Article 1 Substance of the Service and Role of the Company
- The Service consists of services relating to the provision of Aroma Codes by converting an aroma sample provided by a customer of the Service (hereinafter referred to as “Customer”) to a specific aroma pattern label. The company authorizing its use by the Customer as well as the use of the membership site that manages, among other things, aroma pattern labels.
- Each aroma pattern label shall be used under sole responsibility of each Customer, and the Company shall assume no responsibility therefor or therewith.
- The Service shall have the substance provided for in the ToU.
Article 2 Definition of Terms
The following terms used in the ToU shall have the following meanings unless otherwise defined herein.
- “Personal Information” refers to “personal information” set forth in the Personal Information Protection Act and shall include, but not limited to, a name, postal code, address, date of birth, profession, telephone number, account numbers (including an email address and password), profile information (age and other information on personal attributes), and credit card information and use history, which allows identification of a specific individual (including such information as will allow easy reference to other information and will thereby enable the identification of the specific individual)
- The “Label” means a code that visualizes a specific aroma pattern, as indicated in a format designated by the Company.
- The “Sample” means a substance about which a Customer desires aroma to be measured.
Article 3 Consent to and Amendment of the ToU
- Consent to the ToU and Scope of Application
The primary purpose of the ToU is to set forth terms and conditions on use of the Service between the Customer and the Company, and it shall apply to every relationship between the Customer and the Company with regard to the use of the Service. The Customer shall consent to the ToU and use the Service according to the rules set forth herein. The Customer is deemed to have consented to the ToU upon the start of use of the Service.
- Use by individual customers
No individual customer can use the Service, except for the person who may use the Service for business purpose as a sole proprietor.
- Amendment to the ToU
The Company may, as a need arises, amend or change the ToU in part or whole. The Customer shall, upon the use of the Service, read and understand the latest version of the ToU. The Company shall post the latest version, when amended, at this website (hereinafter referred to as the “Website”). An amended ToU shall become effective upon its posting at the Website. In the event the Customer has used the Service after the posting of the amended ToU or has not initiated the account deleting procedures within a period set forth by the Company, the Customer is deemed to have consented thereto. The Company will assume no responsibility for any loss or damage to the Customer incurred by any amendment or change to the ToU.
Article 4 Registration of Membership and Account Information
Membership registration is required for any Customer to use the Service. An application for membership registration shall be made by the Customer him or herself by using a format designated by the Company and providing accurate information.
- Prohibition of multiple registrations
The same company or business owner shall not make multiple registrations, except for the company that wishes to make membership registration under different departments or sections, provided that the Company accepts that such multiple registrations will have no harmful effects.
- Refusal of registration
The Company may refuse membership registration of any applicant who falls under any of the following subparagraphs:
- In the event the applicant fails to fulfill the membership requirements in the second paragraph of Article 3 and in the second paragraph of Article 4;
- In the event the applicant has been subject to the Company’s punishment, such as suspension for use of the Service, due to a violation of the ToU and the like;
- In the event incorrect or false information has been found in the application for membership registration;
- In the event the applicant has committed or is in the danger of committing, under the Company’s discretion, an act that would disturb with the provision of the Service by the Company;
- In the event the applicant is found to be a member of an organized crime group or has ceased to be such member in less than five years, an quasi-member of an organized crime group, or to be belong to a company associated with a organized crime group, a corporate racketeer, blackmailer advocating a social or political cause, special intelligence organized crime group, a terrorist, and/or a person designated by the Japanese or other foreign government for economic sanction (people in these categories are referred to as “organized crime group members and the like”), as well as close associates of organized crime group members and the like (all of these people are referred to as “anti-social forces”), or in the event the applicant is found to be an officer or an employee of a company that is effectively operated or managed by anti-social forces or otherwise to have a certain relationship with anti-social forces;
- In the event the applicant is younger than 20 years old;
- In the event the applicant is under the guardianship, curatorship or legal assistance and has not obtained consent or approval of his or her guardian, curator or legal assistant; or
- Other condition or circumstance considered inappropriate by the Company.
- Affirmation by users
Each user of the Service shall affirm that he or she does not or will not belong to any anti-social force or does not or will not commit any act, by himself or using a third party, of making demand in a violent manner or in excess of legal obligation, of threatening or using violence in the course of or in connection with a business deal, of degrading credit of the Company or disturbing with the Company’s business by spreading rumor, using fraudulent means or committing assault, or will not commit a similar act.
- Change in registration content
The Customer shall promptly reflect and report any change in information relating to his or her membership registration with the Company so as to ensure that it is accurately managed and updated all the time. In the event the Customer fails to reflect and update the registered information, despite a change, the Company may assume that no change has been made with regard to the Customer’s registration information. Furthermore, a commercial trade and various procedures effectuated before an applicable change in registration information made by the Customer may be transacted or otherwise processed on the basis of previously registered information.
- Company’s immunity from responsibility
The Company will not be responsible in any way for loss or damage from or caused by any change made in relation to membership registration or registration content by the Customer, or by the Company’s failure to approve membership registration.
- Account information management
Each member shall be responsible for management of mail addresses, passwords and the like (hereinafter referred to as “Account Information”) input by him or herself, and shall not permit third party to use Account Information, nor transfer, sell, lend, rent or otherwise dispose of the same.
- Unauthorized use of Account Information
The Customer shall be liable for damage or loss accruing from or caused by disclosure of information due to improper management of Account Information, misuse, third party’s unauthorized use, illegal access, or a similar reason, and the Company will not assume responsibility under any circumstances. The Customer shall compensate for any damage or loss incurred by the Company as a consequence of unauthorized use of his or her Account Information.
- Disclosure of Account Information
In the event Account Information has been disclosed or is in danger of being disclosed to third party, the Customer shall promptly notify so to the Company and shall comply with the Company’s instruction or direction, if any.
Article 5 Revocation of Membership Registration
- Revocation and suspension of membership registration
In the event a Customer falls or is considered by the Company to fall under any of the following subparagraphs, the Company may, without notification in advance, revoke the Customer’s membership registration, deny access to the Service in whole or part, suspend the use of the Service, and/or delete content or information relating the Customer in whole or part. In this connection, the Company will not be obliged to give a reason to take any of the above actions. The Company may conduct identify verification on a Customer, to the extent considered necessary by the Company, for ensuring that the Customer does not come under any of the following subparagraphs, and may deny access to whole or part of the Service and take and maintain other actions such as suspension of use until such verification has been made.
- In the event the Customer violates a relevant law or the ToU.
- In the event information registered by the Customer is found by the Company to be false information.
- In the event information registered by the Customer duplicates with previously registered information.
- In the event a cellular phone number or mail address registered by the Customer is found to be inaccessible or otherwise unusable.
- In the event the Customer falls under any of subparagraphs in the third paragraph of Article 4.
- In the event the Customer commits any act, by him or herself or using a third party, of making demand in a violent manner or in excess of legal obligation, of threatening or using violence in the course of or in connection with a business deal, of degrading credit of the Company or disturbing with the Company’s business by spreading rumor, using fraudulent means or committing assault.
- In the event the Customer sends to the Company any of the inhibited objects listed in Article 10.
- In the event the Customer is otherwise considered by the Company to be inappropriate as member.
- Prohibition of use of the Service
The Company may prohibit a Customer, who is subject to revocation or suspension of membership registration according to the provision of this article, to use and access the Service provided by the Company.
- Company’s immunity from responsibility
The Company will not be responsible in any way for loss or damage from or caused by any of the actions taken pursuant to this article. The Company will not be liable to reimburse any costs and expenses relating to the preparation and use of the Label during the license period specified in Article 16, as a result of the Company’s action taken pursuant to this article.
Article 6 Treatment of Personal Information
Article 7 Matters Concerning Prohibited Acts
The Company prohibits the Customer accessing the Service to conduct or engage in an act that is considered by the Company to fall under any of the following subparagraphs (hereinafter referred to as the “Prohibited Act”). As the Prohibited Acts may be added or redefined from time to time by the Company, the Customer shall be responsible to check the latest information in using the Service.
- An act violating a relevant law or the ToU
- An act violating any precaution for use of the Service provided by the Company
- An act that disturbs with the Company’s service operation and management
- An act contrary to public order or morality
- An act that is considered by the Company as unacceptable from ethical perspectives
- An act that has a harmful influence on servers and networks connected to the Service provided by the Company
- An act of illegally accessing any system relating to the Service and its provision by the Company
- An act of accessing the Service by using a different approach other than the interface provided by the Company
- An act to take advantage of a security hole, error, bug or the like of a system and/or software relating to the Company’s Website
- An act of decoding any system, software, protocol and the like relating to the Company’s Web site by means of reverse engineering, disassembly or similar technique, and an act of falsifying, modifying, copying or reusing it
- An act of providing profits or benefits, directly or indirectly, for anti-social forces in relation to the Service
- An act of degrading credit of the Company or the Service or of slandering, or an act that is likely to cause such effect
- An act of infringing intellectual property rights, honor, privacy, property and other rights and interests of the Company and third party, or an act that is likely to cause such effect
- An act of disclosing confidential information or trade secret of the Company or third party without prior consent
- Any other acts considered inappropriate by the Company
Article 8 Conclusion of Contract
- Under the Service, the Customer and the Company will conclude a contract concerning the preparation and use of the Label, under which the Company will measure aroma of a sample provided by the Customer, prepare a Label therefore, and authorize the Customer to use the Label for the license period, against which the Customer will pay a fee for usage of the Label (hereinafter referred to as the “Label Licensing Agreement”).
- The Label Licensing Agreement will come into effect when the Customer requests the Company for preparation of the Label for a sample the Customer provides and the Company accepts the request.
- In the event the Customer requests the Company the measurement of aroma for multiple samples, a Label Licensing Agreement is deemed to be concluded for each sample.
Article 9 Request for Preparation of the Label
- The Customer who has completed membership registration may request the Company to prepare a Label(s) for an aroma sample(s).
- The Customer shall, when making a request for preparation of a Label, fill out a format provided by the Company.
- In response to the request by the Customer for preparation of the Label, the Company will decide whether it will conduct measurement of aroma of a sample provided by the Customer. The Company may reject aroma measurement regarding any request for the Label. The Company will not be obliged to give a reason for such rejection.
- In the event the Company does not make any response to the Customer’s request for preparation of the Label within five business days after the request, the said request is deemed to have been rejected.
- The Customer shall not make any claim for damage or any other demand against the Company’s rejection to prepare the Label or measure a sample’s aroma.
Article 10 Inhibited Materials
- The Customer shall not request the Company for measurement of aroma for a sample that contains any of the following materials (hereinafter referred to as the “Inhibited Materials”) or preparation of a Label therefor, or send such sample to the Company.
A medical product
A material that may have a detrimental effect on human body or health (including, but not limited, to toxic materials)
A hazardous material (including, but not limited to, explosives, gases, inflammable liquid, combustible solid matters, spontaneous-ignitable substances, substances that produce inflammable gas upon contact with water, oxidizing substances and peroxides, poisonous and infectious materials, radioactive substances, and corrodible materials)
A material that violates applicable laws and regulations, or a material in volume or amount exceeding applicable legal limits
A material that is primarily used as a weapon or a material designed for the purpose that can be linked to weaponry
A material obtained as a result of theft or another criminal act
A material that is contrary to public order or morality
Human body, live animals, organs, cells, blood, and similar substance
A material which aroma cannot be measured, according to the Company’s judgement
Other similar materials and substances
- In the event a sample for aroma measurement provided by the Customer is found to be a material that violates applicable laws and regulations, the Company may, at its own discretion, notify a responsible government agency or police.
- In the event the Customer requests the Company to measure aroma of an Inhibited Material or to prepare the Label therefor, the Customer shall, at his or her own cost and responsibility, compensate for any loss or damage incurred by the Company or third party, while the Company will assume no responsibility to the Customer or third party.
Article 11 Payment
- Notification of the initial year fee for Label preparation and use
In the event the Company judges a sample provided by the Customer to be acceptable for measurement, the Company will notify, the Customer, by e-mail, of an initial year fee for Label preparation and use applicable to the sample.
- Payment period and postage on a sample
Upon notification of the initial year fee pursuant to the foregoing paragraph, the Customer shall pay the amount within seven days after such notification (hereinafter referred to as the “Payment Period”) by a method specified by the Company. The Customer shall also pay a carriage or postage on the sample and in the case of returning to the Customer, a required postage shall be paid by the Customer upon delivery.
- Cancellation of the Label Licensing Agreement
The initial fee for Label preparation and use after payment will not be refunded due to the cancellation of the Label Licensing Agreement.
- Nonpayment/delay in payment
In the event the Customer fails to pay the initial fee for Label preparation and use within the Payment Period, the Customer’s request for Label preparation will become null and void.
Article 12 Dispatching of Sample
The Customer shall dispatch a sample for aroma measurement promptly after having received the notice pursuant to the first paragraph of Article 1
- Standard volume of dispatching
The Customer shall dispatch a sample in any of the following volumes to the Company.
The Customer shall pack a sample securely and safely in a container. The Company will assume no responsibility for a damaged sample upon arrival.
- Clear indication of sample name
Each sample shall be sent in a container that clearly indicates the sample’s name. The Company may return to the Customer any sample which name is not indicated on the container, without opening it, and the Customer shall bear a carriage or postage for the returned sample.
- Shipping cost
The Customer shall bear a shipping cost for a sample to be sent to the Company, provided that, when a sample sent by the Customer according to the ToU becomes immeasurable due to any reason, the Company will bear the cost to reship the sample.
- Loss or damage to the sample in the course of shipping
The Company will assume no responsibility for damage or loss of a sample before arriving at the Company.
- Sample not suitable for freezing preservation
The Customer who sends a sample not suitable for freezing preservation, such as perishable or fresh food, shall consult with the Company in advance. For a sample which is accepted for aroma measurement after consultation, the Customer shall notify the Company of an estimated delivery date.
- Delay in shipping
In the event the Company does not receive a sample for which notification according to the first paragraph in Article 11 has been made, within one month after the notification is received, the Company may nullify the request for Label preparation covering the sample.
Article 13 Returning of the Sample
- Each sample sent to the Company will be returned to the Customer.
- Notwithstanding the above, the Company may dispose of a sample for which the Customer has notified that it does not need to be returned.
- The Customer accepts in advance that there is a risk of deterioration, decrease, loss or decaying of a sample sent to the Company in the process of aroma measurement and storage, and will thus renounce any claim for demand or other rights that may arise thereof.
- The Customer shall bear the cost for the Company’s returning of a sample to the Customer.
- In the event the Customer receives a returned sample sent by the Company, the Customer shall return a receipt attached to the sample.
Article 14 Label
- The Customer agrees and accepts that, even if the same sample is measured repeatedly, its aroma pattern label may vary according to inevitable changes in the sample’s aroma due to its condition of storage, deterioration, maturing, or measurement time.
- The Company may update the Label’s form, design and other features for the purpose of improving the Label’s quality. As the Label’s form, design and other features are updated, the Company will, upon the Customer’s request, provide the latest Label for a sample which aroma was measured in the past year.
- The Company will provide one Label for one sample, and under no circumstances, multiple Labels will be provided for the same sample.
Article 15 License Period
- The Label Licensing Agreement shall be effective for one year after the issuance of the Label (if the Label is updated pursuant to the foregoing article, the issuance of the initially issued Label for the sample), and shall be automatically renewed for the period of one year unless and until either party indicates otherwise at least one month before the expiry date.
- The Label license fee for the period after the initial renewal of the Label Licensing Agreement (hereinafter referred to as the “Post-Renewal License Fee”) shall be 10,000 yen (not including the tax) per sample per year. The Customer shall pay the Post-Renewal License Fee to the Company within 14 business days after receiving a request for payment from the Company. In the event the Customer fails to pay the Post-Renewal License Fee, the Company may demand prompt payment. Then, if no payment is made within one week after the requisition, the Customer must immediately terminate the use of the Label.
Article 16 Use of the Label
- The Customer may use the Label according to the ToU for the duration of the license period specified in the foregoing article. The Customer shall refrain from using the Label after the end of the license period.
- The Customer shall not change or modify the Label, including its form and color and shall not use the Label by removing the Company’s logo.
- The Customer shall not assign or transfer any of the rights under the Label Licensing Agreement and relating to the Service to third party, or shall not pledge it as security or mortgage.
- The Company will not assume any responsibility for loss or damage incurred by the Customer or third party as a consequence of the use of the Label by the Customer.
Article 17 Termination of the Label Licensing Agreement
- In the event the Customer falls under any of the following subparagraphs, the Company may terminate the Label Licensing Agreement without prior notice. Notwithstanding the Company’s termination, the Customer may not demand the Company to reimburse any fee or cost already paid, including the fee for Label preparation and use, nor may not be exempted from payment of any fee or cost already due.
- In the event the Customer conducts an act violating the ToU
- In the event the Customer has his or her property or asset attached, including preliminary attachment, or is subject to petitions for auction
- In the event a petition for commencement of proceedings for bankruptcy, civil rehabilitation or corporate reorganization is filed against the Customer
- In the event the Company terminates the Label Licensing Agreement, the Customer shall immediately discontinue the use of the Label. The Company may cause the use of the Label by the Customer to be prohibited in the case of his or her failure to terminate such use.
Article 18 Suspension, Termination and Change of the Service
- Suspension of the Service
In the event any of the following conditions occur, the Company may suspend whole or part of the Service temporarily without prior notice to the Customer. The Company will not assume any responsibility for loss or damage incurred by the Customer as a consequence of such suspension.
- In the event the Service cannot be delivered due to failure or disturbance relating to a server, communication line, other facility or equipment, or due to a similar cause or reason
- In the event of maintenance, inspection, repairing or change of the system relating to the delivery of the Service (including servers, communication lines, power sources, and buildings that accommodate them), which is conducted periodically or for emergency
- In the event the Service cannot be delivered due to fire, power failure or other accident
- In the event the Service cannot be delivered due to natural disaster, such as earthquake, eruption, flood and tsunami
- In the event the Service cannot be delivered due to force majeure, such as war, deadly strife, riot, disturbance, and labor dispute
- In the event the Service cannot be delivered under direction of a law or any measure or action taken on the basis of such law
- In the event the Company otherwise considers suspension of the Service necessary due to an operational or technical reason
- Termination and change of the Service
The Company may terminate or change whole or part of Service for its convenience without prior notice to the Customer.The Company will not be liable in any way for damage and loss incurred by the Customer and third party as a consequence of such termination or change of the Service.
Article 19 Intellectual Property and Content
- Ownership of intellectual properties relating to the Service
Any rights and titles to all the materials that constitute the Service shall belong to the Company. The Customer shall neither have nor obtain any right in connection with all the materials relating to the Service and shall not conduct any act to violate any intellectual property rights, including ownership and copyright, as well as any rights relating to content and materials for the Service, including portrait and publicity rights. It should be noted, however, that any Label issued on the basis of a sample provided by the Customer is the subject of the Label Licensing Agreement between the Customer and the Company during the contract period, thus generating the right to use it by the Customer according to the provisions of the ToU, provided that the Customer shall be prohibited from using a Label, without authorization, after the expiration of the contract period.
- Backup service relating to the Label
The Company will not be obliged to provide backup service relating to any Label, and the Customer shall, at its own cost and responsibility, provide such service when required.
Article 20 Customer’s Responsibility and Connection Environment
- Provision of necessary equipment and software
The Customer shall, at its own cost and responsibility, prepare and maintain computers, smartphones, other equipment, software, communication lines, and other the communication environment required to use the Service. The Customer shall also, at its own cost and responsibility, install and operate equipment, software, and the communicating system constituting a relevant communication environment. The Company will not in any way guarantee or warrant suitability or compatibility of the Service with all types of equipment and will not be involved in nor provide support for preparation, installation or operation of any equipment.
- Connection through networks
The Customer shall understand, before starting the use of the Service, that the Service needs to be connected through various networks, and connection to a certain network or equipment may cause data and signals to be changed to ensure connectivity or passage, and the Company will not assume any responsibility for such change and its consequence.
- Completion of procedures
All the procedures undertaken by the Customer via the Internet, including registration with the Service, request for issuance of the Label, and resignation, shall be deemed to be effectively complete when data relating to a specific procedure has been sent to the Company’s server and the substance of the procedure has been reflected in the Company’s system.
Article 21 Indemnity
- The Customer’s liability and exemption of the Company
In the event the Customer violates, intentionally or negligently, the ToU, the Customer shall be entirely liable for damage and loss incurred by the violation, including indemnity for other Customers and third party.
- The Company’s indemnity
The Company will not be liable for damage and loss incurred by the Customer as a consequence of the Company’s suspension, termination or change of the Service, cancellation of membership registration, termination or cancellation of the agreement, loss of data or equipment failure due to or in connection with use of the Service, and other matters relating to the Service. Also, in the event the Company is liable to the Customer, its liability shall be limited to the extent that the Company has intentionally or gross negligently caused a claim for damage, regardless of cause of action.
Article 22 General Provisions
Notice and communication by the Company to the Customer with regard to the Service will be made by a form and method considered appropriate by the Company. The Company may send or transmit the notice or communication to individual Customers to their email address, mailing address or telephone number included in customer information, as such notice or communication is considered necessary.
The Company will not be in any way liable for damage and loss incurred by non-arrival or delay in the Company’s notice or communication.
- Transfer of business
In the event the Company transfers its business relating to the Service to third party (including ordinary business transfer, company split and other transaction that involves transfer of the Service), the Company may transfer information on the Customer’s contractual status under the ToU, rights and obligations under the ToU, and information registered as a result of membership registration, to the transferee of the said business. The Customer shall approve and accept, in advance, the nature and content of the business transfer.
- Matters not provided herein
Any matter not provided in the ToU and any doubt arising out of interpretation hereof shall be resolved according to the Company’s direction. If not, the Company and the Customer shall promptly negotiate and resolve the matter according to the principle of good faith.
- Governing law and jurisdiction
The ToU shall be governed by the laws of Japan, and the Tokyo Summary Court or the Tokyo District Court shall have exclusive primary jurisdiction with respect to all disputes arising between the Customer and the Company, depending upon the nature and substance thereof.