1. The purpose
1. These Terms of Use (hereinafter referred to as the "Terms") are operated by OpsNow Japan Co., Ltd. (hereinafter referred to as the "Company"). These terms apply to users (as defined in Article 2) who use the services (hereinafter referred to as the "Services") provided through this website (hereinafter referred to as the "Site"). Users may use the Services only after agreeing to these terms.
2. This agreement stipulates the terms of use of this service. All users who register for this service will use this service in accordance with this agreement and the conditions stipulated in this agreement according to their age, usage environment, etc.
3. the User agrees to these Terms and Conditions, this Agreement (defined in Article 2) will be established between the User and the Company.
2. Definition
The following terms used in these Terms and Conditions shall have the meanings set forth below:
1. "Agreement": Refers to the contract for use of the Service concluded between the Company and the User with these Terms and Conditions as the terms and conditions.
2. "User": Refers to any person who has registered as a user of this service.
3. Refers to the ID and password of the user registered for this service.
4. "Communication equipment": This refers to smartphones, tablet computers and computing devices.
3. User registration
1. a user of this service must agree to the terms of this agreement and register as a user through the procedures set forth by our company.
2. If any changes occur to the information registered under the preceding paragraph, the User is obligated to immediately carry out the procedure to change the registered information.
3. We may refuse your registration at our discretion.
4. Users may not use, lend, transfer, buy or sell their accounts on this Service to third parties.
4. Contents of this service
The Service is a cloud -based platform and service for managing cloud resources , costs, governance, security and operations in a multi-cloud environment that we provide to users through the Site.
5. Usage fee
1. In consideration for the Service provided by the Company and the cost savings brought to the User, the User shall pay the Company a fee (hereinafter referred to as the "Usage Fee") based on a percentage of the specified plan for any optimization adopted, integrated, implemented or applied by the User.
2. will be invoiced to you only if approved in writing via an Order Form or Statement of Work (SOW ).
3. Users may only pay for the service using the methods specified by our company.
4. Usage fees will be invoiced to the User at the end of each month and payment is due within 30 days from the date of invoice issuance.
5. Due to the nature of the Service, no refunds will be given to the User. However, in special circumstances, the processing of cost savings may not be accurately measured due to service availability or other similar circumstances. In such cases, the User may automatically receive a credit adjustment. The User may request a review of the credit at any time.
6. Management of user information and communication devices
1. The User shall prepare, at his/her own expense and responsibility, all the equipment, communication means, transportation and other environment necessary to receive the provision of the Service. Furthermore, all communication costs required to use the Service shall be borne by the User.
2. The User is responsible for managing User Information and communication devices. The User is responsible for any damages caused by insufficient management of User Information and communication devices, errors in use, use by a third party, etc., and the Company shall not be held liable in any way unless the Company is guilty of intentional or negligent acts.
3. If there is a risk that User Information or telecommunications devices may be used by a third party, the User must immediately notify the Company and follow any instructions given by the Company.
7. Conditions for providing this service
We may suspend or change the Service for maintenance or other reasons without notifying users.
8. Intellectual property rights, etc.
1. When a User posts, uploads, etc. (hereinafter collectively referred to as "Posting, etc.") on the Service, the User agrees to grant the Company the right to use, free of charge and without restriction, for any purpose, all copyrights that may arise in relation to the posted content and all or part of the said material data, regardless of whether the content is copyrighted or not (including the rights stipulated in Articles 27 and 28 of the Copyright Act).
2. Regardless of the method or form, Users may not copy, reproduce, publicly transmit, modify, or otherwise use any content, including all information, software, technology, and processes provided by the Company through the Service (collectively, "Company Content") beyond the scope of personal use as defined by the Copyright Act.
3. All copyrights, patents, utility model rights, trademarks, design rights and other intellectual property rights and the rights to register these rights (collectively, "Intellectual Property Rights") related to the Company Content belong to the Company or the licensors under license from the Company, and do not belong to the User. Furthermore, regardless of the existence of Intellectual Property Rights, the User may not copy, distribute, reproduce, transfer, publicly transmit, modify, adapt or make any other secondary use of the Company Content.
4. If a problem occurs as a result of a User's violation of the provisions of this Article, the User must resolve the problem at his/her own expense and responsibility, and take appropriate measures to avoid causing any disadvantage, burden or damage to the Company.
5. With regard to any part of the posted content that may constitute a copyrighted work, the User will not exercise any moral rights (including the right of publication, the right to display the name, and the right to maintain the integrity) against the Company, any third party that has legitimately acquired rights from the Company, or any person that has inherited rights from such third party.
9. Prohibited matters
1. The Company prohibits users from engaging in the following acts when using the Service:
(1) Any act violating these terms andconditions
(2) Any act that infringes or may infringethe intellectual property rights, patent rights, utility model rights, designrights, trademark rights, copyrights, portrait rights, or other property orpersonal rights of the Company, its licensors, or any other third parties.
(3) Any act that causes or may causedisadvantage or damage to the Company or a third party
(4) Any act that unjustly damages thereputation, rights, or credibility of others, or that may do so
(5) Actions that violate laws, regulations,or ordinances
(6) Any act that is or may be contrary topublic order and morals, or any act that provides information that is contraryto public order and morals to other users or third parties
(7) Criminal acts, acts that are linked to orencourage criminal acts, or acts that may be
(8) Providing information that is or may becontrary to the facts
(9) tampering with programcode , tampering with location information, intentional falsehoods, cheatingusing the specifications of communication devices or other applications,distribution of computer viruses, and other acts that interfere with or mayinterfere with the normal operation of the Service
(10) Using macros or other functions or tools thatautomate operations
(11) Anyaction that damages or may damage the credibility of the Service
(12) Actionsthat may have a negative impact on the mind and body of young people and theirhealthy development
(13) Usingthe Service by impersonating a third party through the use of another user'saccount or other means
(14) Actionsthat are or may be linked to crimes such as fraud, illegal buying and sellingof savings accounts and mobile phones
(15) Activities related to criminal proceeds,terrorist financing, or suspected activities
(16) Any other actions that the Company deemsinappropriate
2. the Company determines that a User's conduct falls under any of the items in paragraph 1 , the Company may take any or all of the following measures without prior notice.
(1) Restrictionson Use of the Service
(2) Withdrawaldue to termination of this Agreement
(3) Otheractions that the Company reasonably deems necessary
10. Cancellation
1. If any of the following items apply to a User, we may terminate this Agreement and have the User withdraw from the Service without any notice.
(1) If the registration information contains false information
(2) If you have been expelled from our company in the past
(3) When the heirs of the user notify us of the user's deathor when we are able to confirm the fact of the user's death
(4) When a minor uses the Service without the consent of alegal guardian
(5) When an adult ward, person under curatorship, or personunder assistance uses the Service without the consent of the adult guardian,curator, or assistant, etc.
(6) If you do not respond in good faith to our requests
(7) Any other reason that the Company deems inappropriate
2. In addition to the cases listed in the preceding paragraph, the Company may terminate this Agreement and cause the User to withdraw from the Service by notifying the User 30 days in advance. In addition, if the User wishes to withdraw from the Service, the User may terminate this Agreement and withdraw from the Service at the end of the month by following the withdrawal procedure stipulated by the Company.
3. Paragraphs 1 and 2 above will lose the benefit of the term at the time of cancellation and will immediately fulfill all debts owed to the Company.
11. No warranty/ disclaimer
1. The Company does not guarantee the completeness, accuracy, validity, etc. of the content of the Service, nor does the Company guarantee that the Service will not be interrupted, discontinued, or otherwise disrupted.
2. When using this Service, the User may be transferred from this Service to other services operated by third parties related to this Service (hereinafter referred to as "External Services"). In such cases, the User shall agree to the terms of use of the External Services at his/her own risk and expense before using this Service and the External Services. Furthermore, the Company does not guarantee the completeness, accuracy, validity, etc. of the content of the External Services.
3. We shall not be liable for any damages suffered by a user due to failure to change their registration information.
4. Users must use the Service within the scope of the law. The Company shall not be held responsible for any violation of Japanese or foreign laws in relation to the use of the Service.
5. Even if user information is stolen due to unexpected unauthorized access or other acts, the Company shall not be liable for any damages suffered by the user as a result thereof.
6. The Company shall not be liable for any failure to perform all or part of this Agreement due to natural disasters, catastrophes, fires, strikes, trade embargoes, wars, civil unrest, epidemics, or other force majeure.
7. If a User has any trouble with another User in relation to the use of this Service (whether within or outside of this Service), the Company shall not be held responsible, and such trouble between Users shall be resolved at the User's own expense and burden.
12. Liability for damages
1. If a User causes damage to the Company in connection with a violation of these Terms of Use or the use of the Service, the User shall compensate the Company for any damages incurred (including lost profits and attorney's fees).
2. Notwithstanding any other provisions of these Terms and Conditions except for the following paragraph, if the Company causes damage to the User due to reasons attributable to the Company, the Company shall be liable to compensate for such damage only to the extent specified in the following items.
(1) In the event of intentional or gross negligence on ourpart: the full amount of the damage.
(2) In the event of slight negligence on our part: Within thescope of actual and direct ordinary damages (excluding special damages, lostprofits, indirect damages and attorney's fees) and up to a maximum of 10,000yen
3. Notwithstanding the preceding paragraph, if the User is a corporation or an individual uses the Service as a business or for business purposes, the Company shall not be liable for any damage suffered by the User in connection with the Service, unless there is any willful or gross negligence on the part of the Company. In addition, in the event that the Company compensates for damages, the maximum amount to be paid shall be the cumulative total amount of the usage fees for the past one year from the date of occurrence of the damages.
13. Discontinuation of this Service
1. the Company reasonably determines that it is necessary to discontinue provision of the Service, the Company may discontinue provision of the Service.
2. In the case of the preceding paragraph, the Company shall not assume any responsibility unless the case is due to intent or gross negligence on the part of the Company.
14. Confidentiality
1. The User and the Company shall strictly and appropriately manage any confidential information of the other party that they learn in the course of the provision or use of the Service (including know-how related to the Service, information regarding the Company's system, and all confidential technical or business information), and shall not disclose, provide, or leak such information to a third party (including the Company's affiliates and contractors) without the prior written consent of the other party, or use such information for purposes other than the provision or use of the Service.
2. The following information does not qualify as confidential information:
(1) Information already in our possession atthe time of disclosure
(2) Information that was already publicly knownat the time of disclosure or information that subsequently became publiclyknown through no fault of the individual
(3) Information lawfully obtained from a thirdparty after disclosure
(4) Information that has been independentlydeveloped or created without relying on the disclosed confidential information
3. If instructed by the other party or if this Agreement is terminated, the User and the Company shall promptly follow the instructions of the other party to return or destroy the confidential information after restoring it to its original state, and shall not use it thereafter.
4. If we disclose a user's confidential information to our affiliates or contractors with the user's consent, we shall not be liable for how such affiliates or contractors handle the confidential information.
5. We may use User's Confidential Information for the purpose of providing the Service.
6. Notwithstanding the provisions of paragraph 1, if the Company is required to disclose Confidential Information pursuant to laws and regulations, rules, judgments, orders or instructions of a court, administrative agency or public institution with regulatory authority, the Company may disclose Confidential Information to the extent necessary.
15. Exclusion of anti-social forces
1. The User and the Company represent and warrant that they are not currently a member of an organized crime group , a member of an organized crime group, a person who has been a member of an organized crime group for less than five years, a quasi-member of an organized crime group, a company related to an organized crime group, a corporate racketeer, a swindler pretending to be a social activist, a special intelligence violent group, or any other person equivalent to these (collectively referred to as "Organized Crime Group Member, etc."), and that they do not fall under any of the following items, and will not fall under any of the following items in the future.
(1) Having a relationship that is deemed to give control overmanagement to a member of a criminal organization or other such entity.
(2) Having a relationship that is deemed to give a substantialinvolvement of a gang member or other such person in the management of thecompany.
(3) Having a relationship that is deemed to be aninappropriate use of a member of a criminal organization, etc., for the purposeof obtaining wrongful benefits for oneself, one's company or a third party, orfor the purpose of causing damage to a third party.
(4) Having a relationship that is deemed to be involved inproviding funds, etc., or convenience, etc. to members of organized crimegroups, etc.
(5) The directors or persons substantially involved inmanagement have socially reprehensible relationships with members of organizedcrime groups or the like.
2. The User and the Company promise not to commit, either themselves or through a third party, any of the following acts:
(1) Violent demands
(2) Unreasonable demands that go beyond legal responsibility
(3) Threatening behavior or violence in relation totransactions
(4) Spreading rumors, using fraudulent means, or using forceto damage the other party's credibility or interfere with the other party'sbusiness
(5) Any other acts similar to those listed above
3. If either User or our company finds that the other party is a member of an organized crime group, etc., or falls under any of the items in paragraph 1, or has engaged in any of the acts listed in the previous paragraph, or has made a false statement with respect to the representations and warranties made under the provisions of paragraph 1, either User or our company may terminate this Agreement without any notice to the other party, regardless of whether or not the other party is attributable to the fault of the other party.
4. The User and the Company acknowledge and agree that in the event of termination of this Agreement pursuant to the preceding paragraph, neither party shall be liable to compensate the other party for any damages incurred by such party.
16. Response to inquiries
1. to respond unless an obligation or responsibility arises for us under law or these Terms.
2. The Company is under no obligation to disclose the criteria for whether or not to respond to inquiries from users.
3. If you have any questions or comments regarding these Terms, please contact our Support at contact.onj@opsnow.com.
17. Transfer of status, etc.
Neither the User nor the Company may assign, transfer, pledge or otherwise dispose of, in whole or in part, its status under this Agreement or its rights or obligations hereunder to a third party without the prior written consent of the other party, except in the case of a stock transfer, business transfer, merger, company split or other organizational restructuring.
18. Handling of personal information
Personal information regarding this service will be handled in accordance with the "Privacy Policy" established by our company.
19. Advertising
If you wish to publicly announce or advertise your relationship with us, you must obtain our prior written consent.
20. Separability
1. Even if any provision of these Terms and Conditions is deemed invalid based on laws and regulations, the other provisions of these Terms and Conditions shall remain valid.
2. Even if any provision of these Terms is invalid or canceled with respect to a certain User, these Terms shall remain valid with respect to other Users.
21. How to deal with violations
1. If you discover any conduct that violates these Terms, please contact us.
2. Users may not raise any objections to the Company's actions regarding any conduct that violates these Terms of Use.
22. Validity period of this Agreement
The effective period of this Agreement shall be from the time of its establishment until the User withdraws from the Service. The provisions of Article 8 (Intellectual Property Rights, etc.), Article 10 (Termination) Paragraph 3, Article 11 ( Non-Guarantee and Disclaimer), Article 12 (Liability for Damages), Article 13 (Discontinuation of the Service), Article 15 (Exclusion of Antisocial Forces) Paragraphs 3 and 4, Article 17 ( Transfer of Status, etc.), Article 20 (Severability), this Article (Effective Period of this Agreement), Article 24 (Governing Law), Article 25 (Agreement Jurisdiction), and Article 26 (Other) shall remain in effect even after the termination of this Agreement.
23. Changes to these Terms
1. In the event that any of the following items apply, the Company may change these Terms at any time pursuant to the provisions of Article 548-4 of the Civil Code. After these Terms are changed, the revised Terms will apply to this Agreement.
(1) changes to these Terms andConditions are in the general interest of users.
(2) When the change to these Termsand Conditions does not contradict the purpose of the contract and isreasonable in light of the necessity for the change, the appropriateness of thecontent after the change, and other circumstances related to the change.
2. If the Company makes any changes to these Terms and Conditions, the Company will determine the date when the revised Terms and Conditions will take effect, and will notify Users of the content of the revised Terms and Conditions and the date when they will take effect at least two weeks prior to the date when they take effect, and will inform Users of such content by displaying it on the Service or by other means specified by the Company.
3. Notwithstanding the provisions of the two preceding paragraphs, if a User uses the Service after the changes to these Terms and Conditions have been notified in the preceding paragraph, or if a User does not take steps to cancel the Service within the period specified by our Company, the User will be deemed to have agreed to the changes to these Terms and Conditions.
24. Governing Law
These Terms and Conditions shall be governed by the laws of Japan.
25. Agreed jurisdiction
Any litigation between the User and the Company shall be subject to the exclusive jurisdiction of the Tokyo District Court as the court of first instance.
26. Others
1. If the Company prescribes separate details regarding matters not stipulated in these Terms, the User shall comply with such details. In such case, such details shall be deemed to be an integral part of these Terms.
2. Details etc. will come into effect from the time they are posted in the designated area of our company.
3. In the event of any inconsistency or conflict between the details and these Terms and Conditions, these Terms and Conditions shall take precedence.
Supplementary Provisions
June 16 , 2025 : Enacted and implemented
