WOVN.io - TERMS OF SERVICE

General Provisions

Article 1 (Objectives)

These WOVN.io Terms of Service (hereinafter referred to as the “Terms”) set forth the terms and conditions for the use of WOVN.io, a multi-language translation service (hereinafter referred to as the “Service”) which will be provided by Wovn Technologies, Inc. (hereinafter referred to as the “Company”). Any rules for use of the Service which the Company posts on the website operated by the Company to provide the Service (hereinafter referred to as the “Company Site”) shall constitute an integral part of these Terms.

Those who desire to use the Service, whether an individual, corporation, group or association (hereinafter collectively referred to as the “Applicants”) may use the Service after agreeing to these Terms and registering as a user.

Article 2 (Definitions)

When the following terminology is used in these Terms, they shall have the meanings prescribed below.

Registered Information: information about Applicants or the User provided by the Applicants or the User to the Company to use the Service.

Service Usage Agreement: these Terms as well as the Service usage contract entered into between the Company and the User.

User: a corporation, group, association or individual who has agreed to these Terms, registered as a user and entered into the Service Usage Agreement with the Company.

User’s Content: a website, application or other content that is operated by the User and on which the Service is being used or the use of the Service is under consideration.

User Registration

Article 3 (Service Usage Agreement)

1. To register as a User, the Applicant shall agree to these Terms and apply by completing the necessary items on the service registration form. Upon completion of user registration, the service agreement shall be concluded between the Company and the User.

2. To register as a User, the Applicant may apply upon affirming and guaranteeing that the information stated below is true and accurate:

1. (1) If the Applicant is a minor, adult ward, person under curatorship or person under assistance, he/she must acquire legal consent from his/her legal representative, guardian, curator or assistant;
2. (2) The Registered Information provided by the Applicant is true and accurate, and there are no errors or omissions thereof;
3. (3) If information provided by the Applicant related with the Service includes any personal information, the Applicant shall meet the following requirements:
1. a. with respect to the handling of personal information, the Applicant complies with any and all Japanese or overseas laws and guidelines, etc. related to the protection of personal information that are applicable to the Applicant; and
2. b. in order for the Company to legally handle the personal information, the Applicant has taken necessary measures such as acquiring the valid consent from the person concerning such personal information in accordance with any Japanese or overseas laws and related guidelines, etc. related to the protection of personal information that are applicable to the Applicant, including the Act on the Protection of Personal Information in Japan, the General Data Protection Regulation, and the UK General Data Protection Regulation.
4. (4) The Applicant is not a party who or which has violated any contract with the Company and is not related to any such party.
5. (5) The Applicant has not been subject to any of the measures set forth in Paragraph 4 of this Article.

3. The Applicant shall become a User upon receipt of notice from the Company that the User registration has been completed.

4. If the Applicant violates Paragraph 2 above or if the Company considers it inappropriate to register the Applicant for any other reason, the Company can reject the Applicant’s User registration or cancel the completed User registration without the need to provide any reasons for the rejection or cancellation.

5. In the event of any change in the Registered Information provided to the Company, the User shall notify the Company of such change without delay in the manner designated by the Company. The Company shall not be liable for any damage incurred by the User due to the failure to perform such notification.

Article 4 (Account)

1. The User must take personal responsibility for properly handling the email address designated during User registration, the ID and password issued by the Company, and any other information related to the User’s account (collectively referred to as “Account Information”).

2. The User shall not allow third parties to use their Account Information, nor shall they loan or transfer said information to a third party.

3. The Company shall not be liable to the User for any inconvenience incurred by the User due to inappropriate management or use of Account Information by the User.

4. The User must indemnify the Company against any and all damage incurred by the Company due to unauthorized use of the User’s Account Information.

Use of the Service

Article 5 (Contents of Service)

This Service is provided as a software for the purpose of translating or multi-lingualizing the User’s Content into other languages for a fee or free of charge.

Article 6 (Paid Plans and Paid Services)

1. The Company and the User will separately agree on the pricing of paid plans and services related to the Service.

2. Notwithstanding the provisions of the preceding paragraph, those who become a User on and after October 1, 2018 shall only be able to make an application for a paid plan or a paid service.

Article 7 (Usage Fees)

1. When the User subscribes to a Paid Plan or Paid Service, they must pay the usage fees and expenses (collectively referred to as “Usage Fees”) separately agreed upon for such plans and services.

2. Bank transfer fees and other processing fees associated with the payment of Usage Fees shall be paid by the User (excluding the settlement fees for payment by credit card if such payment is selected in accordance with the preceding paragraph).

3. In the event of late payment of Usage Fees, the User must pay the Company late payment charges at the rate of 14.6% per annum or the maximum rate permitted under applicable laws and regulations, whichever is less, in addition to the late Usage Fee payment.

Article 8 (Service Usage Restrictions)

If any of the situations prescribed below apply to the User’s Content, the Company may reject the User’s application for use of the Service or suspend Service provision for the said content:

1. (1) The Company determines that the User’s Content is incomprehensible and/or difficult to translate;
2. (2) The User’s Content contains any of the following items:
   1. ・ Content that could be construed as defamation, accusations against or attacks on individual persons or specific corporations, groups or organizations;
   2. ・ Content that solicits, promotes or recommends an illegal or inappropriate act;
   3. ・ Content that infringes upon the rights or interests of a third party;
   4. ・ Content that includes obscene, violent or cruel expressions; or
   5. ・ Content that is or may be against public order
3. (3) Cases where the Company considers it inappropriate to provide the Service in addition to those listed above.

Article 9 (Matters to Be Agreed upon by the User)

The User understands and agrees in advance to the provisions stated below before using the Service. The Company shall not assume any liability for damages or any other legal liabilities to the User with respect to these matters which have been agreed upon by the User:

1. (1) The Company shall not guarantee the accuracy, completeness, etc… of the translated content;
2. (2) Incomprehensible original texts may not be translated accurately;
3. (3) Copywriting, catch phrases or other similar texts may not be translated in a way that meets the User’s intention; and
4. (4) Information on the User’s Content may be provided to the companies or other entities that will provide services in affiliation with the Company;
5. (5) When making a press release regarding the Service, the User shall notify the Company in advance and obtain the Company’s approval regarding the content and timing of the release.

Other Provisions

Article 10 (Intellectual Property Rights, etc.)

1. Any and all rights and interests, including the patent rights, copyrights, trademark rights and other intellectual property rights (including the right to be granted these rights, or the right to apply for registration, etc. of such rights, hereinafter referred to as “Intellectual Property Rights”) for all content on the Company Site, including technologies, programs, code and expertise relating to the Service, as well as for any and all other matters relating to the service, shall be vested in the Company or its licensors. The User is not granted any rights to use the Intellectual Property Rights with respect to the Company Site or the Service, and the User shall not lodge any objection to the appropriateness, validity, etc. of such rights or interests.

2. The Company acknowledges that the copyright to the User’s Content and the User’s Content which has been translated or multi-lingualized by use of the Service remains vested with the User if such copyright belonged to the User at the time when the Service was used. If that copyright was vested with a third party other than the the User when the Service was used, the User warrants that they were granted a license by said third party as required to use the Service (including all acts, such as the reproduction, adaptation and public transmission of the User’s Content created through such use), and the User further warrants that the Company as well as those providing the Service through the Company (including outside translation service providers, collectively referred to as “Company Affiliates”) will not receive any claim or objection from said third party regarding infringement of copyright, etc.

3. Notwithstanding the provisions of the preceding paragraph, the Company may use the information, data, expertise, etc.arising from or pertaining to the provision of the Service to the User within the scope of purpose of the Service for the Company’s business, including Service provision to other Users.

Article 11 (Representations and Warranties)

The User represents and warrants the following matters to the Company:

1. (1) the User has legitimate rights to translate or multi-lingualize the User’s Content through Company Affiliates using the Service;
2. (2) the User’s Content does not fall under any of the items of Article 8 (2);
3. (3) the User’s Content does not include any defects, viruses, malware, spyware, or any other malicious or harmful or hidden codes or software, etc.;
4. (4) the Service provision by Company Affiliates and any use of the User’s Content in accordance with these Terms do not infringe upon any rights or interests of any party; and
5. (5) the User’s information stated under any of the items of Article 3, Paragraph 2 of these Terms must be true and accurate.

Article 12 (Restrictions and Prohibited Acts)

The User shall not engage in any of the acts stated below:

1. (1) Any act in violation of these Terms;
2. (2) Any act of using the Service with respect to the User’s Content that contains content prescribed in Article 8, Paragraph 2;
3. (3) Any act that inconveniences or damages the Company or a third party or that does or may infringe upon the rights or interests of the Company or a third party;
4. (4) Any act which violates or may violate public order;
5. (5) Any criminal acts or other acts in violation of the law or other regulations, or any acts that do or may abet or aid such acts;
6. (6) Any act of providing illegal or harmful programs, information or data in connection with the use of the Service;
7. (7) Any act of analyzing, reverse-engineering, disassembling, decompiling, or any other similar act in regards to the technologies, programs, codes, expertise, etc. related to the Service;
8. (8) Any act of preventing or being likely to prevent the Company from providing the Service to the User or from conducting its other business operations;
9. (9) Any act of providing profit to or supporting an organized crime group, a member of an organized crime group, a person for whom five (5) years have not passed since they ceased to be a member of an organized crime group, a quasi-member of an organized crime group, a company affiliated with an organized crime group, a corporate extortionist, a group engaging in criminal activities under the pretext of conducting social campaigns or an organized crime group specializing in intellectual crimes or any other similar party (hereinafter referred to as the “Anti-Social Forces”);
10. (10) Any act of discrediting or dishonoring or being likely to discredit or dishonor the Company or the various services provided by the Company;
11. (11) Any act of making press announcements about the Service that include the Company’s name and any other descriptions evoking the Company without the Company’s approval;
12. (12) Any act of using the ID and password of other Users;
13. (13) Any act of impersonating third parties;
14. (14) Any other acts considered by the Company to be inappropriate.

Article 13 (Termination of Agreement)

The Company may immediately terminate the Service Usage Agreement with the User and cancel the User registration without any prior notice or demand if the User violates any of the items of Article 3, Paragraph 2 after having been registered as a User or if the User violates any of the provisions of these Terms, or the Company determines that the use of the Service by the User is inappropriate. In such cases, the Company shall not assume any liability for any damage incurred by said User due to such termination.

Article 14 (Refunds)

If the Service Usage Agreement with the User has ended, or if the User’s usage of a paid plan or paid service has ended, the Company shall not refund any Usage Fees that have already been received, no matter what the reason for the said termination may be.

Article 15 (Entrustment of Business to a Third Party)

The Company may entrust all or part of the business required to provide the Service to a third party without the User’s prior approval.

Article 16 (Obligation of Confidentiality)

1. The User shall use all technological, business or other information unique to the Company Affiliates gained through the Service (hereinafter referred to as “Confidential Information”) only to use the Service and shall not disclose said information to a third party without the Company’s prior written consent. However, information that corresponds to the items below will not be considered Confidential Information:

1. (1) information that is already publicly known at the time of disclosure or becomes publicly known after disclosure due to a reason not attributable to the User who received the information;
2. (2) information that is already in the possession of the User at the time of disclosure;
3. (3) information that is rightfully received by the User from a third party without an obligation of confidentiality;
4. (4) information that is independently developed by the User without reference to the Confidential Information.

2. The obligation of confidentiality imposed on the User under the preceding paragraph shall survive the termination of the service agreement.

3. Upon the discloser’s request, the recipient must immediately return all Confidential Information to the discloser or, if instructed by the discloser, must properly dispose of said information paying sufficient attention so as to prevent any divulgence of Confidential Information.

4. If the recipient finds that any Confidential Information has been divulged or lost, the recipient shall immediately notify the discloser and discuss subsequent actions with the discloser.

Article 17 (Waiver of Warranties and Disclaimer)

1. THE COMPANY MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO THE SERVICES, INCLUDING BUT NOT LIMITED TO ANY REPRESENTATION OR WARRANTY (I) AS TO FITNESS OR SUITABILITY FOR A PARTICULAR PURPOSE CONTEMPLATED BY THE USER, (II) THAT THE SERVICES HAVE EXPECTED FUNCTIONS, COMMERCIAL VALUE OR USEFULNESS, (III) AS TO THE ACCURACY, COMPLETENESS, COMPETITIVENESS, USEFULNESS OF THE USER’S CONTENT WHICH HAS BEEN TRANSLATED OR MULTI-LINGUALIZED BY USING THE SERVICE, OR (IV) THAT THE USER’S USE OF THE SERVICES COMPLIES WITH THE LAWS AND REGULATIONS, RULES, STANDARDS, NOTICES, POLICIES AND GUIDELINES ESTABLISHED BY A THIRD PARTY (INCLUDING BUT NOT LIMITED TO CONTENT OPERATED BY THE USER SUCH AS STREAMING PLATFORMS AND DOWNLOAD SERVICES) OR ANY INTERNAL RULES ESTABLISHED BY INDUSTRIAL ORGANIZATIONS APPLICABLE TO THE USER.

2. The Company shall not assume any liability for the User being unable to use the Service because of using devices that are not compatible with the Service.

3. The User may not use the Service during the Company’s maintenance of the Service, in which case the Company shall not assume any liability for any damage incurred by the User from being unable to use the Service.

4. Though the Company is taking necessary security measures, it does not guarantee the complete safety of the Service.

5. The Company shall assume no liability for the content, illegality, unreasonableness, inappropriateness, etc. of the User’s Content.

6. Even if the Company is held liable for some reason, such liability shall be limited to liability for compensation of damage, and the Company shall not be liable for any amount exceeding the consideration paid by the User to the Company for the immediately preceding twelve (12) months in relation to the damage incurred by the User that is attributable to the Company for any reason whatsoever. UNDER NO CIRCUMSTANCES WILL THE COMPANY BE LIABLE FOR ANY INCIDENTAL, INDIRECT, SPECIAL, FUTURE DAMAGES OR LOST PROFITS.

Article 18 (Anti-Social Forces)

1. The User and the Company affirm and commit that they are not, and will not become Anti-Social Forces and do not, and will not have any relationship with and are not involved with any Anti-Social Forces by cooperating with or being involved in the maintenance, operation or management of Anti-Social Forces through the provision of funds or other assistance and the User and the Company do not, and will not fall under any of the following:

1. (1) Having a relationship where business management is controlled by Anti-Social Forces;
2. (2) Having a relationship where Anti-Social Forces are substantially involved in business management;
3. (3) Being found to have a relationship with Anti-Social Forces for the purpose of gaining an unfair advantage for itself or a third party, or for causing damage to a third party;
4. (4) Having a relationship of providing funds or benefits to Anti-Social Forces;
5. (5) Having any other directors or individuals who are substantially involved in business management who have socially criticized relationships with Anti-Social Forces.

2. The User and the Company shall be entitled to terminate the Service Usage Agreement without prior notice if the other party or its officer or employee breaches any of the representations and commitments in the above clause 1 and it turns out that it constitutes an Anti-Social Force or falls under any of the items of the above clause 1. The Company shall not be held liable in any way for the User’s damage or disadvantage suffered by this termination.

Article 19 (Notices)

1. Any inquiries with respect to the Service, other communications, or notices from the User to the Company shall be made in accordance with the procedures specified by the Company.

2. For notices concerning any amendment to these Terms, or for other communications or notifications from the Company to the User, the Company shall notify the User via email to the email address given in the User’s Registered Information, or in any other manner the Company considers appropriate.

Article 20 (No Assignment of Rights and Obligations)

1. The User shall not assign or transfer to a third party, allow a third party to succeed to, pledge as security, or otherwise dispose of all or part of its contractual status or its rights or obligations under these Terms or the Service Usage Agreement without the Company’s prior written approval.

2. If the Company has assigned the business regarding the Service to a third party, the Company may, as part of said assignment, assign the said third party its status under these Terms or the Service Usage Agreement, its rights and obligations thereunder, as well as information on the User such as the User’s Registered Information, and the User hereby agrees to such assignment in advance. For the purpose of this Paragraph, the business assignment referred to above shall include, in addition to the usual form of business assignment, a split of the Company or any other form of restructuring of the Company that would result in a business transfer.

Article 21 (Individual Agreement)

If the Company and the User individually make a separate agreement in relation to the Service Usage Agreement, the said agreement shall be applied in priority to these Terms.

Article 22 (Suspension, Change and Termination of Service)

1. If the Company considers it difficult to provide the Service due to the regular maintenance, failure, disorder, system or communication line maintenance or inspection, or due to a fire, earthquake or other force majeure events, or for other technological, operational or legal reasons, the Company may suspend the Service in whole or in part without prior notice to the User.

2. The Company may change or terminate the Service in whole or in part at any time at its discretion without prior notice to the User.

3. The Company shall not assume any liability for any damage incurred by the User arising out of the unavailability, suspension, change or termination of the Service.

Article 23 (Amendment of Terms)

The Company reserves the right to amend or change these Terms. If the Company intends to amend or change the contents hereof, it shall notify the User of the revised contents in advance. The User shall be deemed to have agreed to such amendment or change and the revised Terms shall be automatically applied on and after the date designated in the notice, unless the User fails to take steps to cancel its registration within the time specified by the Company.

Article 24 (Registered Information)

1. The Company shall handle Registered Information in accordance with the Company’s Privacy Policy. The Applicant and the User hereby agree to the Company’s treatment of Registered Information subject to the provisions of the Privacy Policy.

2. The Company may, in its sole discretion, use or make public any information or data provided by the User to the Company as statistical information in a format that cannot identify an individual, and the User shall not challenge or dispute such use.

Article 25 (Difference between Languages)

If any conflict between the Japanese version and a version translated into other languages of these Terms or the Service Usage Agreement arises, the Japanese version shall be the governing and prevailing version.

Article 26 (Severability)

If any provision of these Terms or any part thereof is held to be invalid or unenforceable under the Consumer Contract Law of Japan or other laws or regulations, the remaining provisions hereof shall remain in full force and effect.

Article 27 (Governing Law and Agreed Jurisdiction)

1. These Terms and the Service Usage Agreement shall be governed by and interpreted in accordance with the laws of Japan.

2. Any dispute which may arise between the Company and the User or the Applicant based on or in connection with these Terms or the Service Usage Agreement shall be submitted to the Tokyo District Court, as the court having exclusive jurisdiction for the first instance.

Revision History

January 4, 2022 – Current Version
October 10, 2014 – Initial Version