Terms of Use - A Wallet

A Wallet Terms of Use

Please read these A Wallet Terms of Use carefully as they stipulate the rights and obligations of Users and the terms and restrictions of contracts regarding the services to be provided by the Company. In particular, these Terms of Use are governed by the laws of Japan in priority to all applicable principles of conflict of laws (see Article 13) and the Tokyo District Court has exclusive jurisdiction with respect to any dispute resolution regarding the Service (see Article 13). Please note that your rights (including the right to a jury trial and the right to class action) under local law are restricted. Also, if the User is a minor, the consent of a person with parental authority or a guardian is required when that User uses the Service (see Article 3.7). These A Wallet Terms of Use (these “Terms of Use”) apply to any person who uses the Service (defined below, and each such person, the “User” or “You”) in connection with the fact that Amuse Inc. (the “Company”) or a third party specified by the Company grants or makes viewable NFTs, Etc. (defined in Article 3.1) by using a wallet that uses blockchain technology (the “Wallet”) and services incidental thereto (the “Service”). The website administered by the Company or a third party designated by the Company for the Service is referred to as the “Website.”

Article 1 Scope of Application of these Terms of Use

The Company will create one Wallet for You by registering the email address (“A!-ID”) that You have registered in accordance with the A!-ID Terms of Use in the manner prescribed by the Company. There is no issuance fee for the Wallet.
The User will be treated as though he or she has accepted these Terms of Use at the time he or she applied for registration of the Wallet. However, any use by a User of services provided on a website operated by another company that is linked to the Website is subject to the provisions of the terms of use of that website and other standard terms and conditions of that other company rather than these Terms of Use.
The User will be treated as though he or she has accepted the Privacy Policy displayed by the Company on the Website.

Article 2 Amendments to these Terms of Use

The Service constitutes a “standard transaction” prescribed in Article 548-2, paragraph (1) of the Civil Code of Japan and these Terms of Use constitute a “standard form contract” prescribed in that paragraph. The Company may amend these Terms of Use without notice to the User under the provisions of Article 548-4 of the Civil Code of Japan by making (1) the fact that these Terms of Use are to be amended, (2) the contents of these Terms of Use after the amendment, and (3) the timing of that amendment taking effect known on the Website or by another appropriate method.
If any revisions in the preceding paragraph will have a significant impact on the User, the Company shall notify the User within a reasonable period in advance.

Article 3 Use of the Service

You may use the Wallet to hold by a method prescribed by the Company digital art and other digital data issued using blockchain technology (“NFTs, Etc.”) granted by the Company or a third party designated by the Company through the Service (for a fee or free of charge) and view those NFTs, Etc. by a method prescribed by the Company.
The User may view or otherwise use the NFTs, Etc. under the terms and conditions (including changes of specifications of, duration to view, or procedures to view the NFTs, Etc. or the Data (defined in Article 5.1, hereinafter the same)), licensed by the Company hereunder. The User will be treated as though he or she has agreed that the NFTs, Etc. may be used exclusively for entertainment purposes only. Unless otherwise specified by the Company, the Company grants to the User a worldwide, non-exclusive, non-transferable, and royalty-free license (meaning a license that does not give rise to a license fee from the User to the Company) to display the NFTs, Etc. on the Website, through the Website, or by a method prescribed by the Company for the User’s own personal and non-commercial use only. If the Company determines that the User has violated or is likely to violate these Terms of Use or any other agreement that is binding on the Company or a third party and the User, the Company may, at its discretion, revoke or withdraw the license granted under these Terms of Use at any time.
The Company might grant to the User certain benefits (e.g., the right to receive another NFT other than the existing NFTs, Etc. or another “version” or “edition” of the existing NFTs, Etc.) for a fee or free of charge. In that case, the Company may, at its discretion, determine the procedures or criteria for determining which Users should receive those benefits (e.g., if benefits are granted to existing holders of NFTs, Etc., the procedures for determining that and the point in time at which that is to be determined). The User may not object to those procedures and criteria that are determined by the Company. If the Company determines those procedures or criteria, it will indicate those on the Website. The Company is not obligated to grant any of the above benefits to the User.
If the Company judges that any of the following items applies to a User, it will not approve use of the Service by that User or it will retain the right to revoke that approval even after it has given that approval:
1. If the User makes an application for registration of the Wallet with an error or omission or if the User otherwise makes an application by a method that is not a method prescribed by the Company;
2. If the User makes an application for use of the Service for the purpose of transferring or reselling its right to use the Service or the Wallet or the NFTs, Etc. to a third party or it is believed that is likely;
3. If it is judged that the User is a corporation or another organization;
4. If the User belongs to an organized crime group, an enterprise or group related to an organized crime group, or another antisocial organization or if it is reasonably judged that the User is an organized crime group member or a person who has a close relationship with any such person;
5. If the User is a person who is designated as being subject to economic sanctions by the Japanese government or a foreign government, a resident of a country or region that is designated as being subject to economic sanctions by the Japanese government or a foreign government, or it is reasonably judged that the User is a person who has a close relationship with any such person;
6. If the User does not exist or it is suspected the User does not exist;
7. If it is found that that User has committed an act that was in violation of any terms of use stipulated by the Company in the past;
8. If there is a false statement in the contents of the application;
9. If it is found that the User has defaulted in the performance of his or her obligations in the past in relation to the use of the Service or other services provided by the Company; or
10. If the Company judges that the application by the User is otherwise inappropriate.
The User must use the Service in accordance with these Terms of Use and the precautions, etc. stipulated by the Company and displayed on the Website.
The Company shall notify the User of the necessary matters regarding the Service by displaying them on the Website or by another method considered appropriate by the Company, and it will be deemed that the Company has notified the User of the necessary matters by that method.
If the User is a minor, the User must obtain the consent of a person with parental authority, guardian, or other custodian (“Person With Parental Authority”) when using the Service (including registering and using the Wallet and individual transactions related to granting and using the NFTs, Etc., hereinafter the same in this paragraph), and it will be deemed that the consent of a Person With Parental Authority has been obtained under laws applicable to the User at the time of the application for registration of the Wallet. In that case, the Person With Parental Authority will be deemed to have consented to the contents of these Terms of Use and the use of the Service at the time of the creation of the Wallet.

Article 4 Precautions Regarding the Service

The User may not hold any assets other than the NFTs, Etc. in the Wallet, regardless of whether they are monetary values or crypto assets equivalent to domestic or foreign legal tender. Further, even if the User holds crypto assets, NFTs, or other internet-native assets (“Crypto Assets”), the User may not cause any Crypto Assets other than the NFTs, Etc. to be transferred to the Wallet (“Deposit”).
The User must not transfer the NFTs, Etc. to a third party (including resale via another platform (“Secondary Distribution”), and the User may not transfer the NFTs, Etc. to another wallet (“Transfer”) or otherwise dispose of the NFTs, Etc., regardless of whether the User holds those NFTs, Etc.
Even if the User cancels the use of the Service him or herself (“Cancellation”), the User may not Transfer the NFTs, Etc. remaining in the Wallet at the time of Cancellation to another Wallet, conduct a Secondary Distribution with respect to those NFTs, Etc., or otherwise dispose of those NFTs, Etc. In other words, the User will forfeit those NFTs, Etc. upon Cancellation.
If the Service terminates (including Cancellation by the User, hereinafter the same in this Article), the User shall be treated as having accepted that the license under these Terms of Use for the NFTs, Etc. remaining in the Wallet will terminate and all other rights in the Wallet and the NFTs, Etc. will extinguish or come to belong to the Company free of charge. Further, even if any Crypto Assets remain in the Wallet at the time of the termination of the Service, the User may not cause those Crypto Assets remaining in the Wallet to be Transferred to another wallet and it will be deemed that the User has agreed that those Crypto Assets will come to belong to the Company upon the termination of the Service. In other words, the User will forfeit those NFTs, Etc. and Crypto Assets on those cases.
The User will be treated as though he or she has agreed that the Company may change, amend or modify the terms and conditions of the grant to the User of a license by the Company hereunder any time at the discretion of the Company and that the Company may, at the expense of the Company, delete, render technically unretrievable or otherwise dispose of (collectively, “Burn, etc.”) the NFTs, Etc. and the Data (for example, in the event that the Company or a third party designated by the Company grants what is known as a dynamic NFT to the User, the Company may at its discretion modify the Data that relates to such dynamic NFT; also, it may become necessary for the Company or a third party designated by the Company to Burn, etc. the NFTs, etc. or the Data in order to modify specifications thereof or the duration of view of or the procedures to view the same under the services provided by the Company or a third party designated by the Company). As a result of such change, amendment or modification, the User may forfeit the NFT, etc. or the Data.
The NFTs, Etc. may not be converted into cash regardless of whether they are monetary values or crypto assets equivalent to domestic or foreign legal tender.
Even if the User has registered for the Service again using the same A!-ID after the termination of the Service, the Wallet used before the termination of the Service cannot be retrieved, and the User must create a new Wallet.
The User may use the rights in the Wallet and the NFTs, Etc. and all rights under these Terms of Use only for him or herself and may not transfer any of those rights to a third party, create a security interest over those rights, or allow a third party to use or inherit those rights regardless of whether that is for a fee or without charge. The User may not transfer, lend, or bequeath the Wallet to a third party (including another User) and may not share the Wallet or the NFTs, Etc. with a third party.
Only the User may use the Wallet and a third party other than the User (including another User) may not use the Wallet. Even if there is an incident concerning the Wallet such as unauthorized use of the Wallet by a third party, the Company will not be obligated to take measures such as creating a new Wallet, suspending that function of the Wallet, or repairing or re-granting the NFTs, Etc. Further, except in the case of willful misconduct or gross negligence on the part of the Company with respect to such an incident, the Company will not be liable for any damage incurred by the User (including the loss of Crypto Assets in the case of the loss of Crypto Assets).
Even if there is a person who claims to have obtained the NFTs, Etc. from a User who was duly granted the NFTs, Etc. or who claims to have received the Wallet, the Company may choose not to treat that person as a User, but may treat the person who was granted the NFTs, Etc. by the Company or a third party designated by the Company or who applied for registration of the Wallet as the User.
The User must manage and use the Wallet at his or her own risk and expense. The Company shall treat the person who designates the Wallet for use of the Service as the User to whom the Wallet is assigned, and it will be deemed that the use of the Service with respect to that Wallet will be use by the User to whom that Wallet is assigned.
Even after the Company has granted the NFTs, Etc. to a User, the Company may cancel or withdraw that grant of the NFTs, Etc. if the transaction for which the NFTs, Etc. were granted is cancelled or in the case of any other reason considered appropriate by the Company.
If there is a separate agreement between the User and a crypto asset handling business, credit card company, or other collection agency with respect to the use of the Service, the User shall follow the provisions of that agreement and the Company will not be liable in any way for that agreement.
The User must use the Service at his or her own responsibility and expense and must not cause any damage or inconvenience to the Company with respect to any act conducted by the User in connection with the use of the Service and the outcome of that act.

Article 5 Prohibited Acts

The User may not conduct any act set out in the following items or any act that is likely to constitute any of those acts when using the Service or after use of the Service is complete:

Altering in any manner whatsoever the NFTs, Etc. or the name, likeness, or other data pertaining to the NFTs, Etc. (collectively, the “Data”) including the shape, design, drawings, attributes, color scheme, etc. of or for the NFTs, Etc.;
Using the Data for advertising, marketing, or selling products or services;
Using the Data together with any images, videos, or other media that is reasonably judged to be hateful, intolerant, violent, cruel, or otherwise constitute hate speech or to harm the rights of another person or that is associated with drugs (including prescriptions and non-prescriptions) and supplements, death, pornography and other “adult” products, indecent sexual speech and behavior, sex establishments, prostitution, dating services, and paid dating, or weapons and ammunition, or that is associated with slander of or discrimination against an individual based on race, nationality, gender, religion, disability, ethnicity, sexual orientation, gender identity, age, medical history, politics, or political grounds;
Using the Data in a movie, video, or other media other than for the User’s personal and non-commercial use only;
Selling or distributing for commercial gain (including transferring with the expectation of eventual commercial gain), or otherwise commercializing any products using the Data or consisting of such products;
Attempting to obtain any trademark rights, copyrights, or other additional intellectual property rights with respect to the Data;
Using the Wallet and the NFTs, Etc. in any other way for the commercial benefit of the User or a third party;
Auctioning the A!-ID, the Wallet, the NFTs, Etc. or any rights based on the User’s qualification as a User, whether for a fee or free of charge, or selling any of those on a Secondary Distribution market or another market (including those on the Internet) to a third party, or buying, assigning, lending or borrowing, or creating or receiving a pledge or other security interest on any of those, or reproducing, reprinting, or redistributing any of those without permission;
Allowing unspecified or many people to use the Service, regardless of whether that is for a fee or without charge, and regardless of the means by which that is allowed;
Allowing another person to use the Service for profit, regardless of whether that is for unspecified or many people;
Using the Service by using information registered by a third party as information that is necessary for use of the Service;
Allowing information necessary for use of the Service to be disclosed or provided to another person or disclosing or providing that information to another person regardless of whether that is for a fee or without charge and regardless of the means by which that information is disclosed or provided;
Deleting, altering, diverting, invalidating, obstructing, or avoiding any indication related to patent rights, utility model rights, copyrights, trademark rights, or other rights related to the Service, the Website, the Wallet, or the NFTs, Etc., digital rights management (DRM) related to the Website and the Wallet, any means for the protection of contents, or any means for access control (including a geo-filtering mechanism);
Infringing rights by copying, downloading, stream capturing, reproducing, duplicating, archiving, distributing, making publicly transmittable, uploading, disclosing, altering, modifying, translating, broadcasting, displaying, selling, transmitting, or retransmitting in connection with the Service, the Website, the Wallet, or the NFTs, Etc. or conducting an act that otherwise infringes any rights related to the Service, the Website, the Wallet, or the NFTs, Etc.;
Unlawfully embedding or embedding without authorization the Service, the Website, the Wallet, and the NFTs, Etc. in hardware or software or streaming or retransmitting contents distributed on the Website and the Data using that hardware or software, or conducting any act that makes it possible to use those contents or the Data with frames or inline links;
Accessing the Company’s network or server without authorization, conducting an act that puts an unreasonable or excessive burden on the Company’s network or server, or conducting any similar act;
Installing or executing a virus or other program or file in an information terminal, network device, or system managed by the Company or a third party that inhibits the proper operation of that information terminal, network device, or system, interferes with or controls the operation of that information terminal, network device, or system, or accesses, obtains, or damages data;
Conducting any business using the Service;
Conducting an act related to the use of the Service that is offensive towards the Company or a third party (including another User, an affiliate of the Company, or a business partner of any such affiliate) (collectively, the “Company, Etc.”) or that violates public policy due to any sexual, obscene, violent, insulting, or discriminatory speech or behavior;
Conducting an act that infringes on or damages a patent right, utility model right, copyright, trademark, other property right, likeness right, privacy, reputation, credibility, or other right of the Company, Etc.;
Conducting any other act that is or is likely to be in violation of these Terms of Use or any other rules or precautions stipulated by the Company; and
Conducting any other act that the Company considers inappropriate.

Article 6 Assumption of Risk

The use of the NFTs, Etc. and the Crypto Assets is associated with risks that include, but are not limited to, the risk of connection or failure of hardware, software, and the Internet, the risk of introducing malicious software, the risk that a third party might obtain information stored in the User’s Wallet or elsewhere through unauthorized access, and the Company will not be liable for any of those risks unless there is willful misconduct or gross negligence on the part of the Company.
The Company does not make any promise or guarantee regarding the availability of the NFTs, Etc. on the Internet or that the NFTs, Etc. will be hosted at any particular location or for any particular period.
Upgrades, hard forks, or other changes to the blockchain platform, blockchain failures or outages, or changes to the method of confirming transactions on the blockchain platform might have an unintended adverse effect on all blockchains (including the NFTs, Etc.) that use that technology.
The Company does not make any promise or guarantee in connection with third parties related to the Service or any application or service related to the Service (including the legality or continued availability of those applications and services or the protection or management of data provided by the User to those third parties).
There is a risk of losing access to the NFTs, Etc. due to negligence by the blockchain platform or the User.
There is a risk of mining attacks with respect to the NFTs, Etc. and the Crypto Assets.
There is a risk of hacking, security weaknesses, fraud, forgery, cyber attacks, and other technical difficulties.
There is a risk of changes in the regulatory regime governing blockchain technology, crypto assets and tokens, new regulations in certain jurisdictions or policies, or unfavorable regulatory interventions, any of which could have a material adverse effect on the use and value of the NFTs, Etc.
There is a risk that the establishment of, revision to, abolishment of, or change to the interpretation of an order, etc., self-regulations, or other rules and regulations that apply to the Company under laws and regulations related to the Service or by supervisory authorities (including cases where the effect thereof is retroactive) that might have a material adverse effect on the use of the Service or the value of the NFTs, Etc.
There is a risk of taxation (including a risk that tax authorities announce or change an opinion or interpretation).
NFTs are not legal tender and are not backed by any government.
The Company is not liable with respect to any transaction between the User and a third party and the Company will not assume any liability in connection with any such transaction.

Article 7 Measures Against Violations of These Terms of Use

The Company reserves the right to terminate or restrict the use of the Service or to rescind the use of the Service by the User at any time without giving prior notice and without owing any liability if the User conducts an act that is in violation of these Terms of Use or any other rules established by the Company or that the Company considers inappropriate.

Article 8 Temporary Discontinuance, Suspension, and Cancellation of the Service

The Company might temporarily discontinue or suspend the provision of the Service by giving prior notice to the Users on the Website or by another method considered appropriate by the Company due to system maintenance, an inspection, or a similar reason.
The Company might temporarily suspend or cancel the provision of the Service without notification if a system malfunction occurs, blockchain network fees (including so-called gas fees) rise, a hard fork occurs, or another unexpected situation arises due to a natural disaster, power failure, interference by a third party, or other similar event.
The Company might discontinue the Service at its own discretion. In that case, the Company will notify the Users as in advance as possible on the Website or by another method considered appropriate by the Company.

Article 9 Attribution of Rights

All technology, writing, logos, audio, images, portraits (including pictures and illustrations), and other data related to the Service, the Website, the Wallet, and the NFTs, Etc. and all rights including patent rights, utility model rights, copyrights, trademarks, likeness rights, and publicity rights related to the Website, the Wallet, and the NFTs, Etc. belong to the Company or a third party that holds those rights.
The User may not use or disclose any information, including copyrighted works, provided through the Service beyond the scope permitted by these Terms of Use, the Copyright Act and other laws and regulations without the consent of the rights holder. If an issue arises related to the infringement of any copyright or other rights in violation of the provisions of this Article, the User must resolve that issue at his or her own expense and responsibility and must not cause any damage or inconvenience to the Company.

Article 10 Handling of Personal Information

The Company might disclose personal information to a business partner, partner company, or subcontractor that has executed a confidentiality agreement with the Company for the purpose of executing the Service (including operations for the creation of the Wallet).
The Company shall manage personal information received from the User in accordance with the Privacy Policy posted on the official website. The same applies even if the User is located outside of Japan.

Article 11 Damages

If the Company, Etc. incurs damage in connection with the use of the Service due to an event that is attributable to the User, the User must provide compensation for that damage.
If the User receives a complaint or claim from a third party (including another User) in connection with the use of the Service or a dispute arises between the User and a third party (including another User), that User must resolve that matter at his or her own responsibility and expense.

Article 12 Disclaimer and Exemptions

In addition to accepting all of the risks pertaining to the Service/all of the risks prescribed in Article 6, the User will be treated as though he or she understands and accepts that he or she has obtained the license under these Terms of Use pertaining to the NFTs, Etc. after obtaining sufficient information and the User has him or herself made judgements on the nature, potential value, suitability, and appropriateness of those risks.
The following items apply to the Company.
1. The Company does not owe an obligation to refund any monetary value (including the NFTs, Etc. and any Crypto Assets that have been Deposited in the Wallet) that has been received by the Company from the User or has come to belong to the Company in connection with the use of the Service unless there has been willful misconduct or gross negligence on the part of the Company.
2. The Company does not explicitly or implicitly represent or warrant that there is no factual or legal defect (including any defect, error, bug, or infringement of rights related to safety, reliability, accuracy, completeness, efficacy, fitness for a particular purpose, or security) in the Service, the Website, the Wallet, or the NFTs, Etc.
3. The Company does not owe an obligation to provide the Service to the User by repairing any defects described in the preceding item.
4. The Company might temporarily suspend, discontinue, or change the provision of the Service at its discretion without giving prior notice to the User, and it is deemed that each User has agreed to that in advance.
5. The Company will not be liable with respect to any damage or loss incurred by a User due to a temporary suspension, discontinuation, or change to the provision of the Service under the preceding item.
6. The Company will grant and make viewable all of the NFTs, Etc. under these Terms and Conditions on an as is basis and to the maximum extent permitted under laws and regulations, but the Company will not be liable with respect to the fact that all of the NFTs, Etc. are nothing more than contractual rights and do not constitute ownership or other inherent rights.
7. The Company will not be liable to the User with respect to any damage incurred by the User in connection with the use of the Service, damage suffered by the User due to unauthorized access by a third party to any equipment or system necessary for the provision of the Service, the temporary suspension or a restriction on use of the Service, or an amendment to these Terms of Use or cancellation of these Terms of Use or transactions under these Terms of Use, or damage suffered by the User due to a dispute between the User and a third party unless that is due to the willful misconduct or gross negligence of the Company.
8. The Company will not be liable even if it becomes impossible to provide the Service due to a natural disaster, heavy rainfall or heavy snowfall, war, terrorism, cyber terrorism, power failure, bug in a computer or network, spread of an infectious disease, establishment, revision, or abolition of any law or regulation, change in interpretation of any law or regulation, or any other event that is beyond the control of the Company (in this Article, “Force Majeure”). In particular, the Company will not be liable and will not provide any compensation even if the User is unable to use all or a significant part of the Service such as where the User intends to view those NFTs, Etc. but those NFTs, Etc. become unavailable due to Force Majeure before viewing.
If the Company is liable to the User for damages in connection with the Service, the total amount of the liability owed by the Company and relevant persons of the Company will be limited to 100% of the total amount paid directly to the Company by the User for those NFTs, Etc. to the maximum extent permitted by applicable law. If applicable law does not allow the above limitation of liability to apply to the User in whole or in part, then the limitation of liability will apply to the User only to the extent permitted by applicable law.

Article 13 Resolution of Disputes

These Terms of Use and the use of the Service are governed by and construed in accordance with the laws of Japan in priority to all applicable principles of conflict of laws. The parties agree that the Tokyo District Court has exclusive jurisdiction as the court of first instance in priority to all applicable principles of conflict of laws with respect to any dispute regarding these Terms of Use or the Service.

Article 14 Language

If an English version of these Terms of Use is prepared, that will be prepared as a reference translation only. If there is any discrepancy between the Japanese version and the English version, the Japanese version will prevail. The fact that the Company has prepared an English version of these Terms of Use does not mean or imply that the Company will prepare English versions of other documents regarding the Service. The Company does not owe an obligation to prepare an English version of any document relating to the Service. Users who do not understand Japanese must ensure that they have a way to understand relevant documents whose original language is Japanese. Supplementary Provisions (Established): These Terms of Use are established and enforced on and from December 15, 2022. Supplementary Provisions (Amendment): Amendments to these Terms of Use are enforced on and from May 15, 2023.