Chapter 1 General Provisions

Article 1 (Definitions)

The definitions of terms used in these Terms shall be as follows.

"Customer" means an individual, corporation, or organization that has applied to use the Service in accordance with the procedures prescribed by the Company after agreeing to the contents of these Terms, and whose application has been accepted by the Company, as well as any person authorized by the Company to use the Service.

"Company Website" means the website operated by the Company.

"Applicant" means a corporation, organization, or individual that wishes to use the Service and has applied for registration or intends to apply for registration.

"Service Agreement" means the usage agreement regarding the Service concluded between the Customer and the Company based on these Terms.

"User" means a person who has been granted authority by the Customer and is permitted to access and use the Service.

"API Linked Service" means a service provided by utilizing the functions of the Service or information provided from the Service through the Application Programming Interface (hereinafter referred to as "this API") provided in connection with the Service.

Article 2 (Terms of Use)

The purpose of these Terms is to stipulate the conditions for providing the Service and the relationship of rights and obligations between the Customer and the Company regarding the use of the Service, and they shall apply to all relationships between the Customer and the Company regarding the Service.

If there are any agreements or terms, etc. (hereinafter referred to as "Individual Contracts, etc.") regarding the Service separate from these Terms, such Individual Contracts, etc. shall also constitute a part of these Terms. If there is any conflict between the provisions of the Individual Contracts, etc. and the provisions of these Terms, the provisions of the Individual Contracts, etc. shall prevail.

If there is any discrepancy between the contents of these Terms and the explanation of the Service outside of these Terms, the provisions of these Terms shall take precedence.

If there are provisions in these Terms that do not apply to the Customer at the time the Company grants permission to use the Service, such provisions shall apply from the point in time they become applicable in the future due to changes in circumstances.

In cases where the Customer is a corporation, the Company may deem that valid consent has been obtained from a representative with representative authority for the Customer to comply with these Terms of Use and other terms established by the Company.

Article 3 (Changes to these Terms, etc.)

The Company may change the contents of these Terms within a scope that does not contradict the purpose of the Service, based on the provisions of the Civil Code regarding changes to standard terms and conditions, if such changes conform to the general interest of the Customers, or if it is deemed that there are reasonable grounds such as changes in social conditions, economic circumstances, or circumstances surrounding the Service, or changes in laws and regulations.

When changing these Terms or Individual Terms, the Company shall publicize the revised content and the effective date by posting them on the Company Website or by other appropriate methods, or notify the Customer. However, in the event of changes that require the Customer's consent under laws and regulations, consent shall be obtained by a method that the Company deems appropriate.

In the event that the Company changes these Terms or Individual Terms, if the Customer uses the Service after the effective date of the change, the Customer shall be deemed to have agreed to the revised Terms or Individual Terms, except in cases where such effect is denied by law.

Chapter 2 Account Creation

Article 4 (Registration)

An Applicant may apply to use the Service by providing the Company with true and up-to-date information regarding certain information prescribed by the Company (hereinafter referred to as "Registration Matters").

After receiving the application set forth in the preceding paragraph, the Company shall determine whether to approve the registration in accordance with the Company's standards. If the Company approves the registration, it shall notify the Applicant to that effect. Registration as a Customer for the Service shall be deemed complete when the Company has issued said notification.

The Company may refuse registration or re-registration if the Applicant falls under any of the following items. Furthermore, the Company shall not be under any obligation to disclose the reasons for such refusal.

If all or part of the Registration Matters provided to the Company contain false information, errors, or omissions.

If the Company determines that the Applicant operates or cooperates in the operation of a service or website that is similar to or competes with the Service.

If the Applicant is a minor, an adult ward, a person under curatorship, or a person under assistance, and has not obtained the consent, etc., of a legal representative, guardian, curator, or assistant.

If the Company determines that the Applicant is an Anti-Social Force member, etc., as defined in Article 27 (Exclusion of Anti-Social Forces), Paragraph 1, or a person falling under Items 1 through 4 of said Paragraph.

If the Company determines that the Applicant is a person who has violated a contract with the Company in the past or is an associate of such a person.

If the Company determines that the Applicant has performed, or is likely to perform, any of the acts listed in the items of Article 16 (Prohibited Matters).

If the Applicant has ever been subject to the measures stipulated in Article 10 (Suspension of Use or Termination by the Company, etc.).

In any other cases where the Company deems the registration to be inappropriate.

Article 5 (Change of Registration Matters)

If there are any changes to the Registration Matters, the Customer shall notify the Company of such changes without delay using the method prescribed by the Company.

The Company shall not be held liable for any damages incurred by the Customer or a third party due to the Customer's failure to provide the notification set forth in the preceding paragraph.

Article 6 (Account)

The Company shall issue a user ID and password (hereinafter referred to as the "Account") upon completion of the Applicant's registration.

The Customer shall, at their own responsibility, appropriately manage and store the Account related to the Service, and shall not—nor permit any User to—allow a third party to use the Account, or lend, transfer, change the name of, buy, or sell the Account, etc.

The Customer shall bear responsibility for any damages resulting from inadequate management of the Account, errors in use, or use by a third party, and the Company shall not be held liable in any way.

The Company shall deem all acts of using the Service performed via an Account after its issuance to be acts attributable to the Customer.

If the Company determines, based on its standards, that there is a possibility that a Customer's Account is being used without authorization, the Company may suspend said Account. In such a case, the Customer shall perform the procedures to lift the suspension measure in accordance with the procedures prescribed by the Company. Furthermore, the Company shall not be held liable for any damages incurred by the Customer due to the inability to use the Account as a result of the Company taking such measures.

Chapter 3 Service Agreement

Article 7 (Service Agreement)

The User shall be deemed to have applied for a usage agreement for the Service (hereinafter referred to as the "Service Agreement") pursuant to Article 4 (Registration).

Upon the Company's acceptance of the application set forth in the preceding paragraph and the completion of Article 4 (Registration) as stipulated in Article 6, Paragraph 1, a Service Agreement as defined in the individual provisions of these Terms shall be established between the Customer and the Company, and the Customer shall be entitled to use the Service in accordance with these Terms.

Article 8 (Usage Fees)

As consideration for the use of the Service, the Customer shall pay the Company the fees for each plan specified on the pricing page of the Company Website (hereinafter referred to as "Usage Fees") by the method designated in the following Article.

The Company may revise the Usage Fees if it deems it necessary. However, in the event of an increase in Usage Fees, the Company shall publicize the fact that the fees will be changed, the revised fees, and the effective date by posting them on the Company Website or by other appropriate methods, or notify the Customer prior to such change. In addition, the Company may, at its discretion, provide a transition period for existing Customers during which the former Usage Fees will apply.

Even in the event of cancellation or termination based on Article 10 (Suspension of Use or Termination by the Company, etc.) and Article 11 (Cancellation), the Company shall not provide pro-rated calculations or refunds of Usage Fees, and the Customer shall pay the Usage Fees for the contract period to the Company regardless of the date of cancellation or termination.

This Article shall not apply to users of the free plan of the Service (hereinafter referred to as "Free Users").

Article 9 (Designation of Settlement Method)

Upon applying for use, payment for the Usage Fees of the Service shall be made by one of the methods designated by the Company (bank transfer or credit card payment).

In the case of bank transfer, the transfer fees shall be borne by the Customer.

In the case of credit card payment, the Customer shall provide the information necessary for credit card settlement to the credit card service provider.

The Company adopts a system in which credit card information is sent directly to the settlement service provider, and the Company itself never receives or retains credit card information.

This Article shall not apply to Free Users.

Article 10 (Suspension of Use or Termination by the Company, etc.)

If the Customer falls under any of the following items, the Company may, without prior notice or demand, delete stored data (including but not limited to Registration Matters and Registered Data), temporarily suspend the use of the Service, delete the registration, or terminate the Service Agreement.

If the Customer violates any provision of these Terms.

If it is discovered that the Registration Matters contain false facts.

If there is no response for 14 days or more to inquiries or other communications from the Company requesting a reply.

In the event that any of the items in Article 4 (Registration), Paragraph 3 apply

If the Customer suspends payments or becomes insolvent, or if there is a petition for the commencement of bankruptcy proceedings, civil rehabilitation proceedings, corporate reorganization proceedings, special liquidation, or any other similar proceedings.

In any other cases where the Company deems the Customer's use of the Service, registration, or continuation of the Service Agreement to be inappropriate.

If the Customer falls under any of the items in the preceding paragraph, the Customer shall naturally lose the benefit of time regarding all debts owed to the Company and must immediately pay all such debts to the Company.

The Company shall not be held liable for any damages incurred by the Customer or Users due to actions taken by the Company based on this Article.

Article 11 (Cancellation)

The Customer may cancel the Service Agreement and delete their registration as a Customer by notifying the Company using the method prescribed by the Company.

The handling of personal information after cancellation shall be in accordance with the provisions of Article 21 (Responsibility for Protection and Handling of Personal Information).

If the Customer owes any debts to the Company upon cancellation, the Customer shall naturally lose the benefit of time regarding all debts owed to the Company and must immediately fulfill all such debts to the Company.

Article 12 (Customer Responsibility and Limitation of Warranty)

The Customer shall, at their own responsibility and expense, appropriately prepare the environment and equipment (including but not limited to internet lines, hardware such as computers, and software such as web browsers) necessary for the Customer to use the Service, and the Company shall bear no responsibility regarding such preparations.

The Company does not warrant that the Service will fit the Customer's specific purposes, that it will have the expected functions, commercial value, accuracy, or utility, that the Customer's use of the Service will conform to the laws and regulations or internal rules of industry groups applicable to the Customer, that the Registered Data will be accurate, that no deficiencies will occur in procedures performed in connection with the Service, or that no malfunctions will occur.

When a Customer uses the functions of the Service to leave evidence of an agreement, etc., with another party, the Customer shall personally verify that the other party is the principal of said agreement, etc., and is a person who holds the authority regarding said agreement, etc. While the Company may provide functions or services to assist in the verification or substantiation of such matters, it does not warrant such matters.

The Company makes no warranties regarding sites operated by third parties linked from the Service. Furthermore, the Company shall not provide any compensation or involvement regarding damages occurring at the link destination or troubles between users.

The Customer understands that the Company has no responsibility or obligation to store Registered Data and shall take backups themselves as necessary. The Company shall not be held liable for any damages incurred by the Customer related to the deletion or loss of Registered Data.

The Company shall not be held liable for damages caused by the inability to use the Service, malfunction or damage to equipment resulting from the use of the Service, damages arising from a third party reprinting information provided on the Company Website to websites other than the Company Website, or any other damages arising from the acts of third parties.

The Company shall not be held liable for any transactions, communications, or disputes arising between the Customer and other users or third parties in connection with the Service or the Company Website. If any expenses are incurred by the Company or if the Company makes a compensation payment in connection with such matters, the Customer shall indemnify the Company for such expenses (including fees for professionals such as attorneys) and compensation, and the Company may claim payment of the total amount from the Customer.

Article 13 (Linked Services)

In the event that API Linked Services are provided to the Customer, the Customer shall use said services of their own volition and shall be personally responsible for all results arising from the use of said services. Furthermore, the Company shall not be held liable for the modification, disclosure, or deletion of data resulting from the use of API Linked Services.

The Company may change the content of or terminate the provision of this API for its own convenience. If the Company terminates the provision of this API, the Company shall notify the Customer in advance.

The Company shall not be held liable for any damages arising from measures taken by the Company based on this Article.

Chapter 4 The Service

Article 14 (Provision of the Service)

Upon the establishment of the Service Agreement, the Company shall promptly provide the User with the software programs and other necessary information.

Article 15 (Service Content)

The Service is provided via software for the purpose of improving the efficiency and optimization of corporate human resources and labor relations tasks. The Service primarily provides systems for outputting necessary forms/documents and personnel information management systems via web browsers, etc., and is not intended for the Company to perform tasks prescribed in Article 2 of the Social Insurance and Labor Consultant Act on behalf of the Customer.

For more detailed information and functions of the Service, please refer to the relevant pages concerning the Service on the Company Website. The Company may add, change, or delete the contents or functions of the Service at any time.

Article 16 (Prohibited Matters)

In using the Service, the Customer shall not perform, nor permit any User to perform, any of the following acts or any acts determined by the Company to fall under the following items:

Acts that violate laws and regulations or acts related to criminal behavior.

Fraudulent or threatening acts against the Company, other Customers, Users, or other third parties.

Acts offensive to public order and morals.

Acts that infringe upon the copyright, patent rights, utility model rights, design rights, trademark rights, or other intellectual property rights (including the right to acquire such rights or apply for registration, etc., of such rights; hereinafter collectively referred to as "Intellectual Property Rights, etc."), portrait rights, privacy rights, reputation, or other rights or interests of the Company, other Customers, Users, or other third parties.

Acts of transmitting to the Company, other Customers, or Users information that falls under, or is determined by the Company to fall under, the following:

Information containing excessively violent or cruel expressions.

Information containing computer viruses or other harmful computer programs.

Information containing expressions that damage the reputation or credibility of the Company, other Customers, Users, or other third parties.

Information containing excessively obscene expressions.

Information containing expressions that promote discrimination.

Information containing expressions that encourage suicide or self-harm.

Information containing expressions that encourage the inappropriate use of drugs.

Information containing anti-social expressions.

Information seeking the dissemination of information to third parties, such as chain letters.

Information containing expressions that cause discomfort to others.

Acts that place an excessive load on the network or systems of the Service.

Acts that are likely to interfere with the operation of the Service.

Acts of unauthorized access to the Company's network or systems, or attempts at unauthorized access.

Any reverse engineering acts to analyze the Company's software, such as decompiling or disassembling.

Acts of impersonating a third party.

Acts where the same corporation, organization, or individual registers as multiple Customers despite having no such necessity.

Acts of using the accounts of other Customers or Users.

Publicity, advertising, solicitation, or business activities on the Service not previously authorized by the Company.

Acts of collecting information of other users of the Service.

Acts that cause disadvantage, damage, or discomfort to the Company, other Customers, Users, or other third parties.

Acts of providing benefits to Anti-Social Forces, etc.

Acts that directly or indirectly induce or facilitate the acts in the preceding items.

Other acts that the Company deems inappropriate.

Article 17 (Suspension of the Service, etc.)

The Company may suspend or interrupt the provision of all or part of the Service without prior notice to the Customer in any of the following cases:

When performing urgent inspection or maintenance work on computer systems related to the Service.

When computers or communication lines, etc., stop due to an accident.

When the provision or use of external systems (such as Amazon Web Services) necessary for the provision of the Service is blocked.

When the operation of the Service becomes impossible due to force majeure, such as earthquakes, lightning strikes, fire, wind and flood damage, power outages, spread of disease, or natural disasters.

In other cases where the Company determines that suspension or interruption is necessary.

The Company shall not be held liable for any damages incurred due to measures taken by the Company based on this Article.

Article 18 (Modification or Termination of the Service)

The Company may change the contents of the Service or terminate the provision thereof for its own convenience.

In the event that the provision of the Service is terminated, the Company shall notify the Customer in advance of the termination and its timing.

The Company shall not be held liable for any damages incurred due to measures taken by the Company based on this Article.

Article 19 (Entrustment)

The Company may entrust all or part of the operations regarding the provision of the Service to a third party at the Company's responsibility.

Chapter 5 Handling of Information

Article 20 (Attribution of Rights)

All intellectual property rights and all other tangible and intangible property rights relating to the Service and the Company Website belong to the Company or to those who have granted a license to the Company. These Terms do not constitute a transfer of such rights to the Customer, nor do they grant any license beyond what is stipulated in these Terms.

The Customer represents and warrants to the Company that they have the legal right to register or transmit the Registered Data and that the Registered Data does not infringe upon the rights of any third party.

Article 21 (Responsibility for Protection and Handling of Personal Information)

The Company shall receive personal information included in data, etc., disclosed by the Customer (in this Article, such personal information shall be referred to as "Personal Data"; note that "Personal Information" in these Terms refers to personal information as defined in the Act on the Protection of Personal Information (Act No. 57 of 2003; hereinafter referred to as the "Personal Information Protection Act")) based on entrustment by the Customer. When the Customer discloses Personal Data to the Company, such as by uploading it to the Service, the Customer shall be deemed to have entrusted the Company with the handling of the Personal Data for the purpose of using the Service.

When the Customer entrusts the Company with the handling of Personal Data, the Customer warrants that they have implemented the procedures stipulated by laws and regulations, such as the Personal Information Protection Act.

The Company shall handle the Personal Data entrusted by the Customer in accordance with the Privacy Policy separately established by the Company (hereinafter referred to as the "Privacy Policy").

The Company shall not use, process, copy, or reproduce the Personal Data entrusted by the Customer beyond the scope of the purpose of the entrustment.

Regarding the Personal Data entrusted by the Customer, the Company shall appoint a management supervisor and take necessary and appropriate measures to prevent leakage, loss, or damage, and for other security management of Personal Data.

In the event of an accident such as leakage, loss, or damage regarding the Personal Data entrusted by the Customer, the Company shall promptly report the fact to the Customer, investigate the cause, and take necessary measures to prevent the spread of the accident.

Article 22 (Utilization of Data)

Notwithstanding the provisions of the preceding Article, the Company may use Registered Data and other data related to the Customer and Users (excluding those that fall under Personal Data) for the purpose of improving the quality of services provided or intended to be provided by the Company, including the Service, providing information to the Customer regarding these services, and for other purposes specified by the Company in the Privacy Policy.

The Company may analyze the usage status of the Service or the status of Customers and Users for statistical purposes and publicly announce the statistical results. However, this shall be done in a manner such that individual Customers and specific individuals cannot be identified.

The Company may obtain usage information of the Service from the Customer or request the Customer to provide feedback regarding the Service. The Customer agrees that the Company may use the content of such usage information or feedback during and after the term of the Service Agreement. However, the purpose of using such usage information or feedback shall be limited to the operation, improvement, promotion of the Service, and development of new services.

Chapter 6 Miscellaneous

Article 23 (Communication or Notice)

Inquiries and other communications or notices from the Customer to the Company regarding the Service shall be made using the method prescribed by the Company.

Communications or notices from the Company to the Customer regarding the Service shall be made by sending an email to the email address included in the Registration Matters or by other methods prescribed by the Company. If the Company sends a communication or notice to the email address or other contact information included in the Registration Matters, the Customer shall be deemed to have received said communication or notice.

Article 24 (Disclaimer)

The Company makes no warranty that the Service will fit the User's specific purposes, that it will have the expected functions, commercial value, accuracy, or utility, that the User's use of the Service will conform to the laws, regulations, guidelines, etc., applicable to the User, that it will be available continuously, or that no malfunctions will occur.

The Company shall not be held liable for any transactions, communications, or disputes arising between the User and a third party (including but not limited to the User's customers, business partners, or file recipients via this transfer service) in connection with the use of the Service. The Service is not intended to provide any legal advice or opinions to the User.

The User shall ensure security, etc., at their own responsibility, and the Company shall bear no responsibility for the backup of data, etc.

The Company makes no warranty regarding the accuracy, reliability, completeness, utility, or security of services provided by other companies that are partnered with or linked from the Service.

The Company shall not be held liable for any damages incurred by the User in connection with the Service, except in cases of intentional misconduct or gross negligence by the Company. However, cases falling under Article 17 (Suspension of the Service, etc.), Paragraph 1, and Article 18 (Modification or Termination of the Service), Paragraph 1, shall be governed by the provisions of those respective Articles.

In the event that the Company is held liable for damages to the User for reasons such as falling outside the scope of the disclaimers stipulated in these Terms, the scope of the Company's liability for damages shall be limited to direct and ordinary damages actually incurred due to reasons attributable to the Company, and the amount of compensation shall be limited to the total amount of usage fees for the Software received from said User during the 12 months prior to the time the cause of the damages arose. However, this shall not apply in cases of intentional misconduct or gross negligence by the Company.

Article 25 (Late Charges)

If the Customer fails to perform their obligations under the Service Agreement, the Customer shall pay the Company late charges calculated at an annual rate of 14.6% on the amount to be paid.

Article 26 (Confidentiality)

Except as otherwise provided in these Terms, the Customer and the Company shall treat information disclosed by the other party in connection with the Service that was explicitly requested to be handled as confidential at the time of disclosure as confidential information, except with the prior written consent of the other party. However, information falling under any of the following items shall not be considered confidential information:

Information already in possession at the time of disclosure.

Information legitimately obtained from a third party after disclosure without being subject to confidentiality obligations.

Information independently obtained or created after disclosure without regard to the information disclosed by the other party.

Information already in the public domain at the time of disclosure.

Information that entered the public domain after disclosure due to reasons not attributable to the receiving party.

Notwithstanding the provisions of the preceding paragraph, the party receiving confidential information (hereinafter referred to as the "Receiving Party") may disclose confidential information without the prior consent of the party that disclosed it if such disclosure is made in accordance with a legitimate request from a supervisory authority, etc., or the provisions of laws and regulations, or if it is disclosed to the Receiving Party's officers, employees, contractors of the Service, attorneys, accountants, or others who bear a legal obligation of confidentiality.

Article 27 (Exclusion of Anti-Social Forces)

The Customer and the Company represent to the other party that they, their officers, or their employees do not currently fall under the category of organized crime groups, members of organized crime groups, persons for whom five years have not elapsed since they ceased to be members of organized crime groups, quasi-members of organized crime groups, companies related to organized crime groups, corporate racketeers (sokaiya), etc., groups advocating social movements (golos), special intelligence organized crime groups, or other similar persons (hereinafter collectively referred to as "Organized Crime Group Members, etc."), and that they do not fall under any of the following items, and they covenant that they will not fall under these in the future:

Having a relationship in which Organized Crime Group Members, etc., are recognized as controlling the management or being substantially involved in the management.

Having a relationship recognized as involving the undue use of Organized Crime Group Members, etc., such as for the purpose of seeking unjust profits for oneself or a third party or for the purpose of inflicting damage on a third party.

Having a relationship recognized as involving the provision of funds, etc., or favors to Organized Crime Group Members, etc.

Having a relationship in which an officer or a person substantially involved in management has a socially condemnable relationship with Organized Crime Group Members, etc.

If it is discovered that the other party, or the other party's officers or employees, are Organized Crime Group Members, etc., or fall under any of the items in the preceding paragraph, in violation of the representations and covenants in the preceding paragraph, the Customer or the Company may terminate the Service Agreement without any notice.

The provisions of Article 15 (Suspension of Use or Termination by the Company, etc.), Paragraphs 2 and 3 shall apply mutatis mutandis if the Company terminates the Service Agreement based on the preceding paragraph.

Article 28 (Assignment of Status, etc.)

The Customer may not assign, transfer, grant as security, or otherwise dispose of their status under the Service Agreement or their rights or obligations under these Terms to a third party without the prior written consent of the Company.

In the event that the Company transfers the business related to the Service to another company, the Company may transfer its status under the Service Agreement, its rights and obligations under these Terms, the Customer's Registration Matters, and other customer information to the transferee of said transfer, and the Customer shall be deemed to have consented to such transfer in advance under this paragraph. Furthermore, the business transfer stipulated in this paragraph shall include not only ordinary business transfers but also company splits and any other cases where a business is transferred.

Article 29 (Severability)

Even if any provision of these Terms, or any part thereof, is determined to be invalid or unenforceable under laws and regulations, the remaining provisions of these Terms and the remaining parts of any provision determined to be partially invalid or unenforceable shall continue to be in full force and effect.

Article 30 (Governing Law and Jurisdiction)

The governing law of these Terms and the Service Agreement shall be the laws of Japan.

The Tokyo District Court shall be the exclusive agreed jurisdiction of the first instance for all disputes arising out of or in connection with these Terms or the Service Agreement.

Revision History

Enacted: April 1, 2022