Terms of Use

UniWeb Terms of UseThis Terms of Use (hereinafter referred to as the "Terms") defines the terms and conditions for the use of UniWeb (hereinafter referred to as the "Service"), a web accessibility service provided by Kiva Corporation (hereinafter referred to as the "Company"), and the rights and obligations between the customer and the Company.

Article 1 (Application)

These Terms of Use stipulate the matters to be observed by customers and the relationship of rights and obligations between customers and the Company with respect to the use of the Service provided by the Company to customers based on the UniWeb Usage Agreement (hereinafter referred to as the "Usage Agreement") separately agreed upon between customers and the Company, and shall apply to all relationships regarding the use of the Service.
These terms shall apply simultaneously upon the conclusion of the usage contract and shall supplement that contract, and shall be treated as one with the usage contract. Furthermore, the provisions of the usage contract shall apply to these terms as much as possible, given their content and nature.
The meanings of terms used in these Terms shall be the same as those defined in the usage contract, unless otherwise specified in these Terms.

Article 2 (Contract Period)

The provision period of this service shall be as specified in the contract terms. If neither the Company nor the customer provides notification by the last day of the month prior to the expiration of the contract period, the contract period specified in the terms shall be automatically renewed under the same conditions as these Terms and the contract terms, and this will continue from then on.

Article 3 (Account)

The Company will issue a customer ID and password (hereinafter referred to as 'Account') necessary for using the service to customers who have completed the required registration procedures.
Customers shall properly manage and keep their account related to this service at their own responsibility, and must not allow themselves or their employees to allow third parties to use it, nor lend, transfer, change the name, sell, etc.
The customer shall bear the liability for any damage arising from insufficient account management, user errors, third-party usage, etc., and the Company shall not be held responsible at all.
All actions using this service with the issued account after its issuance shall be regarded as attributable to the customer.
If the customer finds that their account has been stolen or used by a third party, they shall immediately notify the Company and follow the Company's instructions.
The Company may suspend the customer's use of this service if it determines, based on its standards, that the customer's account may be subject to unauthorized use. In such cases, the customer shall follow the procedures set by the Company to lift the suspension. The Company shall not be liable for any damages incurred by the customer due to the inability to use the service because of such measures.

Article 4 (This Service)

The Company shall make commercial efforts to ensure that the customer's website, where the Service is implemented, complies with the WCAG 2.2 standard and JIS X 8341-3:2016 conformance level AA, which is a standard for web accessibility.
During the valid period of the usage contract, the customer may use this service within the purposes specified in these Terms and in compliance with these Terms, following the method determined by the Company.
Preparation and maintenance of computers, software, other equipment, communication lines, and other communication environments necessary for using this service shall be conducted at the customer's cost and responsibility.
Customers shall take security measures to prevent computer viruses, unauthorized access, and information leakage, at their own cost and responsibility, according to their usage environment.

Article 5 (Reporting Obligation)

After starting to use this service, the customer shall promptly verify the existence of any operational issues and contact the Company.
In the event that operational issues are discovered on the service site due to modifications or updates to the content of this service, the customer shall contact us as necessary.
The Company will make efforts to promptly fix any issues reported, prioritizing the important ones as much as possible.
The customer must report their usage status and other matters specified by the Company in the manner specified by the Company whenever requested to do so.
If the content of the report specified in the previous paragraph is false or inaccurate, the customer shall compensate or indemnify the Company for any damages (including legal fees) and losses incurred, and the Company has the right to terminate the usage contract immediately by notifying the customer.

Article 6 (Prohibited Acts)

Customers shall not engage in any of the following acts when using this service.

Acts that violate laws or may constitute a crime
Acts that violate public order and morals
Using this service for services that compete with the Company's services, or using it in a manner that hinders, damages, or harms the use of the Company's services
Acts that infringe on the intellectual property rights, trade secrets, portrait rights, privacy rights, honor, or other legally protected rights or interests of the Company, other customers, or third parties
Acts that impose excessive load on this service (or network)
Acts of illegally accessing this service (or network) or attempting to do so
Acts of circumventing or attempting to circumvent access restrictions or usage restrictions of this service
Any reverse engineering such as decompiling or disassembling the Company's software
Acts of transmitting information that includes computer viruses or other harmful computer programs
Using this service for purposes beyond its intended use or in a manner that infringes on the legitimate rights or interests of third parties
Re-licensing or lending this service to third parties or disposing of it in any other manner
Any other acts deemed inappropriate by the Company

Article 7 (Changes to this Service)

The Company may change the content of this service at any time at its discretion to add functionality or maintain and improve quality. However, the Company does not guarantee that the functions or convenience will remain equivalent to those before the change.
The Company shall not be liable for any damages incurred by the customer due to measures taken based on the previous paragraph.

Article 8 (Suspension of This Service)

We may suspend or interrupt the provision of all or part of this service without prior notice to the customer in the event that any of the following applies.
1. In cases of regular or urgent inspections or maintenance of the Company's computer systems connected for the use of this service
2. If computers or communication lines stop due to an accident
3. If the provision of this service becomes impossible due to force majeure such as fire, power outages, or natural disasters
4. Other cases where the Company deems it necessary to suspend or interrupt
The Company may terminate the provision of this service for its own convenience. In this case, the Company will notify the customer in advance.
The Company shall not be held responsible for any damages incurred by the customer due to measures taken in accordance with this article.

Article 9 (Intellectual Property Rights)

Intellectual property rights related to this service, including the service name, marks, designs, programs that include the system, rights to patent inventions or ideas generated in the process of providing this service, and the know-how for operating this service, shall be reserved by the Company.
The Company may freely use feedback and improvement suggestions from customers and their clients regarding this service for the purpose of improving this service.

Article 10 (Confidentiality of Technical Information)

Both the customer and the Company shall keep secret the technical information obtained during the performance of the usage contract and shall not disclose or leak it to third parties, nor use it for purposes other than the fulfillment of obligations under the usage contract.
Notwithstanding the provisions of the preceding paragraph, the customer and the Company shall not be bound by the obligations specified therein with respect to information that can be proven to fall under any of the following:
1. Information that is already publicly known at the time of disclosure or provision
2. Information already possessed prior to disclosure or provision
3. Information that became publicly known after disclosure or provision due to reasons not attributable to oneself
4. Information obtained through independent development after disclosure or provision
5. Information legally obtained from a third party with proper authority after disclosure or provision without any obligation of confidentiality

Article 11 (Exclusion of Antisocial Forces)

The customer and we each represent and warrant to the other party that ourselves, our controlling shareholders, officers, and employees do not fall under any of the following categories (hereinafter referred to as 'anti-social forces').
1. Organized Crime Groups
2. Members and quasi-members of organized crime groups
3. Individuals or organizations related to organized crime groups, corporate racketeers, special intelligence violent groups, and others who engage in violent, coercive, fraudulent, threatening, extortionate, or other anti-social acts or who seek to profit from such acts and their members
Customers and the Company must not have any relationships with the antisocial forces mentioned above or those closely related to them (hereinafter referred to as 'antisocial forces, etc.') that fall under any of the following:
1. A relationship where management is controlled by antisocial forces, etc.
2. A relationship that utilizes antisocial forces, etc.
3. A relationship where antisocial forces, etc. are substantially involved in management
4. A relationship that provides funds, etc. or convenience to antisocial forces, etc.
5. A relationship that provides guidance, cooperation, or assistance in operations and management to antisocial forces, etc.
Customers and the Company shall not engage in any of the following acts against the counterparty, either themselves or by utilizing third parties.
1. Violent demand behavior
2. Unjust demands that exceed legal responsibility
3. Acts of making threatening remarks or using violence in relation to transactions
4. Acts of spreading rumors or using deceit or force to undermine the counterpart's credibility or interfere with their business
5. Other acts equivalent to the preceding items

Article 12 (Force majeure)

In the event of delays or impossibility in fully or partially fulfilling the usage contract due to natural disasters, nuclear accidents, wars, terrorist activities, riots, strikes, changes in laws, accidents in transportation, epidemics, or any other force majeure event beyond the reasonable control of either party, neither the customer nor the Company shall be liable to the other party. When applying this clause, the customer or the Company shall promptly notify the other party of the nature of the force majeure event and the obligations affected, as much as possible in written or electronic form, and shall make reasonable efforts to minimize the impact of the force majeure event and to fulfill the suspended obligations as soon as possible.

Article 13 (Compensation for Damages)

The customer and the Company can only claim damages from each other for normal damages actually incurred as a direct result due to reasons attributable to the counterpart in relation to the performance of the usage contract.

Article 14 (Compensation for Damages to Third Parties)

If damages occur to third parties due to server outages caused by the cloud infrastructure or other external services used by the Company, or due to faults in the Company's systems or service websites, the Company shall be responsible.
If damages occur to third parties due to server outages caused by the cloud infrastructure or other external services used by the customer, or due to faults in this system or the customer's operation of this system, the customer shall be responsible.
If damages to third parties arise from a combination of the causes mentioned in the previous two paragraphs, the customer and the Company shall share responsibility in proportion to their contribution to the outcome. In this case, the customer or the Company that compensated the third party for damages may seek reimbursement from the other party based on this provision.

Article 15 (Termination)

The customer or the Company may terminate the usage contract by notifying the other party in writing or electronically by the last day of the month prior to the month in which they wish to terminate (hereinafter referred to as 'the termination month'), thereby ending the contract on the last day of the termination month.
If the Company terminates the usage contract in accordance with the preceding paragraph, it will refund the customer a lump sum equivalent to the monthly service fee for the remaining contract period. Note that there will be no prorated refund for the monthly service fee upon termination.
If the customer cancels the subscription agreement in accordance with Paragraph 1, the customer shall pay 80% of the monthly service charge corresponding to the remainder of the subscription period in a lump sum for each monthly payment, and such payment shall not be refunded for the subscription fee paid in a lump sum.

Article 16 (Discharge)

The customer or the Company may terminate the usage contract immediately by notifying the other party in the event of any of the following occurrences concerning the other party:
1. If the other party violates any of the terms of the usage contract and does not rectify the violation within 14 days of receiving a written or electronic notification requesting rectification
2. In the event of a dishonored bill or check drawn or endorsed by oneself
3. If the other party is subject to seizure, provisional seizure, provisional disposition, enforcement, auction requests, or public tax delinquency dispositions
4. If bankruptcy, liquidation, special liquidation, civil rehabilitation, or corporate reorganization proceedings are initiated against the other party or they themselves initiate such proceedings
5. In the event of being subjected to business suspension, revocation of business license, or cancellation of business registration by the supervisory authority
6. If it is recognized that the other party falls under antisocial forces, utilizes antisocial forces, provides funds or convenience to antisocial forces, has a socially blameworthy relationship with antisocial forces, forms fraudulent methods or violent acts, or uses threats either directly or through third parties, along with violations specified in Article 11 of these Terms,
Termination based on the preceding paragraph does not impede the exercise of the right to claim damages against the other party.

Article 17 (Relationship between Parties)

The customer and the Company confirm that they act as independent contractors fulfilling their own obligations or exercising their rights under the usage contract, and that no provisions of the usage contract shall be interpreted as the customer or the Company being parties to or agents of a partnership contract.

Article 18 (Termination)

When the usage contract ends, the customer and the Company shall promptly return or destroy the technical information provided by the other party in accordance with their instructions.
These Terms shall terminate upon the termination of the usage contract.
Even after the termination of the usage contract, the provisions of Article 9 (Intellectual Property Rights), Article 10 (Confidentiality of Technical Information), Article 13 (Damages), Article 14 (Damages to Third Parties), this Article, Article 21 (Consultation for Resolution), and Article 22 (Agreed Jurisdiction) shall remain valid.

Article 19 (Disclaimer and Limitation of Warranty)

The Company provides no warranties, express or implied, regarding the customer’s use of this service whatsoever. This service is provided 'as is,' and the Company makes no guarantees that the service will meet the customer's specific objectives, that it has the expected functions, commercial value, accuracy, or usefulness, nor that its use by the customer complies with the applicable laws, nor that the registered data is accurate, or that defects will not occur.
The Company shall not be liable for any damages arising from the inability to use this service, from equipment failures or damages incurred while using this service, or from actions by other third parties.

Article 20 (Promises)

You grant us the right to use your company name, company logo, and service logo (hereinafter referred to as "Logo, etc.") in the following items in our business activities.

If a customer objects in advance to the use of a logo, etc., we will promptly respond to the objection and stop the use of the logo, etc. in question.
We will comply with applicable laws when using your Logo, etc., and strive to ensure that your Logo, etc., is appropriately represented.

Listing of case studies and customers on our website
Use in sales and marketing materials (presentation materials, brochures, etc.)
Other reasonable use for the purpose of introducing or promoting our services

Article 21 (Violations)

If the customer violates any of the articles in section 6 or any other provisions of these Terms, the Company may restrict or suspend the customer’s access to this service in addition to taking measures to claim damages.

Article 22 (Consultation and Settlement)

For any matters not specified in these Terms and for any doubts regarding the interpretation of these Terms, the Company and the customer shall consult in good faith to seek a resolution.

Article 23 (Consensual jurisdiction)

For any disputes related to this service, the Tokyo District Court shall be the exclusive agreed court of first instance.