Terms of Service

These Terms of Service (hereinafter, the "Terms") set forth the rules and conditions that users must comply with when using the services provided by EmoticoreAI Corporation (hereinafter, the "Company"). Please read these Terms carefully before using the services. By accessing or using the services, you are deemed to have agreed to these Terms.

1. Applicability

1. These Terms apply to all relationships between users and the Company concerning the use of the services.
2. Rules and regulations regarding the services, as posted on the Company’s website (as defined in Section 2.2) from time to time, shall form part of these Terms.
3. The Company shall handle any personal information obtained in connection with the services in accordance with the Privacy Policy published on the Company’s website.

2. Definitions
The terms used in these Terms shall have the following meanings:

1. “Intellectual Property Rights”: Includes copyrights, patents, utility model rights, trademarks, design rights, and other intellectual property rights (including the right to acquire such rights or file applications for registration).
2. “Company Website”: The website using the domain “emoticore.ai” or other domains managed or operated by the Company, including any changes to the domain or content for any reason.
3. “User”: Any individual or entity using the services in accordance with Section 3.
4. “Anti-Social Forces”: Includes organized crime groups, members of such groups, quasi-members, companies affiliated with such groups, corporate racketeers, and others acting similarly, as well as those who engage in the following activities:
   1. Violent demands
   2. Unjust demands exceeding legal responsibility
   3. Threatening or violent conduct in business transactions
   4. Spreading false rumors or using fraud or intimidation to damage the Company’s credibility or obstruct its operations
   5. Other acts analogous to the above
5. “Services”: Information content and online services provided by the Company through its website, including AI-powered services, and any changes thereto.

3. Fees and Payment

1. Users may access certain services free of charge in accordance with these Terms and the Company’s provisions.
2. Except where services are explicitly offered free of charge, users shall pay the fees displayed for the services by the methods designated by the Company. Late payments shall incur a default interest rate of 14.6% per annum.

4. Prohibited Conduct

1. Users shall not engage in the following:
   1. Infringement of the Company’s or third parties’ intellectual property, portrait rights, privacy rights, reputation, or other rights or interests, including modifying or sharing images, audio, or video data provided via the Services. Reverse engineering, decompiling, or disassembling the Services is prohibited.
   2. Transmission of information that infringes third-party rights when the Company reproduces, modifies, or transmits content within the necessary scope of the Services.
   3. Inputting or posting personal information in violation of applicable laws.
   4. Conduct related to criminal activity, public order violations, or actions likely to be unlawful or unethical.
   5. Violating applicable laws, industry regulations, or internal guidelines.
   6. Tampering with information accessible via the Services.
   7. Conduct that may interfere with the operation of the Services, including sending inappropriate messages, posting unsuitable content on social media, or overloading systems.
   8. Causing or potentially causing damage to the Company or third parties.\
   9. Violating these Terms.
   10. Any conduct deemed inappropriate by the Company.
2. If the Company determines that a user has engaged, or may potentially engage, in any of the prohibited acts listed in the preceding section, the Company may take necessary measures (such as deleting posts or blocking accounts on social media) without prior notice to the user. The Company shall not be liable for any damages incurred by the user as a result of such measures.
3. If the user’s environment does not meet the requirements necessary to use the Services (including any changes to the environment), the user may be unable to use the Services. Users shall, at their own expense and responsibility, ensure that their environment meets the necessary requirements for using the Services.
4. All or part of the Services may be provided through platforms managed by third parties. Users shall use such platforms at their own expense and responsibility. The Company shall not be liable for any damages or costs incurred by the user as a result of using such platforms.
5. The Services may be updated, edited, modified, or otherwise changed, including changes to the user environment or temporary suspension of services (hereinafter referred to as “Changes”), without prior notice. Users acknowledge in advance that such Changes may occur without notice. The Company shall not be liable for any damages arising from such Changes.

5. Service Suspension or Interruption

1. The Company may suspend or interrupt the Services, in whole or in part, without prior notice under circumstances including:

   1. System maintenance or emergency work

   2. Accidents affecting computers or communication lines

   3. Force majeure events such as fire, power outage, or natural disasters

   4. Legal or regulatory restrictions

   5. Other situations deemed necessary by the Company

2. The Company shall not be liable for any damages arising from such suspension or interruption.

6. Ownership Rights
All ownership and intellectual property rights related to the Company Website and Services belong to the Company or licensors. The use of Services under these Terms does not grant any rights to the Company’s or licensors’ intellectual property.

7. Licenses
Some Services may include specific licenses. Please refer to the terms applicable to individual Services for details.

8. Disclaimer of Warranties and Limitation of Liability

1. The Company makes no representations or warranties that the Services will meet any specific purpose of the user, possess any expected functionality, commercial value, accuracy, or usefulness (including, without limitation, the accuracy, completeness, reliability, availability, or timeliness of information provided on social media, and the absence of inappropriate or offensive content in such information). The Services are provided “as is” and “as available,” without any kind of warranty of any nature, including any defects or non-conformity with contractual obligations. To the maximum extent permitted by applicable law, the Company, on its own behalf and on behalf of its affiliates, licensors, and service providers, explicitly disclaims all warranties, whether express, implied, statutory, or otherwise, including but not limited to warranties of merchantability, fitness for a particular purpose, title, non-infringement, and any warranties arising from course of dealing, course of performance, usage, or trade practices.
2. Users shall, at their own responsibility and expense, determine whether their use of the Services complies with applicable laws, regulations, or industry rules. The Company makes no representation or warranty that the use of the Services by any user will comply with such applicable laws, regulations, or industry rules.
3. The Company shall not be liable for any damages arising from the suspension, interruption, unavailability, or modification of the Services by the Company, any loss of data, or any equipment malfunction or damage, or any other damages related to the use of the Services.
4. Even if links to other websites from the Company’s website, or from other websites to the Company’s website, are provided, the Company shall have no responsibility for any information obtained from such websites or for any damages arising from the use of such websites for any reason.

9. Dispute Resolution and User Liability

1. The User shall indemnify and hold the Company harmless for any damages incurred by the Company resulting from the User’s violation of these Terms or the use of the Services.
2. In connection with the User’s use of the Services, if the Company receives any claims from other users or any third parties for infringement of rights or any other reason, the User shall indemnify the Company for any amounts that the Company is required to pay to such third parties as a result of such claims.

10. Amendments to Terms

1. The Company may, to the extent permitted by applicable law, modify these Terms (including rules and regulations related to the Services posted on the Company’s website, hereinafter the same) without the User’s consent.
2. If the Company makes any changes to these Terms or the content of the Services, the Company shall notify Users of the effective date of such changes, the fact of the changes, and the details thereof by publishing the information on the Company’s website or by other appropriate means.

11. Exclusion of Anti-Social Forces
The User represents and warrants that it has no relationship with any antisocial forces or similar entities. If the User is a legal entity, it shall appropriately instruct its officers and employees to ensure that they have no relationship with any antisocial forces or similar entities. Furthermore, the User guarantees that, in connection with the use of the Services, neither the User nor any third party acting on its behalf shall engage in any acts of violent demands, unlawful demands exceeding legal liability, threatening behavior or use of violence, dissemination of false rumors, fraudulent or coercive acts that may damage the Company’s credibility or interfere with the Company’s business, or any other acts equivalent thereto.

12. Assignment of Rights and Obligations

1. The User may not assign, transfer, pledge, or otherwise dispose of its position under these Terms or any rights or obligations arising hereunder to any third party without the prior written consent of the Company.
2. In the event that the Company transfers its business related to the Services to a third party, the Company may, along with such business transfer, transfer the position under these Terms, rights and obligations arising hereunder, and the User’s customer information to the transferee of the business. The User hereby consents in advance to such transfer. For the purposes of this clause, “business transfer” includes not only ordinary business transfers but also any corporate splits or other cases in which the business is otherwise transferred.

13. Entire Agreement
These Terms constitute the entire agreement between the Company and the User with respect to the subject matter hereof and shall supersede any prior or contemporaneous agreements, representations, or understandings, whether oral or written, relating to such subject matter.

14. Severability
If any provision or part of these Terms is determined to be invalid or unenforceable under applicable law, including the Consumer Contract Act or other laws and regulations, the remaining provisions or parts of these Terms shall continue in full force and effect. The Company and the User shall endeavor to modify such invalid or unenforceable provision or part to the minimum extent necessary to make it valid and enforceable while preserving the intent and achieving legally and economically equivalent effect.

15. Governing Law and Jurisdiction
These Terms shall be governed by and construed in accordance with the laws of Japan. Any disputes arising out of or relating to these Terms shall be subject to the exclusive jurisdiction of the Tokyo District Court or the Tokyo Summary Court as the court of first instance.

16. Modification under the Consumer Contract Act
These Terms may be modified to the extent required by applicable law from the perspective of consumer protection. In the event that these Terms constitute a consumer contract as defined under Article 2, Paragraph 3 of the Consumer Contract Act, any provision that fully exempts the Company from liability for damages shall not apply. The Company shall be liable for direct and actual damages (excluding lost profits) incurred by the User as a result of the Company’s breach of obligations, tort, or nonconformity of contract.

17. Resolution through Consultation
The Company and the User shall endeavor in good faith to promptly resolve any matters not stipulated in these Terms or any doubts regarding the interpretation of these Terms through mutual consultation.