Term of use

These Terms and Conditions (called "Terms" below.), provided by THECOO Inc. covers the compliance matters, rights and obligations of the iCON CAST service, which all clients and YouTube creators must observe and bound to agree. If you would like to use the service as a client or registered YouTuber, we ask that you please be sure to read the full text before you agree to the Terms.

Chapter 1 General Provisions

Article 1 Apply

1. The purpose of Terms is to define rights and obligations relationship between our company, clients, and registered YouTuber upon use of this services (has the meaning as defined in Article 2.), and it applies to all relationship between our company, clients, and registered YouTubers.
2. The site rules relating to this service that our company provides constitute a part of this Terms every time an update is made.

Article 2 Definition

The following words used in this Agreement, shall have the meaning set forth below.

1. "Business day" means a day other than the day the bank of Japan has been allowed holiday by law.
2. "Client" is a person who is registered to this service as a client, and an individual or corporation who is entrusted to offer projects and business to registered YouTuber through this service.
3. "Client individual contract" means the agreement on this issue commissioned business between the client and our company as defined in Article 9 No. 4.
4. "client-supplied material" has the meaning as defined in Article 12, paragraph 1.
5. "Posted sustain period" has the meanings as defined in Article 22.
6. "Acceptance criteria" has the meaning as defined in Article 20, paragraph 1.
7. "Personal Information" means information about an existing individual, name included in the information, date of birth and other information that may reveal the identity of an individual.
8. "Intellectual Property Rights” means copyright, patent, utility model rights, trademark rights, design rights and other intellectual property rights. (It include the right to acquire them, or filing a registration, etc. For copyright, the right provided for in Article 27 and Article 28 Copyright Act. Are also included)
9. "Director" has the meaning as defined in Article 11.
10. "Our company registration criteria" has the meaning as defined in Article 3 paragraph 3.
11. "Registration applicant" means the person who is defined in Article 3, paragraph 1.
12. "Registration information" means the information that has been defined in Article 3, paragraph 1.
13. "Registered users" means generic name of the client and YouTuber that the registration of the use of this service has been completed in accordance with Article 3.
14. "Registered YouTuber" means a person who is registered as a YouTuber to this service, and the person or company that is entrusted with this consignment business or tries to contract through the Service.
15. "PM type outsourcing", means the contract form that has been defined in Article 8.
16. "Secret information" has the meaning as defined in Article 35, paragraph 1.
17. "Movie" has the meaning as defined in Article 7.
18. "Consignment business", means the meaning as defined in Article 7.
19. "This Site" refers to the "iCON CAST (icon cast)" website. "This site" shall also include the meaning of "Service" as long as it related with context.
20. "Services" is, providing the platform that can match clients with YouTube creators. For clients they may post or assign projects and creators can apply for projects via this site or email. It also refers to the act of clients and creators working together to support this site and service.
21. "Use of the Service Agreement" means the agreement on the use of this service between registered users and our company.
22. "Recruitment project" has the meaning as defined in Article 9 No. 1.
23. "YouTube" is the video-sharing platform that Google Inc. provides. "YouTube" is a trademark or registered trademark of Google Inc..
24. "YouTube channel" refers to the channels created by an individual YouTube creator, a place where they post original videos of their desired content.
25. "YouTuber" refers to the person or entity who has its own dedicated YouTube channel.
26. "YouTuber individual contract" means the contract for the re-consignment of a commissioned business between our company as defined in Article 9 No. 4 and registered YouTuber.

Article 3 Registration

1. One who wishes to use this service (hereinafter referred to as the "registration applicant".) must agree to comply with all provisions of this agreement, and provide certain information which we determine (hereinafter referred to as the "registration information".)
2. Application of registration must be done by the person to use this service, unless we have agreed to the registration in advance. In addition, registration applicant must provide us with accurate and up-to-date information on the occasion of the application registration.
3. We determine whether or not the applicant may register according to certain registration criteria of our company (hereinafter referred to as the "company registration criteria.") In case we permitted a registration, we will notify the registration applicant which then would need to complete the registration process.
4. Upon completion of the registration mentioned in the previous paragraph, Use of the Service Contract in accordance with the provisions of this Agreement is established between registered users and our company. Registered users will be able to use, under certain restrictions set by our company, this establishment of the Use of the Service Contract.
5. Our Company, in its discretion, will be able to reject the registration if a person who has applied for registration, falls under any of the circumstances of the items below,
   • (1) If a registration applicant did not meet our registration criteria
   • (2) If we were able to judge that there is a risk of violating the Terms
   • (3) If there were false, clerical error or omission in the registration information that has been provided to us.
   • (4) If you are a person who has been revoked the registration of the use of this service before
   • (5) If you are a person who does not hold an e-mail address
   • (6) If you are a person who has already completed the registration
   • (7) Minors, an adult ward, a person under curatorship or person under assistance, who does not obtain consent of a legal representative, a guardian, a curator or an assistant
   • (8) Anti-social forces, etc. (gangsters, gangster, right-wing organizations, anti-social forces, others pursuant to this. hereinafter the same.) or giving out support through funding, cooperate or be involved in anti-social forces
   • (9) Others, if we reasonably determined that the person is not appropriate

Article 4 Change of registration information

If there is a change in the registration information, registered user shall notify and submit the requested information from our company by the method prescribed by us without delay.

Article 5 Management of password and user ID

1. Registered users, at your own risk, manage and store the registered password and user ID, and shall take their own measures to prevent theft.
2. Registered users shall not let a third party to use, rent, transfer, approve, name change, sell, and provide the password and the user ID as collateral.
3. Damages caused by insufficient management of password or user ID, usage malpractice, or use of certain third party are responsibility of the registered user, which we do not assume any responsibility.
4. If a registered user noticed that the password or user ID is stolen or it is used by a third party, the registered user should immediately send notice to us.

Article 6 The use of this service

1. During the effective period of the service use agreement, registered users will be able to use this service in the extent that does not violate the Terms purpose range by following the method prescribed by our company.
2. All necessities required to use this service such as computers software, internet communication line, hardware and software maintenance and internet environment must be prepared by the cost and responsibility of the registered user.
3. Registered users shall make security measures such as prevention of unauthorized access and information leakage at their own cost and responsibility.

Chapter 2 Consignment of video production for YouTube, etc. by client

Article 7 Consignment of production and uploading video to YouTube channel

The client, through this service and us, can consign to registered YouTuber, (i) a video production which the registered YouTuber introduces client's goods or services, (ii) uploading the video to YouTube channel of the registered YouTubers the videos produced by the consigned business work, hereinafter referred to as "the consigned video".

Article 8 Contract form

This service is carried out by following outsourcing project management type ("PM type outsourcing"). The client commission our company, and we entrust this to specific registered YouTuber who qualifies for the consigned business work.

Article 9 Procedure of PM type outsourcing

1. The client, through this service, can determine basic conditions for the consigned business work (Product or service which are to be introduced by registered YouTubers, campaign budget, video post date, the number of videos, the length of each video, and any other individual conditions needed for executing the consigned business work) and carry out the recruitment for registered YouTuber (hereinafter this consigned business work which the recruitment defined above takes place is referred to as "the recruitment project").
2. Registered YouTuber who wish to be consigned the recruitment project will apply for this recruitment project through this service.
3. We will select the contractors candidate for this recruitment project from the registered YouTuber in accordance with the previous paragraph considering the client’s intention.
4. As soon as we presented the detailed terms and conditions of the recruitment project to the selected registered YouTuber in accordance with the previous paragraph, and if it came to fall under any of the following, (i) the client and our company make the contract on the consigned business work in accordance with the detailed conditions (hereinafter referred to as the "client individual contract."), (ii) the selected registered YouTuber and our company make the contract on the re-consignment of the consigned business work in accordance with the detailed conditions (hereinafter referred to as "YouTuber individual contract.").
5. If any of the contract mentioned in the previous paragraph was not made within 15 business days before the scheduled publish date, the client has 2 options, (i) postpone the scheduled publish date and look into other registered YouTuber candidate for the consigned business work, (ii) withdraw the recruitment project. If the client wanted to look into other candidate, the provisions of the preceding items will be applied as well.

Article 10 Individual contract with client

1. If a client has led to the conclusion the client individual contract between our company in accordance with the preceding Article, by following the client individual contract, the client shall make a certain cooperation necessary for the performance of this matter consignment business such as providing a client-supplied material.
2. Unless otherwise authorized, the provisions of the terms and conditions of this Agreement will be applied to the client individual contract.
3. If there is any conflict between the provisions of this Terms and client individual contract, the provisions of this client individual contract is applied in priority.
4. After client have entered into a client individual contracts, the client can cancel the client individual contracts only under the case that the client pay 50% of the service charge of the full amount of business commission stipulated in the client individual contract and a cancellation fee equivalent to full amount of usage charge of this service. If the client individual contract has been canceled in accordance with this paragraph, when there is business commissions paid to our company by following article 13, our company will refund the amount calculated by deducting the cancellation fee from the business commission. However, by following article 22, after this movie has been open to the public on the YouTube channel, we will not refund any commission or the like paid to the client.
5. Unless the case we have agreed in advance, without using this service, client shall not entrust such contents of the business or in this substantially similar business to YouTuber that registered or had been registered in the past.

Article 11 Director

AIf the new recruitment projects as mentioned in Article 9 paragraph1 was registered, we inform the client with a coordinator, who will be in charge of the project (coordination between the client and registered YouTuber; hereinafter referred to as "Director”)

Article 12 Provision of material by client

1. By following the provisions of the clients individual contract, the client provide goods, service, or other related materials of images or movies contents, logo, catch-copy. content of image and videos etc.(called “client-supplied materials” below) to YouTuber through our company. The provision of client-supplied material by the client include the license (client-supplied materials include YouTube channel work duplication rights, including but not limited to public transmission rights, etc.) to use the client-supplied material in the production of this case video. The specific conditions of this license shall be set in the client individual contract.
2. When providing a client-supplied material to our company, client guarantees necessary and sufficient rights to grant the preceding license and the authority and ability.

Article 13 Consideration and payment by the client for the consigned business work

1. The consideration which the client pays is to be the total amount of the commission fee and the service charge in accordance with the client individual contract.
2. After making the client individual contract between the client and our company, the client must pay the consideration mentioned in the previous paragraph by bank transfer before the payment deadline stipulated in the client individual contract. However, if we have agreed in the client individual contract to set a certain different payment method, the client is to be adopt the method. Cost of bank transfer fees and fees in other payments will be borne by the client.
3. Unless otherwise indicated in the client individual contract, the consideration mentioned in Article 13 paragraph1 does not include consumption tax equivalent.

Article 14 Completion of the consigned business work

The consigned business work based on the client individual contract will be deemed to have been completed if the consigned video was accepted inspection in accordance with Article 20 and was open to the public in the specified YouTube channel in accordance with Article 22.

Chapter3 The consigned business work provision by registered YouTuber

Article 15 Individual contract with registered YouTuber

1. Registered YouTuber can apply for a particular recruitment project through our service in accordance with Article 9. Registered YouTuber must carry out the re-consigned business work with his or her own good faith in accordance with the YouTuber individual contract.
2. Registered YouTuber is prohibited from re-consigning the consigned business work in accordance with the YouTuber individual contract, unless the YouTuber and our company agreed beforehand in writing.
3. The provisions of the terms and conditions of this Agreement will be applied to the YouTuber individual contract unless otherwise authorized.
4. If the provisions content of this Agreement and the YouTuber individual contract conflict, the provisions of the YouTuber individual contract is applied in priority.
5. If the registered YouTuber falls under the subcontractor in accordance of the law of act against delay in payment of subcontract, the registered YouTuber can be provided with an electromagnetic record instead of the delivery of document in accordance with the law of act Article 3 Chapter 1
   The way of provision of electromagnetic record: View information on the Web The software and version used for recording: Internet Explorer, Google　Chrome, etc.
6. If the client individual contract involved in the YouTuber individual contract has been canceled from the client in accordance with Article 10 Chapter 4, the YouTuber individual contract will naturally be terminated. In this case, we will pay 50% of the commission fee as stipulated in the YouTuber individual contract to the registered Youtuber.

Article 16 Reporting and consultation

Registered YouTuber must report the progress, work-time etc. of the consigned business work in accordance with the content and format in our director’s need.

Article 17 The use of client-supplied materials and brand image retention obligations

1. Registered YouTuber must endeavor to keep the client’s and our brand image upon carrying out the consigned business work. Registered YouTuber is prohibited from taking any action that may prejudice the client and our brand image.
2. Registered YouTuber must subject to the conditions set forth in this Agreement and YouTuber individual contract in use of client-supplied materials.
3. Registered YouTuber may require to return all or part of the client-supplied material to the client, or discarded.
4. Registered YouTuber is prohibited from using registered trademark, logo, emblem, service marks, company name and any intellectual property the client or we have the right except in the purpose of performing the consigned business work.
5. With the exception of the use for the consigned business, the client or our company do not permit the registered YouTuber to use any intellectual property or rights owned by the client or our company.
6. Registered YouTuber is not allowed to register trademarks, trade names, or similar trademarks and trade names of the client or our company.

Article 18 Payments to the Registered YouTuber

1. Our company will pay the registered YouTuber the amount determined by the YouTuber individual contract by the end of the following month (If the date is not a business day, the next business day will be chosen) of posting the consigned video on his or her own YouTube channel in accordance, with the provisions of Article 22. (However, if registered YouTuber falls under the subcontractor in accordance of the law of act against delay in payment of subcontract proceeds, the due date will be within 60 days from the date of the consigned video delivered.) If the registered YouTuber is an individual, we apply withholding tax on the payment. Cost of bank transfer fees and other payments will borne by our company.
2. Unless otherwise indicated in the YouTuber individual contract, the commission fee stipulated in the preceding paragraph shall not include consumption tax equivalent.
3. Travel expenses, accommodation expenses and other expenses which are required for carrying out the consigned project in accordance with the YouTuber individual contract, are included in the commission fee mentioned in paragraph 1, and so the registered YouTuber is not being entitled to claim any of those expenses to the company.

Article 19 Delivery of the consigned video

1. Registered YouTuber must deliver the consigned video by the due date determined in the YouTuber individual contract by uploading the video to his or her own YouTube channel in a status of limited access and inform us through this service as well.
2. If there is a risk that the registered YouTuber may not deliver the video by the due date determined in the YouTuber individual contract, the registered YouTuber must immediately inform us of the fact, reason of delay, and the estimated dates of delay. Our company determines a disposition in consultation with registered YouTuber, also considering the intention of the client. However, notification by such registered YouTuber is not intended to exempt or reduce the responsibility of the registered YouTuber on delivery deadline delay.

Article 20 Acceptance inspection of the consigned video

1. If the registered YouTuber has delivered the consigned video in accordance with the provisions of the preceding Article, the client will be informed promptly. If the client received the notification, the client promptly carry out the acceptance inspection based on the criteria determined in the client individual contract (hereinafter referred to as the "acceptance criteria"). Within 10 business days from the notification of the video delivery (hereinafter referred to as the "inspection period"), the client must inform the result to our company and to the registered YouTuber. With the notification of acceptance from the client, this acceptance inspection is regarded as completed. However, if the client has not asked for modification of the consigned movie in accordance with the provision in the next paragraph, the acceptance inspection is regarded as completed with the consigned movie passing the acceptance criteria.
2. If the client reasonably determined that the consigned movie does not meet the acceptance criteria, within the inspection period, the client can request for modification of the consigned video with clearly pointing out the matter which do not meet the acceptance criteria, throughout this service. In this case, the registered YouTuber is to modify the consigned movie and upload the modified video to the own YouTube channel by the date specified by the client.
3. The acceptance inspection for the consigned movie that was uploaded again in accordance with the previous paragraph, it is assumed that the provisions of the preceding two paragraphs is applied mutatis mutandis, and the same shall apply thereafter.

Article 21 The client’s right to cancel when the acceptance inspection has not completed before the scheduled publish date

1. If the client’s acceptance inspection of the consigned movie in accordance with the preceding article did not complete by the scheduled publish date determined in the client individual contract, the client is entitled to cancel the client individual contract. If the client individual contract has been canceled, within the total consideration paid to our company in accordance with article 13, our company will refund only the commission fee equivalent (the service charge will not be refunded) to the client. If the client individual contract is canceled, it is assumed that the YouTuber individual contract is also canceled automatically. By the cancellation, our payment obligations of commission fee for our registered YouTuber based on the YouTuber individual contract also disappears.
2. Except for as provided in the preceding paragraph and Article 10 paragraph 4, the client is not be able to cancel the client individual contract.

Article 22 Open the consigned movie to public on the YouTube channel

If the consigned movie is accepted in accordance with the provisions of Article 20, the registered YouTuber is to open the consigned movie to public on the own YouTube channel on the scheduled publish date determined on the YouTuber individual contract. The movie must be kept open to public until the publish completion date (if there was one set in the YouTuber individual contract). If there were no publish completion date set, the movie must be kept open to public for at least 6 months. (hereafter these period referred to as the "published maintained period".)

Chapter 4 Rights of the consigned videos, etc.

Article 23 Intellectual property rights

1. Intellectual property rights of the consigned video belong to the registered YouTuber who produced the video, as a general rule. However, if there is an agreement in YouTuber individual contract and the client individual contract, those agreements shall be applied in priority.
2. The client accepts that YouTube term of use is applied to (There are certain restrictions and the term includes certain licensing to YouTube, but not limited to these) the consigned video uploaded on the YouTube channel.
3. Notwithstanding the provisions of paragraph 1, the client and our company are able to use the consigned movie by methods which are accepted in YouTube term of use as a usage of a video uploaded on YouTube.

Article 24 Rights infringement of third party

1. The registered YouTuber pays attention not to infringe the rights of a third party on carrying out the consigned project in accordance with the YouTuber individual contract. The registered YouTuber will also guarantee our company and the client that he or she does not infringe any rights of third party (intellectual property rights of third parties, honor rights, portrait rights, including the rights of privacy and publicity rights, but is not limited to these.) on the consigned movie.
2. Regardless of the provisions of the preceding paragraph, if the client or our company was complained by a third party regarding the consigned movie, and in case the client or our company made a request to deal with the issue, the registered YouTuber must take measures such as removing the movie from the YouTuber channel in accordance with the client’s or our company’s direction. Also, the registered YouTuber who produced the video, at your own risk and expense, must handle disputes with the third party on behalf of our company and the client with paying the client and our company for all the damage compensate due to the claim or the objection (including attorneys' fees).

Chapter 5 Other rules

Article 25 Registered users of prohibitions

1. Registered users are prohibited from any act that falls under any of the following items.
   • (1) Acts to infringe intellectual property rights, portrait rights, privacy rights, honor, and any other rights or interests which belong to third party (including the act which such infringement cause directly or indirectly.)
   • (2) Acts related to crime or acts which are contrary to public order and morality
   • (3) Acts to transmit obscene information or harmful information to the youth
   • (4) Acts to transmit information about dating
   • (5) Acts which violate the law, internal rules of our company, or rules of the industry groups which the registered YouTuber belongs
   • (6) Acts to transmit information including computer viruses or other harmful computer program
   • (7) Acts to tamper information that can be utilized regarding this service
   • (8) Acts to send certain data which capacity is more than we determined through the service
   • (9) Acts which are likely to interfere with the administration of this service by our company
   • (10) Acts to provide personally identifiable information such as name, address, phone number, e-mail address to a third party
   • (11) Acts to register for this service dupl代icatively using multiple email addresses etc.
   • (12) Acts to register on behalf of a former registered user who was canceled the registration
   • (13) Acts to discriminate against or slander other registered users or third parties, or to damage the honor or reputation of others
   • (14) Acts to impersonate our company, other registered user or third party (including the act to modify some parts of an e-mail such mail header in order to spoof.)
   • (15) Acts to send e-mail or message for advertising, promotion, solicitation etc. (hereinafter referred to as the "e-mail, etc.") , to send e-mail, etc. which arouse others feel of disgust (including e-mail, etc. which involve those risk), to interfere e-mail reception, etc. of others, or to request others for transferring chain e-mail, etc. and to transfer in accordance with the request, without our permission
   • (16) Acts to access, to port scan, to DOS attack, or to send a large amount of email transmission, etc., which could pose problem for utility or operation, our company’s or other party’s equipment or equipment for this service (equipment, electronic computer, refers to other equipment and software to in order to provide this service, hereinafter the same as those.) without our permission
   • (17) Acts to distribute information, equipment, software, etc. for releasing or avoiding access control function of a server, etc.
   • (18) Acts to acquire the registration information without obtaining the consent of the owner or by fraudulent method (including the so-called phishing and any methods similar to this.)
   • (19) Acts to use our service to promote sales, or start and prepare any type of business which will result in profit. Possible, if approved officially by our company.
   • (20) Acts to notify, according to law and regulations, to the competent authorities without fulfillment of procedure and the use of our service is not allowed.
   • (21) Acts of long repeated phone calls, that are overly done or inquiries of no reason that act to interfere with our business
   • (22) Acts to request to describe a product or service to be remarkably better than the original, on a blog or website.
   • (23) Acts to set link on any websites in order to encourage any of the act (including a case in which the act is done by third parties) mentioned in this paragraph
   • (24) Any other activities that we reasonably judge is improper
2. Our company has rights to remove all or part of the information, if we could reasonably judge the acts to transmit information by registered user falls under any provision in paragraph 1 or judge the acts to involve risk for falling under any of those provision, without any notification. Our company is not responsible for any damage caused by any measures we took in accordance with provision in this paragraph.

Article 26 Prohibition of direct trading

1. Registered users are prohibited to conduct direct trading of executable content within this service between registered users unless the case that we have already prescribed clearly or our stipulated explicitly in this agreement has been accepted in advance. In addition, registered YouTuber is prohibited to receive the fee of transactions conducted directly from clients.
2. If registered users violate Article 9 paragraph 3 or the preceding paragraph, they must pay one million yen to our company as a penalty. The provisions of this paragraph does not disturb the excess damages claims against the Company's registered users.

Article 27 Service Termination

1. In a case that corresponds to one of the following, without prior notice to the registered user, we can stop or suspend all or part of the use of this service.
   • (1) If there is a need of urgent inspection or maintenance work of a computer system of the service
   • (2) If the communication line, computer or device is stopped by accident
   • (3) If it is no longer possible to administrate this service due to cases, such as natural disasters, fire, and power failure
   • (4) Others, if the Company has determined that it is necessary to stop or interrupt
2. By our circumstances, we will be able to terminate the provision of this service. In this case, we shall notify in advance to registered users.
3. We are not responsible for any damage caused to registered users based on measures performed under this paragraph.

Article 28 Saving of information

Even if the message and other information that registered users have received or sent have been saved in this service over an operational period of time, we are not obliged to store such information and we have all rights to delete the information at any time, if necessary. We will not be responsible for any damage caused to registered users based on measures that went by us under this paragraph.

Article 29 Viewing of data, etc.

Registered users shall be aware that there may be times where we will be viewing your data, to determine whether the data is in violation of this Terms. However, we does not owe full duty to monitor and delete these data. It will only be done when necessary

Article 30 Notes about download, etc.

In the case of downloading or installing or other methods inputting software of data into a registered users computer from the service, the person in charge of installing or downloading the data must take full care of security measures and other measures that may cause damage or disappearance of data. We will not be responsible for the damage or loss of data, of the registered users.

Article 31 Holder of vested rights for this service

Ownership and intellectual property rights relating to the Site and the Service are the property to those who all are licensed to our company. On the other side, License of this service based on the registration as provided in this Terms does not mean the license of those intellectual property rights that are licensed to the Company is related to this service. By any reason, registered user must not make any action that is to infringe the intellectual property rights of those who are licensed to us (reverse assemble, reverse compile, reverse engineering, is included but there may be other measures).

Article 32 Registration cancellation

1. If applicable to any of the events of the following each issue, our company will temporarily stop the use of this service for the registered user without having to pre-notify. In addition, we can cancel all or part of the client individual contract or YouTuber individual contract that the registered user has become a party.
   • (1) If any provision or self of this Terms is in breach of client individual contract or YouTuber individual contract
   • (2) If a false fact in the registration information is found
   • (3) If registered users attempt to cause damage to other registered users or a third party
   • (4) If the operation of this service were interfered by any means.
   • (5) If payment can be no longer done, backed up by an official request for a Payment stop, insolvency, bankruptcy proceeding, civil rehabilitation proceedings, corporate reorganization proceeding, or special liquidation start
   • (6) If subjected to the disposal of dishonor, or clearinghouse of trading suspension or others when subjected to measures similar to this
   • (7) If there is a petition for provisional attachment, provisional disposition, compulsory execution or auction
   • (8) If you have received a delinquent taxes of tax dues
   • (9) If user dies or guardianship start, and if you have received the judgement of curatorship or auxiliary
   • (10) If the complaint received from other registered users or third parties exceeds a certain level that we set regardless of the intent-negligence. (For registered YouTuber, the complaint will include complaints about work quality, business level we receive from clients, or business efficiency).
   • (11) If there is not a certain number of times of login within a certain period of time that we set
   • (12) If it comes under registration rejection reasons specified in Article 3 paragraph 5
   • (13) Others, if we reasonably determines that you are not appropriate to continue the registration as a registered user
2. If you fall into one of the events preceding paragraph, registered users of course lose the benefit of time for any of the debt that is owed to us and must immediately carry out the payment of all of the debt to us.
3. If the client individual contract between the Company and the client has been canceled by the release, etc., we will assume that it is possible to cancel the YouTuber individual contract between the registered YouTuber and us.
4. We are not responsible for any damage caused to registered users by the act that we went under this paragraph.
5. If the registered users wish to register cancellation, you must notify us through this site, and then decided to do our prescribed withdrawal procedure. However, (i) if the registered user is in one of these situations as set out below, it is not possible to unsubscribe, (ii) if we determines that to cancel the registration it can cause disadvantages to a third party, immediate registration cancellation cannot be available until there is a settlement between the third party and the one who desires to cancel registration.
   • (1) If your own project which has become a party has not been completed
   • (2) If your own payment procedures of business commission and the service charge on this project has not been completed
6. If we canceled the registration of the registered user on the basis of this paragraph, based on our instructions, registered users must return appropriate software, files and documents and delete all related documents specified by our company.

Article 33 Guarantees of denial and Disclaimer

1. We do not make any guarantee when the registered users can be entrusted a business through the service.
2. Registered users have the responsibility to determine whether their actions will violate this Term, law and industry organization rules. Our company is not in charge and does not have the duty to take care of the registered users irresponsible actions for this matter.
3. We are not responsible for transactions, contact, for the dispute, etc. that occurred in between the other registered users and other third parties in connection with the Service or the Site.
4. We are not responsible for interruption of the provision of the services, stop, end, unavailable or change, delete or loss of messages or information of registered users, cancellation of registered users of registration, loss or equipment of data through the use of this service failure or damage, other per damage or loss, etc..
5. We are not responsible for information obtained from other web sites that are linked from our website and vice versa.

Article 34 Dispute settlement and damages

1. If a user violates the Term in any matter or causes an issue to our company, the user must fulfill the duty to compensate for the damages and losses.
2. If a user causes any problem with a registered client, another user or a third party and receives a claim or an argument, the issue must be reported to our company accordingly. It is the duty of the user in charge of the issue to resolve any charges and claims. The results and progress of the solution must also be reported our company at all times.
3. If a user is charged of rights infringement, or any other issue from a registered client, another user or a third party, the user is in charge of compensating for the amount needed to pay for the third party.
4. Our company, will not compensate for any charges accused to a registered user of this service.
5. If this Term is applicable to the Consumer Contract of the Consumer Contract Act (2000 Law No. 61), in accordance to the articles, our company will not be responsible for any indemnity in charge. If the charge is accused to a registered user of this service and only if the issue is originally a malpractice of our company, it will be our duty to compensate for the charge. However this is only if the issue is deliberate or of gross negligence.

Article 35 Confidentiality

1. In this Term, “Confidential Information” refers to all of the information in the Terms of this service and all other information related with our company’s technology, sales, business, finance, and organization that a registered user receives once using this service. Also any information related to all other users are also classified as “Confidential Information”. However, information corresponding to one of the following will not be considered as “Confidential Information”.
   • (1) Information which was in Recipient’s possession before receipt from disclosure
   • (2) Information which is or becomes a matter of public knowledge through no fault of Recipient
   • (3) Information which was rightfully disclosed to Recipient by a third party without restriction on disclosure
   • (4) Information which is developed by Recipient without use of the Confidential Information as can be shown by documentary evidence
   • (5) Recipient may make disclosures to the extent required by law or court order provided Recipient makes commercially reasonable efforts to provide disclosure with notice of such disclosure as promptly as possible and uses diligent efforts to limit such disclosure and obtain confidential treatment or a protective order and has allowed disclosure to participate in the proceeding
2. User may use the Confidential Information only for use of the service and must not divulge any Confidential Information to any third party (other than to employees or contractors as set forth below)
3. In the event that any of the provisions of this Agreement will be held illegal or unenforceable by a court of competent jurisdiction, such provisions will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect. If a user is in charge of court and has a chance of sharing Confidential Information the user must let us know about the act immediately.
4. If a user is going to duplicate and document any information classified as Confidential Information the user must first receive approval from our company and treat the duplicated document with absolute security in regards to paragraph 2
5. If asked by our company to delete the duplicated document, the user who is in charge of the document must immediately delete all related files, documents, and all other possible media under the instruction of our company.

Article 36 Personal information

1. We shall properly handle the personal information and information similar to it separately based on the "Privacy Policy". Registered users agree about what personal information is handled based on the Company separately determined "Privacy Policy".
2. Registered users must not use the personal information obtained through this service. Registered users must not perform a collection of personal information by using the Service.

Article 37 Validity period

Use of the Service Agreement will take effect on the date on which registration that is based on article 3 has been completed. It will take effect for registered users and our company until the day of registration of the registered user is revoked or provision of the service has been finished (The earlier one will be taken).

Article 38 Change in this Terms

1. We can freely modify the contents of this service.
2. We can modify the Terms and Conditions.If we change this Terms, we will notify the changes to the registered users. After notification of the changes, in the case that registered user use this service or make no cancellation of registration, we assume that registered user agree to the change of this Terms.

Article 39 Contact / notification

Contact about this service, other contact and notification to our company, notification of changes of this Terms, and contact and notification to registered users from us are carried out by the way prescribed by us.

Article 40 Transfer of this Terms

1. Without prior consent by our company in writing, registered users may not make transfer, their status and rights achieved by using this service to third parties
2. If this service will be transferred other companies, we can transfer this service use contractual status, the registration information, and other customer information of rights and obligations to the assignee due to transfer the business, and registered users must agree upon the transfer according to this paragraph of this Terms. In addition, the business transfer set forth in this paragraph include not only the ordinary course of business transfer but also company split and any case of transfer.

Article 41 Full agreement

This Agreement constitutes the entire agreement between our company and registered users any prior or contemporaneous written or oral agreements, negotiations, promises, arrangement, representations and understandings between the parties concerning the subject matter hereof.

Article 42 Splitting possibility

If any provision of this Agreement shall be held to be invalid, illegal or unenforceable for any reason whatsoever, the validity, legality and enforceability of the remaining provisions of this Agreement shall not in any way be affected or impaired thereby.

Article 43 surviving provisions

Article 5 paragraph 2, Article 23, Article 24, Article 27 paragraph 3, Article 28, Article 31, Article 32 paragraph 4 and paragraph 6, Article 33 to Article 36 and Article 40 to Article 44 shall be effectively continue after the termination of this service contract. However, Article 35 shall be effectively only for 5 years after the end of the Service contract.

Article 44 Governing Law and Jurisdiction

Terms of governing law is Japanese law. The Tokyo District Court is first instance exclusive jurisdiction court about any dispute that is due to or related to this Terms.

Article 45 consultation solve

If the doubt in the interpretation of this Terms and contents which are not prescribed occur, our company and registered users promptly resolve the doubt by discussing with the principle of good faith with each other.

Article 46 Authentic Texts

The texts of this Agreement in the Japanese and English languages shall be equally authentic. In the event of any divergence among the texts, the Japanese text shall prevail.