Term of Service

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V-cube Ltd., (hereafter referred to as "Company"), herein provides the term of service (hereafter referred to as "Rule") for the visual communications service 'V-CUBE（nice to meet you）' (hereafter referred to as "Service"). It is understood that the use of Service requires thorough reading of Rule and that the content to be acknowledged and agreed.

Article 1 (General Rules)

  1. The Company provides the Service to user (hereafter referred to as "User") with the service stipulated in Article
  2. The Company and the User both assume and sincerely fulfill the obligation to render the Service by Company and pay for the Service by the User according to the Rule.

Article 2 (Applicable Rule)

The Rule is applied to all and every transaction originated between the Company and the User.

Article 3 (User, Service Application, and Beginning of Setup)

  1. User means the corporation, the organization or the individual who have submitted the service application and completed the payment of initial service fees and those who were admitted to hold the right to use the Service.
  2. Application is made by entering and filling in necessary information in the application form (hereafter referred to as "Application Form") available on our internet web site (hereafter referred to as "Service Site") or by completing and submitting the application format issued by the Company.
    The application is deemed complete when the Application Form is being completed or, if application is made by the application format, it is deemed complete when the completed application format reaches the Company by mail or by fax. However, the Company may refuse the application after reviewing the content of the application.
  3. After the completion of the application as stipulated in Article 2 Section 2, the Company will issue an invoice for the necessary fees to commence the Service as stipulated in Article
  4. After confirming the completion of the payment as stipulated in Article 2 Section 3, the Company will setup the necessary configuration to commence the Service and will notify the User the date which the Service becomes available (hereafter referred to as "the Service Commencement Date"). However, only when admitted by the Company, the Company may proceed with the process of starting the Service even before the payment as stipulated in section
  5. The user is deemed to have entered into the contract for the discount only when the User desires to use the Service for twelve months or six months (i.e., starting from the Service Commencement Date until the final date of the following twelfth or sixth month (hereafter referred to as "Yearly Contract" or "Half Year Contract") by choosing "apply" from the section of Yearly Contract or Half Year Contract which appears in the Application Form or by choosing the section of Yearly Contract or Half Year Contract which appears in the application format. When entering into the Yearly Contract or Half Year Contract, the contract cannot be cancelled or the Service cannot be discontinued before the expiration date of the contract.
  6. When entering into the contract as stipulated in the previous section, the User will pay for the entire discounted one year fee or half year fee at lump sum. In this case, the 20% of the said payment is regarded as the data center usage fee and the 80% is regarded as the license fee. The payment made is not refundable under any circumstances.
  7. The User ID and password which was issued by the Company can only be used by the corporation, organization or individual and cannot be loaned to any third parties.

Article 4 (Content of Service)

  1. The Company will provide the Service based on the items selected in the Application Form and the application format or based on the decision reached through the discussion between the User and the Company after the completion of the application.
  2. The content of the Service can be changed without notice to the User when the Company concludes that it is necessary to pursue the sound operation of the business.

Article 5 (Usage Fee and Payment Method)

  1. The usage fee of the Service consists of initial fee which is to be paid at the time of starting the Service and monthly fee which is dependent on the monthly usage, Yearly Contract and Half Year Contract (as defined in Article 3 Section 5). The monthly fee when using "V-CUBE（nice to meet you） meeting" includes monthly usage fee as stipulated in Article 5 Section 2 which also includes additional fees and option fees. In addition, all fees stipulated in this section are subject to consumption tax.
  2. The initial fee, monthly usage fee (usage plan), and the usage fee of Yearly Contract and Half Year Contract is as follow:
    V-CUBE（nice to meet you）meeting : http://www.nice2meet.us/ja/service/meeting/priceplan/
    V-CUBE（nice to meet you）seminar : Please refer to the price list.
    V-CUBE（nice to meet you）sales : http://www.nice2meet.us/ja/service/sales/priceplan/
    V-CUBE（nice to meet you）video : Please refer to the price list.
    V-CUBE（nice to meet you）portal : Please refer to the price list.
    Please refer to the above for all usage fees. For those prices which are not found in the list above, please refer to the price list and the quotation which Company provides.
  3. The automatic usage fee withdrawal from the bank account must be made from the account which is designated at the time of application by "Deposit Account Transfer Request Form" (hereafter referred to as "Withdrawal Account").
  4. The payment method of the initial cost, the monthly fee, and the usage fee of Yearly Contract and Half Year Contract is as follows:
    (1) As for the initial fee and monthly fee for the Service and the usage fee of the Yearly Contract and the Half Year Contract, the payment must be made by transferring money to the bank account which the Company designate (however, the transfer charge must be borne by the User.) Regarding "V-CUBE（nice to meet you）meeting," the Company will setup for the usage within the two business days after the confirmation the payment, and will notify the User with ID and password by mail or by fax. The Service is considered to have commenced by notifying the ID and password. Regarding "V-CUBE（nice to meet you）seminar," "V-CUBE（nice to meet you）sales," "V-CUBE（nice to meet you）video" and "V-CUBE（nice to meet you）portal," the Service is considered to have commenced, only after the confirmation of the payment, on the time and date written in the application format. If the payment is made by the credit card as stipulated in section 5 of this article, the completion of the application by the Application Form will be regarded as the confirmation of the payment.
    (2) The monthly usage fee of "V-CUBE（nice to meet you）meeting" is consists of a monthly basic fee, additional fees and various option fees. Regarding the monthly basic fee, the payment must be made in advance in principle by the end of the previous month of the usage occurring month. Regarding the additional fees and various option fees, the calculation is made at the end of the usage occurring month and the Company will issue an invoice by 15th of the following month and the payment must be made by 27th of the month following the usage occurring month (27th of the month which the invoice is issued) through the automatic bank withdrawal from the Withdrawal Account or by money transfer. (However, the money transfer charge must be borne by the User. Regarding the automatic bank withdrawal, if the withdrawal date falls under the bank holidays, then the withdrawal will be made on the following business day. If the automatic bank withdrawal process is not ready, then the payment must be made by money transfer to the bank account designated by the Company.) If the expected Service Commencement Date (i.e., the notification date of the ID and password) falls under the date after the 1st of the said month (not including the 1st), the monthly basic fee will be calculated and paid for on pro-rate basis (in all cases, one month will be calculated as 30 days) and free call duration will also be provided on pro-rate basis. Even if the commencement of the Service as stipulated in this section (1) was delayed from the expected Service Commencement Date, the fee will be calculated on pro-rate basis from the expected Service Commencement Date and in the case of option where option monthly basic fee occurs, it is subject to the payment (monthly basic option fee of the option will not be calculated on pro-rate basis) once such option was applied (including the application made through the administration screen of the Service).
    (3) Initial fee and monthly usage fee can be paid by personal check if the application is made within the United States. Payment by personal checks is deemed complete when it reaches wherever is designated by the Company.
    (4) Initial fee and monthly usage fee, if approved by the Company, can be paid by money transfer or by credit cards which the Company designate.
    (5) The monthly basic fee of "V-CUBE（nice to meet you）seminar," "V-CUBE（nice to meet you sales）," "V-CUBE（nice to meet you）video," and "V-CUBE（nice to meet you）portal" must be paid in advance in principle and the payment must be completed by the prior month of the usage occurring month. Regarding the usage fee of the actual usage and usage plan as well as usage option (i.e., fees other than monthly basic fee) will be calculated at the end of the usage occurring month and an invoice will be issued by the 15th of the following month. The usage fee on the invoice must be paid by money transfer to the bank account designated by Company (the transfer charge must be borne by the User).
  5. The Company can change the usage fee of the Service by giving written notice to the User. However, the User who has entered into Yearly Contract or Half Yearly Contract (hereafter referred to as "Yearly Contract User" or "Half Yearly Contract User") is not subject to the change of the usage fee until the expiration of the Yearly Contract or Half Yearly Contract except for the additional functions.
  6. The Company can consign the billing and collection operation related to the usage fees based on Article 5 to a third party (hereafter referred to as "Consignee"). In such case, the due dates as stipulated in Article 5 section 4 may be changed based on the agreement between the Company and the Consignee.

Article 6 (Continuing Period of the Service )

  1. The usage period shall last until the end of the following month from the month of the Service Commencement Date and unless the cancellation procedure as stipulated in Article 7 is not pursued, the usage period will be automatically renewed for one month under the same terms and conditions thereafter every month.
  2. In case of Yearly Contract or Half Year Contract, the usage period of the Service shall last until the end of the Yearly Contract or Half Year Contract and unless the cancellation procedure as stipulated in Article 7 is not pursued, the Yearly Contract will be automatically renewed for one year (12 months) and Half Year Contract will be automatically renewed for half year (6 months).

Article 7 (Cancellation and Discontinuation of Service and its Resumption)

  1. The Service can be cancelled by the User's discretion. The User wishing to cancel must apply for cancellation from the administration screen or by filing a designated form to the Company or to the Consignee; the same Consignee as stipulated in Article 5 section 6 (hereafter referred to as "Cancellation Procedure"). The Company or the Consignee shall accept the Cancellation Procedure, if processed by designated form, at the time when the form reaches the Company.
  2. When the Company receives a Cancellation Procedure, the Service will be discontinued according to the usage period as stipulated in Article The Company can terminate the Service even before the User decides to discontinue. However, the monthly usage fee of the Service shall be accrued until the end of the usage period. The information as stipulated in Article 15 shall be deleted upon termination of the Service.
  3. When the cancellation application is not submitted and if the payment is not confirmed by due date as stated in the invoice, bank money withdrawal notice or credit card account notice, the Company will, in principle, discontinue the Service at the end of the said month despite the User's intention to continue the Service. Even if the Service was discontinued due to the payment not being confirmed, the usage fee during the period from the date of Service discontinuation to the end of the usage period shall accrue and the User shall be responsible for the accrued payment. Regarding delinquent payment (excluding the payment made within 10 days from the following day of the due date), the User must pay to the Company or Consignee the 6% annum of late charges based on the calculation method of rounding off to the nearest 1 (one) and assuming 365 days a year not counting the 1st day as one day.
  4. Even when the Service was discontinued, the User can still continue to receive the Service without any reset-up fees if the User pays in full the delinquent amount within 10 days after the due date. However, if the Service is to be resumed after 11 days, an additional reset-up fee of Yen 15,000 together with all delinquent payment is required.
  5. Any and all payments made as usage fee, cost and other consideration are not refundable under any circumstances.

Article 8 (Prohibited Act)

  1. The following matters are prohibited when using the Service:
    (1) Act of transmitting video content which the User is not a copyright owner (hereafter referred to as "Illegal Content"), or an act of making Illegal Content available to browse by using the Service.
    (2) Act of using against public order and morals.
    (3) Act of subleasing the Service
    (4) Act that may infringe any related laws and regulations.
    (5) Act of violating intellectual property right, portrait right, privacy, honor and other rights or profit held by the Company, by other users of the Service or by the third party.
    (6) Act of sending information to the Company with the third party's intellectual property right, portrait right, privacy, honor and other rights or profit which would result in the Company's violation of such rights when the Company copies, modifies or transmits the information within the legitimate use of the Service.
    (7) Act related to criminal conduct or act against public order and morals.
    (8) Act of transmitting computer virus or any other information that contains malicious computer program.
    (9) Act of altering the information that can be used in the Service.
    (10) Act of sending a data which is greater than the limit set by Company through the Service.
    (11) Act that may block the operation of the Service provided by the Company.
    (12) Any other act which the Company considers improper.

Article 9 (Suspension of Usage Qualification or Disqualification)

  1. The Company may suspend or disqualify, by giving prior notice to the User, if the User falls under any of the following:
    (1) When conducting any prohibited act as stipulated in Article 8.
    (2) When there is a false declaration at application.
    (3) When the User is engaged in anti social act (act against public order and morals, act that would constitute criminal behavior or administrative penalty, or joining or taking part in any anti social movements or organizations) and apparently lost its social trust.
    (4) When the User was involved in sequestration, court enforcement, foreclosure sale, or received the notification based on Article 2 of the Act of Provisional Registration Hypothecation or was punished with the disposition by suspension of business from the clearinghouse, or when the User was in a position or would likely to be in the position of receiving, engaging, or alleging coercive collection penalty by not paying taxes.
    (5) When the User was involved in dishonored checks, bank suspension, insolvency or when the User files a motion or was being filed a motion of bankruptcy procedure, special liquidation or corporate rehabilitation (including the modifications or enforcement that was in place which took place after the signing of the original contract).
    (6) When the User is dissolved not through amalgamation.
    (7) Any other incidents which the Company considers improper.
  2. When the Company receives damage through any of the incident as stipulated in the previous section, the responsible User must compensate for the damage.
  3. When any incident as stipulated in Article 9 section 1 occurs and when the Company concludes that it requires immediate action, the Company may discontinue the usage qualification without any notice or may at its sole discretion delete the content that was transmitted or were posted by using the Service. The company is not liable for any damages caused to the User as the result of usage disqualification or the deletion of the content and the User remains liable for the payment of the usage fee accrued during such suspension period.

Article 10 (Operation and Maintenance of the System)

  1. The system to provide the Service will be operational, in principle, for 24 hours a day and 365 days, except on occasions when the system related facilities must be shutdown due to unavoidable maintenance and repair. In such case, the Company will, in principle, post a notice 2 weeks in advance on the Company's service site or will notify the User by e-mail. However, the Company may use other methods of notification or omit such notice when immediate action is required.
  2. The Company shall aggressively enhance the server facilities according to the usage status by the User. However, in case of rapid growth of the usage in which servers would not be able to handle all transactions, certain User may experience a temporal out of service state.
  3. Even if a temporal interruption of the Service occurs by the reasons stipulated in previous sections, the Company will not bear any responsibilities.

Article 11 (Indemnity)

  1. In using the Service, a User may experience damage due to incidents below. Users are expected to understand those incidents when using the Service. Even if such incidents occur, the Company shall not be liable for any damages (whether directly or indirectly).
    (1) The Service may not be able to be used due to breakdowns of hardware or software of the personal computer (hereafter referred to as "PC") used by the User.
    (2) The Service may not be able to be used satisfactorily depending on the specifications status of the PC used by the User.
    (3) The Service may not be able to be used due to disconnection of the network used by the User.
    (4) The Service may not be able to be used satisfactorily depending on the quality and the state of network used by the User.
    (5) The Service may not be able to be used on the designated time and date if the User did not follow a necessary preparation, various procedures or did not make the payment of the usage fee.
    (6) The Service may not be able to be used if the PC used by the User has inappropriate time setting or language setting.
    (7) The Service may not be able to be used or used satisfactorily due to the influence of other software used by the User.
    (8) The Service may not be able to be used or used satisfactorily due to the malfunction of the peripherals (camera, head set, microphone, etc.) used by the User.
    (9) The Service may not be able to be used or used satisfactorily due to the maintenance of the Service.
    (10) The Service may not be able to be used or used satisfactorily due to the system disturbance.
    (11) The Service may not be able to be used or used satisfactorily due to the system disturbance at the data center used by the Service.
  2. The Company shall not be liable for any damages caused by the use of the Service (including but not limited to the opportunity loss or any indirect damages) except in the event of intentional negligence or default.
  3. When the User and the third party encounter a dispute, it is the User's responsibility to settle the dispute on User's cost and the Company assumes no responsibility whatsoever for the dispute.

Article 12 (Change in Registration)

  1. When any item of the registered information which was being submitted to the Company had been changed, the User must notify as soon as practical the change through the administration screen of the Service.
  2. If the User fails to notify the change as stipulated in the previous section, the Company shall not be liable for any delay or non delivery of the notice and/or document to the User.

Article 13 (Effective Date of the Rule)

  1. The Rule shall become effective on the date when the Company (and the Company's system) receives the application from the User.

Article 14 (Revision of the Rule)

  1. The revision to the Rule shall be made possible without any consent from the User, and if the User uses the Service after the revision, it is assumed that the User have agreed to the change and the revision.
  2. The Company will post on the Service site the revision of the Rule as soon as it is made.

Article 15 (Confidentiality)

  1. The Company and the Consignee will not obtain the private information (as stipulated in Article 2 of the Private Information Protection Law [issued as Law No.57 of May 30, 2003 and any revisions made thereafter]) from the User except from the information that was provided in relation to the usage of the Service and also will not disclose to the third party about an information on the usage of the Service or log data and any or all User information related to the usage of the Service. However, this shall not be the case in the event that the information was disclosed based on the request or approval from the User or that the User violated the Rule or when the Company is required to abide by the due process of the investigation or when the obligation to cooperate in the investigation was inevitable or in the event of court orders or when the disclosure was requested based on the law or the Securities Exchange Rule or the Securities Dealers' Exchange Rule.
  2. The Company will control and protect the information related to the Service based on the Private Information Protection Policy and the Basic Guideline of the Information Security as prescribed by the Company.

Article 16 (Transfer of Service, etc.)

  1. In the event by which the Company decides to transfer its business including the Service (including the case of corporate demerger), the User's contractual status and all rights and obligations related to the Rule and the registered information and the private information of the User can be transferred to the transferee and the User is expected to have agreed to the business transfer.

Article 17 (Measures on Termination of Service)

  1. In the event the Company decides to terminate the Service, the Company will, in principle, physically visit, notify in writing or send an e-mail six months before the event to announce the termination. Upon the User's request, the Company will introduce other company's similar service. The similar service which will be introduced to the User will be chosen from the service in the order of higher market share and which the Company sees appropriate, but will not guarantee that such service is equivalent to the Service and will not guarantee that the User will be able to contract such service.

Article 18 (Jurisdiction)

  1. Any disputes between the Company and the User will be brought to the Tokyo District Court as the first trial of the exclusive jurisdiction court.

Article 19 (Compliance of the Various Laws and Rules)

  1. The user is assumed to comply with all the laws and regulations of Japan.

November 25, 2008