with the Site in any form, including but not limited to, advertisements, business cards, and mailed materials, except when in accordance with a method and indication details prescribed in advance by the Company.

Article 31 Transfer of the Service

  1. The Company may transfer its Service operations, its status, rights and obligations under these Terms including registered information on the Site and other information to third parties if the Service operations have been transferred to third parties. By agreeing to these Terms, Members agree in advance to such transfers. The transfer of services prescribed in this Article is not limited to the transfer of service operations but shall also include company splits, and any other cases in which services are transferred to third party.

Article 32 Severability

  1. If any provision of these Terms is held invalid or unenforceable in whole or in part under applicable laws and regulations, all remaining provisions shall be valid in accordance with these Terms. Provision of these Terms that is held invalid or unenforceable may be applicable by replacing such provision with the valid provision which its intention is the closest, or by adding reasonable interpretation so that the provision will have the similar intention.
  2. If any provision of these Terms is held invalid or eliminated in whole or in part with a specific User, these Terms shall remain valid with any other Users.

Article 33 Governing Law and Agreed Jurisdiction

  1. These Terms shall be construed according to the laws of Japan.
  2. The Tokyo District Court shall be the exclusive agreed court with jurisdiction in the first instance with regards to any disputes that arise in relation to the Service or these Terms.

Updated December 4, 2017
Last updated: August 6, 2018