Terms of use

Article 1 (About These Terms of Use)

  1. These Terms apply to all users.
  2. Users may not use this site or this service unless they agree to these Terms of Use.
  3. Users of this service, whether individuals or corporations, shall be deemed to have agreed to these Terms upon using this service.
  4. These Terms of Use may be modified as necessary, and we are under no obligation to notify you of such changes. Should changes be made, you will be deemed to have accepted the modified terms, and the latest Terms of Use will apply. Please review the most current Terms of Use when using our services.
  5. In addition to these Terms, this Service displays information on this Site regarding how to use the Service and important matters to note. These shall also be deemed to form part of these Terms.
  6. Please be sure to read these Terms of Service before using this service.
  7. After the commencement of this service, if a separate contract is executed, the terms of that contract shall prevail.

Article 2 (Definitions)

Unless otherwise specified, the definitions of terms used in these Terms shall be as follows.

  1. Terms of Service
  2. The Company – METAPHOR Inc. https://metaphor9.org/
  3. This Site – METAPHOR Inc. https://metaphor9.org/
  4. Our Services – All services associated with the comprehensive consulting, advertising and system development, business and M&A support, public and inbound business, and proprietary service operations that we manage and provide.
  5. User – A person who uses this service
  6. Intellectual Property Rights, etc. – Industrial property rights such as patent rights and trademark rights, intellectual property rights such as copyrights (including rights stipulated in Articles 27 and 28 of the Copyright Act), and other rights
  7. Confidential Information – Personal information, customer information, corporate information, and all other information
  8. Anti-social forces – Organized crime groups, quasi-organized crime groups, members of organized crime groups, individuals who have ceased to be members of organized crime groups within the past five years, quasi-members of organized crime groups, companies associated with organized crime groups, corporate extortionists, individuals posing as social activists, specialized violent groups, and other similar entities.

Article 3 (Service and Fees)

  1. This service provides all services related to design consulting and advertising production tailored to the user’s preferences.
  2. This service may utilize stock photos (pre-prepared photographic materials/image assets), stock videos (pre-prepared video materials), and stock music (pre-prepared music/sound effect materials) when creating advertising materials such as printed materials, web banners, and videos. Therefore, there is a possibility that advertisements using similar images, videos, and music already exist, or that similar advertisements using such images, videos, and music may appear in the future. The Company shall not be held liable in any way for this matter.
  3. Specific details and usage methods of the Service not stipulated in these Terms of Use, as well as fees and payment methods, shall be specified within this website.
  4. We may modify the specific content, methods, and fees of this service by changing the content of this website and payment methods; however, we cannot modify services already commenced or fees already paid.

Article 4 (Refunds and Cancellations)

  1. Due to the nature of this service, we will not accept requests for refunds of fees once paid or cancellations of this service, except as provided in these Terms.
  2. Notwithstanding the preceding paragraph, if the Service is canceled, we may request payment for work performed up to that point and may suspend further work.
  3. Notwithstanding the provisions of Paragraph 1, if the Company issues a refund for fees paid, the transfer fee shall be borne by the user.

Article 5 (Warranty)

  1. Users shall guarantee that when providing materials (photographs, illustrations, videos, audio sources, text data, program code, system design diagrams, etc.) or the design and specifications of deliverables to the Company in connection with the use of this Service, such materials or deliverables do not infringe upon any third-party copyrights (including moral rights and portrait rights), trademark rights, or any other rights whatsoever, and are lawful.
  2. Users shall be liable to the Company for damages if it becomes clear that they have violated the warranty in the preceding paragraph. This liability for damages shall include expenses (including reasonable attorneys’ fees) incurred by the Company in responding to claims based on infringement of rights or other matters received by the Company from parties other than the user, arising from or related to the user’s use of the Company’s services, or in responding to allegations of illegal conduct.

Article 6 (Warranty for Defects)

  1. As this service is produced on a made-to-order basis, we cannot accommodate unilateral modifications, changes, or cancellations to the service content requested by the user.
  2. We make every effort to ensure the quality of this service. However, in the unlikely event of an issue, we will only perform corrective work within the scope of the order. For IT systems and consulting services, we shall only be liable for defects within the scope of the contract. However, we shall not be liable for defects in the following cases:
    • If more than one week has passed since the deliverables of this service were handed over to the user.
    • If the user utilizes any part of the deliverables of this service.
    • If damage, scratches, or other defects occur to the deliverables of this service.
  3. Requests for repairs under the preceding paragraph shall be made in accordance with the procedures established by the Company.

Article 7 (Termination)

The Company may terminate the contract for the provision of this Service, suspend or cancel the use of this Site without notice or demand if the user falls under any of the following items.

  1. If contact cannot be made for over a month.
  2. If the usage fee is not paid by the payment due date specified by this service.
  3. If a user infringes upon the rights of a third party under the Copyright Act or other intellectual property rights, violates laws and regulations, or violates these Terms of Use.
  4. If it is discovered that the user provided false information at the time of contract.
  5. In the event of a petition for compulsory execution, bankruptcy, reorganization, etc.
  6. If we determine that the user’s request for this service falls under any of the following cases.
    • In cases involving child pornography or adult-related content
    • When there is a risk of criminal prosecution or violation of the law, such as when it damages honor or credibility.
    • If there is a risk of infringing copyrights or trademark rights
    • Other cases where we determine that it violates public order and morals or is likely to cause discomfort to others

Article 8 (Disclaimer)

  1. We do not guarantee that this service or this site will produce specific effects or benefits.
  2. We do not guarantee that the Service will not be interrupted, suspended, terminated, or rendered unusable due to factors such as slow display speeds or malfunctions caused by excessive access, viruses, or other unforeseen circumstances arising from the use of the Service or this Site. We also do not guarantee compensation should such occurrences happen. Users must use the Service and this Site at their own risk.
  3. Except as expressly provided in these Terms, the Company shall not be liable for any damages arising from the provision of the Service to the User or the User’s use of the Service.
  4. In providing this Service to users, even if damages arise due to a breach of contract or tort based on our intentional or negligent acts, we shall not be liable for damages other than actual, direct, and ordinary damages that have actually occurred.
  5. The Company shall not be liable for any damages incurred by users arising from the use of this Service or its deliverables, nor for any damages incurred by users or third parties arising from the inability to use this Service.
  6. The Company shall not be liable for any loss of use, business interruption, failure to obtain anticipated benefits, or any other damages of any kind (including but not limited to lost profits, loss of confidential or other information, business interruption, breach of duty including duty of care, negligence, or other financial loss) incurred by the user, even if the Company had been notified in advance of the possibility of such circumstances arising.
  7. The Company shall not be involved in any transactions or disputes whatsoever arising between users or between users and third parties in connection with the use of this Service, and shall not be liable for any such matters.
  8. We shall endeavor to accommodate users’ preferences as much as possible regarding deliverables produced through this service. However, we may be unable to meet all preferences, and users hereby agree to this possibility. Furthermore, we shall bear no responsibility whatsoever for any instances where preferences cannot be met.
  9. The Company shall not be liable for any delay or failure to perform all or part of this Agreement due to force majeure, including natural disasters, war, riots, civil unrest, strikes, labor disputes, or other events beyond its control.

Article 9 (Intellectual Property Rights, etc.)

  1. All rights (including ownership rights, intellectual property rights, portrait rights, publicity rights, etc.) pertaining to the text, images, videos, programs, systems, databases, software, and other data content (hereinafter referred to as “Content”) provided by our company through this Service and this Site belong to our company or the third parties holding such rights. Users shall not, by any means, reproduce, copy, reprint, transmit, store, sell, publish, or otherwise use such Content beyond the scope of personal, non-commercial use without our permission. We do not guarantee that the Content does not infringe upon the intellectual property rights or other rights of any third party.
  2. We do not guarantee that users can register trademarks for this content.
  3. Regarding the deliverables, content, and other materials related to this service, even if the user holds intellectual property rights or other rights, the user agrees that we may introduce such materials as production examples on websites managed by us, unless the user specifically objects, and no consent fee shall be incurred.

Article 10 (Prohibited Acts)

  1. Users are prohibited from engaging in the following acts when using this service. Should a user engage in any such act, the Company reserves the right to suspend or terminate the user’s account, prohibit future use of the service, and take legal action. Furthermore, the Company may separately seek compensation for any damages incurred.
    • Acts in violation of these Terms
    • Using this service without obtaining consent from a guardian for minors or other legal representative when the user is a minor or otherwise has limited legal capacity.
    • The act of registering false personal information
    • Acts that violate laws or ordinances, or acts that may violate them
    • Acts that infringe upon or may infringe upon the intellectual property rights of our company or third parties
    • Acts that defame or slander our company or third parties, or infringe upon their reputation, credibility, portrait rights, or other rights
    • Posting or transmitting information, files, or software that may contaminate or destroy computers, such as viruses or worms
    • Using this service by impersonating another user or a third party (including tampering with email headers or other parts for the purpose of impersonation).
    • Business activities inconsistent with the purpose of this service, use for profit-making purposes, religious solicitation, or any other acts that interfere with the operation or provision of this service, or acts that cause disruption to the operation or provision of this service.
    • Unauthorized alteration or acquisition of information entered by other users, third parties, or our company
    • Repurposing, selling, or reselling this service without our consent
    • Other acts deemed inappropriate by the Company
    • Unauthorized provision, resale, or redistribution to third parties of systems, software, M&A support materials, or consulting deliverables developed by our company.
    • Engaging in unfair competition based on the data analysis and strategic planning provided by our company.
  2. The Company reserves the right to report violations to the police, initiate criminal proceedings, file lawsuits for damages arising therefrom, or take other civil actions if it reasonably determines that a user has violated or is violating these Terms of Use.
  3. If a user makes statements, insults, or slanders that exceed the scope of this service, or otherwise violates these Terms of Service, we may suspend the provision of this service.

Article 11 (Damages, etc.)

  • Users shall compensate the Company for any damages incurred by the Company as a result of the user’s intentional or negligent violation of these Terms.

Article 12 (Penalty)

  1. The Company may demand payment of the penalty specified in the following paragraph from a user if the Company reasonably determines that the user falls under any of the following categories. In such cases, the user shall be obligated to pay both the fees for the Service and the applicable penalty.
    • If the user cannot be contacted for 90 days or more after receiving this service.
    • If a user infringes upon our intellectual property rights or similar rights.
  2. The amount of the penalty shall be up to ten times the fee for this service, as determined at our discretion.

Article 13 (Service Interruption, Suspension, Content Changes, and Termination)

  1. The Company may temporarily suspend or discontinue the Service without prior notice or consent from users when deemed necessary for the installation of equipment essential to operating the Service, system maintenance work, or due to force majeure such as natural disasters.
  2. This service may be terminated in whole or in part at our discretion.
  3. The Company shall not be liable for any damages incurred by the user in the cases described in the preceding two paragraphs.

Article 14 (Confidentiality)

  1. The Company and the User shall not use any information obtained from the other party in connection with the Service (hereinafter referred to as “Confidential Information”) for any purpose other than the purpose of the Service, nor shall they disclose or leak such information to any third party, except as otherwise provided.
  2. Notwithstanding the preceding paragraph, the information specified in the following items shall not be deemed confidential information.
    • Information disclosed to third parties with the prior written consent of the information provider.
    • At the time of disclosure, the information was already publicly known.
    • Information that becomes publicly known after disclosure, through no fault of the recipient.
    • Information that was already lawfully possessed by the recipient at the time of disclosure.
  3. Notwithstanding the provisions of the preceding two paragraphs, the User and the Company may disclose the other party’s confidential information based on a legally binding order, demand, or request from a court or government agency. However, in the event of such an order, demand, or request, the disclosing party must promptly notify the other party thereof.
  4. The provisions of this Article shall survive and remain applicable even after the termination of use of this Service.

Article 15 (Exclusion of Antisocial Forces)

  1. The Company and the User hereby represent and warrant that they do not, and will not, fall under any of the following items:
    • Being classified as an antisocial force
    • Having a relationship that is recognized as being controlled by antisocial forces
    • Having a relationship where it is recognized that antisocial forces are substantially involved in management
    • Having a relationship that is deemed to involve the improper use of antisocial forces, such as for the purpose of obtaining unjust benefits for oneself or a third party, or for the purpose of causing damage to a third party.
    • Having a relationship that is deemed to involve providing funds or other benefits to antisocial forces, or otherwise engaging with them.
    • A director or any person substantially involved in management has a relationship with anti-social forces that is socially reprehensible.
    • Engaging in violent demands, threatening words or actions, unreasonable demands exceeding legal liability, or damaging another person’s credibility or interfering with their business through the spreading of rumors, deceit, or coercion.
  2. If either our company or the user determines that the other party has violated the representations and warranties in the preceding paragraph and falls under any of the items listed therein, either party may immediately terminate all agreements related to this service without any prior notice, and may claim compensation for any damages incurred.

Article 16 (Transfer of Rights and Status)

  • Users shall not assign, sublease, pledge as collateral, or otherwise dispose of any rights, obligations, or status related to this Service without the Company’s consent.

Article 17 (Court of Jurisdiction)

  • Any litigation between our company and users shall be subject to the exclusive jurisdiction of the Osaka District Court as the court of first instance.

Article 18 (Governing Law)

  • The interpretation of these Terms shall be governed by the laws of Japan.

Regulations Established: February 1, 2025

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