Terms and Conditions

Article 1 Purpose

1. Pursuant to these Terms and Conditions, the Client, commissions the production of the Client's web pages (hereinafter referred to as the "Service(s)") to our Company, and our Company commissions the same.
2. In view of the fact that cooperation between the Client and our Company is essential for the proper performance of the Services, the Client shall provide the necessary cooperation within reasonable limits when requested by our Company to cooperate with our Company in the production of these Services.
3. In these Terms and Conditions, "the Website" means the website of the Client, which consists of a number of web pages including the top page (including links).

Article 2 Description of the Services

The Services shall be as follows

In accordance with the specifications or quotation separately agreed between the Client and our Company, the Client shall create the website by combining the text manuscripts, images and other data provided by the Client with the HTML, layout design, scripts and other data provided by the Client.

Article 3 Payment by the Client

1. The Client shall deliver a quotation and an invoice to the Client by email.
2. The Client shall pay to our Company, as consideration for the Services, the production fee as stated in the fee or quotation on the Client's website (if a quotation has been issued, the quotation shall take precedence over the fee schedule).
3. The Client shall pay the production fee as set out in the preceding paragraph together with an amount equivalent to consumption tax to our Company, upon request from our Company.
4. Payment of the production fee shall be made by bank transfer to the bank account designated by the Client, or by PayPal. Bank transfer charges shall be borne by the Client.
5. Our Company shall start the Services after the completion of payment of the full production fee or part of the production fee (start-up fee) invoiced to the Client by our Company.
6. If there is any balance of the production fee or if additional fees arise during the progress of the production, the Client shall make the payment after confirming the completion of the design production by our Company. The Client shall deliver the production after confirming payment of the production fee from our Company. However, this shall not apply to the balance of the production fee or additional fees if our Company has delivered an invoice to the Client even before the production of the production is completed.
7. Our Company will not refund the production fee once paid.

Article 4 Sub-commissioning

Our Company may, at its discretion, sub-commission the Service in whole or in part to third parties.

Article 5 Progress and confirmation of the Service

1. The Client and our Company shall communicate with each other by telephone, internet telephone, email, Skype and Zoom with regard to the Service.
2. The Client shall provide the data relating to the production (text drafts, instructions, images and other data) by e-mail. The Client shall start the Service as soon as the materials relating to the production from The Client are available.
3. The Client shall immediately confirm the contents of the confirmation request notification email from The Client after receiving it. The confirmation notice from The Client to our Company shall be sent by e-mail in reply to the confirmation request notice e-mail. If The Client does not contact our Company after three (3) days from receipt of the confirmation request notification email, it shall be deemed that the production has been approved (approval of the confirmation request notification). However, this shall not apply if The Client is unable to contact our Company due to truly unavoidable circumstances on his/her part.
4. Our Company shall report the progress of the production to the commissioner as necessary.
5. If the production is revised more than three times, a revision fee will be charged. In the case of a production using a template, a revision fee will be charged from the first revision. Our Company shall confirm the contents of the revision instructions from the Client and submit an estimate of the revision fee to the Client. After receiving acceptance of the quotation from the Client, our Company shall start the modification Service.

Article 6 Supported OS and browsers

Our Company shall create the Website so that it can be viewed normally on the following

OS
Windows 7 or higher / MacOS X Yosemite or higher

Browser
Edge 86.0 and above / FireFox 81.0 and above
Google Chrome 86.0 and above

Versions released after the occurrence of these Terms and Conditions are excluded.

Article 7 Delivery

1. The delivery deadline under these Terms and Conditions shall be as stated on our Company website (delivery shall be made approximately 30 to 45 days after all the materials from the Client required for the production have been received, and in the absence of separate arrangements, the delivery deadline shall be 45 days after all the materials from the Client required for the production have been received). If there is a separate agreement between our Company and the Client, it shall be in accordance with such agreement.
2. Before our Company delivers to the Client, the Client shall check the production on the Internet and send our Company a confirmation notice of the completion of the production. Our Company shall make the delivery as soon as possible after receiving the confirmation notice of the completion of the production from the Client. However, if there is any balance of the production fee, our Company shall send an invoice to the Client promptly, and shall make the delivery promptly after confirming payment from the Client.
3. Delivery shall be made by uploading the completed website to the server designated by the Client and publishing it on the Internet or by our Company handing over the data of the production to the Client. If there is a separate agreement between the Client and our Company regarding the method of delivery, the Client shall comply with it.

Article 8 Liability for defects

The warranty period for defects shall be three months after delivery, during which our Company will repair any defects found due to its fault free of charge. Our Company shall not be liable for any compensation for damages incurred by the Client as a result of the defect.

Article 9 Ownership of rights

1. The copyright (including the rights stipulated in Articles 27 and 28 of the Copyright Act) in the composition, design, programme and other deliverables of the Client's web pages shall remain the property of the Client. The copyrights (including rights under Articles 27 and 28 of the Copyright Act) in the Deliverables, such as the composition of the Client's web pages, design, programmes, etc. shall belong to the Company.
2. The Client may reproduce and adapt the programme from the deliverables to the extent necessary for his/her own use in accordance with Article 47-3 of the Copyright Act. Our Company shall not exercise moral rights in respect of such use.

Article 10 Confidentiality

1. The Client and Cyber Cats Inc. shall not, without the consent of the other party, use any information provided by the other party in relation to these Terms and Conditions and the individual contracts that has been designated as confidential (hereinafter referred to as "Confidential Information"). Cyber Cats Inc. shall not use the information provided by the other party in relation to these Terms and Conditions and the individual contracts for any purpose other than the purpose of these Terms and Conditions and the individual contracts, and shall not disclose or leak such information to any third party without the consent of the other party.
2. Notwithstanding the provisions of the preceding paragraph, the following information shall not be included in the Confidential Information
   1. Information that was public knowledge at the time of disclosure or at the time of becoming aware of it.
   2. Information that becomes public knowledge after disclosure or after becoming known, for reasons not attributable to the party to whom the disclosure was made.
   3. Information that was already known to the party to whom the disclosure was made at the time of receipt of the disclosure or at the time of becoming aware of it.
   4. Information acquired from a duly authorised third party
   5. Information created, developed, etc. without the other party's confidential information.
3. Upon termination of these Terms and Conditions or at the request of the other party, the disclosed party shall destroy the other party's confidential information and all documents, materials and copies thereof relating to the confidential information in accordance with the other party's instructions.

Article 11 Miscellaneous

1. The Client and Cyber Cats Inc. confirm that the operation and maintenance of the Client's website are not included in the Services.
2. The Client agrees to the following.
   1. Cyber Cats Inc. shall not make copies or backups of the Deliverables.
   2. Cyber Cats Inc. will not acquire and maintain the domain and servers required for the Website.
   3. Cyber Cats Inc. shall not update software developed by a third party, such as a CMS installed on the website, nor shall it modify the Deliverables in response to such updates.
3. If the Client determines that the text, images or other data provided by Cyber Cats Inc. contains or has the potential to contain any of the following, the Client may cancel the production and terminate the contract.
   1. If Cyber Cats Inc. makes any of the following changes to the text, images, etc. after delivery, the Client may demand that Cyber Cats Inc. rectify the situation immediately. If no correction is made within 30 days of the request, the Client shall demand a penalty fee from Cyber Cats Inc.
   2. Expressions that are offensive to the law or public order and morals.
   3. Expressions that defame or discriminate against others.
   4. Expressions of violence or criminal acts or expressions that encourage such acts.
   5. Dating, adult entertainment, sex industry, men's esthetic clinics, host recruitment, etc.
   6. Malicious business practices such as pyramid schemes.
   7. Any other activities that the client deems inappropriate.
4. If the other party violates any of the provisions of these Terms and Conditions and does not remedy the violation within 30 days of receiving an e-mailed request to do so, the Client and Cyber Cats Inc. may terminate the contract immediately without notice.
5. Cyber Cats Inc. may change these Terms and Conditions without the Client's consent, and the Client agrees to such changes.

Article 12 Good faith consultation

The parties shall endeavour to resolve any matters not stipulated in these Terms and Conditions or any matters in doubt through good faith consultation.

Article 13 Agreement court of competent jurisdiction

The Tokyo District Court shall be the exclusive court of first instance for any disputes between the Client and Cyber Cats Inc. in relation to these Terms and Conditions.

Article 14 Survival provisions

The provisions of Articles 9, 10, 11, 12, 13 and this Article shall survive the termination of these Terms and Conditions for any reason, including termination of these Terms and Conditions.