from JAPAN

Terms of Use

These Terms of Use (“Terms of Use”) set forth the terms and conditions to be agreed necessarily by you upon use of Audiostock services ("Services") provided by CreoFuga, Inc. ("Company"). These Terms of Use are applicable whenever you use the Services. Please read these Terms of Use carefully, as you will be deemed to have agreed to all of the provisions hereof upon the acceptance of your registration by the Company.

Chapter 1 General Provisions

Article 1 (General Provisions, Scope)

  1. These Terms of Use set forth the basic provisions regarding the use of the Services between a user of the Services and the Company in relation to the use of the Services being provided and operated by the Company.
  2. These Terms of Use are applicable to the Company and all users of the Services. The Services are provided only for the users residing outside China.
  3. Any separate or additional terms published by the Company through the Company’s website in relation to the Services shall constitute a part of these Terms of Use. If any provision of such separate or additional terms or rules is in conflict with any provision of these Terms of Use, the provision of such separate or additional terms or rules shall prevail.

Article 2 (Definitions)

As used in these Terms of Use, the following terms shall have the following meanings:

  1. “User Agreement” means the contractual relationship established between Users and the Company in connection with the use of the Services by Users, including other Terms of Use and any notice released by the Company in relation to the Services.
  2. “User” means an entity or an individual that has entered into a User Agreement with the Company pursuant to these Terms of Use in relation to the Services.
  3. “Applicant” means an entity or an individual that desires to use the Services.
  4. “User Registration” means the registration for the Services to be completed by Applicant in accordance with the provisions of Article 3 hereof.
  5. “Registration Information" means any information collected by the Company from Applicant and User in connection with User Registration, any information of User which the Company deems as necessary for the use of the Services, and any information added or modified by Users with respect to the above-mentioned information previously collected by the Company.
  6. “User ID” means a word or other string of characters used in combination with a Password to distinguish one User from another.
  7. “Password” means a word or other string of characters used in combination with a User ID to distinguish one User from another.
  8. “Account” means User ID and Password registered and issued by the Company to distinguish one User from another.
  9. "Artist" means an entity or an individual who posted or transmitted Item on the Services, and who have entered into a User Agreement with the Company and agreed to the Audiostock Artist Terms of Use ( https://audiostock.jp/info/terms/creator ) prescribed separately by the Company.
  10. "Item" means any sound data posted or otherwise transmitted by Artist through their use of the Services. Such sound data and any text, image, video and other data attendant on such sound data are collectively referred to as “Items”.
  11. "Sample-data" means a compiled sample data produced by the Company, which is made by inserting special sound effects into the Item to prevent unauthorized use.
  12. “Company Website” means any website with a domain name, ‘audiostock.net’ (regardless of any change subsequently made to the domain name or the content of the website for any reason) operated by the Company.
  13. “Intellectual Property Right” means any copyright, patent right, utility model right, trademark right, design right and any other intellectual property right, including the right to obtain and register any such right.

Chapter 2 Commencing the Services

Article 3 (Registration)

  1. Each Applicant must agree to comply with these Terms of Use and to provide the Company with Registration Information in such manner as prescribed by the Company in order to register for the use of the Services.
  2. The Company will evaluate each application in accordance with the standards established by the Company and will notify each Applicant if his or her application has been approved. An Applicant’s registration is deemed as complete upon such notice of approval.
  3. User Agreement is executed between a User and the Company upon completion of the registration pursuant to the preceding paragraph, allowing the User to use the Services in the manner prescribed by the Company.
  4. The Company reserves the right to deny any application if any of the following items applies to the Applicant:
    1. Any or all of the Registration Information provided by the Applicant to the Company is found to be false, inaccurate or omitted;
    2. The Applicant is or has been subjected to a suspension of the Services or an account termination;
    3. It has been discovered that the Applicant, who is a minor, adult ward, or person under curatorship or assistance, has failed to obtain the consent from their legal representative, guardian, curator or assistant;
    4. The Company has determined that the Applicant (i) is an organized crime group of gangsters or a member thereof, right-wing organization, anti-social force, or other similar person or entity (“Antisocial Force”), (ii) has any interaction or involvement with an Antisocial Force, or (iii) is assisting or being involved in the maintenance, operation or management of an Antisocial Force by way of providing financial support or through other means;
    5. Applicant resides in China; or
    6. The Company has deemed the registration as inappropriate for any other reason.

Article 4 (Change to Registration information)

  1. User shall notify the Company of any change to their Registration Information within fourteen (14) days of such changes in a manner specified by the Company and shall provide any relevant material upon request by the Company.
  2. If any notice from the Company fails to reach a User for a reason attributable to such User’s non-compliance with the preceding paragraph, the notice shall be deemed to have reached the User at the time when it should have normally reached.

Article 5 (User ID and Password Management)

  1. Each User shall be responsible for keeping and maintaining their own User ID and Password in an appropriate manner and shall not allow or cause a third party to use, transfer, modify, sell or otherwise dispose their ID and Password. Once the combination of User ID and Password is verified, the Company will deem that the User who has been registered as the holder of such User ID and Password has used the Service.
  2. Each User shall be responsible for the proper management of their own User ID and Password, and the Company shall not be in any way liable for any loss or damage incurred by any User as a result of failure to comply with the foregoing.
  3. Each User shall immediately notify the Company upon discovery of any stolen or misappropriated User ID or Password and shall follow the instructions of the Company to resolve the matter.

Article 6 (Using the Services)

  1. User shall be able to use the Services in a manner specified by the Company only for the purposes stipulated herein if the provisions hereof are complied with and the registration is effectively maintained.
  2. At User’s own expense and responsibility, User shall be solely responsible for preparing and maintaining computer, software or other device, network connections and other network environments as needed for using the Services.
  3. User shall, at its own expense and responsibility, take security measures to prevent the infection of computer viruses, unauthorized access, and leakage of information according to the utilization environment.

Chapter 3 Purchases of Item

Article 7 (Selling and prices of Item)

  1. The Company sells the Item licensed from Artist to User on the Services in the form of Royalty Free (“RF”). RF is a licensing system that allows the User to use the purchased Item at any time to the extent permitted in these Terms of Use.
  2. Prices of the Item shall be determined by the Company or the Artist depending on the type of Item, and the Company shall separately publish a price list of the Item on the Services.

Article 8 (License Form)

All Item sold on the Services shall be available for commercial or non-commercial use, and User who have purchased any Item may use such Item for commercial purposes.

Article 9 (Usage Scope of Item and Prohibition)

  1. In principle, User may use the Item purchased on the Services to the extent of the license stipulated in the preceding article. Provided, however, that User may not use the Item for any of the following matters:
    1. To use the Item for purposes that may encourage discrimination, suicide or self-injury, or are in violation of public order and morality;
    2. To use the Item for sexual related business, pornography, adult content or any other similar medias or purposes;
    3. To use the Item by defaming the reputation and credibility of the Artist;
    4. To use the Item for articles, images, advertisements for which containing illegal, false or slanderous contents;
    5. To modify the Item significantly and to use such Item (excluding volume adjustment, fade-in or fade-out, loop processing, cut-out, or sound quality adjustment);
    6. To sell, sublease or transfer the Item and its reproductions to a third party, or grant a third party a license for the use of such Item;
    7. To use the Item and its reproductions as BGM (background music) in more than one store or facility;
    8. To enable unauthorized third party to download the Item and its reproductions on the internet; or
    9. Any other uses of the Item in the manner as deemed inappropriate by the Company.
  2. If it is difficult to determine whether the act applies to any of the prohibitions specified in the preceding Paragraph 1, please contact support@audiostock.net.

Article 10 (Payment)

  1. If a User purchases the Item on the Services, such User shall pay the purchase price of such Item by the following methods:
    1. Credit card payment
  2. In the event User fails to pay the purchase price set forth in Paragraph 1 above by the due date, the Company may request such User to pay late charges at a rate of 14.6% per annum for the period from the next day of the due date until such User pays the amount due in full.

Article 11 (Contents of Item, Return and Refund)

  1. The Item on the Services shall be provided on "as is" basis and User shall be deemed to purchase the Item after ascertaining and accepting all the contents of such Item. The Company shall not respond to any complaint from User after purchasing of Item.
  2. The Company shall not accept returns due to the Item is digital data, User may not claim for any return and refund or refusal to make a payment for any reason whatsoever with regard to the purchased Item.

Article 12 (Use of Sample-data)

  1. The Company shall edit the Item which is licensed by the Artist on the Services in the form of Sample-Data and may provide it to User free of charge. User may download the Sample- Data for free of charge on the Services.
  2. User may use the Sample-Data only for the purpose of inspecting the contents and the sound quality of the Item. User shall not use the Sample-Data for any purpose other than being prescribed herein.

Chapter 4 Prohibited Acts and Termination of the Services

Article 13 (Prohibited Acts)

  1. User shall not engage in any of the following acts in connection with the use of the Services:
    1. Any act in violation of any law, regulation or any conduct that would or may encourage such violation;
    2. Any fraudulent or threatening act against the Company, other User or a third party;
    3. Any act that is or may be in violation of public order and morality;
    4. Any act that is or may be directly/indirectly interfering with the Intellectual Property Right, publicity right, privacy, reputation, or any other rights or benefits of the Company, other User or a third party;
    5. Any act of transmitting to the Company, other User or a third party of any of the following information or any information that the Company deemed to fall under any of the following:
      • Information containing extremely violent, cruel or brutal expressions;
      • Information containing computer viruses or other harmful programs;
      • Information containing expressions that defame the reputation and credibility of the Company, other User or a third party;
      • Information containing extremely obscene expressions;
      • Information containing discriminatory expressions;
      • Information containing expressions that may encourage suicide or self-injury;
      • Information containing expressions that may encourage inappropriate use of drugs;
      • Information containing antisocial expressions;
      • Information requesting third parties to disseminate junk, spam or chain emails;
      • Information containing illegal solicitation or advertisements;
      • Information containing disturbing expressions; or
      • Information intended for meeting unacquainted persons of the opposite sex;
    6. Any act that impose excessive burden on the network or system of the Services;
    7. Any act that disclose or contribute intentionally erroneous data or information;
    8. Any act conducted for the purpose of collecting other User’s information;
    9. Any act that causes damage to the Company, such as unlawfully accessing any of the systems connected to the Services without authorization;
    10. Assuming a false identity as a third party including other User;
    11. Any act that makes use of the User Account of other User;
    12. Any act that promotes, advertises, solicitation or any business activity, without the consent of the Company;
    13. Any act that offers illegal profits to antisocial forces;
    14. Any act that intends for meeting unacquainted persons of the opposite sex;
    15. Any act that would directly or indirectly trigger or facilitate any of the acts in the preceding items;
    16. Any act that obstructs the operation of the Services or any conduct that would or may encourage such obstruction as deemed by the Company;
    17. Any act that is or is likely to obstruct the operation of the Services by the Company; or
    18. Any other acts as deemed inappropriate by the Company.
  2. If User discovers any prohibited act in the preceding paragraph, User shall notify the Company at support@audiostock.net. Provided, however, in the event there is a link for notifying the operational secretariat for individual services, User shall make the notification through such link.
  3. If User has engaged in any act set forth in Paragraph 1 of Article 13 or if the Company deemed necessary, the Company may request User to correct the violation and take certain measures to prevent such violation.

Article 14 (Termination by Users)

  1. User may terminate their use of the Services at any time by the procedure prescribed separately by the Company, upon which point such User will no longer be able to use the Services.
  2. If a User terminates the use of the Services, all outstanding payment obligations shall be accelerated, and shall become immediately due and payable in full.
  3. Even if a User terminates the use of the Services, such User shall not be relieved of any of the responsibilities or obligations (including, but not limited to, compensation for damages) that such User may have towards the Company or other third parties based on the User Agreement.
  4. Even if a User terminates the use of the Services, the Company may retain and use the information provided by such Users to the Company.
  5. The Company may, at its discretion, delete the Account’s information of User that have terminated the use of the Services.
  6. If a User terminates the use of the Services but later decides to resume, such User shall be required to re-register with the Company. Each User hereby agrees that their data from their previous Accounts cannot be transferred or recovered upon such re-registration.

Article 15 (Suspension of the Services and Delete Account)

  1. If the Company deems that any of the following conditions apply or is likely to apply to a User, the Company may, at its discretion, suspend the Services, delete such User’s Account or terminate the User Agreement:
    1. The User has violated any of the provisions herein;
    2. The User has not paid for the purchase price of the Item even after due date for payment has passed;
    3. All or part of the Registration Information provided by the User is found to have been false;
    4. The User is found to have abused the payment system designated by the Company, or the User’s transaction has been suspended or invalidated by the payment service provider;
    5. The User is a minor, and has used the Services without obtained consent from his or her statutory agent;
    6. The User is a person under guardianship, curatorship or assistance, and has used the Services without obtained consent from his or her guardian, curator or assistant;
    7. The User undergoes payment suspension or becomes insolvent, or a petition for commencement of bankruptcy, civil rehabilitation, company reorganization, special liquidation or other similar proceeding has been filed against the User;
    8. The User has died or received a ruling for commencement of guardianship, curatorship or assistance;
    9. The User has not responded to inquiries from the Company or other communication requiring a response within thirty (30) days;
    10. The User falls under any of the items of Paragraph 4 of Article 3;
    11. The Company has deemed that deletion, suspension or restriction is necessary for the operation or maintenance of the Services; or
    12. The Company has deemed that there is a reason equivalent to any of the preceding items.
  2. In any of the events set forth in items of the above Paragraph 1, all outstanding payment obligations of the User shall be accelerated and shall become immediately due and payable in full.
  3. Termination of User Agreement shall not relieve the User of any of the responsibilities or obligations (including, but not limited to, compensation for damages) that the User may have toward the Company or other third parties under the User Agreement.
  4. The Company shall not be in any way responsible for any loss or damage incurred by User as a result of the Company’s actions under this Article and shall reserve the right to retain and use any information provided by User even after the termination of the User Agreement.

Chapter 5 General Provisions

Article 16 (Changes, Suspension, Additions and Termination of the Services)

  1. The Company reserves the right to make changes, additions or discontinuance to all or part of the Services without giving prior notice to User.
  2. The Company reserves the right to terminate the provision or operation of all or part of the Services at its discretion, upon which event the Company will notify User to that effect in a manner deemed appropriate by the Company; provided, however, that such termination may take place without notice in case of an emergency.
  3. In the event of any of the following circumstances, the Company shall be able to temporarily suspend all or part of the Services without giving prior notice to User:
    1. An emergency or periodical maintenance or repair work is performed on the hardware, software or other network devices for the Services;
    2. Telecommunications provider does not provide its services;
    3. Provision of the Services is rendered difficult due to a force majeure event;
    4. Provision of the Services is rendered difficult due to fire, power failure or other accident;
    5. Provision of the Services is rendered difficult due to war, disputes, disturbances, riots, labor disputes, etc.; or
    6. The Company has deemed it necessary to suspend the Services for a reason similar to any of the preceding items.

Article 17 (Caution for Downloads)

User shall exercise caution to prevent any loss of or damage to the Item or other information downloaded onto their own computers or devices through the Services. The Company shall not be in any way responsible for any loss or damage incurred by any User in relation to such downloading.

Article 18 (Ownership of Rights)

  1. Any and all Intellectual Property Rights pertaining to information provided by the Company through the Services shall belong to and remain the property of the Company, the Artist or the relevant licensor of the Company or the Artist. Any and all Intellectual Property Rights pertaining to the Item shall belong to and remain the property of the Artist or the relevant licensor of the Artist.
  2. Unless permission is obtained from the Company and the Artist, User may not modify, edit, adapt or allow any third party to use any information provided by the Company through the Services or disclose the same to any third party other than through the method expressly permitted in these Terms of Use. User shall not interfere (including but not limited to disassemble, decompile or reverse engineer) with the property of the Company, the Artist or the relevant licensor of the Company or the Artist.
  3. Trademarks, logos and service marks, (hereinafter collectively referred to as “Trademarks”) which may be displayed within the Services shall not be construed to confer on User or any other third party any license to use such Trademarks, nor shall they be construed to transfer any title thereto.

Article 19 (Handling of Registration Information)

  1. All Registration Information shall be handled by the Company in accordance with the privacy policy ( https://audiostock.net/info/privacy_policy ) which is separately prescribed by the Company. User hereby consents that the Company will handle the Registration Information in accordance with the Company’s privacy policy.
  2. The User shall agree that the Company may be able to use any information or data provided by the User to the Company for the purposes of improvement and development of the Services, and that the Company may be able to publish any such information as statistical data only to the extent that no individual is identifiable therefrom.

Article 20 (Analysis of Access Data)

The Services may collect access log by using Google Analytics to gather the usage situation of the Services. Google Analytics use cookie to collect the usage situation of the Services but do not collect any information that identifies the User personally. The information collected is managed in accordance with the privacy policy of Google. User can read the ’terms of use’ of Google Analytics and privacy policy of Google. The Company shall not be in any way involved or responsible for any damage by using the services of Google Analytics.

Article 21 (Confidentiality)

  1. The words “Confidential Information” means all information relating to technical, business, work, financial affairs, organization or other matters provided or disclosed through the User Agreement or the Services by the Company to User in writing, orally or recorded media, or such information known by the User; provided. Confidential Information shall not include:
    • (a) Any information that is publicly known or obtained when provided or disclosed by the Company or obtained by User;
    • (b) Any information that has been published on the publications or became publicly known through no fault of the Company after provided or disclosed by the Company or obtained by Users;
    • (c) Any information that is lawfully obtained by User from a third party authorized to make such disclosure without being bound to any duty of non-disclosure;
    • (d) Any information that is independently developed by User without reference to the Company’s Confidential Information; or
    • (e) Any information that has been confirmed in writing by the Company to the effect that is not required to be confidential.
  2. Users shall use Confidential Information only for purpose of using the Services and shall not provide or disclose any Confidential Information to any third party unless written consent is obtained from the Company.
  3. Notwithstanding the provisions Paragraph 2 of Article 21, User may disclose Confidential Information pursuant to an order, demand or request under laws, court or government authorities. If such order, demand or request has made, User shall notify the Company in advance.
  4. User shall, whenever requested by the Company, return or destroy any and all documents and recordable media containing such confidential information (including any reproduction thereof) without delay.

Article 22 (Compensation for Damages)

  1. If User causes any damage to the Company by violating any provision hereof or in connection with the use of the Services, such User shall be responsible for compensating the Company for any such damage, including indirect damages.
  2. User shall be solely responsible for, and the Company shall not be in any way responsible for, any loss or damage incurred by any User in relation to the Services. Even in the case where the Company has an obligation to compensate a User for such loss or damage on the grounds of the applicable consumer protection laws despite the provisions of this Article and other provisions indemnifying the Company’s liability for damages, the extent of damage to be compensated by the Company shall be limited to the direct and ordinary damages actually incurred due to reasons attributable to the Company, and shall be limited to the total amount of the Services actually received from User in the last year retroactively from the time of the occurrence of such damages.

Article 23 (Disclaimer)

  1. Nothing in these Terms of Use shall be construed as a guarantee by the Company that the Services are suitable for specific use purposes of User or are equipped with functions, product value, accuracy, usability and integrity expected by User, that any use of the Services will be compliance with applicable laws, regulations and other internal rules enforced by relevant organizations applicable to User, or the Services will be free of any defect or malfunction.
  2. Nothing in these Terms of Use shall be construed as a guarantee by the Company for confirming the contents, quality, accuracy, legality (including non-infringement of Intellectual Property Rights and other rights), functions and credibility of the Item or any information obtained by User through the Services.
  3. The Company shall not be in any way responsible for any loss or damage arising as a result of or in connection with the Services, including suspension, termination, interruption or modification of the Services, deletion or loss of message or information transmitted by User through the Services, deletion of the registration of User, device failure or damage, loss of registration data by using the Services or any other damages occurred on User in relation with the Services.
  4. In principle, the Company shall not in any way be involved in any communications or activities conducted between and among the User. In the event of any dispute arising between one User and another User (or other Users), User shall resolve the matter at each User’s own cost and responsibility, and the Company shall not be in any way involved or responsible therefor.
  5. In the event of any dispute arising between User and a third party, the User shall resolve the matter at User’s own expense and responsibility, and the Company shall not be in any way involved or responsible therefor.

Article 24 (Term)

User Agreement shall be effective as from the date of completion of User Registration pursuant to Article 3 hereof until the User terminates the use of the Services or until the User’s Account is deleted, whichever comes first.

Chapter 6 Miscellaneous Provisions

Article 25 (Amendment)

The Company reserves the right to make amendments to these Terms of Use (including the rule and regulations regarding the Services which posted on the Company’s website), upon which event the Company shall notify User of such amendments. User shall be deemed to have consented to such amendments if the User continues to use the Services after notice is given or unless the User take necessary procedures to terminate its use of the Services within the period prescribed by the Company.

Article 26 (Communications, Notice)

  1. Any inquiry regarding the Services or any other communications or notices from User to the Company, and any notice regarding any amendment or addition to these Terms of Use and any other communications regarding the Services from the Company to User shall be through the means specified by the Company.
  2. The Company may send advertisements or promotions by email to User in connection with the Services to the email addresses provided by User.

Article 27 (Assignment)

  1. Unless prior written consent is obtained from the Company, User shall not assign (including merger, consolidation, company split where the Company becomes the general successor) or pledge as security any title, right, obligation hereunder or under the User Agreement to any third party, whether in whole or in part.
  2. User hereby agrees that in the event the Company transfers a part of its business relating to the Services, the Company shall be able to also transfer its title, rights and obligations under the User Agreement in addition to Registration Information and other client data to the transferee. Transfer of business as provided for in this paragraph shall include general successions including mergers and company splits where the Company is being absorbed or split.

Article 28 (Severability)

If any provision of these Terms of Use is found to be invalid or unenforceable under any applicable consumer protection laws or any other laws or regulations, the remainder of these Terms of Use shall continue in full force and effect; provided, however, that the Company and User shall endeavor to correct or replace any legally invalid or unenforceable provisions to the extent necessary to make those provisions enforceable and bring the same legal and economic effects initially intended or contemplated by the original provisions.

Article 29 (Survival)

The provisions of Paragraphs 2 to 7 of Article 15, Paragraphs 3 and 4 of Article 16, Article 19, Article 20, Article 22, Article 23, Article 24, Articles 27 through 29, and Article 30 shall survive the termination of any relevant User Agreements.

Article 30 (Governing Law and Jurisdiction)

These Terms of Use shall be governed by and construed in accordance with the laws of Japan, and any dispute arising out of or in connection herewith shall be submitted to the exclusive jurisdiction of the Okayama District Court as the court of first instance.

Article 31 (Consultation)

Any matter not stipulated herein or any question arising in connection with the interpretation of any provision of these Terms of Use shall be resolved through mutual consultation between the Company and User in accordance with the principle of good faith.

Revised August 30, 2019