Terms of Use
These Terms of Use (hereinafter referred to as the "Terms") set forth the conditions for the provision of Yoom (hereinafter referred to as the "Service") and define the rights and obligations between Yoom Inc. (hereinafter referred to as the "Company") and customers using the Service (hereinafter referred to as the "Customer"). Before using the Service, you must read and agree to these Terms in full.
1. Scope of Application
These Terms are intended to define the conditions for the provision of the Service and the rights and obligations between the Company and the Customer regarding the use of the Service. These Terms shall apply to all relationships between the Company and the Customer in connection with the use of the Service.
2. Definitions
The following terms used in these Terms shall have the meanings set forth below:
- "Customer" refers to an individual or corporation registered as a customer of the Service in accordance with Article 3.
- "External Service" refers to services provided by third parties other than the Company, which the Customer integrates or utilizes within the Service.
- "Customer's Own System" refers to a system owned and managed by the Customer.
- "External Business Operator" refers to the service provider of an External Service.
- "External Terms of Use" refers to the terms that define the rights and obligations between the Customer and the External Business Operator.
- "Intellectual Property Rights" refers to copyrights, patent rights, utility model rights, trademark rights, design rights, and other intellectual property rights (including the right to acquire such rights and the right to apply for registration of such rights).
- "Application Information" refers to the "Application Information" as defined in Article 3.
- "Company Website" refers to the website operated by the Company with the domain "yoom.fun" (if the domain or content of the Company's website is changed for any reason, the modified website shall also be included).
- "Certified Customer" refers to the "Certified Customer" as defined in Article 6.
- "Service Agreement" refers to the "Service Agreement" as defined in Article 3.
- "Service Start Date" refers to the "Service Start Date" as defined in Article 3.
- "Contract Termination Date" refers to the date and time when the usage period stipulated in Article 15 has elapsed from the "Service Start Date."
3. Formation of Agreement
- Customers wishing to use the Service must agree to comply with these Terms and provide the necessary information in the application form or application document specified by the Company (hereinafter collectively referred to as the "Application Form") in the prescribed format. Customers must submit the Application Form to the Company in writing or via the Company's designated electronic method to apply for an agreement regarding the use of the Service under these Terms (hereinafter referred to as the "Service Agreement").
- The application for the Service Agreement as set forth in the preceding paragraph must be made by the individual or corporation intending to use the Service and, in principle, applications by agents will not be accepted. Customers must ensure that the information provided in the application (hereinafter referred to as the "Application Information") is truthful, accurate, and up to date.
- The Company may reject an application for the Service Agreement if the applicant falls under any of the following circumstances:
1. The Company determines that the applicant is likely to violate these Terms.
2. The Application Information provided contains falsehoods, errors, or omissions.
3. The applicant has previously had their registration for the Service revoked.
4. The Company determines that the applicant's financial or credit status has deteriorated or is likely to deteriorate.
5. The applicant is an antisocial force (including but not limited to organized crime groups, members of organized crime groups, right-wing organizations, or other similar entities) or is involved in the maintenance, operation, or management of antisocial forces through funding or other means.
6. The Company determines that the applicant is otherwise unsuitable for using the Service. - The Company will assess the eligibility of the applicant based on the preceding paragraph and other internal criteria. If the Company approves the use of the Service, it will issue and notify the applicant of a Service account. This notification marks the establishment of the Service Agreement between the applicant and the Company, and the date of the account issuance shall be the commencement date of the Service (hereinafter referred to as the "Service Start Date").
- If there is any change in the Application Information, the Customer must promptly notify the Company using the method prescribed by the Company and submit any required documents. The Company shall not be held responsible for any damages incurred by the Customer due to false, incorrect, or omitted information in the Application Information.
4. Use of the Service and Changes to Subscription Plans
- Customers may use the Service during the usage period specified in Article 15 in accordance with these Terms and by following the method prescribed by the Company.
- If a Customer wishes to change their subscription plan, they must complete the required details in the application form designated by the Company for changing the Service plan (hereinafter referred to as the "Change Application Form") and submit it to the Company in writing or through the Company's designated electronic method to apply for a change in the subscription plan.
- If the Company approves the change request in the preceding paragraph, it will notify the Customer of the completion of the change process. The application of the new plan will take effect as follows: For upgrades to a higher plan or changes from a monthly contract to a six-month or annual contract, as well as from a six-month contract to an annual contract, the new plan will take effect immediately. For downgrades to a lower plan or changes from an annual contract to a six-month or monthly contract, as well as from a six-month contract to a monthly contract, the new plan will take effect on the expiration date of the current plan. If a Customer upgrades to a higher-tier plan with the same contract duration, the contract expiration date will remain unchanged.
5. Fees and Payment Methods
- The fees for the use of the Service to be paid by the Customer to the Company (hereinafter referred to as the "Service Usage Fees") shall be as set forth in the following items.
1. Basic fee: The basic fee shall be the amount separately determined by the Company and displayed on the Company's website. If the Customer does not apply for a paid plan, it shall be deemed an application for the free plan, and no basic fee shall be charged. The basic fee shall be incurred from the Service Start Date to the Contract Termination Date. The basic fee shall be incurred on a monthly, six-month, or annual basis depending on the selected plan and the usage period specified in Article 15. If the Service Start Date falls between the 11th and 20th of the month, two-thirds of the basic fee shall be charged for the first month, and if it falls between the 21st and the end of the month, one-third of the basic fee shall be charged.
2. User license fee: The user license fee shall be the amount separately determined by the Company and displayed on the Company's website. If the Customer does not apply for a paid plan, it shall be deemed an application for the free plan, and no user license fee shall be charged. The user license fee shall only be incurred when the number of users exceeds the free license limit of the subscribed plan, in which case it shall be charged from the license addition date to the Contract Termination Date. The user license fee shall be calculated based on the selected plan and the usage period specified in Article 15, by multiplying the per-user license fee by the number of additional accounts. If additional accounts are added during the contract period, the user license fee from the month following the effective date of the increase shall be calculated by multiplying the per-user license fee by the total number of contracted accounts, including the newly added accounts.
3. Task execution fee: The task execution fee shall be the amount separately determined by the Company and displayed on the Company's website. If the Customer does not apply for a paid plan, it shall be deemed an application for the free plan, and no task execution fee shall be charged. The task execution fee shall be incurred when the number of Flow Bot activations and task executions in a given month exceeds the free task execution limit of the subscribed plan. The task execution fee shall be incurred on a monthly basis depending on the selected plan and the usage period specified in Article 15.
4. Optional fees: The optional fees shall be the amount specified in the Application Form (excluding consumption tax). If no amount is specified in the Application Form, no optional fees shall be incurred. - In the case of a monthly contract, the Company shall calculate and invoice for the Service Usage Fees at the end of each month and issue an invoice to the Customer via the Company's designated electronic method by the fifth business day of the following month. Customers choosing bank transfer must remit payment to the Company's designated bank account by the end of the following month. Customers who wish to pay by credit card shall have the payment processed using the registered credit card by the fifth business day of the following month.
- In the case of a six-month or annual contract, the Company shall calculate and invoice for the six-month or annual Service Usage Fees at the end of the month in which the Service starts and issue an invoice to the Customer via the Company's designated electronic method by the fifth business day of the following month. Additionally, the Company shall calculate and invoice for the Service Usage Fees at the end of each month and issue an invoice to the Customer via the Company's designated electronic method by the fifth business day of the following month. Customers choosing bank transfer must remit payment to the Company's designated bank account by the end of the month in which the invoice is issued. Customers who wish to pay by credit card shall have the payment processed using the registered credit card by the fifth business day of the following month.
- If the Customer, while under a six-month or one-year contract, changes their subscription plan or adds user licenses, the Customer shall pay the difference between the Service Usage Fees before and after the change or addition for the remaining contract period from the month in which the change or addition occurs. Customers who wish to pay by invoice shall receive an invoice by the fifth business day of the month following the change or addition and shall pay the invoiced amount using the method designated by the Company by the end of the month in which the invoice is issued. Customers who wish to pay by credit card shall have the payment processed using the registered credit card by the fifth business day of the month following the change or addition. The Company shall not refund any received Service Usage Fees under any circumstances.
- The bank transfer fees, consumption tax, and any other costs required for payments specified in paragraphs 2, 3, and 4 shall be borne by the Customer.
- If the Customer delays the payment of the Service Usage Fees, the Customer shall pay the Company a late payment penalty at an annual rate of 14.6%.
6. Management of Account Information
- The Customer shall be responsible for managing and storing the ID and password related to the Service (including the ID and password issued to officers and employees of the Customer, persons entrusted with work by the Customer, and other persons authorized to use the Service (hereinafter referred to as "Certified Customers"), collectively referred to as "Account Information"). The Customer shall not allow third parties to use, lend, transfer, change the name of, or sell Account Information.
- The Customer shall ensure that Certified Customers strictly manage and store Account Information and shall not allow them to permit third parties to use, lend, transfer, change the name of, or sell it. The Customer shall be liable for any damages resulting from insufficient management, operational errors, or use by third parties (including actions by Certified Customers), and the Company shall not bear any responsibility.
- If the Customer becomes aware that Account Information has been stolen or used by a third party, the Customer shall immediately notify the Company and follow the Company's instructions.
7. Prohibited Actions
- The Customer shall not engage in any of the following acts when using the Service and shall ensure that Certified Customers do not engage in such acts.
1. Acts that infringe on the intellectual property rights or other rights or interests of the Company, other Customers, External Business Operators, or third parties (including acts that directly or indirectly cause such infringements).
2. Sharing the same user license among multiple users.
3. Acts related to criminal activities or acts that are contrary to public order and morals.
4. Acts that violate laws, regulations, or internal rules of the Company or industry organizations to which the Customer belongs.
5. Transmitting information that contains computer viruses or other harmful computer programs.
6. Destroying, obstructing, or altering information, the Company's systems, data, or networks related to the Service.
7. Analyzing or conducting similar activities on the Service or the Company's system.
8. Transmitting data exceeding a certain data capacity specified by the Company through the Service.
9. Acts that may interfere with the Company's operation of the Service.
10. Any other acts that the Company deems inappropriate. - If the Company determines that the Customer’s or a Certified Customer’s use of the Service falls under or is likely to fall under any of the items in the preceding paragraph, the Company may suspend the use of the Service or terminate the Service Agreement without prior notice to the Customer. The Company shall not be liable for any damages incurred by the Customer as a result of measures taken by the Company under this provision.
8. Suspension of the Service
- The Company may suspend or discontinue all or part of the Service without prior notice to the Customer if any of the following circumstances apply.
1. When periodic or emergency maintenance, inspections, or version upgrades of the computer systems related to the Service are conducted.
2. When computers, communication lines, or other infrastructure stop functioning due to an accident.
3. When the operation of the Service becomes impossible due to force majeure events such as fire, power outages, or natural disasters.
4. When issues arise with an External Service, including trouble, suspension or termination of service, discontinuation of integration with the Service, or specification changes.
5. When the Company determines that suspension or discontinuation is necessary. - The Company shall not be liable for any damages incurred by the Customer as a result of measures taken by the Company under this Article.
9. Burden of Equipment and Costs
- The preparation and maintenance of the computers, software, other equipment, communication lines, and other communication environments necessary to receive the Service shall be carried out at the Customer's expense and responsibility.
- The Customer shall implement security measures, such as preventing computer virus infections, unauthorized access, and information leaks, at their own expense and responsibility, in accordance with their Service usage environment.
- Even if the Company temporarily stores information sent or received by the Customer through the Service for operational purposes, the Company has no obligation to retain such information and may delete it at any time. The Company shall not be liable for any damages incurred by the Customer as a result of such deletion.
- When the Customer downloads data related to the Service or installs software on their computer, smartphone, or other devices during the initiation or use of the Service or External Services, the Customer shall take sufficient precautions to prevent the loss or alteration of their data, as well as device malfunctions or damage. The Company shall not be liable for any damages incurred by the Customer in such cases.
10. Ownership of Rights
- All ownership and intellectual property rights related to the Company’s website and the Service shall belong to the Company or to parties that have granted licenses to the Company. The establishment of a Service Agreement does not, unless expressly stated in these Terms, imply the transfer or licensing of any intellectual property rights related to the Company’s website or the Service from the Company or its licensors. The Customer shall not, for any reason, engage in any act that may infringe on the intellectual property rights of the Company or its licensors, including but not limited to disassembling, decompiling, or reverse engineering.
- The Company may freely use, without compensation, any statistical or aggregated data generated based on the data input or transmitted by the Customer through the Company’s website or the Service.
- The Company may collect information regarding the Customer’s usage of the Service and, either by itself or through third-party contractors, analyze such information for the purpose of improving the Service.
11. Handling of Application Information
The handling of personal information contained in the application information obtained by the Company through the Customer's use of the Service shall be governed by the Company's separately established Privacy Policy. The Customer shall agree, or ensure that the individual concerned agrees, to the Company's handling of personal information contained in the application information in accordance with the Privacy Policy when using the Service.
12. Termination by the Company
- If the Customer falls under any of the following circumstances, the Company may temporarily suspend the Customer's use of the Service or terminate the Service Agreement without prior notice or demand.
1. If the Customer violates any provision of these Terms.
2. If there is no record of use (such as logging into the Service) for 180 days or more.
3. If the Customer fails to respond to inquiries or other requests for a response from the Company for 30 days or more.
4. If the Customer suspends or becomes unable to make payments, or if a petition is filed for the commencement of bankruptcy proceedings, civil rehabilitation proceedings, corporate reorganization proceedings, special liquidation, or any similar procedure.
5. If the Customer engages in any of the acts specified in Article 7, Paragraph 1.
6. If the Company determines that the continued use of the Service or continuation of the Service Agreement is inappropriate.
- If any of the circumstances listed in the preceding paragraph apply, the Customer shall automatically lose the benefit of any payment deadlines for all obligations owed to the Company and must immediately pay all outstanding debts to the Company.
- The Company shall not be liable for any damages incurred by the Customer as a result of actions taken by the Company under this Article.
13. Termination by the Customer
- The Customer shall, in principle, not be able to terminate the Service Agreement during the usage period specified in the "Application Form."
- If, for any reason, the Agreement is terminated by mutual consent between the Customer and the Company, the Customer shall automatically lose the benefit of any payment deadlines for all obligations owed to the Company and must immediately pay all outstanding debts to the Company.
14. Modification and Termination of the Service
- The Company may modify the content of the Service or discontinue its provision at its discretion. If the Company discontinues the provision of the Service, it shall notify the Customer in advance.
- The Company shall not be liable for any damages incurred by the Customer as a result of measures taken by the Company under this Article.
15. Service Usage Period
- The Service usage period shall be the duration specified in the Application Form or Change Application Form (hereinafter collectively referred to as the "Application Forms"), with the start date being the Service Start Date. If the usage period is not specified in the Application Forms, the usage period shall be one month from the Service Start Date. However, unless either the Company or the Customer notifies the other party at least 10 days before the contract expiration date of its intent to discontinue renewal, the usage period shall be automatically renewed for the same duration, and this process shall continue thereafter.
- Notwithstanding the preceding paragraph, if the Customer engages in any of the prohibited acts specified in Article 8 or if the Company reasonably determines that there is a risk of such conduct, the Company may suspend all or part of the Customer’s use of the Service at any time.
16. Exclusion of Antisocial Forces
The Customer represents and warrants that neither they nor their officers or persons substantially involved in management are affiliated with antisocial forces (including but not limited to organized crime groups, members of organized crime groups, individuals who have not been members of organized crime groups for less than five years, quasi-members of organized crime groups, companies affiliated with organized crime groups, corporate extortionists, groups that advocate social movements for improper purposes, special intelligence crime groups, or any other equivalent entities). The Customer also warrants that they will not engage in illegal activities such as acts of violence, fraud, threats, or obstruction of business, now or in the future. If the Customer violates this representation, they shall unconditionally accept the termination of the Service provided by the Company.
17. Disclaimer of Warranties and Limitation of Liability
- The Company shall not be liable for any damages incurred by the Customer (hereinafter referred to as "Customer Damages") due to the suspension, interruption, termination, unavailability, or any other issues related to the provision of the Service by the Company.
- The Company does not guarantee the suitability of the Service for a specific purpose, its completeness, continuity, or compatibility with a particular operating environment.
- The Company shall not be liable for any damages incurred by the Customer due to errors in the data or other information entered by the Customer.
- If the Customer obtains or transmits data containing personal information through the Service, the Customer shall comply with relevant laws and regulations, including obtaining the necessary consent from individuals at their own expense and responsibility. The Company shall not be responsible for the handling of personal information in connection with the Customer's use of the Service.
- The Service may integrate with External Services or the Customer’s own system, but the Company does not guarantee integration with any specific External Service or the Customer’s own system. If the Service is unable to integrate with an External Service or the Customer’s own system, or if unexpected changes in the specifications of an External Service or the Customer’s own system restrict the use of all or part of the Service (including unexpected behavior within the Service), the Company shall not be liable unless such restriction is caused by the Company's willful misconduct or gross negligence.
- If the Service integrates with an External Service, the Customer shall comply with the External Terms of Use at their own expense and responsibility. The Customer shall handle and resolve any transactions, communications, disputes, or other issues arising between the Customer and the operator of an External Service, other customers, or third parties at their own responsibility. The Company shall not be liable for such disputes unless they are caused by the Company's willful misconduct or gross negligence.
- The Company does not guarantee the suitability for a specific purpose, commercial usefulness, completeness, or continuity of any External Service or the Customer’s own system. The Customer shall store and manage any data used or obtained when using an External Service or the Customer’s own system at their own expense and responsibility. The Company shall not be liable for the loss or damage of such data unless caused by the Company's willful misconduct or gross negligence.
- Even if the Company is liable for any reason, the Company's liability for Customer Damages shall not exceed the amount paid by the Customer to the Company in the past six months. The Company shall not be liable for incidental damages, indirect damages, special damages, future damages, or lost profits.
- The Company shall not be responsible for any transactions, communications, or disputes between the Customer and External Business Operators or third parties in connection with the Service.
18. Confidentiality
- In these Terms, "Confidential Information" refers to all technical, business, operational, financial, organizational, and other information related to the Service Agreement or the Service that is provided or disclosed by one party to the other in writing, orally, or through a recording medium, or that is otherwise obtained. However, the following information shall be excluded from Confidential Information:(1) Information that was already publicly known or already known to the receiving party at the time it was provided, disclosed, or obtained.(2) Information that became publicly known after being provided, disclosed, or obtained, through no fault of the receiving party.(3) Information lawfully obtained from a third party with the authority to provide or disclose it, without being subject to confidentiality obligations.(4) Information independently developed without reliance on Confidential Information.(5) Information confirmed in writing by the disclosing party as not requiring confidentiality.
- The Customer and the Company shall use Confidential Information solely for the purpose of using or providing the Service and shall not provide, disclose, or leak the other party’s Confidential Information to any third party without the prior written consent of the other party.
- Notwithstanding the provisions of the preceding paragraph, the Customer and the Company may disclose Confidential Information if required by law or in response to an order, request, or demand from a court, regulatory authority, financial exchange, or other public institution.
- Notwithstanding the provisions of the preceding paragraph, the Customer and the Company may disclose Confidential Information to attorneys, tax accountants, certified public accountants, or other third parties who are legally obligated to maintain confidentiality in the course of their professional duties.
19. Handling of Personal Information
- The Customer shall handle and manage personal information obtained through the Service (including "personal information" as defined in the Act on the Protection of Personal Information and privacy-related information of registered friends, hereinafter the same) appropriately and in compliance with the Act on the Protection of Personal Information, its enforcement orders, and relevant guidelines issued by regulatory authorities, as well as all other laws and regulations related to personal information protection, with the duty of care of a prudent manager.
- If the Customer violates the preceding paragraph and, as a result, the Company receives claims, inquiries, or complaints from third parties regarding rights infringements, the Customer shall resolve such issues at their own expense and responsibility. Furthermore, if the Company independently handles such disputes, the Customer shall immediately compensate the Company for any damages incurred and all legal expenses required for the Company's defense or other legal actions (including, but not limited to, attorney fees).
20. Liability for Damages
If the Customer violates any provision of these Terms or engages in fraudulent or illegal activities that cause damage to the Company, related parties, or third parties, the Customer shall be liable to compensate the Company for all such damages. This includes, but is not limited to, attorney fees and all costs necessary to restore the reputation, trust, or image of the Company or the Service.
21. Changes to These Terms
The Company may modify these Terms. If the Company makes any changes to these Terms, it shall notify the Customer of the changes.
22. Communication and Notices
Inquiries regarding the Service and other communications or notifications from the Customer to the Company, as well as notifications regarding changes to these Terms and other communications or notifications from the Company to the Customer, shall be made using the method specified by the Company.
23. Use of Case Studies
Unless otherwise agreed separately with the Customer, the Company may use the Customer’s company name and logo as a case study for promotional purposes, including but not limited to press releases, sales materials, investor relations documents, and the Company’s website, free of charge.
24. Transfer of Service Agreement Position, etc.
- The customer may not assign, transfer, pledge, or otherwise dispose of their position under the service usage contract or any rights or obligations under these Terms to any third party without the prior written consent of the Company.
- In the event that the Company transfers the business related to this Service to another company, the Company may transfer its position under the service usage contract, as well as its rights and obligations under these Terms, along with the customer's registered information and other customer data, to the transferee of such business transfer. The customer shall be deemed to have given prior consent to such transfer under this clause. Furthermore, the business transfer stipulated in this clause shall include not only a typical business transfer but also any case in which the business is transferred, including corporate splits and other forms of business succession.
25. Surviving Provisions
Articles 5, 18, and 19 shall remain in effect even after the termination of these Terms of Use and this Agreement.
26. Severability
Even if any provision or a part thereof of these Terms is deemed invalid or unenforceable under applicable laws or regulations, the remaining provisions of these Terms, as well as the remaining parts of the provision deemed invalid or unenforceable, shall continue to be fully effective.
27. Governing Law and Jurisdiction
- The governing law of these Terms and the service usage contract shall be the laws of Japan.
- Any disputes arising out of or in connection with these Terms or the service usage contract shall be subject to the exclusive jurisdiction of the Tokyo District Court or the Tokyo Summary Court as the court of first instance.
Revision History
Established: June 1, 2021
Revised: December 6, 2021
Revised: May 25, 2022
Revised: July 29, 2022
Revised: June 1, 2023
Revised: March 1, 2024