These Terms of Use (the “Terms”) set forth terms and conditions for use of “Ambient” (including the service after the change if the name or content is changed; hereinafter referred to as the “Service”) which is IoT data visualization service provided by AmbientData Inc. (the “Company”). Any Registered User (the “User”) shall use the Service in accordance with the Terms.
Article 1 (Application of the Terms)
Any User who uses the Service shall be deemed to have agreed to the Terms. The Terms shall apply to any and all matters between the User and the Company with respect to the use of the Service.
Article 2 (Registration for Use)
2.1 Registration for use of the Service shall be completed if the application for the registration for use is made in the manner specified by the Company and the application is accepted by the Company. Upon such completion of the registration, a contract with respect to the use of the Service in accordance with the Terms (the “Service Agreement”) shall be deemed to have been executed between the applicant for the registration for use (the “Applicant”) and the Company.
2.2 If the Company determines that the Applicant falls under any of the following Items, the Company may reject the application without any obligation to disclose the reason for the rejection:
(1) any false matter is included in the information that is provided by the Applicant for the application for the registration for use;
(2) the Applicant is a person or entity who has violated the Terms in the past;
(3) the Applicant is a minor (miseinensha), an adult ward (seinen-hi-koukennin), a person under curatorship (hi-hosanin) or a person under assistance (hi-hojonin) and has not obtained the necessary consent of its respective legal representative, guardian, curator or assistant;
(4) the Company determines that the Applicant is an Antisocial Force (meaning collectively organized crime groups (boryokudan), organized crime group members, quasi organized crime group members, persons for whom 5 years have not yet passed since ceasing to be organized crime group members or quasi organized crime group members, organized crime group-associated companies, corporate extortionists (sokaiya), rogue persons proclaiming themselves as social activists (shakai undo to hyobo goro), organized special intellectual crime groups (tokushu chino boryoku shudan) and other groups or individuals seeking economic benefit by conducting or using violence, force or fraud: hereinafter the same shall apply), or the Company determines that the Applicant is associated with or involved with any Antisocial Force in any manner such as cooperating or engaging in the maintenance, operation or management of any Antisocial Force through funding or any other method; or
(5) the Company otherwise determines that acceptance of the application for registration for use is inappropriate.
2.3 The Service Agreement shall be effective on the date of completion of the registration for use under Article 2.1, and shall continue in force and effect between the Company and the User until the earlier of the date of expiration separately agreed between the Company and the User, the date when the registration of the User is deleted, or the date when the provision of the Service by the Company is terminated.
2.4 The provisions of Article 4 (only in cases where there is any unpaid amount), Article 6.2, Article 7.3 through 7.6, Article 8, Article 9, and Articles 13 through 15 shall survive the expiration or termination of the Service Agreement.
Article 3 (Management of Account Information)
3.1 The User shall be fully responsible for the management, including, without limitation, security and safekeeping, of its account ID and password for the Service (the “Account Information”).
3.2 In no event may the User assign or lend its Account Information to any third party. The User hereby agrees that the Company may regard the log-in and use of the Service with the Account Information registered by the User as log-in and use of the Service by the User itself.
Article 4 (Fee and Payment)
4.1 As the consideration for the use of the Service, the User shall pay the fee that is separately specified by the Company and stated on the applicable website, in accordance with the conditions and manners specified by the Company.
4.2 If the User delays in payment of the fee, the User shall pay a late payment charge on any unpaid amount at the rate of 14.6% per annum.
Article 5 (Prohibited Activities)
5.1 The User shall be prohibited from engaging in any of the following acts with respect to use of the Service:
(1) acts violating laws and regulations or public policy;
(2) acts related to criminal acts;
(3) acts of destroying or interfering with the functions of servers or networks of the Company;
(4) acts that may interfere with the operation of services by the Company;
(5) acts of collecting or storing personal information or similar information regarding other users of the Service;
(6) acts of impersonating another user of the Service;
(7) acts of providing benefits directly or indirectly to any Antisocial Force in connection with the services of the Company; or
(8) any other acts deemed inappropriate by the Company.
5.2 The User hereby agrees that the Company may require the User indemnification for the damages caused by the User’s breach of Article 5.1.
Article 6 (Suspension of Service)
6.1 When the Company determines that any of the following circumstances exists, the Company may cease or suspend the provision of all or part of the Service without prior notice to the User:
(1) cases where the maintenance or update of computer systems used for the Service is conducted;
(2) cases where the provision of the Service is difficult due to a force majeure event such as an earthquake, lightning strike, fire, power failure or natural disaster;
(3) cases where computers, communication lines or other systems fail to operate due to an accident; or
(4) other cases where the Company determines that the provision of the Service is difficult.
6.2 Except to the extent of any willful misconduct or gross negligence on the part of the Company, the Company shall not be liable for any disadvantage or damage suffered by the User or any third party due to the cessation or suspension of the provision of the Service.
Article 7 (Restriction on Use and Deletion of Registration)
7.1 In any of the following events, the Company may, without any prior demand or notice, restrict the User’s use of all or part of the Service, or delete the registration of the User as a user of the Service:
(1) the User breaches any of the provisions of the Terms;
(2) it is found that registered information regarding the User includes any false matter, or that the User falls under any of Items of Article 2.2; or
(3) the Company otherwise determines that the User’s use of the Service is inappropriate.
7.2 The Company may, without any prior demand or notice to the User, delete the user account that has not been used for access to the Service for 365 days or more after the recent access with the same account, and thereby delete the registration of the User having such user account.
7.3 In the event the registration of the User is deleted or otherwise the Service Agreement expires or is terminated, the User shall discontinue the use of the Service and shall, in accordance with the Company’s request, return, destroy or otherwise dispose of any software, documents or other materials (if any) related to the Service provided by the Company.
7.4 The Company shall not be obligated to back up any of the contents of the Service or user data. If the User requires backup of its user data, the User shall prepare the backup at its own costs and responsibility.
7.5 Except to the extent of any willful misconduct or gross negligence on the part of the Company, the Company shall not be liable for any damage suffered by the User due to any act of the Company pursuant to this Article 7.
Article 8 (Disclaimer of Liability and Warranty)
8.1 The Company’s liability for indemnification for any damages with respect the Service shall be limited to the direct and normal damages (not including other damages such as lost profits, indirect damages and punitive damages) and also shall not exceed the amount of the fee for the Service in cases where the Service is provided with a fee (if the fee is charged based on certain duration of use, the amount for one(1) month).
8.2 Except to the extent of any willful misconduct or gross negligence on the part of the Company, the Company shall not be liable for any damage caused by the User’s use, or unavailability for any reason, of the Service or any damage arising from or in relation to actions of third party including, without limitation, recording data, unauthorized accessing, posting information and sending of e-mails.
8.3 The Service is provided on an “as is” basis, and the Company makes no warranty of any kind, including, without limitation, warranty of fitness for particular purpose, merchantability, completeness or constant availability, with respect to the Service (including, without limitation, data and information that may be obtained through the use of the Service).
8.4 The User shall, at its own costs and responsibility, treat and resolve any transactions, communications, disputes and other issues that may arise in connection with the Service between the User and other users of the Service or other third parties.
Article 9 (Intellectual Property Rights)
Any and all intellectual property rights and other rights relating to the Service shall belong to the Company (or the licensor thereto; the same shall apply in this Article 9), and the permission to use the Services under the Terms does not mean any license of the intellectual property rights of the Company relating to the Service. The User shall not engage in any act that may infringe the intellectual property rights of the Company (including, without limitation, disassembling, decompiling, or reverse-engineering).
Article 10 (Change or Termination of Service)
The Company may, without notice to the User, change the content of the Service or discontinue or terminate the provision of the Service. Except to the extent of any willful misconduct or gross negligence on the part of the Company, the Company shall not be liable for any damage suffered by the User due to such change or discontinuance or termination.
Article 11 (Amendment of Terms)
The Company may amend the Terms at any time if the Company deems it necessary. In the event of the amendment to the Terms, the Company shall notify the content and effective date of such amendment in a manner specified by the Company before such effective date.
Article 12 (Notice)
Any notice or communication between the User and the Company shall be made in the manner prescribed by the Company.
Article 13 (Assignment)
13.1 The User shall not assign, transfer, grant security interests on or otherwise dispose of its status under the Service Agreement or its rights or obligations under the Terms without the prior written consent of the Company.
13.2 In cases where the Company assigns the business related to the Service to a third party by any means, such as through a business transfer or company split, the Company may, as a part of such assignment of business, assign to the third party assignee the Company’s status under the Service Agreement, the Company’s rights and obligations under the Terms, and the registered information and other information relating to the User, and the User hereby agrees to such assignment in advance.
Article 14 (Governing Law and Jurisdiction)
The Terms and the Service Agreement shall be governed by the laws of Japan without regard to conflict of laws principles.
Any and all disputes arising out of or in connection with the Terms, the Service Agreement or the Service shall be submitted to the exclusive jurisdiction of the court in Japan having jurisdiction over the location of the head office of the Company.
Article 15 (Language)
The Japanese text of the Terms shall be the original and any text in any other language shall be a translation for reference purposes only.
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(Most recently amended on November 5th, 2025)