Terms and Conditions of Sprasia

Introduction

Welcome to communication platform service “Sprasia”!
This Terms of Service (“TOS”) provides precautions for using “Sprasia”, a communication platform service (“Services”) operated and provided by Sprasia, and this TOS provides the terms and conditions of the contract between Sprasia and you (user). Further, this TOS applies to anyone who uses the Services without user registration and on a read-only basis (“Guest User”).

In order to use the Services, user registration is required (user registration is not required for Guest Users who are read-only). If you wish register as a user, please read this TOS first and after agreeing to all of the terms and conditions provided in the TOS, complete your user registration. When you have completed your user registration, you must comply with this TOS when using the Services. If you cannot agree to the terms and conditions provided in this TOS, you cannot make your user registration for the Services.

Article 1 (Terms of Service)

  1. This TOS is applicable as the terms and conditions of contract between Sprasia and you with respect to all matters concerning the use, etc. of the Services by you. Sprasia may provide a term or terms that may prevail over this TOS regarding any part of the Services or any subordinate services of the Services; in such case, this TOS will apply.
  2. Sprasia may change all or part of this TOS without notifying you in advance and the amended TOS will become effective when it is posted on the website of the Services (http://www.sprasia.com/). When this TOS is amended, Sprasia will post information on the news page section set up on the front page of the website of the Services (“News Page”); please make sure that you confirm the amended TOS.

Article 2 (Registration)

  1. If you wish to sign up for user registration (“User Registration Applicant(s)”) please complete your user registration by using the prescribed registration form, after agreeing to all the terms and conditions provided in this TOS.
  2. If Sprasia determines that User Registration Applicant falls under any of the following, Sprasia may reject the user registration. If Sprasia decides to reject a user registration, Sprasia is not obliged to disclose the grounds for rejection to such User Registration Applicant:
    1. If the User Registration Applicant is nonexistent; or
    2. If the User Registration Applicant is already a user of the Services (unless Sprasia has permitted otherwise, a user may only register for one account); or
    3. False facts were entered in the registration form; or
    4. If the User Registration Applicant has violated this TOS in the past; or
    5. If the User Registration Applicant has committed copyright infringement in the past by using the Services or any other similar or like services; or
    6. If the User Registration Applicant intends to use the Services for the purpose of recruiting or engaging in missionary or promotion work of any religious organizations (including any other like organizations); or
    7. If the User Registration Applicant intends to use the Services for the purpose of election campaigning activities or any other political activities; or
    8. If the User Registration Applicant or any other person related to him or her is connected to antisocialist organizations such as gangs; or
    9. Any other grounds which Sprasia determines to be inadequate as a user of the Services.
  3. User Registration Applicant accepts that he or she will respond to inquiries from Sprasia asking for explanation of matters that are reasonably considered necessary for Sprasia to determine the facts provided in Article 2.2 herein, and if the User Registration Applicant fails to respond to such inquiries, the registration may not be accepted.
  4. If Sprasia determines that you fall under any of the following provided in Article 2.2 herein after user registration, Sprasia may cancel the approval.

Article 3 (Handling of Accounts and Passwords)

  1. You will place strict controls, at your responsibility, on information such as account name and password that you have registered on your user registration (“Registered Information”).
  2. If you have any changes or you wish to change any of the following Registered Information, you will make such changes by entering the form provided by Sprasia on the website of the Services:
    1. Registered e-mail address; or
    2. Password or account name; or
    3. Any other matters that Sprasia designates.
  3. You will not assign or lease, etc. your account or password to any third party.
  4. If the Services were used by logging in to the Services by using a registered account name and password, Sprasia will assume that you, who are registered under such account name and password, have actually used the Services. You will be responsible for any results and responsibilities arising from using the Services, intentional or accidental, and Sprasia will not bear any liability of any kind with respect to the foregoing.
  5. If any person other than you have fraudulently used your account name and password and Sprasia or any third party has suffered damage as a result of such fraudulent use, you will be liable for damages against Sprasia and such third party.
  6. If you find that your account name and/or password is leaked, disclosed, taken by fraud, or stolen, etc., you will immediately notify Sprasia about the incident and will follow its instructions.

Article 4 (Your Personal Information)

Sprasia will, in an adequate manner, handle your personal information that was acquired through user registration, profile registration, and any other procedures, etc. necessary for providing the Services in accordance with the separate Privacy Policy. Sprasia may use the personal information for various questionnaires (including analysis of the results) for quality control of the Services and for any other purposes provided in the Privacy Policy.

Article 5 (Precautions for Profile Information)

  1. You may enter your nickname, residence, hometown, hobbies, self-introduction, and any other matters specified by Sprasia, and any data that you designate such as facial portraits and composite drawings may be uploaded as your image (profile photo). The information that you have entered (collectively, “Profile Information”) may be read by other users of the Services (including Guest Users).
  2. Profile Information will be read and shared by many users, including Guest Users, as “user’s self-introduction”. Upon entering such information, you will fully acknowledge the nature of the Profile Information and will enter “information about you” carefully. Further, the following information cannot be entered as Profile Information.
    1. Nickname
      • 1) Name, screen name, pseudonym of a famous person or any name similar to the same; or
      • 2) Name of any user other than you, or names of an existing third parties; or
      • 3) Name of any existing companies, organizations, products, services, works or any names similar to the same; or
      • 4) Name that include defamatory or libelous expressions; or
      • 5) Name that includes violent or obscene expression; or
      • 6) Name that include political, religious, or discriminatory expressions; or
      • 7) Any other name that include any expressions unpleasant to an ordinary person or any name that Sprasia determines to be inappropriate.
    2. Residence, Hometown

      Names of any resident or hometown other than yours.

    3. Hobbies
      • 1) Information irrelevant to a hobby; or
      • 2) Information that include defamatory or libelous expressions; or
      • 3) Information that include violent or obscene expressions; or
      • 4) Information that include political, religious, or discriminatory expressions; or
      • 5) Any other information that include expressions that conflict with Article 8 herein, information including expressions unpleasant to an ordinary person, or any name that Sprasia determines to be inappropriate.
    4. Your Image (Profile Photo) and Self-Introduction

      Information that conflicts with any conduct provided in Article 8 herein.

  3. If Sprasia finds that you have entered any information specified in Article 5.2 herein, Sprasia may delete any information that it determines inappropriate, or cancel your user registration. If Sprasia takes such measures, Sprasia will not bear any liability of any kind against you or any third party. Further, Sprasia will not accept any inquiries or complaints whatsoever regarding the foregoing measures, and Sprasia is under no obligation to answer such inquiries or complaints.
  4. You will enter and designate your Profile Information at your responsibility; and if you or any third party suffer any damage as a result of the Profile Information that you have entered and designated, Sprasia will not bear any liability of any kind against you or such third party.
  5. If Sprasia suffers any damage caused the Profile Information that you have entered and designated, you will be liable in damages to Sprasia.

Article 6 (Copyrights, etc.)

  1. Any contents or textual expressions, music, photographs, illustrations and any other images or moving images that you upload, post, submit, deliver, or send through the Services (“User Contents”) will be limited only to User Contents which you have created, filmed, or produced, or which you possess copyrights and any other authorities regarding the exploitation necessary by obtaining a license to use such contents from necessary right owners.
    　Use of any contents provided in Article 8 herein as User Contents in the Services will fall under copyright infringement or any other unlawful acts, and therefore, you will be prohibited from engaging in any of these acts.
  2. You will represent and warrant to Sprasia that User Contents conform with Article 6.1 herein, and does not infringe any copyright, moral rights, right to honor, right to privacy, right of publicity, trademark right, and any other right or interest.
    　If any third party has lodged a complaint, claimed compensation, or sought damages against Sprasia, contrary to the foregoing representations and warranties, you will resolve the same at your responsibility and expense, and you will not cause any inconvenience or burden (including attorney’s fee) to Sprasia in any way whatsoever.
  3. Copyright and any other rights to User Contents will attribute to you or any other rights holder and such rights will not be transferred to Sprasia or to any other user.
  4. You will license Sprasia without charge, to allow Sprasia to use, for purposes of advertising and promoting the Services or for any other related purposes, to reproduce, amend, adapt, publicly transmit, or assign the User Contents or to exploit the same in any other way, and to allow Sprasia to license the same to any advertisers and any third party including any partner that Sprasia ties-up with for the Services (including sublicense and beyond). In such case, you will not exercise copyright, moral rights, or any other rights against Sprasia or any third party that has obtained a license from Sprasia (including any person that has obtained a license from a third party), or will not allow any copyright owner, author, or any other person entitled to exercise these rights.
  5. User Contents will be shared among other users unless you voluntary designate otherwise, and with respect to images and moving images, a third party who has selected such User Contents may publish it, on a website operated by a third party (various blogs, etc.) other than that of the Services, and you will acknowledge and consent to the foregoing in advance before uploading, etc. the User Contents.
  6. With respect to images and moving images of the User Contents, other users may, unless you voluntarily designate otherwise, use effectunes (other functions of the Services; “effectunes”) to: 1) insert texts (including insertion, etc. of comments, etc.); 2) add various effects (including addition of music and sound effects, etc.), 3) continuous playing with other moving images, and/or 4) any other use of images or moving images by using various functions of effectunes, etc., and may publish the same on the website of the Services or any other websites (blogs, etc.) operated by a third party other than Sprasia.
    　You will acknowledge the foregoing in advance, and after accepting the same, you will upload, etc. the User Contents.
    　Further, you will not exercise any copyright, moral rights or any other rights to exploiting the images or moving images that you have uploaded through the use of effectunes, etc. against other users or Sprasia, and you will not allow any author, copyright owner, or any other person entitled to exercise the same.
  7. You will not assign copyrights or any other rights contained in User Contents, that you have uploaded, etc., provide as collateral, grant exclusive license, or take any action that hinder the use of such exploited content to any third party.
    　If you engage in any of the foregoing acts, deleting, etc. such User Contents may become necessary; therefore, you should notify Sprasia in advance and follow any prescribed procedures.
  8. Contents provided in the Services (including banner advertisements and other types of advertisements) other than User Contents, have copyrights or other rights held by Sprasia or a third party which Sprasia has granted a license to, and unless Sprasia has explicitly granted a license to you separately in accordance with prescribed procedures, you may not reproduce or otherwise exploit (including reverse engineering, etc.) such contents in any way whatsoever.

Article 7 (effectunes)

  1. As provided in Article 6.6 herein, with respect to images and moving images of User Contents, other users may use effectunes, etc. to conduct various amendments thereto and may publish the amended User Contents on the website of the Services or on websites operated by a third party other than Sprasia (another user may conduct secondary or tertiary amendments to the amended User Contents). If you do not like to have your User Contents to be amended in such a say, you will change your setup in accordance to instructions provided on the website before you upload your User Contents so that they will be excluded from exploitation by effectunes, etc.
  2. If you do not change your setup as described in Article 7.1 herein (if you do not change your setup, the User Contents that you have uploaded will be an object of exploitation by effectunes, etc.), you will be assumed that you have consented to have other users make various amendments on your User Contents by using effectunes, etc. and to have the amended User Contents (including every User Contents which such User Contents are the original materials) published on the Internet.
    　In such case, you will not exercise or allow any other right owners to exercise any copyright, moral rights, right to honor, and any other rights regarding the exploitation of such User Contents by effectunes, etc. or User Contents processed by effectunes, etc.
  3. Copyright of User Contents after processing by effectunes, etc. will be attributed to the user who have made such processing by effectunes, however, the copyright owner of the User Contents prior to such processing will have the rights of the original work of a derivative work (Article 28, Copyright Law), and the copyright and any other rights of the User Contents prior to such processing will not be affected. Therefore, exploitation of the processed User Contents must be in accordance with the manner of exploitation allowed by the Services and may not be exploited in any other way. Sprasia will bear no liability of any kind if the processed User Contents are exploited beyond the scope of exploitation allowed in the Services.
  4. You will license, without charge, allow Sprasia to exploit User Contents processed with effectunes, etc. by reproducing, amending, adapting, publicly transmitting, assigning, and any other form or exploitation for advertising, promotion, and for any other related purposes, and to grant a license (including sublicense and beyond) for the same to any advertising sponsor and any third party, including any partner that Sprasia ties-up with for the Services. In such case, the user (including both the user who have uploaded the User Contents before processing and other uses that have processed the User Contents by effectunes, etc.) will not exercise his or her copyright, moral rights, or any other rights against Sprasia and any third party that has obtained a license from Sprasia (including any person who has obtained a sublicense from such third party), and will not allow any copyright owner, author, or any other entitled person to exercise the same.
  5. If you process the User Contents by using effectunes, etc., any processing that will damage the honor and good reputation of the author, performer, and subject of the User Contents will be prohibited. User should take exercise adequate care in using effectunes, etc.
  6. Sprasia will not be liable to you, in any way whatsoever, regarding the processing of User Contents by effectunes, etc. Use of effectunes, etc. will be done at your own risk, and Sprasia will not take any part in any conflict that may arise between you and any other user. In such case, the conflict will be resolved between the parties and Sprasia will not be inconvenienced in any way whatsoever.
  7. You accept in advance that User Contents processed with effectunes will not be displayed if the original User Contents, before such processing, is deleted (for any reason).
  8. You accept in advance that User Contents processed by effectunes, etc. may not be displayed as usual if functions of effectunes, etc. are expanded or changed.

Article 8 (Prohibited Conduct)

  1. You will not engage in any conduct described below or any conduct that Sprasia determines to fall under the same, whether intentional or by negligence, when using the Services (including blog posting, submitting comments, entering Profile Information, uploading User Contents, using effectunes, etc., and any other exploitation available in the Services):
    1. Infringing the honor, reputation, right to privacy, right to publicity, right of portrait of any third party or uploading, etc. of texts, photographs, illustrations, or any other images or moving images that defames, threatens, harasses, or inflicts any other economical or emotional damages to any third party; or
      ... Example: Uploading, etc. images or moving images containing names and facial images of individuals who have not consented to such filming or transmission, or posting names, addresses, and any other personal information of individuals who have not consented to such posting (The foregoing are merely examples. The same applies to other examples below.)
    2. Uploading, etc. of texts, photographs, illustrations, or any other images that infringe copyright, moral rights, neighboring rights, performer’s moral rights, trademark right, trade secret, and any other intellectual property rights of any third party; or
      ... Example: Uploading, etc. without obtaining a license from the right holder any content containing any television programs, commercials, promotion videos, movies, various advertisements, characters, music, etc. (any appearance or taking in of such content in the background of any images are included), and uploading, etc. of a blog any confidential information or secret information of any companies or nations.
    3. Uploading, etc. any texts, photographs, illustrations, or any other images or moving images that contain false or misleading content; or
      ... Example: Fictionalizing one’s profile by pretending to be a third person, and submitting, etc. fictitious partnerships and business performances, etc. by making them appear like an objective and fair provision of information, etc.
    4. Sending indiscriminate or mass e-mails, or uploading or submitting or transmitting, etc. identical information indiscriminately or in massive quantities.
      ... Example: Sending spam e-mails, chain e-mails, and paid to read e-mails, and soliciting information sold through the Internet, etc.
    5. Uploading etc. any texts, photographs, illustrations, or any other images or moving images containing contents that violate any laws and ordinances other than item “d” of this paragraph; or
      ... Example: Exploitation, etc. of contents containing deceptive advertisement.
    6. Uploading, etc. any texts, photographs, illustrations, or any other images or moving images not meeting the intent and purposes of the Services. Contents that are prohibited to submit or distribute include but not limited to any of the following:
      • Violent or grotesque photographs, or any texts, photographs, illustrations, or any other images or moving images of a dead body or a site of a murder, or anything unpleasant to an ordinary person; or
      • Texts, photographs, illustrations, or any other images or moving images that glorify, aid, instruct, or introduce, etc. suicide, self-harm, murder, violence, crime, drug abuse, etc.; or
      • Texts, photographs, illustrations, or any other images or moving images that provokes discrimination based on ethnic group, race, religion, sex, age, etc.; or
      • Texts, photographs, illustrations, or any other images or moving images that is obscene or sexual, or the like (including adultery, schoolgirl prostitution, prostitution, sex services, online dating, etc.); or
      • Texts, photographs, illustrations, or any other images or moving images that provokes child pornography or child abuse; or
      • Texts, illustrations, or any other images or moving images containing political messages (including any reference to any candidate for an elective office); or
      • Texts, illustrations, or any other images or moving images that provokes solicitation or propagation or diffusion of a particular religious organization (including any like organization); or
      • Texts, illustrations, or any other images or moving images that provokes solicitation of any pyramid schemes, multilevel marketing systems, chain e-mails, paid to read e-mails, or information sold through the Internet, etc.
      • Texts, illustrations, or any other images or moving images containing information considered harmful to minors; or
      • Images or moving images with subliminal effects or any other effects that may be harmful to the human body.
    7. Placing links that connect to contents provided in item “f” of this Article 8.1 or introducing information on prostitution and soliciting the same; or
    8. Entering contents provided in item “g” of this Article 8.1 in a “tag” of User Contents; or
    9. Entering word(s) in a “tag” of User Contents that do not agree with the contents of such User Contents; or
    10. Engaging in slander, etc. or causing dispute with another user regarding User Contents that another user has uploaded or any other contents using effectunes, etc. by another user; or
    11. Engaging in any conduct that is based on any of the foregoing subparagraphs or any conduct which Sprasia determines to be improper.
  2. Other than prohibited acts described in Article 8.1 herein, you will not engage in any of the following activities;
    1. Collecting, storing, selling or purchasing, or assigning, etc. personal information of any user or any third party; or
    2. Reproducing by unauthorized downloading, etc. or publicly transmitting, or any other exploitation of all or part of contents contained in the Services;
    3. Processing, etc. (including an act of adding texts, photographs, illustrations, etc.) by a method other than effectunes, etc. on any User Contents provided in the Services by any user or any third party; or
    4. Overloading any server beyond its ordinary scope of use, or otherwise disturbing or hindering the management of the Services or use of the Services by the users; or
    5. Providing harmful computer programs or files such as computer viruses through the Services or to use the same in the Services; or
    6. Hacking any server or any other computer of any user, third party, or Sprasia; or
    7. Holding more than one account; or
    8. Sharing an account with a person other than Sprasia has approved in advance; or
    9. Changing, etc. various components of the Services that Sprasia has setup by blocking upload of various advertisements such as banners, or services or contents provided by a partner which Sprasia is tied-up with in the Services; or
    10. Engaging in any conduct that Sprasia did not assume for the Services such as modifying, etc. software used in the Services; or
    11. Engaging in any other conduct that is contrary to public order and morals, and accepted wisdom, or any conduct that violate any laws and ordinances, treaties, or relevant guidelines (including any laws and ordinances, treaties, or relevant guidelines of any country that is applicable to the conduct of the user); or
    12. Engaging in any conduct that is based on any of the foregoing subparagraphs or any conduct that Sprasia determines to be inappropriate.
  3. Sprasia will not assume any obligation of any kind for monitoring the type of contents that you upload, etc. on the Services. You will carefully use the Services such as upload, etc. of User Contents in accordance with this TOS, at your responsibility.
  4. Notwithstanding Article 8.3 herein, if Sprasia finds that you have engaged in any prohibited conduct provided in Article 8.1, Article 8.2, or any other provision of this TOS, Sprasia may, at its sole judgment, take corrective measures, without prior notice or contact, against such prohibited circumstances such as deleting, etc. the content in question or the User Contents, or terminate the Services, or cancel your membership. Sprasia will not bear any responsibility of any kind on the outcome of the measures taken against you. Further, Sprasia will not accept any inquiries or complaints regarding its measures, and Sprasia is under no obligation to answer such inquiries or complaints.
  5. If Sprasia determines that you might be engaged in a prohibited conduct, Sprasia will ask you matters necessary for verifying the facts (including the whereabouts of copyrights and any other rights of the User Contents, and license or no license from the right owner or the subject), and may conduct any other necessary research, and you will bear an obligation to provide cooperation to Sprasia when there is such inquiry.
    　If you fail to cooperate with Sprasia in a serious manner or fail to provide an answer satisfactory to Sprasia, or fail to provide grounds and materials that support your answer, Sprasia may, without prior notice or contact, take corrective measures against the prohibited circumstances such as deleting, etc. the content in question or the User Contents, or terminate the Services, or cancel your membership. Sprasia will not bear any responsibility of any kind on the outcome of the measures taken against you. Further, Sprasia will not accept any inquiries or complaints regarding its measures, and Sprasia is under no obligation to answer such inquiries or complaints.
  6. If you find that there is a violation of this TOS in any User Contents or Profile Information, you may use the prescribed reporting tool to report to Sprasia. If Sprasia receives such report, it will take appropriate measures at its own judgment.

Article 9 (Advertisements)

  1. Sprasia may, at its own judgment, place banners and moving image advertisements on websites of users and User Contents, etc. in the Services (including grant of a license to a sponsor or a partner that is tied-up with Sprasia in the Services for advertising, etc. in the Services).
  2. You are not allowed to make any objections against an expression in an advertisement by Sprasia or any third party that Sprasia has designated or licensed, and you are prohibited from blocking, deleting, or removing any expression in such advertisement in any way whatsoever; if you have engaged in any of the foregoing, Sprasia, advertising agent, or sponsor, etc. may hold you liable for damages.
  3. Sprasia will not assume any guarantee of any kind with respect to the contents of the advertisements or functions, etc. of the object of the advertisements that are posted on the Services and Sprasia will assume no responsibility of any kind with respect to any damage caused from the contents of the advertisements.

Article 10 (Withdrawal from Membership)

  1. If you wish to withdraw from membership, you will take withdrawal procedures by using the forms provided by Sprasia, and your membership will be terminated upon completion of the withdrawal procedures.
  2. If you fall under any of the following events, Sprasia may terminate your membership immediately without notice:
    1. All or part of the events described in Article 2.2 herein (occurring after registration included); or
    2. Breach of this TOS, in whole or in part (including instances where you have engaged in prohibited conduct provided in Article 8 herein or any other provisions of this TOS); or
    3. Any other event that Sprasia has reasonably determined to be inappropriate as a user.
  3. Sprasia may delete, etc. at its own judgment all or part of your website and User Contents without prior notice when you withdraw from membership. Sprasia assumes no obligation of any kind to maintain such website and User Contents, etc. after you withdraw from membership.
    　Sprasia will not accept any inquires or complaints regarding the foregoing measures, and is under no obligation to answer such inquiries or complaints.
  4. Upon deletion of websites and User Contents provided in Article 10.3 herein, User Contents created by using effectunes, etc. on the deleted User Contents (any and all User Contents created by using the deleted User Contents as the original material) will not be displayed.

Article 11 (Notice)

Unless otherwise provided in this TOS, various contacts and notices from Sprasia to you will be done by sending e-mails to registered e-mail addresses or posting messages on the News Page of the website of the Services. In such case, any e-mail from Sprasia to you will be deemed sent when the e-mail is transmitted to your server.

Article 12 (No Guarantee, etc.)

Sprasia will not provide guarantee of any kind to you regarding the authenticity, accuracy, or any other matters about any information (including linking information) that you provide in the Services.

You will, based on your responsibility and judgment, provide such information within the scope of laws and ordinances and this TOS, and you will judge at your responsibility the authenticity and accuracy of the information that you read.

Article 13 (Change, Termination, and Discontinuation of Service)

  1. If any of the following events occur, Sprasia may change, terminate, discontinue, or abolish all or part of the Services at its own judgment at any time, without notifying you by posting a notice on the website that Sprasia operates. In such case, Sprasia will not assume any responsibility of any kind against you or any other third party; provided, however, Sprasia may change, terminate, discontinue, or abolish the all or part of the Services at its own reasons without posting a notice on the website that it operates:
    1. If there is a need to conduct maintenance of the system that Sprasia manages with respect to the Services on a regular or urgent basis; or
    2. If operation of the Services becomes impossible due to electric power outage, act of providence such as earthquakes, fire, floods, labor disputes, riots, acts of terror, civil commotions, act or failure to act by a government agency, or any other events of force majeure occur; or
    3. If accidents, congestions, or disorder of communication lines occur; or
    4. If services of a communications company is suspended; or
    5. If errors, losses, or any other damage occur outside the system operated by Sprasia or on a communication line; or
    6. If any other events, which Sprasia determines that change, termination, discontinuance, or abolishment of the Services is necessary, occur.
  2. Sprasia will not assume any responsibility of any kind to you regarding the measures described in Article 13.1 herein. Further, Sprasia will not accept any inquiries or complaints regarding the foregoing measures, and is under no obligation to answer such inquiries or complaints.

Article 14 (Limitation of Liability)

  1. Sprasia will not assume any liability of any kind regarding any dispute arising between you or between you and a third party (including advertising agents, sponsors, etc.).
    　You will resolve such dispute at your responsibility and expense, and if Sprasia or such third party has suffered any damage in connection with such dispute, you will compensate such damage, including reasonable attorney’s fees.
  2. Other than Article 14.1 herein, Sprasia will not bear any liability of any kind for any damage that you have suffered in connection with using the Services, whether default of an obligation, tort, or any other legal grounds, and Sprasia will not assume liability for compensating the same in any way whatsoever; provided, however, the foregoing will not apply if the damage was caused by intent or gross negligence of Sprasia.

Article 15 (Non-Disclosure)

You will not disclose or leak to any third party, without prior written consent from Sprasia, any confidential information on the business and technology of Sprasia known to you in connection with the Services.

Article 16 (No Assignment of Rights and Obligations)

You may not assign or transfer to any third party all or part of any rights or obligations based on this TOS or your contractual position in this TOS.

Article 17 (Governing Law)

This TOS will be governed and construed by the laws of Japan.

Article 18 (Agreed Jurisdiction)

If there is need for litigation regarding this TOS, the Tokyo Summary Court or the Tokyo District Court will be the court of exclusive jurisdiction in the first instance.

Date: December 10, 2007

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