The following translation is provided for informational purposes only. In the event of any differences, discrepancies, or inconsistencies between this translated version and the Japanese version, the Japanese version shall prevail.

Article 1: General Provisions

These terms and conditions (“Terms”) set forth the conditions for the provision of the AmiVoice API service provided by Advanced Media, Inc. (“AMI”).

Article 2: Definitions

In the Terms, the terms defined below shall have the meanings respectively ascribed to them.

1. “Service” means the AmiVoice API Service (formerly known as: AmiVoice Cloud Platform service) provided by AMI.
2. “AmiVoice API Service” means the service that converts the voice data transmitted by the user of the Service into text data through the Service, and sends the converted text data and accompanying information to the user of the Service.
3. “Site” means the summary site of AMI’s services for developers, including the Service, and is called the AmiVoice Cloud Platform site.
4. “API Service Page” means the page on the Site that posts information about the Service.
5. “My Page” means the User-exclusive page on the API Service Page.
6. “Contract” means the contract regarding the provision of the Service between AMI and the User.
7. “User” means an individual or corporation who has registered as a user from the new application screen and has established a Contract for the Service with AMI.
8. “User ID” means the code set by AMI or the User to distinguish a certain User from others in the use of My Page.
9. “Password” means the confidential code set by AMI or the User to authenticate that the person using the User ID is the User himself/herself in the use of My Page.
10. “AppKey, etc.” means the AppKey and service password, which are codes set by AMI or the User to distinguish a certain user from others in the use of the voice recognition API of the Service.
11. “Account Information” means the User ID, Password, and AppKey, etc.

Article 3: User Registration / Establishment of Contract

1. Those who wish to use the Service shall accept the Terms and perform user registration in the manner specified below.

(In case of credit card payment)

1. Register applicant’s email address through the AmiVoice API account creation page on the API Service Page. (Provisional registration)
2. AMI will send an email to confirm applicant’s email address (automatically sent email).
3. Perform user registration from the new application URL in the sent email.
   *The URL is valid for three (3) hours from the time of email transmission.
4. An account will be created.
5. Register applicant’s credit card information. The Contract is established when applicant registers applicant’s credit card. The Applicant cannot use the Service without registering applicant’s credit card information.

(In case of invoice payment)

1. If applicant wishes to pay by invoice, please contact AMI.
2. If AMI receives an inquiry about invoice payment, AMI will conduct a preliminary examination and determine whether or not to proceed with the transaction. The preliminary examination is outsourced to a third party. In that case, AMI will provide the applicant’s information to the outsourced party. The outsourced party will use the applicant’s information for the purpose of credit investigation, billing, and payment management. As soon as the examination is completed, AMI will inform the applicant of the account registration procedure and the examination completion code.
3. Register applicant’s email address through the AmiVoice API account creation page on the API Service Page. (Provisional registration)
4. AMI will send an email to confirm applicant’s email address (automatically sent email).
5. Perform user registration from the new application URL in the sent email.
   *The URL is valid for three (3) hours from the time of email transmission.
   *Entry of the examination completion code is required.
6. An account will be created. The Contract is established when the account is created. 2. The User shall notify AMI of any changes in the registered items without delay in the manner prescribed by AMI.

2. The User shall notify AMI of any changes in the registered items without delay in the manner prescribed by AMI.
3. AMI shall not be liable for any inconvenience, disadvantage, or damage suffered by the User due to non-receipt of notifications to the User, partial non-provision of the Service, or other reasons due to the User’s failure to give the notification prescribed in the preceding paragraph.

Article 4: Account Information

1. The User shall not disclose, provide, lend, or share the Account Information with a third party, and shall strictly manage (including changing the password as appropriate) the Account Information to prevent it from being leaked to any third party. AMI shall not be liable for any damage suffered by the User himself/herself or any other person due to inappropriate management of the Account Information, errors in use, or use by any third party. The use of the Service and other actions by the User’s Account Information shall be deemed to be all use by the User.
2. If a third party uses the Service using the User’s Account Information, all such actions shall be deemed to be the actions of the User, and the User shall bear all obligations, including the payment of usage fees, for such use. In addition, if AMI suffers damage due to such actions, the User shall compensate for such damage. However, this shall not apply if the Account Information is used by a third party due to AMI’s intentional or gross negligence.

Article 5: Free Use Service

1. The User can use the Service for free up to sixty (60) minutes per engine per month. If the usage time of each engine exceeds sixty (60) minutes in one calendar month, the User will be charged for the excess time.
2. The free use specified in paragraph 1 is limited to one account per User. Users who have contracted for multiple accounts can receive the free service specified in paragraph 1 only with a specified single account.
3. Applicants for the Service shall register their credit card in accordance with the provisions of Article 3. If the credit card registration process is not completed, applicant cannot use the Service.

Article 6: Deleted

Article 7: Voice Recognition

1. The User understands that the voice recognition technology used in the Service essentially performs statistical processing, and that misrecognition as a result of voice recognition is inherent in that processing. AMI shall not be liable for any inconvenience, disadvantage, or any other influence on the User due to misrecognition by the Service.
2. The User hereby grants AMI the right to utilize the voice data uploaded by the User in the course of using the Service, the text data generated as a result of such Service utilization, and the word registration data for the purposes of research, development, and enhancement of the quality of AMI’s products and services. Notwithstanding the foregoing, AMI will not utilize such data in a manner that would identify the User or the content of the text data. Furthermore, if User, at its option, uploads voice data to a URL designated separately by AMI as a connection point where data is not retained, AMI will not utilize such data, even for the aforementioned purposes.

Article 8: Changes to the Service

AMI may change the type, content, usage fees, and other details of the Service by notifying the User in advance of the changes to the Service, or by posting them on the API Service Page. If the changes to the Service include content that is disadvantageous to the User, AMI will notify or post on the API Service Page thirty (30) days before the scheduled date of change of the Service.

Article 9: SLA

1. The service level of the Service shall be governed by the “AmiVoice API SLA (Shared Server)” or “AmiVoice API Private SLA (Dedicated Server)” (collectively “SLA”) separately presented by AMI.
2. If the User is unable to use the Service due to a reason attributable to AMI, AMI will reduce the service usage fee in accordance with the provisions of the SLA.
3. AMI’s liability in the event that the User is unable to use the Service due to a reason attributable to AMI shall be limited to those provided in the preceding paragraph, and AMI shall be exempted from all other damages, inconvenience, and disadvantages caused to the User by the inability to use the Service.

Article 10: Backup

1. AMI does not guarantee that the voice data, text data, or other data uploaded to the server for the Service by the User will not be lost, altered, or deleted in any case.
2. The storage, preservation, backup, etc. of the voice data uploaded to the server for the Service, and the text data created as a result of voice recognition by the Service, shall be carried out by the User at the User’s responsibility. AMI shall not be responsible for the storage, preservation, backup, etc. of such data.

Article 11: Prohibited Actions

1. The User shall not engage in any of the actions specified in the following items when using the Service.

1. Altering information related to the Service
2. Sending or writing harmful computer programs, etc.
3. Actions that infringe on the property, reputation, and privacy, etc. of a third party or AMI
4. Actions that hinder the use or provision of the Service (including load tests conducted without prior notice, DDoS simulation tests, etc., but not limited to these)
5. Actions that infringe on the copyright or other intellectual property rights of a third party or AMI
6. Actions that violate laws or public policy
7. Actions that damage AMI’s reputation or cause damage to AMI
8. Other actions that AMI deems inappropriate

2. If the User falls under any one of the provisions of (1) through (8) of the preceding paragraph, AMI may temporarily suspend the provision of the Service or terminate the Contract.

Article 12: Suspension of the Service

1. AMI may temporarily suspend the provision of all or part of the Service in any of the following cases.

1. When it is unavoidable due to maintenance or construction of the service operation system
2. When a failure of the service operation system or other unavoidable circumstances occur
3. When the provision of the Service cannot be carried out due to a failure of the communication line or data center equipment
4. When the provision of the Service cannot be temporarily carried out due to natural disasters or other force majeure

2. In the event of a suspension of all or part of the Service based on the provisions of the preceding paragraph, AMI will notify the User in a manner deemed appropriate by AMI in advance. However, this does not apply in urgent or unavoidable cases.

Article 13: Termination of the Service

AMI shall terminate all or part of the Service and may terminate all or part of the Contract as of the termination date in any of the following cases.

1. When the User is notified sixty (60) days before the termination date
2. When it becomes impossible to continue providing the Service due to natural disasters or other force majeure
3. When AMI has given up on continuing to provide the Service due to economic rationality or other reasons

Article 14: Usage Fees, Calculation Methods, etc. of the Service

The usage fees and calculation methods, etc. of the Service shall be as posted on the API Service Page.

Article 15: Payment of Usage Fees

The User shall pay the service usage fees and the consumption tax, etc. related to them in accordance with the Terms. If the User does not make the payment stipulated in this article, AMI may terminate the Contract.

Article 16: Payment Method of Usage Fees

1. If the User chooses credit card payment as the payment method for the service usage fees, the service usage fees and the consumption tax, etc. related to them shall be paid by the credit card issued by the credit card company designated by AMI, in accordance with the terms and conditions of the credit card company.
2. If a dispute arises between the User and the credit card company or financial institution mentioned in the preceding paragraph regarding the settlement of usage fees, the User shall resolve it at their own responsibility and expense, and AMI shall not bear any responsibility.
3. If the User chooses invoice payment, the payment of the service usage fees shall be made using the Money Forward Kakebarai service provided by Money Forward Kessai Inc. (“Billing Agency”). AMI will request the Billing Agency for the billing of the confirmed monthly service usage fees, the User will pay the service usage fees billed by the Billing Agency to the Billing Agency, and AMI will receive the service usage fees of the User from the Billing Agency.
4. AMI will attach the invoice with the same amount as the billing request amount to the Billing Agency to an email or send it by mail to the User by the third business day of the following month in principle (there may be cases where AMI cannot submit the invoice by the third business day of the following month due to year-end and New Year holidays, designated holidays, etc.).
5. The payment due date for the service usage fees of the User shall be the end of the second month following the current month.
6. If the User fails to pay the service usage fees by the payment due date even once, the User will not be able to use invoice payment.

Article 17: Delayed Interest

If the User does not pay the usage fees for the Service by the specified payment due date, the User shall pay an amount calculated at an interest rate of fourteen point six percent (14.6%) per annum for the number of days from the day following the specified payment due date to the payment date as delayed interest, together with the usage fees for the Service at the next billing time, by the method specified by AMI by the due date specified by AMI.

Article 18: Contact Person

1. Unless otherwise notified by the User, the applicant is considered the contact person for the User regarding the use of the Service. Communication and confirmation with AMI regarding the use of the Service shall be conducted primarily through the contact person.
2. If there is a change in the contact person, the User shall promptly notify AMI of the contact person after the change by a method separately specified by AMI.

Article 19: Handling of Confidential Information

1. AMI will not use the information provided by the User for the use of the Service for any purpose other than the performance of the Service and tuning for the improvement of the Service, and will not disclose it to any third party.
2. Notwithstanding the provisions of the preceding paragraph, AMI may disclose confidential information entrusted by the User based on the provisions of laws and regulations or when requested by the authorities. In this case, unless it is contrary to related laws and regulations, AMI shall notify the User of the intention to disclose before the disclosure, and if it is not possible to notify before the disclosure, AMI shall do so promptly afterwards.
3. The provisions of this article shall remain in effect even after the termination of the Service.

Article 20: Handling of Personal Information

1. AMI shall use the personal information (“personal information” as defined in the Act on the Protection of Personal Information. The same shall apply hereinafter.) provided by the User in relation to the Service only for the performance of the Service, and shall comply with other laws and regulations concerning the protection of personal information, including the Act on the Protection of Personal Information and guidelines related to the Service published by supervisory agencies.
2. The provisions of the preceding article (Handling of Confidential Information) shall apply mutatis mutandis to the handling of personal information.

Article 21: Exclusion of Antisocial Forces

If the User or AMI falls under any one of the following items, the other party may terminate the Contract without any notice and without any responsibility.

1. If the User is a gang, gang member, gang-related person, sokaiya, or other antisocial forces (“Antisocial Forces”), or if the User was the Antisocial Forces.
2. If the representative, officer, person in charge, or person who actually controls the management is the Antisocial Forces, or was the Antisocial Forces.
3. If the representative, officer, person in charge, or person who actually controls the management has provided funds to the Antisocial Forces, or has a close relationship with the Antisocial Forces.
4. If the User is doing business with the Antisocial Forces, or if User were doing business with them.

Article 22: Termination of the Contract by the User

The User may terminate the Contract at any time by taking the cancellation procedure from My Page or by sending a cancellation request email to AMI. AMI will promptly cancel the user registration after receiving the cancellation request email.

Article 23: Termination of the Contract by AMI

1. AMI may terminate all or part of the Contract without prior notice or demand to the User if it determines that the User falls under any one of the following items.

1. If it is later found that there was a false entry or omission in the contents entered at the time of new usage application, changes, and other notifications, etc.
2. If payment is stopped or becomes impossible.
3. If a bill or check is dishonored.
4. If there is a seizure, provisional seizure, or auction application, or if there is a delinquency disposition for public dues.
5. If a petition for personal bankruptcy is filed or if there is a significant concern about the credit situation.
6. If a disposition such as cancellation or suspension of business license is received from the supervisory authority.
7. If the Contract is violated and the violation is not corrected within a reasonable period after AMI has demanded correction of the violation.
8. If AMI reasonably determines that there are circumstances that make it difficult for the User to perform the Contract.
9. If AMI determines that there are reasonable reasons that make it difficult to continue the Contract.

2. If the User has unpaid service usage fees or other debts at the time of termination of the Contract under the preceding paragraph, the User shall forfeit the benefit of time and shall pay these amounts immediately.

Article 24: Limitation of Liability for Damages

Regardless of the cause of claim under the law, such as liability for non-performance of obligations, tort liability, etc., the scope of liability for damages that AMI compensates to the User in relation to the Service is limited to ordinary damages that actually occurred to the User directly due to AMI’s violation of the Contract, and the amount of damages shall not exceed the amount that AMI received from the User as the service usage fee for the case in which the damage occurred in the most recent three months. In addition, AMI shall not be liable for damages arising from causes not attributable to AMI, damages arising from special circumstances regardless of whether AMI could foresee them, or lost profits.

Article 25: Notification

1. Unless otherwise specified, notifications from AMI to the User will be made by methods that AMI deems appropriate, such as sending the content of the notification by email, in writing, or posting it on the API Service Page.
2. If the notification from AMI to the User is made by sending an email or posting it on the API Service Page based on the provisions of the preceding paragraph, the notification to the User will take effect from the time the email is sent or posted on the API Service Page, respectively.

Article 26: Change of Terms

1. AMI may change the Terms from time to time. In this case, the terms of use of the Service and other contents of the Contract shall be applied according to the changed terms and conditions.
2. When AMI makes the change in the preceding paragraph, it shall notify the User by posting the contents of the changed terms and conditions on the API Service Page in advance. If the changes include contents disadvantageous to the User, a notice period of thirty (30) days shall be provided. However, this does not apply in case of emergencies.

Article 27: Prohibition of Assignment of Rights and Obligations

The User shall not assign to others any or all of his/her status under the Contract, or any rights or obligations based on the Contract.

Article 28: Dispute Resolution

In the event of any controversy or claim arising out of or relating to the Contract, the Tokyo Summary Court or the Tokyo District Court shall be the exclusive jurisdiction court according to the complaint.

Article 29: Governing Law

The governing law for the formation, effect, performance, and interpretation of the Contract shall be Japanese law.

Date of Enactment: December 3, 2019
Date of Last Revision: December 2, 2024