Terms of Service(Rev: 20230501)

This Terms of Service is old. Please check the latest Terms of Service here.

Article 1: Objective

  1. These Terms and Conditions are managed and to be observed by members of Modelcase Inc. (hereinafter referred to as the "Company") and the web platform Japan Spark USA (hereinafter referred to as the "Service"), who request tasks such as evaluation and feedback regarding seasonings and foodstuffs as well as Japanese tourism-related services (hereinafter referred to as the "Product"), and the transmission of said information (covering, but not limited to social media platforms, such as Instagram, et cetera. The same applies below.) The transmission of information as well as the various requested tasks for collection and provision of survey responses from participants using the Product shall abide by determinations from members of the website platform Japan Spark USA (hereinafter referred to as “Main Service”) and the third parties to which the Company has entrusted (hereinafter referred to as "Client Company") and its members. Members may, however, agree to these Terms and Conditions and various incidental stipulations (hereinafter referred to as the "Terms") after fully understanding the details and agreeing to comply with the Terms while using the Main Service. The Terms shall be deemed to have been accepted by the Member upon completion of the membership registration process by the person seeking to become a Member and shall apply to the Member.
  2. If a Member performs the Main Service for the Company or a Client Company through the Service, the legal nature of the Terms with the Member shall be a business contract with the Company or the Client Company from which it is entrusted, and no employment contract shall be entered into.

Article 2: Changes to the Terms

The Company may change the Terms without notice or consent of its Members, and after such change, the Company and its Members shall be subject to the revised Terms. Members acknowledge in advance that continued use of the Main Service after any revision of the Terms shall be deemed to constitute acceptance of the revised Terms. Members must discontinue use of the Service if they do not agree to any amendments to these Terms and Conditions. In the event that a Member suffers damages by a change to these Terms and Conditions, the Company and any Client Company will not be liable for such damage.

Article 3: Contents of the Main Service

This Main Service is for the individual requests presented by the Company and its Client Companies on the designated pages of the Service (mainly pertaining to the trial and use of the Product provided by the Client Companies and the transmission of information such as evaluation and feedback as well as the transmission of information and evaluation regarding Japanese tourism-related services. Details will be provided on a designated page.) This Service allows Members to fulfill requests and work for individual compensation. The Service requires your personal email address or Facebook (https://www.facebook.com/) account authorization (hereinafter referred to as "Facebook Account") and other required information to register as a member.

Article 4: Flow of the Entrustment Agreement Contract and Execution of the Entrusted Service

  1. Members are entrusted services (hereinafter referred to as "Entrusted Services") posted on the Japan Spark USA website (or indicated by email from the Company). If you wish to accept the service, you will send a message to us with your intention, either through the Main Service Message function or by email. Members will send a message to us with any concerns or worries about allergic reactions to the ingredients contained in the Product.
  2. In the case where a Member, who has sent the transmission set forth in the preceding paragraph, is deemed appropriate to be put in charge of the Entrustment Agreement Contract and has selected such person as the Entrusted Service, a statement to the effect that the Entrustment Agreement Contract is requested by the Member based on the Client Company's intention; email or this Main Service Message function shall be sent to clarify the details of the Entrustment Agreement Contract, the contents of the Entrustment Agreement, and other matters.
  3. In the event that the member who received the email or message from the Main Service Message function set forth in the preceding paragraph replies that he/she wishes to accept Entrusted Services of the Entrustment Agreement Contract with the contents stated in the email or Service Message function, and the reply reaches the Company, the Entrustment Agreement shall be established between the parties and the contents stated in the email or Service Message function at the time of arrival. The source of this Main Service Message feature or email will be the Company, but the parties to the Agreement will not be determined on the basis of the source, but on the basis of the parties described in such email or service message feature.
  4. Members shall comply with laws and regulations, these Terms and Conditions, and the Entrustment Agreement, and shall complete the Entrustment Agreement Contract by the prescribed deadline, and shall complete the delivery of the deliverables in the event that delivery of the deliverables is required.
  5. After completion of the Entrustment Contract or delivery of the deliverables set forth in the preceding paragraph, the member shall receive acceptance from the Company, and shall be liable for contract non-compliance for one year after completion of acceptance. This shall not apply to the case where there is a provision otherwise provided for in the Entrustment Agreement.
  6. The Company shall, if necessary, provide to the Client Company personal information (information saved on the "Profile" tab, submitted information regarding food or travel to Japan, excluding birth date info) pertaining to the members who have entered into a business Entrustment Agreement based on the privacy policy accepted by the Members. The Member agrees in advance to provide such Personal Information. In addition, when a Member provides personal information of a third party other than a Member to the Company or a Client Company, the individual consent of the third party must be clearly obtained in advance. In the event that such a third party is liable to the Company or the Client Company in connection with the provision of personal information, the Member shall be responsible for all of its actions and costs (including reasonable attorneys' fees).
  7. Members understand in advance that entrustment of Entrustment Business may be withdrawn due to the circumstances of the Company and the client companies, and that in such cases, members will not demand any compensation or compensation from the Client Companies or the Company.

Article 5: Payment of Remuneration to Members

  1. Based on the Entrustment Agreement with the Member, upon receipt of the notice of completion of acceptance by the Company or the Client Company, the Member shall be able to make a payment request based on the following paragraph. The period from completion of the entrustment work to receipt of the acceptance of completion is subject to individual requests.
  2. Details, amounts, and payment methods of remuneration shall be specified separately in the business contract.
  3. In the event that no claim for payment is made within one year after the notice of acceptance of completion, the right to claim payment shall be extinguished.

Article 6: Membership Requirements

  1. A Member is a person who has completed the registration process for the Main Service by agreeing to these Terms and Privacy Policy.
  2. Members shall not transfer, rent, alter the name, sell, or sell membership to a third party in any form.
  3. Members shall provide up-to-date and accurate information regarding the items requested by the Company in the Membership Registration procedure. In the event that the Company requests the submission of materials, et cetera, members must respond to this, unless there is a valid reason to not do so.
  4. If the following applies to a person who wants to register as a member, the membership registration process shall not be carried out.
    1. Residents living outside of the USA
    2. Persons under 18 years of age
    3. A member who has already been registered
    4. The person or his/her family member, who is employed in a business or related to a company providing services similar to the Services
    5. A person who is or has been a member of an anti-social force, such as organized crime or gangsters, etc., and a person who has a relationship with or has had a relationship with an anti-social force in the past
    6. All or part of the information reported to the Company during the membership registration process is false and in the event that the Company determines that there is a defect
    7. In the event that the Company determines that the company has violated a contract with the Company or a Client Company in the past or is a related party to such a contract violation.
    8. In other cases where the Company deems it inappropriate to register as a member
  5. The Company shall not be obliged to disclose the reasons for refusal and de-registration of persons and Members who wish to join as Members.

Article 7: Login ID and Password Management

  1. Members are solely responsible for the management and use of login IDs and passwords required for use of the Main Services.
  2. Members shall not allow third parties, including Members' family members, to use their ID and password or make it public.
  3. Members shall promptly contact the Company when their ID and password are known to a third party or when it is suspected that a third party is using the ID and password illegally. You shall apply for the disabling of the ID and password.
  4. The Company shall not be liable in the event that a Member is disadvantaged or experiences loss due to negligence in the mismanagement of the ID and password of the Member. In addition, if the Company, the Client Company, or a third party suffered damages due to negligence in the management of the Member's ID and password, the Member shall compensate the Company, the client company, or the third party for such damages

Article 8: Handling of Member Information

We shall appropriately manage the registration and other personal information of our members obtained with respect to the Services and in accordance with the Privacy Policy posted on our website. Members must review the Privacy Policy on the website prior to using the Services and, upon the completion of the registration process by the individual requesting to be a member, the member shall be deemed to have accepted the Privacy Policy.

Article 9: Confidential Information

  1. The Member shall keep all information obtained in the process of the formation of a request for entrustment by the Company and the Client Companies, as well as in the course of all such transactions, confidential, and shall not use such information for any purpose other than the purpose of carrying out said request, and shall not disclose, such as divulging such information to third parties.
  2. Notwithstanding of prior provisions in the preceding paragraph, any of the following conditions in which a Member has proved to qualify for shall exclude them from the Confidential Information:
    1. Information already known and publicly available
    2. Information that has come to public knowledge after the disclosure of confidential information, regardless of the liability of the members
    3. Information already known at the time of disclosure
    4. Information obtained after disclosure without a duty of confidentiality from a third party with legitimate authority.
    5. Information developed or created without any access to the information disclosed.
    6. Information mandated by laws and regulations, or a final and binding judgment, etc.
  3. After the completion of the business of the request, Members shall erase and dispose of all confidential information (recording media, copies, reproductions, and artifacts on which the confidential information is recorded) as much as possible. Only in the case where erasure is impossible, the system shall be kept and controlled in a strict manner, so that no person other than the member can contact, view, or access it. Members shall comply with the confidentiality obligations under this Agreement with respect to the contents of this Confidential Information even after the Confidential Information has been erased or disposed of.
  4. The confidentiality obligation under this Article shall survive termination of these Terms, etc. and the Entrustment Agreement.

Article 10: Prohibited Acts of Members

  1. Members shall not engage in any of the following or potentially applicable acts in connection with the use of the Service:
    1. Laws and regulations, public order, and moral conduct contrary to these Terms, etc. or to the instructions of the Company and the Client Company
    2. Any act which interferes with the operation or use of the Services by other members or Client Companies of the Company
    3. Use of the Service for unauthorized purposes
    4. Providing false or inaccurate registration information to the Company
    5. Acts of impersonating a third party and using the Service
    6. Unauthorized use of IDs and passwords; Or an act that induces unauthorized use by a third party
    7. The act of posting or responding to false or untrue information
    8. In the event that you enter into a contract with a Client Company through the Services, you will violate such contract
    9. Any act that violates the confidentiality obligation imposed by this Agreement, etc.
    10. Infringements of Company, Client Companies, Members, or any other third party trademarks, copyrights, or intellectual property rights, such as design, patent, portrait, publicity, and other rights.
    11. Damage to the confidence or reputation of the Company, its clients, Members, or other third parties as well as infringement on the privacy of the Company
    12. Falsifying or erasing information of the Company, Client Companies, Members, or other third parties
    13. Unauthorized use of the Company, Client Companies, Members, or other third party facilities, or any act that interferes with the operation of such facilities.
    14. The act of transmitting, providing, or recommending computer viruses or other harmful programs
    15. Violating Facebook's rules and regulations
    16. Resale of goods offered to Members by the Company or a Client Company
    17. Any other conduct deemed inappropriate by the Company
  2. If the Company, Client Companies, Members, and/or any other third party suffers any damages via violation of any agreement, you will indemnify and hold us, our Client Companies, our Members, or any other third party, at your own expense and responsibility.

Article 11: Change, Renewal, and Termination of Registration Information

  1. If there is a change in the contents of the membership registration, the Member shall immediately amend the contents of the registration by the procedures prescribed by the Company.
  2. If a Member is to leave the membership, the Member shall be dismissed in accordance with the procedures prescribed by the Company on the Service Website. The membership shall be completely terminated upon the completion of the membership termination process.
  3. The Company shall delete the Member information held by the Company upon the termination by the Member pursuant to the preceding paragraph (excluding cases where the Member information is held within the scope of laws and regulations). The Member who has left the membership may not be able to respond to the inquiries regarding Member information and other matters that cannot be investigated unless the Member information is held.
  4. In the event that a Member withdraws, the Company shall pay the remuneration or consideration specified in accordance with the provisions of Article 5, only if said Member has made a Payment Request under Article 5 at the same time as the procedures for dismissal. If such Member does not make such a Payment Request prior to the dismissal procedure, the right to claim payment pursuant to Article 5 shall be lost on the date of dismissal.
  5. The provisions of the preceding paragraph shall not apply to a Member whose membership status has been canceled and the Member shall lose his or her right to claim payment on the day when the membership has been canceled.
  6. The information provided and posted by the Members in connection with the Service will remain as posted information on the Service even after the member has left the Service, and the Members agree to it in advance. However, this does not apply to information posted that is subject to deletion under these Terms.

Article 12: Requirements for Suspension or Deletion of Membership Status

  1. In the event that the Company determines that a Member falls under any of the following conditions, the Company shall suspend the use of the Services by Members or suspend membership status without prior consent of Members; cancellation or deletion is possible.
    1. Violates any law, local ordinance, other acts, the Terms, or individual rules
    2. A member who falls under Article 6, paragraph 4
    3. When the person has committed an act that falls under the prohibited acts set forth in Article 10
    4. In the event that the Company determines that it is not eligible for membership
  2. If a Member suspends or cancels the use of this Service pursuant to each item of the preceding paragraph, the Company is not obligated to notify such Member of the fact that such measures have been taken, and shall not be liable to respond or disclose the reasons, etc. to any inquiry from such Member related to such measures. The member agrees to this.
  3. Members shall, in connection with the Services, be responsible for the Company, Client Companies, and other Members and, in the event of suspension or cancellation of membership, the third party shall be liable for compensations for any damages caused by the third party.

Article 13: Discontinuance or Termination, etc. of Main Service Provision

The Company may change, discontinue, or terminate the contents of the Services without notice to its members or without their consent. The Company shall not be liable for any disadvantage or damage to its members as a result of changes, suspension, or termination of the Services. In the event that the Company is liable for damages to its members by the application of the Consumer Contract Act, etc., regardless of the provisions of this paragraph, the Terms, etc. or the Business Entrustment Agreement, the scope of the Company's liability shall be limited to direct and ordinary damages that have actually occurred due to reasons attributable to the Company.

Article 14: Sending of Various Informational Emails, etc.

  1. The Company shall be permitted to send to its Members an email containing information related to the Service and information related to the Company or third parties' advertisements, etc., on an irregular basis.
  2. Members agree in advance, upon completion of registration to the Service, to receive emails set forth in the preceding paragraph.
  3. Members agree to bear any fees for communications for receiving emails, explained in paragraph 1, that are necessary for using the Service.

Article 15: Attribution of Rights

  1. In the event that a Deliverable is created as a result of commissioned work, ownership of the Deliverable shall be transferred upon transfer of Goods from the Member to the Company or the Client Company.
  2. Industrial property rights (including the right to receive such inventions, devices, etc.) and copyrights (including the rights under Articles 27 and 28 of the Copyright Act of Japan) made in connection with the Entrustment work and related results of the Entrustment work, as well as the transfer of the results themselves, shall be transferred from the Members to the Client Company, and the intellectual property rights, such as rights pertaining to inventions, devices, etc. that have been made in connection with the outcome of the Entrustment business, shall also be transferred from a Member to the Company or a Client Company. In addition, Members shall not exercise moral rights of author pertaining to works against the Company or Client Companies.
  3. Members shall ensure that they do not infringe on the rights of third parties with respect to the Entrustment business and the results of Entrustment business. In the event of a dispute with a third party, the Member shall resolve the dispute at his/her own responsibility and expense, and shall not cause any damage to the Company or the Client Company.

Article 16: Compensation for Damages

  1. In the event that the Company or a Client Company receives any request from a third party other than the Company for infringement or for any other reason in connection with the use of the Services by a Member, the Member shall not be liable and the Company or the Client Company shall compensate the amount that the Company or the Client Company was obliged to pay to the third party based on such claim, and the amount that the Company or the Client Company has borne for the resolution of the dispute, etc. pertaining to such claims (including the expenses for attorneys and the equivalent amount of personnel expenses of the Company, etc.)
  2. The Company shall not be liable for any damages suffered by Members in connection with the Service. In the event that the Company is liable for damages to its Members by the application of the Consumer Contract Act, etc., regardless of the provisions of this paragraph, the Terms, etc. or the Business Entrustment Agreement, the scope of the Company's liability shall be limited to direct and ordinary damages that have actually occurred due to reasons attributable to the Company.

Article 17: Separability

Should any provision of this Agreement or any part thereof be deemed invalid for any reason, such determination shall not affect any other part of the Agreement and the remainder of this Agreement shall not be subject to any provision and shall remain in full force and effect. In such cases, such invalid provisions shall be construed in a limited manner and to the extent necessary for them to become effective.

Article 18: Governing Law and Exclusive Jurisdiction Court Agreement

These Terms shall be construed in accordance with the laws of Japan. In the case of a dispute between the Company and its Members, the Tokyo Summary Court or the Tokyo District Court shall be the court with exclusive jurisdiction of the first instance, in accordance with the amount of the claim in dispute.

Article 19: Other

These Terms and Conditions are for reference purposes only and the original written in Japanese shall have legal effect. The accuracy, with respect to the English translation, is not necessarily guaranteed and is used for reference only.

Date established: May 1st, 2023