TERMS OF SERVICE

These Terms of Service (“these Terms”) set forth the conditions for the User (as defined in Article 1) to use the Service (as defined in Article 1) provided by TOKYO PHOTO COMMITTEE, Inc. (“Company”). The User must carefully confirm these Terms and accept the entire subject matter of these Terms before using the Service. Please use the Service only after accepting these Terms.

If there is any inconsistency or conflict, lack of description between the English version TERMS OF SERVICE and the Japanese version TERMS OF SERVICE, the Japanese version TERMS OF SERVICE shall prevail.


Article 1 (Definitions)

The definition of the terms used in these Terms shall be as follows.

(1) Service C to C marketplace platform “HYPER EDITION” where NFT (Non-Fungible Token) and digital items can be bought and sold
(2) Product(s) NFT (Non-Fungible Token) and digital items to be traded in the Service
(3) User Person to use the Service
(4) Seller User to sell a Product through the Service
(5) Buyer User to buy a Product through the Service
(6) Product Price Price of a Product to be registered when the Seller is to sell such Product through the Service
(7) Illegal Product Any Product created based on falsification of data, use of illegal tools or other inappropriate methods, and any Product in which the transfer thereof to a third party is prohibited in the terms of service prescribed by an outside game/service provider handling such Product

Article 2 (Application of these Terms)

1. These Terms shall apply to all relations pertaining to the use of the Service between the User and the Company.
2. The Company may prescribe, in addition to these Terms, other rules and various provisions related to the use of the Service (collectively, “Individual Rules”). The Individual Rules constitute a part of these Terms irrespective of the designation thereof.
3. If the provisions of these Terms are in conflict with the provisions of the Individual Rules of the preceding paragraph, unless otherwise provided for in the Individual Rules, the provisions of the Individual Rules shall prevail.

Article 3 (Acceptance of these Terms)

1. The User is required to accept these Terms in advance before using the Service.
2. Any trading, selling or buying between the Users must all be performed at the own risk of the Users. The Company does not guarantee that the sale of a Product by the Seller is based on legitimate rights. Furthermore, the Company is not individually trading the Products, is not accepting the consignment of the trading of the Products, and is not involved in any way in the implementation of the trading of the Products.
3. At the time that the User starts using the Service via a web browser, it will be deemed that the User has accepted these Terms. Furthermore, at such point in time, an agreement according to the various provisions of these Terms (“Service Agreement”) will be concluded between the User and the Company.
4. If the User is a minor, the User may use the Service only after obtaining the consent of the person in parental authority or any other legal representative. If a User, who was a minor at the time of accepting these Terms, uses the Service after becoming legally of age, it will be deemed that any and all legal acts and acts of use related to the Service by that User while he/she was a minor have been ratified.
5. If an underage User uses the Service by falsifying that the consent of one’s legal representative has been obtained despite the lack of such consent or falsifying one’s age as being legally of age, or otherwise employs any fraudulence to cause the Company to believe that such underage User is a person with legal capacity, such underage User may not cancel any of the legal acts that he/she conducted in relation to the Service.

Article 4 (Management of Account)

1. The account of the Service is automatically created at the time that the User starts using the Service via a web browser. The User shall manage the account under one’s own responsibility, and must not allow a third party to use the account, or lease, assign, or transfer the account to a third party, or trade the account with a third party.
2. The User may be requested to register the Company’s prescribed information before starting the use of the Service. The Company will not be responsible for any trouble arising as a result of any deficiency or error in the information registered by the User.
3. The account of the Service may not be assigned or leased to a third party, or succeeded by a third party. The User must manage the User ID, password, registration information and other details registered upon using the Service under one’s own responsibility so that they will not be fraudulently used by a third party. The User shall be solely responsible for any liability arising from the inappropriate disclosure of the User ID, password, registration information and other details to a third party and the consequent use thereof by such third party, and the Company will not be responsible in any way therefor.
4. When the Service is used, the Company may treat such use of the Service as the use by the User identified by the account, and any result derived from such use and any and all responsibilities associated therewith shall belong to the User identified by the account.
5. If it is creatorsed that the account has been stolen or is being used by a third party, the User shall immediately notify the Company to such effect, and follow the instructions given by the Company.
6. If the Company or a third party suffers any damage due to the unauthorized use of the account, the User shall compensate such damage suffered by the Company or the third party.

Article 5 (Service Fee)

To use the Service, the User must pay the service fee separately designated by the Company. When the network fee (including without limitation the GAS price) of Ethereum is required in relation to the use of the Service, the User shall bear such network fee. The Buyer shall bear the network fee (GAS price) when buying a Product. With regard to the network fee (GAS price), the Company shall not be responsible for any steep rise of the GAS price itself, or for any delay of transaction or failure of transaction.

Article 6 (Selling)

1. Only a User approved by the Company can sell Products as the Seller.
2. The Seller may cancel its sale of a Product before the conclusion of the sales contract set out in Article 7, Paragraph 2. The Seller may not invalidate (including cancelation or termination) a sales contract after the conclusion of such sales contract, and, unless prescribed under laws, the Seller shall not assert the invalidation or cancellation of a concluded transaction irrespective of the reason.
3. The Seller must not sell any Illegal Product through the Service.
4. If the Seller sells a Product in breach of these Terms, or if the Company reasonably determines that the Seller attempted to sell a Product without any true intention to conclude a sales contract, or the Company otherwise reasonably deems that the Seller’s sale of a Product is inappropriate, the Company may suspend, cancel or invalidate the Seller’s sale of a Product without requiring any prior notice to the Seller. When the Seller’s sale of a Product is suspended, cancelled or invalidated, the Company may invalidate the buying of the Product and, even if the Seller consequently suffers any damage, the Company will not be liable for compensating such damage suffered by the Seller.
5. The Company may arbitrarily impose restrictions on the Seller’s Product Price (including without limitation the total amount of the prices of the Products currently being sold) or the number of Products that may be sold by the Seller. Even if the Seller suffers any damage due to the foregoing restrictions, the Company will not be liable in any way therefor.

Article 7 (Buying)

1. The Buyer shall buy a Product at the Product Price prescribed by the Seller in the Service. The Buyer may not invalidate (including cancelation or termination) a sales contract after the conclusion of such sales contract, and, unless prescribed under laws, the Buyer shall not assert the invalidation or cancellation of a concluded transaction irrespective of the reason.
2. A sales contract between the Seller and Buyer regarding a Product will be concluded at the time that the Buyer presses the buy button of such Product being sold through the Service.
3. The Company may arbitrarily impose restrictions on the Product Price of the Products to be purchased by the Buyer (including without limitation the upper cap of the prices of the Products that can be purchased per day) or the number times that the Buyer can purchase the Products. Even if the Seller suffers any damage due to the foregoing restrictions, the Company will not be liable in any way therefor.

Article 8 (Payment of Product Price)

1. The Seller shall receive the Product Price from the Buyer according to the method separately designated by the Company (use of the Company’s system or outside settlement service, etc.).
2. When a sales contract is concluded, the Buyer shall pay the Product Price according the method separately designated by the Company.
3. When the Company reasonably determines that the Seller has transferred the Product and performed the other obligations under the sales contract, the Seller shall pay to the Company the service fee separately designated by the Company according to the method separately designated by the Company. Bank charges required for the Company to pay the Product Price to the Seller shall be prescribed by the Company, and borne by the Seller.

Article 9 (Receipt of Product Price)

Even if the Buyer’s payment of the Product Price with a credit card or the like is invalidated or cancelled (charge-back) due to the unauthorized use of such credit card, the Company will not indemnify the Seller for the Product Price.

Article 10 (Provision, Cancellation, Termination of Service)

1. The User shall prepare any equipment and communication environment required for using the Service at its own cost burden and responsibility.
2. The Company may change the contents of all or a part of the Service or cancel or terminate the provision of the Service without having to provide any prior notice to the User. Furthermore, the Company will not be liable for any damage that is consequently suffered by the User.

Article 11 (Service of Other Companies)

When using the Service, the User will be required to use the Company’s designated storage function and smart contract system of digital assets and cryptocurrency and other services designated by the Company, and certain services are provided by a business operator other than the Company. The Company will not be responsible for the services provided by a business operator other than the Company.

Article 12 (Prohibited Matters)

The User must not conduct the following acts when using the Service:
(1) act of violating laws or public policy, or act that may violate laws or public policy;
(2) act of selling or buying Products without any true intention to conclude a sales contract;
(3) act of infringing upon the copyrights, trademark rights, patent rights or other intellectual property rights or any other rights of the Company or a third party (including other Users);
(4) act of destroying or impairing the functions of a server or a network system of the Company or a third party;
(5) act that may obstruct the Company’s operation of the Service;
(6) act of unauthorized access, act of using a third party’s account, or act of attempting the same;
(7) act of fraudulently acquiring and using points;
(8) act of causing disadvantage, damage or discomfort to the other Users of the Service or other third parties;
(9) act of impersonating another User;
(10) act of collecting or accumulating the personal information of other Users;
(11) act of engaging in publicity, advertisement, solicitation, business operation or any other profit-making act;
(12) act for meeting unacquainted persons of the opposite sex;
(13) act of directly or indirectly providing favors to Antisocial Forces (as defined in Article 13) or any other act of cooperating with Antisocial Forces;
(14) act of breaching the credit card membership rules;
(15) act that is reasonably determined by the Company as being for cashing the shopping limit of a credit card;
(16) any other act of using the Service for a purpose that is different from the intended purpose of use of the Service;
(17) act of using the Service in multiple accounts for conducting the acts prohibited in this article; and
(18) any other act reasonably deemed by the Company as being inappropriate.

Article 13 (Representations and Warranties)

The User represents and affirms each of the following matters to the Company (any breach of such affirmation will be deemed a breach of this provision):
(1) the User does not correspond to an organized crime group, a company related to an organized crime group, a corporate extortionist or any person equivalent thereto or a member thereof (collectively, “Antisocial Forces”), and will not correspond to the same in the future;
(2) in cases where the User is an organization such as a corporation, its officer (referring to an employee, director or operating officer to execute business or any other person equivalent thereto) does not correspond to Antisocial Forces, and will not correspond to the same in the future;
(3) the User is not concluding the sales contract by allowing Antisocial Forces to use its name;
(4) the User will not independently, or through a third party, conduct the following acts in relation to the sales
contract:
(a) act of using threatening language and behavior or violence against the Company; or
(b) act of obstructing the Company’s business or impairing the Company’s credibility by using fraudulent means or using force;
(5) the User will not receive any capital or funds, irrespective of the pretext thereof, from Antisocial Forces;
(6) the User will not provide any capital or funds, irrespective of the pretext thereof, to Antisocial Forces;
(7) the User will not allow Antisocial Forces to become involved in its business; and
(8) the User will not conduct any act that is equivalent to each of the preceding items.

Article 14 (Discontinuation or Suspension of Provision of Service)

1. When the Company reasonably determines that any of the following events has occurred, the Company may discontinue or suspend the provision of all or a part of the Service without having to provide a prior notice to the User:
(1) the Company is to conduct a maintenance checkup or update the system of the Service;
(2) it becomes difficult for the Company to provide the Service due to earthquakes, lightning strikes, fires, blackouts, calamities or other force majeure events;
(3) the provision of all or a part of the services of other companies is discontinued or suspended;
(4) the system or communication line of the Service is discontinued due to accidents or other reasons;
(5) the Company otherwise reasonably determines that the provision of the Service is difficult.
2. The Company shall not be liable for any disadvantage or damage suffered by the User or any other third party as a result of discontinuing or suspending the provision of the Service.

Article 15 (Restriction on Use and Deregistration)

1. If the User corresponds to any of the following items, the Company may, without requiring any prior notice to the User, restrict the User’s use of all or a part of the Service, discontinue or deregister the User’s account, or take other measures reasonably determined by the Company as being necessary and appropriate:
(1) the User breaches any provision of these Terms;
(2) the User fails to perform its monetary obligations of the service fee or the like;
(3) the User is contacted by the Company but fails to respond to the Company for a given period of time;
(4) the User does not use the Service for a given period of time from the last use of the Service;
(5) the User breaches its representation or affirmation of Article 13; or
(6) the Company otherwise reasonably determines that the use of the Service by the User is inappropriate.
2. If the Company directly or indirectly suffers any damage (including the burden of attorney’s fees) as a result of the User using the Service (including cases where the Company receives a complaint from a third party on grounds of the User’s use of the Service), the User must immediately compensate such damage suffered by the Company pursuant to the Company’s demand.

Article 16 (No Guarantee)

The Company does not guarantee, whether express or implied, that the Service is free from any practical or legal defect (including security-related defects, errors, bugs and infringement of rights), or the safety, reliability, accuracy, completeness, effectiveness and fitness for a particular purpose regarding the Service.

Article 17 (Company’s Disclaimer)

1. The Company will not be liable in any way for any damage suffered by the User due to the Service; provided, however, that, if the Service Agreement corresponds to the consumer contract set out in the Consumer Contract Act, the disclaimer of this paragraph shall not apply, and the Company shall be liable for compensating the damage suffered by the User in relation to the use of the Service (excluding cases where the damage was suffered due to reasons not attributable to the Company).
2. Even in the case set out in the proviso of the preceding paragraph, the Company shall not be liable in any way for any damage arising from special circumstances (including cases where the Company or the User foresaw, or could have foreseen, the occurrence of such damage) among the damages suffered by the User due to any default or tort resulting from the Company’s negligence (excluding gross negligence). Furthermore, the compensation of damage suffered by the User due to any default or tort resulting from the Company’s negligence (excluding gross negligence) shall be capped at the amount of service fee actually received by the Company from the Seller, in the month that such damage occurred, in the sales contract between the Seller and the Buyer pertaining to such damage.
3. Unless there are reasons attributable to the Company, the Company will not be liable in any way for any damage suffered by the User due to the change of contents, cancellation or termination of the Service.
4. The Company will not be involved in any way, or be liable in any way, regarding the User’s usage environment of the Service.
5. The Company does not in any way guarantee that the Service will suit the User’s specific purpose, the Service possesses the expected functions, commercial value, accuracy and utility, the User’s use of the Service will be compliant with laws or internal rules of industry groups applicable to the User, and the Service will be free of defects. When the contents provider is to display the descriptions of its own service on the Service, the User shall contact such contents provider regarding the displayed contents, and the User acknowledges in advance that the Company will not guarantee the contents displayed by such contents provider, and will not be liable in any way therefor.
6. The Company does not guarantee that the Service is compatible with all information terminals, and the User acknowledges in advance that there may be problems with the operation of the Service pursuant to the upgrade of the OS of the information terminal being used for the Service. If the foregoing problems arise, the Company does not guarantee that the problems will be resolved as a result of the Company correcting the program.
7. The User acknowledges in advance that the use of a part or all of the Service may be restricted pursuant to changes in the terms of use and operating policy of AppStore, GooglePlay and other service stores.
8. The Company will not be liable in any way for any damage that is directly or indirectly suffered by the User as a result of using the Service.
9. Unless there are reasons attributable to the Company, the Company will not be liable in any way for lost opportunities, suspension of business or any other damage (including indirect damage and lost profits) suffered by the User or any other third party even if the Company was notified in advance of the possibility of such damage.
10. The Company does not in any way guarantee the duration of the Product itself or that the Product itself is free from defects.
11. The Company shall not be responsible in any way for any dispute or trouble that arises between the User and another User or any other third party. Even if a trouble arises between the User and another User or any other third party, such trouble shall be resolved under the responsibility of the parties involved, and such parties shall not make any kind of claim against the Company.
12. If the User causes damage to another User or any other third party or a dispute arises between the User and a third party in relation to the use of the Service, the User shall compensate such damage or resolve such dispute at its own cost burden and responsibility, and shall not cause any trouble or damage to the Company.
13. If a third party seeks damages against the Company due to an act conducted by the User, the User shall resolve the situation at the User’s cost burden (attorney’s fees) and responsibility. If the Company pays damages to such third party, the User shall compensate the Company for any and all expenses (including attorney’s fees and lost profits) including the amount of such damages.
14. The Company will not guarantee the content of the Product copyright belonging, whether the file related to the Product can be downloaded, whether the Product can be resold, etc., and will not be liable in any way therefor.

Article 18 (Amendment of these Terms and Individual Rules)

1. When the Company reasonably determines that it is necessary, the Company may amend these Terms and the Individual Rules to the extent required for attaining the purpose of the Service. In the foregoing case, the Company will notify the User to the effect that these Terms will be amended, and notify the User of the amended version of these Terms and the effective date thereof, before said effective date, by way of posting on the Company’s website or according to other methods reasonably deemed to be appropriate by the Company.
2. The amended versions of these Terms and the Individual Rules shall come into effect from the notified effective date thereof.

Article 19 (Handling of Personal Information)

Personal information and User information will be properly handled according to the “Privacy Policy” separately prescribed by the Company.

Article 20 (Notice or Communication)

1. Any notice or communication between the User and the Company shall be made according to the method prescribed by the Company. 2. Unless the User notifies the change of its contact information according to the method separately prescribed by the Company, the Company will deem the User’s currently registered contact information as being valid and send notices and communications to such contact information. 3. Even if notices from the Company are delayed or do not arrive as a result of the User failing to notify the change of its contact information of the preceding paragraph, such notices shall be deemed to have reached the User at the time that they would have normally reached the User.

Article 21 (No Transfer of Rights)

1. Without obtaining the prior written approval of the Company, the User must not transfer to any third party its status under these Terms and all or a part of its rights or obligations based on these Terms. 2. The Company may arbitrarily transfer all or a part of the Service to a third party and, in such a case, any and all rights of the User pertaining to the Service, including the User’s account, shall be transferred to the transferee within the scope of the transferred rights.

Article 22 (Method of Contacting Company)

When the User wishes to contact or make inquiries to the Company in relation to the Service, the User shall do so using the inquiry form provided in the Service or provided at a suitable spot within the website operated by the Company, or according to the method separately prescribed by the Company.

Article 23 (Protection of Intellectual Property Rights)

1. The intellectual property rights in all contents displayed on the Service (including rules, announcements, articles, videos, audios, images, archives, information, materials, trademarks or logos) are protected based on the license of the Company or a third party.
2. Without obtaining the prior written consent of the licensor of the Service or a third-party licensor, no User may use, modify, decompile, reproduce, disclose, distribute or issue the foregoing applications or contents.

Article 24 (Governing Law and Jurisdiction)

1. The effectiveness, interpretation and performance of these Terms shall be governed by, and interpreted in accordance with, the laws of Japan.
2. Any argument, litigation or any other dispute between the Company and the User shall be submitted to the Tokyo Summary Court or the Tokyo District Court, according to the amount in controversy, as the competent court of agreed jurisdiction.

Article 25 (Other)

1. If any problem arises while using the Service, the User may contact the Company by submitting feedback related to the Service.
2. These Terms may be accessed by all Users of the Service. The User shall read these Terms each time the User logs into the Service.
3. These Terms shall be enforced on July 1, 2021.



Aug 4, 2021 Updated
© HYPER EDITION

TERMS OF COPYRIGHT

Copyright, commercial use, and other terms and conditions

■1. No transfer of copyrights
While the purchaser will acquire ownership of the NFT, copyrights, trademark rights and other intellectual
property rights will not be transferred to the purchaser, and will continue to be owned by the issuer
(legitimate right holder who created the work). (Transfer of copyrights is described in the metadata of the NFT.)

■2. Commercial use
(No commercial use)
The use or provision of a part or all of the images, videos, music, etc. of the NFT for the following purposes
will constitute an infringement of intellectual property rights, and is prohibited:
1.provision to others beyond the scope of domestic use;
2.commercial use (including use in goods, etc.); and
3.use of images, videos, music, etc. included in the NFT upon modifying or processing such images,videos,music,etc.
The NFT may be used in the contents (games and metaverses) provided by a business operator affiliated with HYPER EDITION.
If the purchaser or a subsequent purchaser or any other third party suffers any damage in relation to the
purchase
or trading of the NFT, irrespective of the cause of such damage, the issuer will not bear any kind of legal
responsibility.

(Permission for commercial or secondary use)
A part or all of the images, videos, music, etc. of the NFT may be used for the following purposes:
[individual permitted use(s)]
The NFT may be used in the contents (games and metaverses) provided by a business operator affiliated with HYPER EDITION.
If the purchaser or a subsequent purchaser or any other third party suffers any damage in relation to the
purchase
or trading of the NFT, irrespective of the cause of such damage, the issuer will not bear any kind of legal
responsibility.

■3. Downloading of NFT File
(No downloading)
The File of the NFT may not be downloaded and stored in a local PC or any other storage device, etc.

(Downloadable)
The File of the NFT may be downloaded and stored by the purchaser only in his/her local PC or other storage
device, etc.

■4. License for creator to use NFT in introducing one’s own work
While the purchaser will acquire ownership of the NFT, the purchaser shall grant a license to the creator
holding
copyrights in the NFT so that such creator can introduce one’s work in his/her creative activities and in the
exhibition and portfolio of one’s work.

■5. Ownership of actual creative product
While the purchaser will acquire ownership of the NFT, when there is an actual creative product, the purchaser
shall not have ownership of such actual creative product.


Aug 4, 2021 Updated
© HYPER EDITION