Terms of Service for UniCask Member
Part 1. General
Section 1. Use of the Service
These terms of service (hereinafter referred to as “this TOS”) define the conditions under which the service "UniCask" (hereinafter referred to as “the Service”) provided on this website by UniCask Co., Ltd. (hereinafter referred to as “the Company") shall be used. The registered users (hereinafter referred to as "Member") shall use the Service in accordance with this TOS.
Article 1. Definitions of Terms
1.1 "Service": Refers to the UniCask platform and associated services provided by UniCask Co. Ltd. It encompasses all functionalities, features, and offerings available to Users and Members as part of their interaction with UniCask.
1.2 "Company": Denotes UniCask Co. Ltd., the corporate entity responsible for operating, managing, and maintaining the Service. The Company holds all legal rights and responsibilities related to the provision of the Service.
1.3 "User": An individual or entity that accesses and uses the Service. This term includes both registered Members and non-registered individuals who interact with the Service in any capacity.
1.4 "Member": A User who has completed the registration process as stipulated by the Company, agreeing to comply with the Terms of Service, and has been granted access to a full range of services and functionalities offered by the Service.
1.5 "Cask Issuer": Refers to entities such as distilleries, warehouses, vendors, or brokers engaged in the ownership, sale, or management of spirit casks. These entities are recognized by the Company as legitimate operators within the whisky cask market. Cask Issuers are those who signed a contract with UniCask and solely responsible for the physical storage, safety and other related services including but not limited to regauging, bottling of the spirits casks.
1.6 "Buyer": An individual or entity that enters into a transaction to purchase whisky casks through the Service. Buyers are subject to specific terms and conditions outlined in subsequent sections of this Agreement.
1.7 “Cask": A container used for the storage and aging of spirits (alcoholic beverage). Casks are subject to transactions and ownership certifications through the Service and are integral to the operations of Cask Issuers.
1.8 "Ownership Proof": Data recorded and stored on a blockchain platform, serving as irrefutable proof of ownership for a Cask. This information is essential for the transfer and confirmation of Cask ownership through the Service.
1.9 "Ownership Snapshot": A document, issued either in digital (PDF) or paper format, that shows the ownership of a Cask at a specific point in time.
Article 2. Copyright
Intellectual Property Rights: The Service, including but not limited to, all text, graphics, user interfaces, visual interfaces, photographs, trademarks, logos, sounds, music, artwork, and computer code (collectively, "Content"), is the property of the Company, its licensors, or various third-party owners. Except as expressly authorized by this Agreement or the Company, no part of the Service or Content may be copied, reproduced, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, or distributed in any way to any other computer, server, website, or other medium for publication or distribution, without the Company's express prior written consent.
Article 3. Agreement for Use of the Service and Account Opening
3.1 Acceptance of Terms:
By registering an account with the Company, the Member agrees to be bound by these TOS. This agreement governs the Member's access to and use of the UniCask service (hereinafter "the Service"). The Member's use of the Service constitutes acceptance of these TOS in their entirety.
3.2 Registration Requirements:
To use the Service, Members must complete the registration process as outlined by the Company. This includes providing accurate and current personal information as requested, agreeing to these TOS, and completing any necessary identity verification procedures.
3.3 Account Creation:
Upon successful completion of the registration process, the Company will create an account for the Member, granting access to the Service. The Member is responsible for maintaining the confidentiality of their account information, including login credentials.
3.4 Changes in Member Information:
Members are obligated to promptly update their account information in the event of any changes. Failure to maintain accurate and current information may result in the inability to access the Service or legal ramifications under the terms of this Agreement.
3.5 Compliance with Laws and Regulations:
In using the Service, Members agree to comply with all applicable laws, regulations, and guidelines. This includes, but is not limited to, regulations regarding financial transactions, data privacy, and international commerce.
3.6 Prohibition of Account Transfer:
Members are not permitted to transfer or assign their accounts or any rights granted under these TOS to any third party without the express written consent of the Company.
3.7 Account Cancellation and Suspension:
The Company reserves the right to cancel or suspend a Member's account at its discretion, including but not limited to circumstances where the Member has violated these TOS, engaged in unlawful activity, or provided false information during registration.
3.8 Member's Consent to Communication:
By agreeing to these TOS, Members consent to receive communications from the Company in electronic form, including email, text messages, or notifications within the Service. Such communications will pertain to account management, Service updates, promotional information, and other relevant notifications.
3.9 KYC:
Account opening and KYC (Know Your Customer) will be conducted by UniCask or Cask Issuers.
Article 4. Management of Access Permission Information
4.1 Member Responsibility:
Members are responsible for safeguarding their account credentials ("Access Permission Information"). Immediate notification to the Company is required in case of any unauthorized account activity.
4.2 Prohibition of Unauthorized Use:
Members must not access or use others' accounts. Violations may lead to legal consequences and account termination.
4.3 Information Accuracy and Security:
Members are required to provide accurate and current information. The Company implements standard security measures but cannot guarantee absolute data security.
4.4 Account Recovery and Liability:
In the event of lost credentials, Members can use the account recovery process as presented by the Company, except in certain cases. Members are liable for activities under their account unless reported as unauthorized.
4.5 Account Termination for Misuse:
The Company reserves the right to suspend or terminate accounts in cases of misuse, security breaches, or TOS violations.
Article 5. The Service Provision
5.1 Service Offerings:
The Company provides a range of services to its Members, which may include, but are not limited to, viewing and sharing whisky-related stories, inviting new Members, providing cask Ownership Proof, managing ownership Snapshot, and facilitating requests for cask samples. The availability and timeliness of physical services, including but not limited to cask samples and regauging, are subject to the acceptance and operational capacity of third-party service providers.
5.2 Changes to Service:
The Company reserves the right to modify, suspend, or discontinue any aspect of the Service at any time without prior notice. The Company is not liable for any modification, suspension, or discontinuation of the Service or any part thereof.
5.3 Service Accessibility:
While the Company strives to ensure the Service is available at all times, there may be instances of temporary unavailability due to maintenance, updates, or technical issues. The Company does not guarantee uninterrupted access to the Service.
5.4 Usage Limitations:
The Company may impose limits on certain features and services or restrict Members' access to parts or the entire Service without notice or liability.
5.5 Member Conduct:
Members must use the Service in compliance with all applicable laws, regulations, and these Terms of Service. Prohibited activities include, but are not limited to, unauthorized use of the Service, infringement of intellectual property, and activities that disrupt the Service or other Members' use.
5.6 Service Updates:
The Company may update the Service from time to time to enhance user experience, security, and functionality. Members are responsible for keeping their software and access devices up to date to utilize the Service effectively.
Article 6. Compliance Requirements for Use of the Service
6.1. General Compliance:
The Member agrees to adhere to the specific items defined herein when utilizing the Service.
6.2. Responsibility for Actions and Outcomes:
The Member shall assume full responsibility for all activities conducted through the Company’s system providing the Service and for any resultant outcomes. In the event of service disruption or damage, the Member shall promptly compensate the Company for any losses incurred due to improper use of the Service.
6.3. Prohibited Uses:
The Member is prohibited from utilizing the Service for purposes, in procedures, or in manners deemed inappropriate by the Company.
6.4. Company's Right to Take Action:
In accordance with the stipulations of the second paragraph, the Company reserves the right to issue warnings, provide guidance, or suspend the Member's account. Assets within cask owned by a Member whose account is suspended will be managed in accordance with procedures separately defined by the Company.
6.5. Adherence to Laws and Regulations:
The Member must comply with this Terms of Service (TOS), as well as with the Act on Specified Commercial Transactions, Installment Sales Act, Act against Unjustifiable Premiums and Misleading Representations, Act on the Protection of Personal Information, and other related regulations, guidelines, voluntary standards, and industry group restrictions (hereinafter referred to as “Regulations”).
Section 2. Ownership Proof, Handling, and Reception of Cask
Article 7. Ownership Proof and Right of Cask
7.1.Ownership Proof:
The Service acknowledges the ownership of Casks through the use of Ownership Proof. This certification process is integral to the validation of a Member's claim over a Cask.
7.2. Member Rights and Functions:
The Service grants Members, who are registered in the Ownership Information database, the rights of ownership and use, along with other functionalities of the Service as specified in Article 5. These rights pertain to Casks that are stored and managed at distilleries or warehouses in partnership with the Service.
Article 8. Connection between UniCask Account and Ownership
8.1. Transfer of Ownership by Mistake:
In instances where a Member erroneously transfers an Ownership Proof (thus transferring the rights) to another Member due to the former's fault, such transfer of rights shall be considered valid and binding.
8.2. Abandonment of Ownership Due to Account Elimination:
Should a Member's account be eliminated due to their own error, the ownership of the cask associated with that account will be deemed abandoned.
8.3. Exceptions to Transfer and Abandonment:
a. In cases of mistaken transfer of rights, if the receiving Member agrees to return the Ownership Proof to the original owner, the initial transfer will be considered null and void.
b. If the elimination of a Member's account is classified as an inadvertent error by the Company, and the Member notifies the Company via email within ninety days, providing all necessary information, and successfully completes the identity verification process, the account may be restored, along with the associated ownership rights.
8.4. Limitation of Company's Responsibility:
The Company shall not be held fully responsible for disputes between Members concerning the Ownership Proof. However, upon receiving a request from a Member, the Company may temporarily freeze the Ownership Proof of the concerned cask. This freeze will remain in effect until a resolution is reached between the Members or a judgment is passed by a court.
8.5. Loss of Ownership Due to Non-Payment of Storage Fees:
In cases where a Member fails to pay the required storage fees for their Cask within the specified time frame, the Member’s Ownership Proof/Ownership Certificate for the concerned Cask will be considered null and void. The Cask will then be subject to disposal or resale by the Company, and the former Member will forfeit all rights and claims to that Cask.
Article 9. Cask Keeping
Company shall manage the charges on behalf of a distillery or a warehouse to Member based on terms defined separately between Member and Cask Issuer.
Article 10. Transfer of Right
10.1. Procedure for Transfer of Ownership:
Initiation of Transfer: A Member intending to transfer the ownership rights of a cask (Hereafter Sender)must send an Ownership Proof to another Member who wishes to acquire the rights(Hereafter Receiver), via the Service.
Completion of Transfer: The transfer of ownership of the cask shall be considered complete once the Receiver is registered in the Ownership Information.
10.2. Finality of Transfer and Member Responsibility:
Irrevocability of Transfer: Once the transfer process is completed, it cannot be canceled, except in circumstances covered by the first paragraph of Article 8.
Liability for Errors: The Member is responsible for any issues or damages arising from errors in the information they provide during the transfer process.
10.3. Transfer Fee:
A transfer fee, as determined separately by the Service, shall be charged to the Member conducting the transfer of ownership rights.
Article 11. Sample Shipment
11.1. Application for Sample Shipment:
Members have the option to apply for a sample shipment of spirits they own through the Company’s system.
11.2. Finality of Shipment Processing and Member Responsibility:
Once the process for the sample shipment of spirits is completed, it cannot be canceled.
Members are responsible for any issues or damages arising from errors in the information they provide during the shipment process.
11.3. No Guarantee of Receipt:
The Service does not guarantee the receipt of the sample shipment by the Member.
Delays or cancellations of international shipments of alcoholic beverages may occur due to various factors, including the destination country or region and the conditions of the delivery company.
11.4. Adherence to Delivery Company Terms:
The feasibility of providing the sample delivery service will be subject to the terms of the delivery company utilized by the Service.
11.5. Fees for Sample Shipment:
Members applying for a sample shipment will be charged operation and shipping fees, as defined separately by the Service.
11.6. Period for Sample Shipment:
Sample shipments can be conducted during periods specified for each Cask.
As the sample shipment functionality is linked to the certificate of the Cask, the period for sample shipment is aligned with the transfer of rights period.
Article 12. Reception and Shipping Operation of Cask
12.1. Request for Physical Reception:
Members of the Service have the option to request the transfer of their owned Cask from a distillery or warehouse partnering with the Service to a location specified by the Member (referred to as "physical reception").
12.2. Submission of Ownership Proof:
At the time of physical reception, Members must submit the Ownership Proof of the Cask to the Company.
12.3. Fees Associated with Physical Reception:
Members requesting physical reception will be responsible for all related fees, including cask-filling, duty/liquor tax, custom clearances, shipping, and other charges accruing outside the Service.
12.4. Member’s Responsibilities for Shipping Arrangements:
Members are required to coordinate directly with the distillery or warehouse for shipping arrangements. This includes decisions related to cask-filling, label and alcohol percentage, bottle arrangement, and liaising with the delivery company.
12.5. No Guarantee of Receipt and Limited Service Responsibility:
The Service does not guarantee the receipt of the Cask by the Member.
International delivery of alcoholic beverage may be subject to delays or cancellations depending on the destination country or region and the conditions of the delivery company.
Once the spirits are transferred from the Cask to alternative containers — including but not limited to bottles, plastic drums, IBC containers, or ISO tankers — which differ from the original wooden cask registered with the Service, the Cask will cease to be under the management of the Company or Service. From that point forward, the Company or Service will not bear any responsibility.
12.6. Retransfer of Ownership Proof:
In cases where the Cask is not delivered or received due to decisions made by the distillery or warehouse following adjustments between the Member and these entities, the Company shall retransfer, i.e., return the Ownership Proof to the Member.
Article 13. Issuance of Ownership Snapshot
13.1. Formats of Ownership Snapshot:
Members have the option to receive the Ownership Snapshot in electronic format, as a PDF, or in paper form.
13.2. Fees for Paper Issuance and Delivery:
When issuing the Ownership Snapshot in paper form and sending it to an address specified by the Member, separate fees as defined by the Service will be applied.
13.3. No Guarantee of Receipt for Paper Ownership Snapshot:
The Service does not guarantee the receipt of the Ownership Snapshot in paper form by the Member when issued and delivered to a specific address.
Delivery may be subject to delays or cancellations depending on the destination country or region, and the conditions of the delivery company.
Article 14. Regauge
14.1. Definition of Regauge:
Regauge refers to the process of calculating a liter of alcohol (LOA) by measuring the alcohol percentage and capacity of a Cask owned at a distillery.
LOA is an indicator of the condition of the liquor and is commonly used as an index for assessing the value of the liquor.
14.2. Fees for Regauge:
A separate operation fee, as defined by the Service, will be charged for the regauge process.
Section 3. Information Management
Article 15. Information Management by User
15.1. Compliance with Regulations:
Members are required to handle the personal information of other Members in accordance with applicable Regulations. It is to be noted that on the Service, personal information of oneself or others will not be disclosed, however, members must still adhere to these privacy standards.
15.2. Prohibition of Unauthorized Disclosure:
Members are strictly prohibited from leaking, losing, or damaging (hereinafter referred to as “leak and the like”) the personal information of other Members.
15.3. Security Measures:
Members must take necessary measures, under their own responsibility, to ensure the security and prevent the “leak and the like” of personal information of other Members.
15.4. Liability for Damages:
Should there be an incident where a Member's actions result in the leakage or similar mishandling of other Members' personal information, or cause damage to the Company, other Members, or a designated settlement company through unintended use, the Member in question shall be deemed responsible for compensating for the damages incurred.
Article 16. Information Management by the Company
16.1. Company Standards for Information Handling:
The Company shall strictly handle the registered information and purchase information of Members in accordance with the standards defined by the Company.
16.2. Privacy Policy Compliance:
The Company commits to handling all private information obtained in line with the Privacy Policy as established by the Company.
16.3. Use and Disclosure of User Information:
The Company may use or disclose Users' names, addresses, contact information, and other personal details exclusively to government authorities and Cask Issuers for specific purposes that are in compliance with legal requirements or necessary for the management of cask ownership. This disclosure will be done in accordance with the Company's established standards and Privacy Policy.
16.4. Handling of User-Submitted Photos:
Photos sent by Users will be used solely for identification purposes, adhering to the terms of handling personal information as outlined in the Company's Privacy Policy. These photos shall not be provided to third parties without the explicit consent of the User.
Section 4. Common Rules
Article 17. Exclusion of Anti-Social Forces
17.1. User Declaration and Warranty:
Users must declare and warrant both currently and in the future that they do not fall into any of the following categories:
Organized crime groups.
Members or former members (within the past five years) of any organized crime group.
Persons equivalent to members of an organized crime group.
Companies affiliated with any organized crime group.
Corporate racketeers (sokaiya), groups engaging in criminal activities under the guise of social campaigns, crime groups specialized in intellectual crimes, or any equivalent persons.
Cohabitants or members of the above groups.
Any other persons equivalent to the above groups or members.
17.2. Prohibition of Unlawful Conduct:
Users must ensure that neither they nor any third party acting on their behalf will engage in any of the following actions towards the Company or any third party:
Demands involving violence.
Unreasonable demands exceeding legal entitlements.
Use of threatening language or violence in business dealings.
Actions that damage the credit or business operations of a third party, such as spreading false rumors.
Any other equivalent actions to the above.
17.3. Consequences of Breach:
If a User is found to be in breach of the representations and warranties specified above, the Company shall have the right to terminate or dissolve all or part of the Terms of Service (TOS) and any related contracts existing between the Company and the Member, without any prior notice.
Article 18. Prohibition of Assignment of Rights and Obligations
18.1. No Delegation of Authority:
The Company does not delegate any authority to Members. Members are prohibited from displaying any agency power on behalf of the Company or from making any representations that could be misconstrued as such.
18.2. Restrictions on Use of Company’s Logo and Business Representation:
Members are not permitted to engage in sales activities or conduct business using the Company’s logo without explicit permission.
Members must not present themselves in a manner that could mislead others into believing that they are authorized to conduct sales activities or business under the auspices of the Company.
Article 19. Notification to and Notice from the Company
19.1. User’s Obligation to Notify Changes:
Users are required to notify the Company promptly of any changes to the information previously reported to the Company.
Users will bear any damages resulting from their failure to notify the Company of such changes in a timely manner.
19.2. Company’s Methods of Notice:
Notices from the Company to Users will primarily be issued through postings on the Company’s system. Such postings will constitute complete delivery of notice.
However, at the discretion of the Company, notices may also be sent to the Member's email address provided in advance. In these cases, the notice is considered complete upon the transmission of the email.
Article 20. Consignment
The Company may contract out any service in relation to the operation of the Service to a third party and to the extent necessary, may disclose information related to Member obtained at or through the process of this Contract, or detail information of Cask handled within the Service and trade history information to a third party under the control and the responsibility of the Company and condition that the equivalent duties the Company bear under this Contract are to be imposed. The Company shall provide compensation for damage if occurred to Member by the execution of consigned operation of the said third party to an extent defined by this Contract.
Article 21. Prohibition of Transfer
21.1. Prohibition of Unauthorized Transfer or Security:
Users are strictly prohibited from transferring or offering as security their status granted by this Contract, along with all or part of the rights and obligations accrued under this Contract, to a third party without prior written permission from the Company.
21.2. Retention of Membership Status:
The status of being a Member shall not be forfeited by the transfer of the rights of Cask.
Article 22. Coverage of Warranty
22.1. Service and System Provision Conditions:
The Company shall provide the Service and the accompanying system under the conditions currently prevailing. The Company does not guarantee that the Service will meet the Member’s intended objectives, demands, or modes of utility, nor does it guarantee that the Service will be completely free of defects, including system bugs.
22.2. No Obligation for System Flaw Repair or Improvement:
The Company is not obligated to repair flaws such as system bugs or to improve the Company’s system. However, the Company may attempt to address and improve such flaws.
22.3. User Responsibility for Use of Information:
User assume full responsibility for any information obtained from the Company’s server through accessing, downloading, or other means. The Company shall not be liable for any computer system issues or other damages that may arise from downloading such information.
Article 23. Confidentiality Obligations
23.1. Maintenance of Confidentiality:
Users must maintain the confidentiality of personal information of senders or receivers acquired through the Service, or information explicitly indicated as confidential by the disclosing parties (hereinafter referred to as “confidential information”) for a period of two years following the transfer of cask. Users are prohibited from disclosing, providing, or leaking such confidential information to third parties for purposes other than the execution of this Contract, without prior written permission from the Company.
23.2. Exclusions from Confidential Information:
Despite the above provision, the following categories of information shall not be considered confidential:
Information already in the possession of the receiving party at the time of disclosure.
Information developed independently by the receiving party, unrelated to the confidential information.
Information that is publicly known at the time of disclosure.
Information that becomes publicly known through no fault of the receiving party after its disclosure.
Article 24. Discontinuance of the Service
The Company shall not be held liable for any failure to perform all or part of this Contract and shall be released from the obligations of the Service if such failure is due to events beyond the reasonable control of the Company. This includes natural disasters, wars, civil unrest, blackouts, failures of telecommunication devices, termination of services, urgent maintenance by telecommunication companies, enactment, revision, or abolition of domestic or international regulations, directives, penalties, or instructions by public authorities, or any other situation not attributable to the Company.
Article 25. Indemnity of the Company
The Company shall be free from any liability to compensate for anything not attributable to Operation side regarding the Service use. On the request of a Member, UniCask may introduce a bottling company of the cask owned by the Member. However all responsibilities related to the bottling, including its feasibility, execution, and outcomes, shall solely be borne by the Cask Issuer. The Company does not get involved in, nor is it held responsible for the bottling process. In the event of a damage to a Member arising attributable to the Operation side, compensation shall be paid up to the ceiling of the amount of usage fee paid to the Operator by the Member in the Service.
Article 26. Effective Period
Effective from December 1, 2023.
Article 27. Termination of TOS
27.1. Voluntary Termination by Company or User:
Either the Company or the User may opt to terminate the Service by relinquishing the ownership of the Cask if they wish to end the Service, even during the contractual period.
27.2. Termination without Notice by Company:
The Company may terminate the execution of all or part of the Service without prior notice to Users in cases including, but not limited to:
Inconsistencies with this TOS or Regulations in Member information or methods of sending or receiving.
Unbecoming behavior or claims by a Member regarding handling of Members or Cask.
Necessity to investigate the whereabouts or life and death of a Member.
Judgment by the Company of a Member's failure to fulfill obligations to the Company or other Members.
Behavior by a Member that has caused or may cause harm to life, body, reputation, or property of other Members.
Other situations where the Company anticipates similar risks.
27.3. Service Suspension or Termination with Advance Notice by Company:
The Company may stop or terminate the provision of the Service with advance notice to Members in situations such as:
Maintenance or inspection of the Company’s system.
Inability to provide or operate the Service due to fires, blackouts, communication line issues, or natural disasters.
Other cases deemed operationally or technically necessary by the Company, not limited to the Service defined in this TOS.
In urgent cases, advance notice may not be required.
27.4. Notice Requirement for Termination:
To terminate this Contract, the party desiring termination must notify the other party by the end of the month preceding the desired month of termination. If the last day of the preceding month falls on a holiday, the notification should be made by the preceding business day.
27.5. User’s Notification Obligation:
In the event a Member decides to terminate this TOS in accordance with the terms mentioned above, the Member must notify the Company following the procedure defined by the Company.
27.6. Effective Date of Termination:
Upon providing notification as described in the first paragraph, the Service shall be terminated at the end of the month specified for termination.
Article 28. Cancellation of the Contract
28.1. Cancellation for User's Non-Compliance:
The Company may suspend all or part of the Service or cancel the Service without liability if a User violates any obligations under this TOS. If, following a formal demand by the Company for a sufficient period, the Member fails to rectify or fulfill these obligations within that period, such action may be taken.
28.2. Immediate Cancellation Without Notice:
The Company may, without liability and without prior notice or demand, stop the use of all or part of the Service or cancel the Service in any of the following scenarios:
There exists a clause in this TOS permitting immediate cancellation despite the preceding terms.
The Member’s violation of this TOS is judged by the Company to be so severe that continuation of the Service is deemed inappropriate.
The Member violates any obligations under other contracts with the Company, leading to their termination or cancellation.
The Member faces legal or financial actions such as asset seizure, insolvency, or business suspension by regulatory agencies.
The Member undergoes bankruptcy proceedings, dissolution, or liquidation.
There are changes in the Member’s business such as capital reduction, business alteration, or transfer of business.
The Member faces financial instability, insolvency, or bank suspension.
The Company judges a deterioration in the Member’s credit condition.
Authorities issue warnings or demands concerning the handling of Cask Barrel.
The Company deems the Member’s handling of Cask Barrel inappropriate, such as receiving third-party claims of injury or actions contrary to public policy.
The Member becomes uncontactable.
The Company judges that the Member brings or may bring disgrace.
The Member delays payments, violates contracts with designated receiving agents, or fails to fulfill payment obligations.
For individual Members, the Member's death and the incapability of successors to fulfill contractual obligations.
For corporate Members, the death of a representative and the Company’s judgment of the Member's incapability to fulfill obligations.
Changes in main stockholders or executives leading to the Company’s judgment of inappropriateness to continue the Contract.
Violations of Regulations.
Any other cases where the Company judges the Contract with the Member unsustainable.
28.3. Consequences for Members:
In cases where a Member falls under the scenarios described in the first or preceding paragraph, the Member will immediately lose the benefit of time for all debts owed to the Company, not limited to those under this TOS. All debts must be paid in cash to the Company immediately. In such cases, the Company may offset amounts receivable from the Member against those owed to the Member.
Termination of this Contract based on this article does not preclude the Company from seeking indemnity from the Member.
Article 29. Processing at Contract Cancellation
29.1. Termination of Service:
In the event of Service cancellation, the Company shall terminate the Service provided to the Member in accordance with established guidelines.
29.2. Deletion of Member Information:
Upon cancellation of the Service, the Company may delete all information pertaining to the Member, including Member information. Furthermore, the Company reserves the right to delete other information, not limited to Member information, without prior notice to the Member after a period defined by the Company following Service cancellation.
29.3. Outstanding Debts:
If there are any unfulfilled debts owed by the Member based on the Service at the time of Service cancellation, this TOS will continue to apply to such debts until they are fully settled.
29.4. Continued Effect of Certain Terms:
Despite the cancellation of the Contract, certain terms will continue to remain in force. These include Article 23 (Confidentiality Obligations), this Article (Processing at Contract Cancellation), Article 31 (Consultation), Article 32 (Jurisdiction), and Article 33 (Governing Law).
Article 30. Change of the TOS
The Company may change this TOS in the case where the Company deems it necessary at its own discretion. In such cases, the Company shall make public such change, the contents of this TOS after the change, and its effective date by posting on the Company’s website or by any other appropriate means. Any updates to these Terms will be communicated to users through appropriate channels. It is Members’ responsibility to regularly review the Terms to stay informed of any changes.
Article 31. Consultation
The Company and Member shall consult conscientiously and work for a resolution regarding items not defined in this TOS, or doubts arising in interpreting this TOS.
Article 32. Jurisdiction
In the case where any need for lawsuit arises concerning the Service, the Tokyo District Court or Tokyo Summary Court shall be the court in the first instance having exclusive agreed jurisdiction, depending on the amount sued.
Article 33. Governing Law
The establishment, effectiveness, performance, or interpretation of the Service shall be bound by the laws of Japan.
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