Attuned Terms of Use of Services
Article 1 (Details of the Services)
In these Terms of Use, the following services provided using the “Attuned” services provided by EQIQ K.K. (hereinafter, the “Company”), shall be collectively referred to as the “Services”:
Services related to individuals requested to use “Attuned” (hereinafter, the “Subjects”) to answer questions and provide the Company’s customers (hereinafter, the “Customers”) with the results thereof for Customers’ analysis to improve human resource management and working environment; and
Services related to the provision of information through the e-mail services accompanying thereto.
(The Customers and the Subjects shall be collectively referred to as the “Users”.)
Article 2 (Application for and Use of Services)
1. Users shall apply for the use of the Services in the method designated by the Company.
2. Users shall accept all contents of these Terms of Use in using the Services. They shall indicate their intention of non-acceptance solely by refusing to use the Services.
3. The Company may refuse Users to use the Services if it considers the provision of the Services to such Users inappropriate. The Services are intended for Customers qualifying as juridical persons or solo proprietorships. Individuals qualifying as “consumers” are therefore not eligible to become Customers of the Services.
4. Customers shall, at the time they make an application pursuant to Paragraph 1 of this Article, select a desired contract period from among the plans set forth by the Company. In the event that such selection is accepted by the Company, an individual agreement shall be formed within the scope of the contract period set forth in the plan.
5. If the individual contract referred to in this Article 4 does not receive a notice of intent to terminate the use of the resultant user by the expiration date of the contract term in accordance with the termination procedure in Article 7.1, the two parties shall confirm the existence of a change in the number of licenses, and the individual contract referred to in this Article 4 shall be treated as follows.
(1) If there is no change in the number of licenses*1, the contract will be extended under the same conditions as the individual contract before renewal.
2) If a customer wishes to increase the number of licenses: Request a new order form to be issued without automatic renewal.
3) If a customer wishes to reduce the number of licenses, the individual contract will be extended under the same terms and conditions as the individual contract before renewal.
*1: "Number of Licenses" = number of active and inactive members.
As a result, the user shall pay for the renewal period in accordance with Article 5.
Article 3 (Provision of Services)
1. The Company shall provide the following services:
(1) Implement a test through the presentation of questions to evaluate the motivator of the Subjects;
(2) Provide the Subjects’ question test results to Customers;
(3) In the event that the Company considers it necessary, the Company will implement and conduct telephone calls, e-mails, and interviews with Users;
(4) Provide training and coaching in the event of Customers’ request; and
(5) In addition to each of the preceding items, any other services which the Company may consider beneficial for Users.
2. The performance of the Service shall be deemed to be completed at the time the Company notifies the completion of setting up the Service (i.e. activation of standard function of the contract plan and grant of access). However, for the Services for training and coaching, the performance of the Services shall be deemed to be completed at the time of the completion of such training and coaching.
Article 4 (Provision of Test Results to Customers)
1. The Company shall provide the test results of the Subjects obtained through the Services to Customers, and shall not provide them to any third party (including the Subjects) who are not Customers. It is acknowledged that the Subjects may not be able to check all the test results. Subjects can only check the test results if the Customer directly and voluntary disclose the test results to the Subjects.
2. The Company may, however, process the information provided by Users so that individuals cannot be identified, and use the data for statistical information purposes without limiting the purpose.
3. Subjects shall use the Service (including answering questions) after accepting that the answers to the question and test results based on those answers will be provided to the Customers and the Customers will use the information for Customers’ analysis to improve human resource management and working environment.
Article 5 (Payment of Remuneration)
1. The Company may, after the conclusion of this Agreement, charge the Customer for the use of the Service, the holding of workshops, etc., in a lump sum in advance.
2. The Customer shall pay the Company the usage fee indicated on the Company's website or specified by the Company on the last day of the month after the month of order placement, by credit card or bank transfer as compensation for the use of the Service. Any costs required for such payment shall be borne by the resultant user.
3. The Company shall not be responsible for refunding the usage fees received pursuant to the provisions of the preceding paragraph, regardless of any reason.
4. If the Customer fails to make payment of the consideration in accordance with Agreement, the Customer shall pay to the Company 14.6% annum of the unpaid amount as late payment charge.
5. In case the payment is not made within 14 days from the date the payment is due, the Company shall stop providing the service to the Customer. The Company will delete the Customer’s account if the payment is not made after 45 days from the date the service is stopped.
Article 6 (Prohibited Acts of Users)
In using the Services, Users shall be prohibited from engaging in any of the following acts or acts which may fall under any of the following:
(1) Any act that infringes the copyrights, patent rights, utility model rights, design rights, trademark rights, and other intellectual property rights of any third party or the Company (including the subscription and application rights of those intellectual property rights, hereinafter collectively referred to as the “Intellectual Property”);
(2) Any act that infringes or devalues properties, invades the privacy, reputation or any similar right of any third party or the Company;
(3) Any act that constitutes slander or libel of any third party or the Company;
(4) Any act that prejudices any third party or the Company;
(5) Any act that presents any false information;
(6) Any act that constitutes engaging in sales activities using the Services, or providing information or the like for profit;
(7) Any act that replicates, sells, publishes, or otherwise uses information obtained through the Services for purposes that are not for personal use;
(8) Any act to change, alter, translate, reverse engineer, or reserve compile “Attuned”, this service and all or part of the information acquired from this service, and any act to create by-product of “Attuned” and this service;
(9) Any act that hampers the operation of the Services, or damages the credit of any third party or the Company;
(10) Any act that offends the public order and morals; and
(11) Any act that violates any laws or regulations.
(12) Any other acts which the Company deems inappropriate.
Article 7 (Termination of Use of Services)
1 In the event the Customer desires to terminate the Service, the Customer shall notify to the Company its intention of termination by email to the address provided in the contact information of Company’s website or to a sales or customer success representative at least 45 days prior to the termination date.
2 The Company may terminate the provision of the Services without giving notice to Users, if it considers that the Users fall under any of the items below:
(1) The User has engaged in any of the acts listed in the preceding Article;
(2) The User has breached these Terms of Use;
(3) The User has become subject to attachment, provisional attachment, provisional disposition, disposition of tax delinquency, or other dispositions of public authority against his/her material properties, or a petition is filed by or against the User for the institution of proceedings for bankruptcy, civil rehabilitation (in Japan known as minji saisei), corporate reorganization (in Japan known as kaisha kosei), or special liquidation (in Japan known as tokubetsu seisan);
(4) The User has dissolved or transferred all of its business, or a resolution has been passed to that effect;
(5) The User has become subject to a suspension of payment, including where any note or check issued by it has been dishonored;
(6) The User has been penalized by supervisory authorities through dispositions such as a suspension of business or a revocation of its business license or registration; or
(7) The Company has determined that the relationship between the Users and the Company could no longer be maintained.
Article 8 (Indemnification)
1 The Company shall not be liable for any damages caused by the use or failure to use the Services (including any and all claims such as emotional distress and other pecuniary losses), unless such damage has been caused due to the wilful intention or gross negligence of the Company.
When the Company is liable for compensation to the Users, for any reasons, the amount of damages owed by the Company against the Users with respect to the Services shall not exceed the total amount the Company has received from the Users pursuant to Article 5, during the last twelve months prior to the date the cause of action arose. The Company shall not be liable for any incidental damage, indirect damage, special damage, potential damage or lost profit.
2 The Company does not warrant, directly or indirectly, with respect to the Service or any information provided through the Services, fitness to specific purpose, expected function, expected level of function, product value, accuracy, or usability, consistent usability, without defect, or no violation of third party rights. Users shall accept this and shall use the Services at their own risk.
3 The Services are prepared based on psychological studies. The Company will not, however, be liable to Users for any personnel judgments made by the Customers regarding any User, or the appropriateness and legality of other acts made by the Customers.
4 Users shall handle on its own responsibility if there is any dispute among Subjects, Customer or other third party in connection with the use of the Service.
5 The Company will not be liable for any damages caused by natural disasters or other acts of God.
6 The Company does not guarantee that the data in the Services will not be deleted or modified. Users shall be responsible for storing all necessary data.
7 The Company will not respond to questions or inquiries from Users or take other actions with respect to confidential matters of the Company and other Users.
8 The Company does not guarantee that the demands and expectations of Users will be met through the use of the Services.
9 The Company does not guarantee to Customers that the test results of Subjects will be consistent with the evaluations expected by the Customers.
Article 9 (Handling of Personal Information)
1 The Company shall comply with its “Information Security Policy”, “EQIQ Privacy Principles” as well as the “Attuned Privacy Policy,” and shall properly collect, use, manage, and store the Personal Information of Users.
2 Users shall agree to the “Attuned Privacy Policy” referred to in the preceding paragraph prior to using the Services.
Article 10 (Confidentiality)
Users shall keep confidential any information disclosed by the Company together with the request that the information shall be kept confidential, unless otherwise agreed in writing by the Company.
Article 11 (Intellectual Property Rights and Creation and Use of Statistical Information)
1 All the Intellectual Property Rights related to the Services shall belong to the Company.
2 The Company may create statistical information from data that has been processed so that individuals cannot be identified, and use such information without limitation. The copyrights pertaining thereto shall belong to the Company.
Article 12 (Exclusion of Anti-social Forces)
1 Users shall declare that they do not, and will not in the future, fall under any of the categories described under 12.2. In the event that the Users breach the declaration, or it has been revealed that the Users breach the declaration, the Company may immediately suspend the use of the Services without notice.
2 The User is, or has been a crime syndicate or member thereof (in Japan known as boryokudan), has belonged thereto less than five (5) years ago, is quasi-member thereof, is a racketeer group or the like (in Japan known as sokaiya), a group engaging in criminal activities under the pretext of conducting social campaigns, a crime group specialized in intellectual crimes, or falls under the category of any other persons similar to the groups mentioned in this paragraph (hereinafter, “Anti-social Forces”);
3 In the event that Users fall under any of the following items, the Company may immediately suspend the use of the Services without notice.
(1) The User has used intimidating words or actions or has threatened violence or undertaken violent conduct against the Company, or has engaged in defaming or discrediting the Company;
(2) The User has performed an act to obstruct business of the Company by using fraudulent means or force;
(3) The User has made a demand of the Company that is beyond its legal responsibility; or
(4) The User has had third parties who are Anti-social Forces engage in the acts in any of the preceding items.
Article 13 (Compensation for Damages)
In the event that damages are caused to the Company due to the breach of these Terms of Use or otherwise by any User, the User shall be liable to the Company for the compensation of any and all such damages, whether direct or indirect.
Article 14 (Change or Suspension of Services, etc.)
1 The Company may change or suspend the Services without prior notice to Users.
2 The Company may suspend the Services on a long-term basis or terminate them with a notice period of one (1) month.
Article 15 (Change of Terms of Use)
The Company may change these Terms of Use as necessary. Details of the changes shall be announced, and notice provided through an announcement displayed on the Services. In the event that a User disagrees with any of the changes, he/she shall inform the Company within one (1) month after the notice is made.
If the notice of disagreement is not made by the User within one (1) month pursuant to the preceding paragraph, the changes shall become effective as of the effective date of the revision of the terms.
Article 16 (Severability)
Each of the provisions of this Agreement is severable. If any provision is held to be invalid or unenforceable under applicable laws, such provision shall to that extent not form part of this Agreement, but the validity and enforceability of the remaining provisions of this Agreement shall not in any way be affected or impaired.
Article 17 (Governing Law and Jurisdiction)
These Terms of Use shall be governed by the laws of Japan. Any and all disputes arising in relation to the Services and these Terms of Use shall be subject to the exclusive jurisdiction of the Tokyo District Court or the Tokyo Summary Court in the first instance.
Supplementary Provisions
Date of enactment: June 6, 2018
Revised as of: October 7, 2019
Revised as of: September 4, 2020