Article 1 (Definitions)
“Subscriber” means any individual, juridical person or other organization that has concluded the User Agreement with us for the use of the Services.
“User Agreement” means a contract for the use of the Services entered into by and between Subscriber and us.
“Trial Period” means the period during which Subscriber may use the Services without charge immediately following the conclusion of the User Agreement.
“Space” means the virtual space provided to Subscriber on the web in the Services.
“Main User” means the officers or employees of Subscriber who actually use the Services (if Subscriber is a sole proprietor, then Subscriber oneself shall be included).
“Guests” means individuals, except Main User, whose Subscriber causes them to use Space.
“Users” refers to collectively Main User and Guests.
“Account” refers to an account that is granted respectively for each Subscriber's Main User to use the Services, and one Account may be registered per one Main User.
“Avatar” refers to the icon displayed on Space as Users' avatar.
“Intellectual Property Rights” refers to copyrights, patent rights, utility model rights, trademark rights, design rights, and any other intellectual property rights (including the rights to acquire or to apply for registration, etc., of such rights).
“Our Website” means a website operated by us of which domain is “oVice.in” (if, for any reason whatsoever, the domain or content thereof is modified, then such modified website is included).
Article 2 (Outline of Services)
Our Services shall be provided for the purpose of that the activities which have been made off-line ever will be made through Avatar’s activities in virtual space on-line as well.
Users may use the Space on-line in the same manner as where use off-line space, for example, voice volume of Avatar is changed according to the distance between and the direction of Avatars, or Avatar may talk only with the other specific Avatar(s) by entering the meeting room in the Space. In addition, in conversations between Avatars, we shall realize n-to-n communication in a variety of ways, such as making videophone calls and share screens, using the chat function and so on.
We shall provide Subscriber the Space appropriate to the contents of the User Agreement. Subscriber may determine the size and layouts of the Space in accordance with the intended use, and may use the Space for various purposes, such as working spaces and event venues. Further, the number of and sort of the Space available to Subscriber shall be stipulated on the User Agreement.
For more detailed information concerning the Services, please acknowledge explanation pages on the Services or Our Website and our Service Level Agreement (hereinafter referred to as the “SLA”) specified separately. In addition, the specifications of the Services may be changed due to addition or update of its functions, etc.
Article 4 (Conclusion of User Agreement)
Applicant shall accurately provide us with information required to conclude the User Agreement, separately specified by us.
If we deem that Applicant falls under or is likely to fall under any of the following, then we may not accept the application by the Applicant. In this case, we shall have no liability to explain or compensate for damages with respect to reason for the refusal:
where all or part of information provided by the Applicant to us is false, error in writing or erroneously omitted;
where we deem that Applicant is Anti-Social Forces, Etc., (means an organized crime group, a member of an organized crime group, right-wing group, anti-social force, or any other person equivalent thereto; the same shall apply hereinafter), or that Applicant is engaged in any contact or involvement with Anti-Social Forces, Etc., such as cooperating or participating in the maintenance, operation, or management of Anti-Social Forces, Etc., through financial assistance or otherwise; or
where we deem the usage to be inappropriate due to other than preceding Items.
If Subscriber falls under or is found to fall under any of the events set forth in the respective Items of the immediately preceding Paragraph after the conclusion of the User Agreement, then we may, at its discretion, restrict the use of the Services in whole or in part or terminate the User Agreement of the Services. In addition, we shall not have any obligation to disclose such reason therefor.
If any change in the information provided to us concerning Subscriber, then Subscriber shall, without delay in the manner specified by us, notify us of such change and submit the materials requested by us. All damages incurred by Subscriber which are due to the failure to change such information shall be borne by such Subscriber and we shall have no liable in any way.
Article 5 (Trial Period and Handling After Trial Period)
When the Trial Period expires, Subscriber may thereafter use the Services in exchange for payment of the charges under the User Agreement by completing the registration procedure for the payment method of the usage fees separately specified by us.
If Subscriber does not complete the registration procedure for the payment method set forth in the immediately preceding Paragraph by the end of the Trail Period, Subscriber may thereafter continue to use the Services without charge for an unlimited period, however, in this case, the Services shall be able to use with the minimum plan separately specified by us and the function available shall be restricted significantly (such free usage of the Services by Subscriber shall be hereinafter referred to as the “Freemium Use”).
In the Freemium Use, if Subscriber does not access the Space for more than one (1) year, the User Agreement shall be terminated automatically, and Subscriber shall not be able to use the Space thereafter. In addition, the same shall apply for where we notify Subscriber of the termination of the User Agreement with a period of one (1) month or more.
Subscriber shall not object to the fact that the User Agreement may be terminated in accordance with the immediately preceding Paragraph. In addition, the provisions of Article 7, Paragraph 4 shall apply even where the User Agreement is terminated in accordance with the immediately preceding Paragraph.
Article 6 (Succession of Data)
When using the Services for a fee or the Freemium Use after the end of the Trail Period, Subscriber may continue to use the Space (including Account, Avatar and other data relating to the Space; hereinafter the same in this article) used during the Trial Period; provided however that in the event of the Freemium Use, the functions available shall be restricted in accordance with the provisions of the immediately preceding Article, Paragraph 3.
Article 7 (Contract Period in case of Paid Use)
If Subscriber completes the registration procedure for the payment method of the usage fees separately specified by us, the effective period of the subsequent User Agreement shall be the period set forth in the User Agreement; provided however that unless any of the parties hereto indicates one’s intention to refuse to renew the User Agreement by seven (7) days prior to the expiration date of the effective period of the User Agreement, the User Agreement shall be automatically renewed on the same conditions for the same period from the time of expiration of the effective period, and the same shall apply thereafter.
Subscriber may terminate the User Agreement at any time even within the effective period of the User Agreement; provided however that no refund of the usage fees for the Services shall be made even if the User Agreement is terminated before the expiration of the effective period.
Subscriber, who is granted to use the two (2) or more Spaces under the User Agreement, may not make any renewal refusal or termination of the User Agreement relating to a part of such Spaces. Further, in order to change the number or sort of the Space available or the plan selected under the User Agreement, Subscriber shall be required to agree with conditions, etc., for such changes in the manner separately specified by us after mutual consultation with us.
In the event of termination of the User Agreement, we shall be entitled to delete any data stored on the Services by Subscriber, such as the Space, Account, Avatar used by Subscriber, from the recording media such as the server for the Services, and Subscriber hereby acknowledges and agrees that such data may become unavailable to browse, confirm or otherwise on or after the termination of the User Agreement. We shall not be liable for any damages caused by any deletion of such data.
Article 8 (Functions of Services)
Subscriber may use the following functions, etc., on the Space. For details of the respective functions, and functions other than those listed in the following Items, the descriptions on the Services and on the explanatory pages of Our Website shall be followed:
Conversation (call) function between Avatars
Audio of the conversations between Avatars is changed according to the distance between and the direction of the Avatars, and Users may talk only with the specific Avatar(s) by using the meeting room. Further, Users may use the video call function or screen sharing function;
Users may send messages to all Avatars in the Space, and Users may send messages only to the specific Avatar(s);
Video distribution function
By linking with external services, Users may make real-time distribution of video on the Space; and
Users may post advertisements, etc., of companies other than us on the Services. Conclusion of contracts with and payments with the other companies for such advertising shall be made directly outside the Services by Subscriber or Users.
In addition to the functions stipulated in the respective Items of the preceding Paragraph, other separate paid-for option may be provided as the Services, and for details of the functions, etc., of such paid-for option, the descriptions on the Services and on the explanatory pages of Our Website shall be followed. Subscriber may use the said paid-for option by submitting an application to us respectively.
We may, at its sole discretion, change or add to functions of the Services at any time.
Article 9 (Account Registration)
Subscriber is entitled to grant one Account per Main User, and Main User shall register one’s Account by entering one’s own e-mail address and other information specified by us.
There are two types of Account hereunder, Admin Account and Member Account. Subscriber shall determine the type of Account to be granted to Main User according to the roles and authorities, etc., thereof. The first Account to be granted to the Main User who has made the procedure of applying for the User Agreement shall be Admin Account.
Main User shall set up a password upon registering Account.
Article 10 (Management of Password, Etc.)
Main User of Subscriber shall, upon setting up one’s password, have obligation to set up and use a password that is difficult to be predicted by a third party, in accordance with the following Items, and we shall have no liability for any damage caused by the Main User’s failure to perform the obligation above:
Complex password such as consisted by mixing alphabetic uppercase and lowercase, numerals, and symbols;
Original password that is not used on other websites or services, etc.;
Password that is not based on easily predictable information such as one’s address, telephone number, birth date, etc.; and
Password that is not based on other elements or information which are easily predicted by a third party.
Subscriber shall be responsible for managing one’s own password registered by Main User upon using the Services and shall not manage the password in the manner that is likely to be known to any third party.
Any use of the Services made by using the correct password of the Subscriber shall be deemed to be made by Main User who has registered such password, and if any damage is suffered by us or any third party due to unauthorized use of such password attributable to Subscriber, then Subscriber shall compensate for such damage whether or not the person who has used such password is Main User of the Subscriber.
Subscriber shall not make Account on the Services available to, lease to, transfer to, purchase and sale with, or provide as a security, etc., to any third party.
If we have deemed that there is a likelihood of unauthorized use, such as in the event of failures to log in more than a certain number of times, then we may, at its sole discretion, suspend the use of such Account. In such case, Subscriber shall release the suspension of use in accordance with the procedures specified by us. Even if any damage is caused by Subscriber’s inability to use the Services due to such suspension measures taken by us, then, except the damage arising out of any reason attributable to us, we shall have no liability therefor.
Article 11 (Use of Space)
Subscriber may grant Main User to use the Space with using one’s granted Account and may also grant Guests to use the Space by issuing the URL of the Space thereto. When Main User or Guests uses the Space, they shall enter the Space with one’s Avatar.
The number of Avatars who may enter the Space at the same time shall be limited according to the plan selected by Subscriber in the User Agreement. If the number of Avatars in the Space has reached the upper limit, then no other Avatar may enter the Space until after the Avatar in the Space leaves the Space. Avatar’s entrance into the Space shall be on a first-come-first-served basis.
Main User granted the Admin Account may force Avatar in the Space to leave the Space.
There are two types of the Space hereunder, Public Space where anyone may enter thereinto by accessing the URL and Private Space where only specified Users may enter thereinto. When calculating the upper limit number of entries provided in Paragraph 2, the respective total number of Avatars entering the Private Space and the Public Space shall be aggregated.
By the nature of the Services that activities which have been made off-line ever will be made through Avatar’s activities in virtual space on-line as well, it may be naturally caused that conversations between Avatars in the Space can be heard by other Users. Therefore, if any content that Users do not desire to be heard by third parties is to be talked in the Space, then we recommend such Users to use a meeting room, on the Space, into which third parties other than such Users may not enter. Even if any leakage, etc., of confidential information or personal information of Subscriber or a third party arising from the use of the Services, then, except the case arising out of any reason attributable to us, we shall have no liability therefor.
Article 12 (Charges and Payment Method)
Subscriber may use the Services free of charge within the Trial Period.
During the effective period of the User Agreement, Subscriber shall pay to us usage fees for the Services set forth in the table of charges separately stipulated by us, in accordance with the number of the Space provided in the User Agreement and the selected plan, in the manner set forth in the User Agreement.
Subscriber shall pay to us usage fees for the Services set forth in the immediately preceding Paragraph no later than the due date inclusive provided below in the manner set forth in the User Agreement; provided however that other due date or any other condition has been agreed therein , such conditions shall prevail..
Payment by Credit Card
By the end of execution date of the User Agreement (in the event of renewal of the User Agreement, by the end of renewal date of the User Agreement)
Other Payment Method (this option may not be available depending on region or circumstances at the time the User Agreement is concluded)
Until the last day of the month next following the day of execution date of the User Agreement (in the event of renewal of the User Agreement, the last day of the month next following the day of renewal date of the User Agreement)
When Subscriber pays the usage fees to us by credit card payment method, the Subscriber’s credit card information shall be directly acquired by Stripe,Inc., (https://stripe.com/), which provides the payment service, and we shall not acquire the Subscriber’s credit card information.
We shall not refund the usage fees for the Services received from Subscriber unless there is any reason attributable to us.
If Subscriber delays in the payment of the charges under the User Agreement, then Subscriber shall pay late payment charges at the rate of 14.6% per annum (based on actual days elapsed and a year of 365 days) to us from the day immediately following the due date until the completion of payment.
Article 13 (Prohibited Acts)
Upon using the Services, Subscriber shall not make any acts that fall under the any of the following Items:
Act contrary to laws and regulations or to public order and morality (including, but not limited to, such act in the Space by Users);
Act infringing Intellectual Property Rights, portrait rights, privacy rights, reputation, or other rights or interests, of us, other Subscriber or other third parties (including, without limited to, act that causes such infringement directly or indirectly);
Registration of false information upon application for use of the Services;
Act related to criminal acts (including, but not limited to, such act in the Space by Users);
Act related to transmission of data including computer viruses or any other harmful computer programs;
Falsification of information utilizable in connection with the Services;
Using the information provided by us in the Services for a purpose other than using the Services;
Act related to disassembly, decompilation, reverse engineering, or any other alteration, modification or analysis, etc., of software of the Services;
Act interfering with our operation of or other Subscriber’s uses of the Services, such as the sending and receiving of extremely large amounts of data through the Services over a short period of time;
Act likely to interfere with our operation of the Services; or
Any other act to be deemed inappropriate by us.
Article 14 (Cessation of Services, Etc.)
We may cease or suspend the use of the Services in whole or in part without prior notice to Subscriber in the event of any of where:
We make, periodically or ungently, inspections or maintenance of the computer system related to the Services;
Providers of infrastructural functions as the premises of our providing the Services, such as telecommunications carriers, server operators have ceased or suspended the provision of their services, in whole or in part;
Our computer or communications line, etc., has been suspended due to an accident;
We have been less able to operate the Services due to force majeure such as fires, power outages, epidemics, or acts of God; or
We have deemed that suspension or suspension of the Services is required.
We may, at our sole discretion, terminate the provision of the Services by giving Subscriber not less than one (1) month prior notice, and the User Agreement shall be automatically terminated at time of the date of termination of the provision of the Services.
We shall have no liability for any damages suffered by Subscriber due to any measures taken by us under this Article, except where due to our willful misconduct or negligence.
Article 15 (Burden of Facilities, Etc.)
Subscriber shall, at one’s own costs and responsibilities, prepare and maintain computers, software and other equipment, communication lines and other communication environments, etc., required to use the Services.
Subscriber shall, at one’s own costs and responsibilities, take security measures such as preventing one’s computer from being infected by computer virus, and prevention of unauthorized access and information leakage, according as the one’s usage environments of its the Services. We shall have no involvement in and no liability for any Subscriber’s usage environments of the Services or security measures.
If Subscriber installs software, etc., on Subscriber’s computers, etc., by downloading or otherwise from Our Website, upon commencement of or during use of the Services, then Subscriber shall take adequate care not to cause the loss or alteration of the information held by Subscriber or the failure or damages, etc., to the equipment, and we shall have no liability for any such loss or damages, etc., above caused to Subscriber.
Article 16 (Attribution of Rights)
Article 17 (Termination and Measures upon Violation, Etc.)
We shall temporarily suspend the use of the Services for Subscriber or terminate the User Agreement without prior notice or demand, in the event where:
We find that there is any false fact within information registered by Subscriber on the Services;
Subscriber uses or intends to use the Services for any purpose or means that may cause damage to us, other Subscriber, or any other third party;
Subscriber interferes with our operation of the Services by any means whatsoever;
Subscriber is suspended of payments (shiharai-teishi) or becomes insolvent (shiharai-funou), or a petition for commencement of bankruptcy (hasan) proceedings, civil rehabilitation (minji-saisei) proceedings, corporate reorganization (kaisha-kousei) proceedings, special liquidation (tokubetsu-seisan), or similar proceedings is filed;
A bill or a cheque drawn or accepted by Subscriber is dishonored by a clearinghouse, or Subscriber is taken a suspension of transaction with a clearinghouse, or other similar measures;
Subscriber is filed a petition for attachment, provisional attachment, provisional disposition, compulsory execution, or auction;
Subscriber is executed a disposition of tax delinquency;
The Services are not used for not less than six (6) months and we deem Subscriber to have no intention to use the Services, such as no response to the communication from us; or
We deem not appropriate to continue as Subscriber.
If Subscriber falls under any of the events set forth in the respective Items of the immediately preceding Paragraph, then the entire remaining obligations of Subscriber owed to us shall automatically accelerate and become due and payble immediately to us.
We shall have no liability for any damages suffered by Subscriber due to actions taken by us under this Article.
Article 18 (Warranty Disclaimer and Exemption from Liability)
The Services are provided on an “As is” basis and we make, except matters set forth in the SLA, no representation or warranty for the Services including suitability for any particular purpose, commercial usefulness, completeness, continuity and so on.
Any transactions, communications or disputes, etc., arising between Subscriber and any third party in connection with the Services or Our Website shall be handled and settled at Subscriber’s responsibilities, and we shall not be involved in or liable for any such matters, except the matters arising out of any reason attributable to us. If we are unavoidably involved therein, then Subscriber shall indemnify to us the damages and expenses (including, but not limited to, attorneys’ fees) arising from those.
Subscriber shall, at one’s responsibilities and costs, investigate whether the use of the Services violates any laws and regulations, internal rules of trade associations, etc., applicable to Subscriber, and we do not guarantee that the use of the Services by Subscriber complies with any laws and regulations, internal rules of trade associations, etc., applicable to Subscriber.
The Services may be provided in cooperation with external services or systems, etc. However, we do not guarantee such cooperation, and we shall have no liability for any failure to cooperate with external services or systems, etc., in the Services, except the failures arising out of any reason attributable to us.
Even if any link from Our Website to other website or any link from other website to Our Website is provided, we shall have no liability for any reason whatsoever with regard to other websites other than Our Website and for any information obtained therefrom.
Notwithstanding the provisions of the immediately preceding Paragraph, if Subscriber is a “consumer” (as defined in Article 2, Item 1 of the Consumer Contract Act (Act No. 61 of 2000)) and damages of such Subscriber are caused our intentionally or by our gross negligence, then the provisions of the immediately preceding Paragraph shall not apply.
Article 19 (Confidentiality)
any information that is already in the public domain or has already known to the receiving party, at the time of provision or disclosure by the disclosing party;
any information that enters the public domain through publications or any other reason not attributable to the receiving party, after provision or disclosure by disclosing party;
any information that is legally obtained by the receiving party without being bound by any obligation of confidentiality from a third party who has a lawful right to provide or disclose those to the receiving party;
any information that is made independently by the receiving party without using any Confidential Information; or
any information that is acknowledged in writing by the disclosing party to the effect that it is not necessary to maintain in confidence.
We and Subscriber shall use Confidential Information only for the purpose of providing or using the Services, and shall not provide, disclose or divulge Confidential Information of the other party to a third party without the written consent of the other party.
Notwithstanding the provisions of the immediately preceding paragraph, we and Subscriber, as receiving party, may disclose Confidential Information to the extent necessary to comply with any law or order, demand or request of a court or governmental institution; provided, however, that if such order, demand or request is made to the receiving party, then the receiving party shall promptly notify the disclosing party to that effect.
Article 20 (Handling of Information)
We shall use the text, images, movies or any other data transmitted by Subscriber on Our Website or the Services to the extent necessary to provide the Services to such Subscriber (including storage of backed up data, disclosing those to the extent necessary to a third party such as to whom we entrust the operations in relating to providing the Services, and other similar methods to use), while we shall not use those for any other purpose.
Notwithstanding the provisions of the immediately preceding Article and immediately preceding Paragraph, we may analyze or evaluate information that is obtained through the Subscriber’s use of the Services or that is provided or entered by Subscriber, and use such obtained, provided, entered, analyzed or evaluated information for our own interest or provision of information, etc., to any third party; provided however that when we provide such information to a third party, the information to be provided shall be limited to the information that statistical processing in order that a particular individual or Subscriber is not identified thereby has been given.
With respect of contents of words said by or messages sent by Users in the Space and distributed video movies, we do not browse, watch, obtain, etc., those, except storing messages sent by Users at the Services for a certain period in order to be provided for Users’ browsing, and make any audio recording or video recording thereof. We may record and use information in connection with usage situation of the Services by Users, such as the login status of Account, the status of movement and saying (excluding the content of the saying) of each Avatar within the Space, and upon using such information, the provisions of the immediately preceding Paragraph and the provisions of the Act on the Protection of Personal Information (Act No. 57 of 2003) shall be observed.v
Article 21 (Protection of Personal Information)
When Subscriber commences using the Services, Subscriber shall, at one’s own responsibilities, implement measures, etc. (including but not limited to the measures set forth in each of the following Items), that are necessary to comply with the Act on the Protection of Personal Information and any other related laws and regulations:
To obtain the consent of the individual concerned prior to using the personal information for any other purpose;
Not to provide the personal information obtained to third parties without the consent of the individual concerned;
Not to process, copy or reproduce the personal information obtained beyond necessity;
To delete or destroy the personal information obtained as soon as possible after it has been used; and
When the personal information obtained is saved, to imply the sufficient security measures and to protect it from leakage.
If Subscriber breaches the obligation set forth in the immediately preceding Paragraph, then we shall have no liability for any damages occurred thereby. Further, Subscriber shall indemnify any and all damages and expenses (including, but not limited to, attorneys’ fees) incurred by us as due to Subscriber’s breach of the obligations set forth in the immediately preceding Paragraph.
Article 22 (Contact / Notice)
Subscriber shall not make any setting, etc., to refuse receipt of email sent to Subscriber from us, and if an email sent to Subscriber is not delivered due to errors or any other reason such as a setting to refuse receipt of email from us or a change of the email address of Subscriber, then the notice from us shall be deemed to have been given at the time when the notice should normally arrive.
If an email sent to Subscriber is not delivered due to errors, etc., then we may cease the delivery of email to such email address of Subscriber.
Even if Subscriber has suffered any damage due to failure to receive notices from us in the event set forth in the preceding two Paragraphs, we shall have no liability therefor.
Article 24 (Elimination of Anti-Social Forces)
We represent and warrant to Subscriber that we are not any of Anti-Social Forces, Etc., and that we are not any other relevant person being engaged in any contact or involvement with Anti-Social Forces, Etc., such as cooperating or participating in the maintenance, operation, or management of Anti-Social Forces, Etc., through financial assistance or otherwise.
Article 25 (Entrustment to Third Party)
We may entrust all or part of operations relating to the provision of the Services (including, but not limited to, operations, etc., for receiving charges and supporting the use of the Services) to a third party without obtaining consent of Subscriber respectively; provided however that we shall not provide Confidential Information to such third party without separate consent of Subscriber.
In the event of entrustment of operations relating to the provision of the Services to a third party in accordance with the provision of immediately preceding Paragraph, we shall be responsible to appoint and supervise such third party and impose on such third party obligations equal to those set forth in Article 19 hereof.
Article 26 (Prohibition of Assignment of Contractual Status)
Article 27 (Severability)
Article 28 (Governing Law and Jurisdiction)
Article 29(Good-Faith Consultations)