Article 1 (Definitions)
1. “Licensor” shall mean DGSHAPE Corporation.
2. “Affiliates” shall mean the parent company of Licensor, Roland DG Corporation, any corporation controlled by Licensor, or any corporation and entity under common control with Licensor. “Control” shall mean the holding, directly or indirectly, of a majority of the voting rights of such corporation or entity.
4. “Account” shall mean “DGSHAPE Account,” an identification number by which Licensor identifies you uniquely.
5. “Services” shall mean any and all online services with which Licensor provides you through an Account.
6. “Registration Information” shall mean information necessary for you to register in creating an Account. Registration Information includes an e-mail address, display name or country name, etc.
7. “Personal Information” shall mean personal information as defined in the Personal Information Protection Act of Japan and any other applicable laws and regulations.
8. “Business Partner” shall mean the third parties such as the service providers in alliance with Licensor and/or Affiliates for providing the Services.
Article 3 (Registration)
1. In creating an Account, you shall register Registration Information and complete a self-certificate through your registered e-mail address. Upon confirmation of completion of your registration procedures, Licensor will issue an Account to you.
2. You may register the information of your organization depending on every organization which uses the Services. You shall not register any Personal Information.
3. You will set the password necessary for certification of your Account by yourself.
Article 4 (Protection of Registration Information)
1. Licensor shall use reasonable efforts to secure, protect and safeguard Registration Information according to the strict management system in controlling or retaining Registration Information in order to prevent Registration Information from being leaked.
2. Licensor will use reasonable efforts to secure, protect and safeguard all the transmission of information between Licensor and you by encrypting the transmission with a security technology known as SSL (socket layer technology) and by taking the other reasonable steps.
3. Licensor takes reasonable measures to protect Registration Information seriously and to secure the transmission over the internet actively as set out in the provisions of the preceding three paragraphs; provided, however, that the safety of these security technologies measures such as SSL (socket layer technology) can never be 100% guaranteed. Licensor cannot be responsible for any damages and losses to any third party and you caused by wrongful acts of hackers, etc., in spite of the said measures taken by Licensor.
4. You shall hold and maintain your Account and password using strict management at your own responsibility. Once you suspect the misuse and misappropriation of your Account and/or password or any security incident relating to the Account, you shall immediately notify Licensor thereof.
Article 5 (Amendment or Deletion of Registration Information)
1. You shall promptly notify Licensor if it is deemed necessary to amend, correct or add Registration Information.
2. The Account and password shall be effective until the day when your Account is deleted by your request or due to Licensor’s discontinuance of the Services.
Article 6 (Limited Use of Registration Information by Licensor)
1. Licensor may use Registration Information for the purposes set forth in any of the following items. Moreover, you grant Licensor a non-exclusive, transferable, free-of-charge license worldwide to use, host, transmit, process, edit, destroy, display, sublicense, duplicate and reproduce all Registration Information for the purposes.
(1) Performance of the obligations under this Agreement
(3) Provision, operation, and understanding of the status of use of Services
(4) Improvement or maintenance of the Services
(5) Development of new services
2. In order to achieve the purposes set forth in each of the items of the preceding paragraph, Licensor may provide Registration Information to the following parties:
(1) Affiliates and Business Partners
(2) Distributors that sell products of Licensor or Affiliates
(3) Maintenance service providers concerning products of Licensor or Affiliates
(4) Business partners who have concluded Personal Information protection contracts with Licensor, Affiliates or Business Partners
3. Licensor shall not be obliged to compensate for any loss or damage incurred by any use, etc. pursuant to the preceding two (2) paragraphs unless Registration Information includes any Personal Information.
5. Licensor and Business Partners shall not use nor divulge to any third party Registration Information except as otherwise permitted under the Agreement and the laws and regulations.
Article 7 (Retention of Intellectual Property Rights)
1. Any and all copyrights, trademarks, and other intellectual property rights in and to logos, documents, data and other information and/or any media thereof pertaining to the Services shall belong to Licensor or its licensors.
2. Licensor shall retain sole and exclusive ownership of and all right, title and interest in and to any and all intellectual property rights of all deliverables created, conceived, created, discovered, invented or reduced to practice in the performance of the Services.
Article 8 (Prohibition)
1. In no event shall you engage in any of the following acts:
(1) Acts to provide false information in your registration
(2) Acts to falsify or delete the data of Licensor and/or the third party available under this Agreement
(3) Acts of unauthorized access, cracking or other acts that cause harm to facilities, etc.
(4) Acts or attempts to log in using another third-party account
(5) Acts of transmitting information including harmful computer programs such as computer viruses
(6) Acts of transferring, assigning, leasing the rights and/or granting a sublicense to use the Account or the password
(7) Acts that cause or threaten to cause any disadvantage or damage to Licensor, Affiliates, or a third party
(8) Acts that interfere with or threaten to interfere with the operation of all services provided by Licensor or Affiliates
(9) Acts that defame or threaten to defame the reputation or reputation of any service provided by Licensor or Affiliates
(10) Acts that violate or are suspected of violating laws and regulations
(11) Any other acts deemed inappropriate by Licensor
2. Where you come to know that any of each item of the preceding paragraph has been committed or is deemed likely to commit any of the applicable acts, you shall immediately notify Licensor thereof.
3. In the event that you violate the provisions set out in the two (2) preceding paragraphs, Licensor may temporarily suspend or discontinue your Account and the Services, and/or may revoke your Account and delete your Registration Information.
Article 9 (Suspension of the Account)
1. Licensor may temporarily suspend the Account and the Services after giving prior notice to you when implementing periodic or temporary maintenance of systems, facilities, etc., in relation to the Account.
2. Licensor may temporarily suspend the Account and the Services without prior notice to you and notify you promptly afterward in the event of emergency maintenance of systems, facilities, etc., in relation to the Account.
3. Licensor shall not be responsible for any lost and/or damages incurred by you with respect to suspension pursuant to the provisions of this Agreement.
Article 10 (Change, Addition or Discontinuance of the Services)
1. Licensor may, if it deems necessary, change, add to or discontinue to provide all or part of the Services at any time, in which case Licensor will notify you in advance; provided, however, that this shall not apply in cases of urgency.
2. Licensor shall not be responsible for any lost and/or damages incurred by you with respect to change, addition or discontinuance of the Services.
Article 11 (Disclaimer)
1. In no event shall Licensor be liable, express, implied, statutory or any other warranty or contractual liability, or any other liability, to the extent permitted by applicable law, for any damages arising out of the use of the Account and/or the Services, including in the event of any Account and the Services being fully unavailable (including in the event of suspension or discontinuance) during the term of this Agreement. In the event of any damage incurred by you due to the willful misconduct or gross negligence of Licensor, Licensor shall be liable only for actual and direct damage and Licensor shall NOT be liable for any other damage or loss (including, but not limited to, any other indirect damage, special damage, incidental damage, consequential damage, loss of profit, loss of data).
2. You hereby acknowledge and agree that you will be liable for any and all risks and damages (including damages, direct or indirect, such as data losses, business interruptions, claims from third parties, etc.) in connection with the use of the Account and/or the Services.
3. In no event shall Licensor be liable, express, implied, statutory or any other warranty or contractual liability, or any other liability, to the extent permitted by applicable law, for any damages arising out of the use of the Account and/or Services, including in the event of any Account and/or Services being fully unavailable (including in the event of suspension or discontinuance) during the term of Agreement. In the event of any damage incurred by you due to the willful misconduct or gross negligence of Licensor, Licensor shall be liable for actual and direct damage, and Licensor shall NOT be liable for any other damage or loss (including, but not limited to, any other indirect damage, special damage, incidental damage, consequential damage, loss of profit, loss of data).
4. You hereby acknowledge and agree that you will be liable for any and all risks and damages (including damages, direct or indirect, such as data losses, business interruptions, claims from third parties, etc.) in connection with the use of the Account and/or the Services.
5. Licensor shall not be liable for any damage caused to you by unauthorized use of the Services by a third party. Any use of the Services following account ID and password certification may be considered as used by you.
Article 13 (Governing Law and Dispute Resolution)
1. This Agreement shall be construed in accordance with and governed by the laws of Japan, without reference to the principle of conflict of laws.
2. If you do not have a head office (or your place of business if there is no head office) in Japan, all disputes, controversies or differences arising out of or in connection with this Agreement shall be finally settled by arbitration in Tokyo in accordance with the Commercial Arbitration Rules of The Japan Commercial Arbitration Association.
3. If you have a head office in Japan, all disputes, controversies or differences arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of Tokyo District Court.