Terms of Service
These terms of service (hereinafter the “Terms”) provide for the matters that Registered Users must comply with when using MatrixFlow, an AI utilization platform for business provided by MatrixFlow inc., (hereinafter the “Company”), as well as the rights and obligations between the Company and Registered Users. When you use the service as a Registered User, please read these Terms before consenting to them.
Article 1 Application
1. These Terms are aimed at providing for the rights and obligations between the Company and Registered Users (defined in Article 2) concerning the use of the Service (defined in Article 2) and apply to all relationships between the Registered Users and the Company concerning the use of the Service.
2. Any rules and terms for the Service that the Company may publish from time to time on the Company Website (defined in Article 2) shall constitute part of the Terms.
Article 2 Definitions
The following terms used herein have the meanings set forth in the respective items:
(1) Intellectual Property Rights mean the copyrights, patent rights, utility model rights, trademark rights, design rights, and other intellectual property rights (including rights to acquire these rights and apply for registration of these rights).
(2) Company Website means the website with the URL of https://www.matrixflow.net/matrixflow/ operated by the Company (including any modified website when the URL or content of the Company Website is changed regardless of the reason).
(3) Prospective Registrants mean the Prospective Registrant defined in Article 3.
(4) Registered Information means the Registered Information defined in Article 3.
(5) Registered Users mean the individuals and corporations registered under Article 3 as users of the Service.
(6) Service means the service of the Company called MatrixFlow that provides an AI building platform not requiring programming (including any modified service when the name or details of the service are changed regardless of the reason).
(7) Service Contract means the Service Contract defined in paragraph 3 of Article 3.
Article 3 Registration
1. A person wishing to use the Service (hereinafter a “Prospective Registrant”) may apply to the Company for registration to use the Service by agreeing that the person will comply with these Terms and providing the Company by the method designated by the Company with the information designated by the Company (hereinafter “Registered Information”).
2. The Company may deny registration to any person who applies for it under paragraph 1 if any of the following grounds applies:
(1) When all or part of the Registered Information provided to the Company is false or incorrect or contains omissions
(2) Where it is applied for by a minor, adult ward, or person under curatorship or assistance if the person does not have the consent of the statutory agent, guardian, curator, or assistant
(3) When the Company finds that the person is an antisocial force (meaning an organized crime group, member or associate member of an organized crime group, company affiliated with an organized crime group, corporate racketeer, group or individual using violence, power or fraudulent means to obtain economic gain, and the same applies hereinafter), a person who cooperates with, or is involved in, the maintenance, operation, or management of an antisocial force through the provision of funds or other means, or a person who otherwise interacts or is involved with an antisocial force
(4) When the Company otherwise finds that it is not appropriate to register the person
3. The Company shall decide, in accordance with the preceding paragraph and other standards of the Company, whether to register a Prospective Registrant or not, and if the Company decides to register a Prospective Registrant, the Prospective Registrant shall be given notice to such effect. When the notice is given, registration of a Prospective Registrant as a Registered User will be completed, and a contract for the use of the Service under the provisions hereof (hereinafter a “Service Contract”) shall take effect between the Registered User and the Company.
4. When there is any change to the Registered Information, the Registered User shall, without delay by the method designated by the Company, notify the Company of the changed item and submit the materials required by the Company.
Article 4 Use of Service
The Registered User may use the Service in accordance with these Terms by the method designated by the Company during the effective period of a Service Contract.
Article 5 Fees and Method of Payment
1. The Registered User shall bear the usage fees in consideration of the use of the Service based on a fee system determined by the Company.
2. Notwithstanding the preceding paragraph, if a Registered User purchases the Service from a sales agent of the Service separately designated by the Company (hereinafter a “Sales Agent”), the Registered User shall pay the Sales Agent usage fees determined by the Sales Agent.
3. A usage fee once paid by a Registered User shall not be refunded regardless of the reason.
4. If a Registered User falls in arrears of the payment of a usage fee, the Registered User shall pay delay damages at the rate of 14.6% per annum.
Article 6 Management of Password and User ID
1. The Registered User shall keep and manage the password and user ID at its own responsibility and shall not have them used by a third party, loan or transfer (including through a change of user name) them to a third party, or trade them with a third party.
2. The Registered User shall be responsible, and the Company shall in no way be responsible, for any damage resulting from inappropriate management or misuse of the password, User ID, or use by a third party.
3. If it turns out that the password or user ID is stolen or used by a third party, the Registered User shall immediately notify the Company to such effect and follow the instructions of the Company.
Article 7 Prohibited Acts
1. In using the Service, the Registered User shall not engage in any of the following acts:
(1) An act of infringing Intellectual Property Rights, image rights, privacy rights, reputation or any other rights or interests of the Company, another user of the Service, or any third party (including acts giving rise, directly or indirectly, to such infringement)
(2) An act of uploading any data of personal information of a third party
(3) An act of collecting, disclosing, or providing personal information, Registered Information, usage history, or any other information of another user of the Service or any third party without authorization
(4) An act that relates to criminal offense or is contrary to public order and morals
(5) An act of sending information about a relationship with the opposite sex
(6) An act of sending information containing a computer virus or other malicious computer programs
(7) An act that is likely to impede the Company’s operation of the Service
(8) Any other act that the Company finds inappropriate
2. If the Company finds that a Registered User sends via the Service any information that falls, or is likely to fall, under any item of the preceding paragraph, the Company may delete all or part of the information without advance notice to the Registered User. The Company shall in no way be responsible for any damage incurred by the Registered User resulting from the measure that the Company implements under this paragraph.
Article 8 Suspension of Service
1. If any of the following items applies, the Company may suspend or discontinue the Service in whole or in part without advance notice to Registered Users:
(1) When performing inspections or maintenance work of a computer system related to the Service on a regular or emergency basis
(2) When a computer or telecommunications line is disrupted due to an accident
(3) When it is no longer possible to operate the Service due to a fire, power failure, natural disaster, or any other force majeure
(4) When the Company otherwise finds that it is necessary to suspend or discontinue it
2. The Company may terminate the provision of the Service for its own convenience. In this case, the Company shall give advance notice to Registered Users.
3. The Company shall in no way be responsible for any damage incurred by a Registered User resulting from the measure that the Company implements under this article.
Article 9 Burden of Equipment
1. A Registered User shall arrange and maintain at its own expense and responsibility all computers, software, equipment, telecommunications lines, and other communication environment as necessary for receiving the Service.
2. A Registered User shall take security precautions at its own expense and responsibility to prevent computer virus infections, unauthorized access, leakage of information, and other accidents according to the usage environment of the Service.
3. When a Registered User installs software on its computer by download from the Company Website or in any other way at the commencement or in the course of the use of the Service, the Registered User shall pay sufficient attention to avoid loss or alteration of information of the Registered User, failure or damage to the equipment, or any other accidents, and the Company shall in no way be responsible for those accidents caused to the Registered User.
Article 10 Attribution of Rights
1. All ownership and Intellectual Property Rights pertaining to the Company Website and the Service shall be vested in the Company or the persons who grant licenses to the Company, and the license to use the Service based on the registration hereunder shall not imply any grant of license to the Intellectual Property Rights of the Company or the persons who grant licenses to the Company pertaining to the Company Website or the Service. However, the copyrights (excluding copyrights to works previously owned by the Company or third parties) of a software program created by a Registered User hereunder using the Service and software provided by the Company shall be vested in the Registered User who has created it.
2. A Registered User may upload, provide, or send data, image files, other types of files, and other electromagnetic records (hereinafter collectively “Data”) of the Registered User to the Service, keep them in the Service or receive them from the Service, and the rights to the Data provided by a Registered User shall be vested in that Registered User. In preparation for the loss or damage of Data kept in the Service, a Registered User shall save and manage the Data by itself, and the Company shall in no way be responsible for any loss or damage to the Data of the Registered User.
Article 11 Cancellation of Registration
1. If a Registered User falls under any of the following items, the Company may temporarily suspend the Service for the Registered User’s use or cancel the registration as a Registered User without advance notice or demand:
(1) When the person violates any provision hereof
(2) When it turns out that the Registered Information contains any false statement
(3) When the person manifests the inability to repay debts, becomes insolvent, or a petition for the commencement of bankruptcy, civil rehabilitation, corporate rehabilitation, special liquidation, or other similar proceedings is filed with respect to the person
(4) When the person has not used the Service for six (6) months or longer and does not respond to a communication from the Company
(5) When any item of paragraph 2 of Article 3 applies
(6) When the Company otherwise finds that it is not appropriate to maintain the registration of the Registered User
2. If any item of the preceding paragraph applies, all debts that the Registered User owes to the Company or the Sales Agent shall be automatically accelerated, and the Registered User shall pay them to the Company or the Sales Agent immediately.
3. Either the Company or a Registered User may cancel the registration of the Registered User by giving the other party notice by a method determined by the Company. However, when a Registered User uses the paid service under a yearly contract or premised on a specific usage period, the Company may not cancel the registration for the paid service during a period separately determined by the Company.
4. The Company shall in no way be responsible for any damage incurred by the Registered User resulting from the action that the Company takes under this article.
Article 12 Disclaimer of Warranty and Exemptions
1. The Company or the Sales Agent (hereinafter collectively the “Company/Agent”) does not give any warranty whatsoever regarding contents of the Service. The Service shall be provided on an as-is basis, and the Company/Agent does not give any warranty whatsoever with respect to the Service, including its fitness for a specific purpose, commercial value, completeness, and continuity.
2. Even when a Registered User acquires any information about the Service, the Company Website, another Registered User of the Service, or any other matters from the Company/Agent directly or indirectly, the Company/Agent does not give any warranty whatsoever to the Registered User beyond what is provided herein.
3. The Registered User shall check at its own responsibility and expense that the Registered User’s use of the Service does not violate any laws, regulations, internal rules of any industrial associations, or other rules applicable to the Registered User, and the Company/Agent in no way warrants that a Registered User’s use of the Service conforms to laws, regulations, internal rules of any industrial associations, or other rules applicable to the Registered User.
4. The Registered User shall deal with and settle at its own responsibility all transactions, communication, disputes, and other issues arising between the Registered User and another Registered User or any third party in connection with the Service or the Company Website, and the Company/Agent shall in no way be responsible for such issues.
5. The Company/Agent shall in no way be responsible to compensate for any damage incurred by a Registered User in connection with the Service, including due to the Company/Agent’s stopping, suspending, or discontinuing the provision of the Service, unavailability or change of the Service, deletion or loss of a message or information of the Registered User, cancellation of the registration, or loss of data or failure or damage to equipment resulting from the use of the Service.
6. If there is any link in the Company Website to another website or any link in another website to the Company Website, the Company/Agent shall in no way be responsible, regardless of the reason, for any website other than the Company Website or any information acquired from such outside website.
7. The Company/Agent shall in no way be responsible for any damage incurred by a Registered User in connection with the Service. Even if the Company bears liability for damages to a Registered User under the Consumer Contract Act or on any other grounds, the Company/Agent’s liability shall be up to the total amount of usage fees for the Service that have been actually received from the Registered User during the three-month period preceding the time of occurrence of the cause of the damage.
Article 13 User’s Liability for Compensation
The Registered User who causes damage to the Company/Agent in connection with the use of the Service as a result of violation hereof shall compensate the Company/Agent for the damage.
Article 14 Confidentiality
1. Secret Information herein means any information about the technology, business, operations, finance, organization, and other matters of the Company provided or disclosed by the Company to a Registered User or is otherwise acquired by a Registered User in connection with the Service Contract or the Service in writing, orally, or by recording medium or other means. However, information shall not be treated as Secret Information if it is information that (1) is already within the public domain or is in the receiving party’s possession when it is provided or disclosed by the Company or acquired from the Company; (2) becomes, after it is provided or disclosed by the Company or acquired from the Company, part of the public domain without fault of the receiving party including through publication; (3) is legitimately acquired, without undertaking the duty of confidentiality, from a third party with authority to provide or disclose it; (4) is independently developed by either party without reference to Secret Information; or (5) is identified by the Company in writing as information not requiring confidential treatment.
2. A Registered User shall use Secret Information only for the use of the Service and shall not provide, disclose, or divulge any Secret Information of the Company to any third party without the written consent of the Company.
3. Notwithstanding paragraph 2, the Registered User may disclose Secret Information under an order, requirement, or request of a law, court, or governmental organization. However, the Registered User shall promptly notify the Company to such effect upon the receipt of the order, requirement, or request.
4. Whenever so requested by the Company, a Registered User shall return or destroy Secret Information, as well as any documents and other recording media recording or containing the Secret Information and all reproductions thereof without delay according to instructions of the Company.
Article 15 Effective Period
The Service Contract between the Company and a Registered User shall remain effective during the period where the Service is provided (from the day on which the registration of the Registered User is completed under Article 3 to the day on which the registration is canceled).
Article 16 Revision of Terms
1. The Company may freely revise the contents of the Service.
2. The Company may revise these Terms (including any rules and terms for the Service published on the Company Website, and the same applies hereinafter in this paragraph). Upon the revision of the Terms, the Company shall notify Registered Users of the details of any revision by the method determined by the Company, and the Registered User shall be deemed to have consented to the revision of the Terms when the Registered User uses the Service after the notice of the details of the revision, or when the Registered User fails to implement a procedure to cancel the registration within the period designated by the Company.
Article 17 Handling of Personal Information
2. The Company may freely use information acquired in the course of the provision of the Service as statistical or other information (including but not limited to third party provision) by processing it into anonymous information that may not identify the specific individuals.
Article 18 Communication/Notice
Any communication or notice from a Registered User to the Company to inquire about the Service or for any other purpose and any communication or notice from the Company to a Registered User to report the revision of these Terms or for any other purpose shall be given by the method determined by the Company.
Article 19 Transfer under Terms
1. Without the advance written consent of the Company, a Registered User may not transfer or assign the status under the Service Contract or any rights and obligations hereunder to a third party, pledge them as security, or otherwise dispose of them.
2. If the Company transfers the business related to the Service to another company, the Company may transfer, incidental to the transfer of the business, the status under the Service Contract, rights and obligations hereunder, Registered Information, and other customer information of Registered Users to the transferee of the business, and the Registered User shall be deemed to have consented in advance to the transfer under this paragraph. The transfer of business under this paragraph includes not only regular transfer of business but also a corporate split and any other cases of the assignment of business.
Article 20 Severability
If any provision hereof or any part of a provision is held invalid or unenforceable under the Consumer Contract Act or any other laws and regulations, the remaining provisions hereof or the remaining part of the provision partially held invalid or unenforceable shall remain in full force, and the Company and the Registered User shall strive to modify the invalid or unenforceable provision or part to the extent necessary to make it legal and enforceable in order to maintain the purpose of the invalid or unenforceable provision or part and the same legal and economic effects.
Article 21 Surviving Provisions
The provisions of Article 5 (limited to cases where there is unperformed payment), paragraph 2 of Article 6, paragraph 2 of Article 7, paragraph 3 of Article 8, Article 9, Article 10, paragraphs 2 and 4 of Article 11, Articles 12 through 14, and Articles 18 through 21 shall survive the termination of the Service Contract and remain effective. However, the provisions of Article 14 shall remain effective only for a period of five (5) years after the termination of the Service Contract.
Article 22 Governing Law and Competent Court
These Terms shall be governed by the laws of Japan, and any dispute arising out of or in connection with these Terms shall be submitted to the Tokyo District Court as the agreed exclusive jurisdiction in the first instance.
Article 23 Settlement through Consultation
If there is any matter not stipulated herein or any question arising as to the interpretation hereof, the Company and a Registered User shall strive to promptly settle it through mutual consultation under the principle of good faith.
(Revision on July 5, 2021)
(Revision on November 24, 2021)
(Revision on Feb. 21, 2020)
(Revised on July 12, 2019)
(Enacted on April 10, 2019)