TERMS OF SERVICE

BRAIN MAGIC Inc (hereinafter referred to as "our company") provides content (hereinafter "this content", Specific content is defined in Article 1 paragraph 1), users must comply with the Terms of Service.If you use this content, we will judge that you have agreed to these Terms of Service, please do not use this content unless you agree to all the terms.

Article 1 (Contents)
1. Our company provides proprietary development system which can analyze efficient and optimal work action. It uses AI for the work log that obtained by using the software for the input device Orbital 2 (hereinafter simply called "Orbital 2") and the system attached to the Orbital 2. Our company decides these specifications.
2. This content is available only for those who agree to these Terms of Service (hereinafter referred to as "User").
3. All information and technology such as texts of this content, various interfaces, codes, etc. belong to our company or persons who are authorized by us. We confirm that you are protected by patent right, utility model right, design right, trademark right, copyright, portrait right, and other legal rights, and the user can only use it within the limit we approved.

Article 2 (License grant)
1. We will grant the user the right to install the Software to the Orbital 2 and use it the Orbital 2 as far as you comply with these Terms of Service.
2. We will grant the user the right to use this content other than this software as far as you comply with these terms of use.
3. The rights granted by each of the preceding paragraphs shall be non-transferable, non-transferable and non-exclusive.
4. The user agrees with the following terms.
・You cannot copy this software exceed the granted conditions by this clause 1.
・You cannot use the software for public transmission, rental, adaptation or anything by this clause 1.

Article 3 (Management of ID, Password, etc.)
1. It gives the user the ID and password necessary for using this content.
2. The user properly and strictly manages and keeps the ID and password at the responsibility of the user. Our company is not responsible for any transfer, rental, lost, stolen, etc. of these.
3. The user agrees to inform our company immediately if the user's information is illegally used or there is a security violation.
4. Our company is not responsible for the damage caused to the contractor due to illegal use of ID and password. The contractor is responsible for all use acts of using this service after certification of user ID and password.

Article 4 (Prohibited act)
The user cannot conduct the following items in order to use this content.
（１）The act to cause third parties except the user to use this content.
（２）The act of using the ID or password of this content illegally, or an act that might be to occur.
（３）The act of using or providing a harmful program such as a computer virus in relation to this content or this content, or an act that might be to occur.
（４）The act of trying unauthorized access, such as accessing the system related to this content without approval.
（５）Decompile, disassemble, other reverse engineering actions, parsing of source code or protocol for this content.
（６）Acts that are in violation of laws or an act that might be to occur.
（７）Other acts that our company judges inappropriate.


Article 5 (Change in the Terms of Service)
Our company can change the contents of this Terms of Service without prior notice. When used this content after the change, we assume that the user accepted the change of this Terms of Service.

Article 6 (Content modification of this content)
Our company can change, modify, update, add or delete the content without prior notice to the user. In addition, in this case, our company will not assume any responsibility even if there is a disadvantage or damage to the user or a third party.

Article 7 (Suspension of this content)
Our company suspends the provision of this content without any prior notice to the user if any of the following events occur. In addition, in this case, our company will not assume any responsibility even if there is a disadvantage or damage to the user or a third party.
（１）Periodically or urgently work of equipment maintenance, inspection, repair for providing this content.
（２）When this content cannot be provided due to fire, power failure, etc.
（３）When the content cannot be provided due to natural disasters, war, civil war, riots or another act of God.
（４）Other in case of judging that temporary interruption of the provision of this content is necessary for operational or technical reasons.

Article 8 （Completion of this content)
Our company can finish the provision of this content by notifying the user in advance. Our company notice to users by the proper method.In addition, in this case, our company will not assume any responsibility even if there is a disadvantage or damage to the user or a third party.

Article 9 (Cancellation of contract)
Our company can cancel the contract for this content without any prior notice to the user if any of the following events occur. The user loses the benefit of the debt deadline according to this Terms of Service, and the user shall immediately pay to our company. In addition, in this case, our company will not assume any responsibility even if there is a disadvantage or damage to the user or a third party.
（１） When the user failed to comply with the terms within this Terms of Service.
（２） Due to foreclosure, provisional foreclosure, provisional disposition, taxation delinquency disposition, and other similar dispositions, started of corporate reorganization proceedings, commence civil rehabilitation proceedings, start bankruptcy proceedings or petition for auction or when personally has made a petition for commencement of corporate reorganization proceedings, civil rehabilitation proceedings or commencement of bankruptcy proceedings.
（３） When receiving the cancellation of payment, or disposition to suspend transactions with a clearinghouse.
（４） In the case of resolving the abolition of business, transfer or dissolution of a company or in case of receiving dissolution order of company.

Article 10 (Exclusion of Antisocial Forces)
１．The user expresses and warrants that it does not fall under any of the following items now or in the future.
（１）Gangsters, a gangster, semi-constituents of gangsters, gangsters concerned person, extortionist, a dangerous person of social movements, special intelligence violence group, and other similar persons. (Hereinafter collectively referred to as "antisocial forces")
（２）Antisocial forces substantially domination of management or are involved in management.
（３）Using antisocial forces.
（４）Providing funds to antisocial forces, or involvement in providing convenience.
（５）There is a relationship to be socially criticized against antisocial forces.
（６）Using user or third parties, conduct fraud, violent acts, threatening words, unfair request beyond legal responsibility, act of damaging the credibility of our company, obstructing business, and other similar acts to our company or our stakeholders.
２．If our company reasonably judges that the user may violate the Warranty statement in the preceding paragraph, we are free to cancel this contract and take other necessary actions at any time without notification or other procedures.
３．Even in the event of damage to the user according to the preceding paragraph, our company will not indemnify it at all. In addition, if damage to our company occurs due to the cancellation of this contract, the user shall indemnify the damage.

Article 11 (Compensation for Damages)
1. The user promises not to infringe any rights of our company, in using this content. In the event of violation of this Terms of Service or infringement of our rights, the user will compensate for our lost profits, damages due to lost data or deactivation, legal costs, and regardless of the possibility of foreseeing damage caused by special circumstances.
2. The Company's liability to users is limited to normal and direct damages suffered by users due to reasons attributable to our company. The upper limit of our payment is the amount the user pays our company to use this content.

Article 12 (Non-guaranteed)
1. Our company does not guarantee that there are no defects such as bugs in software that configure this content and that this content matches the specific purpose of use of the user. In addition, our company does not guarantee the normal operation of this contents when other software is used or used together in the terminal equipment.
2. Our company's responsibility when a serious defect is found in this service. It is limited to making efforts to correct this service or remove defects within the commercially reasonable range.
3. This article mentions the only guarantee concerning this content.

Article 13 (Exemption from responsibility)
１．Our company shall not be responsible for any matters not guaranteed, matters not responsible, and responsibility of users under each article of this Terms and Service.
２．When the user is suffered damage to this content due to reasons attributable to our company. Except for deliberate or gross negligence, the upper limit of liability is the usage fee for the past six months paid by the user to our company.
３．Even in the case of our company's responsibility, we are not liable for regarding losses of business opportunities of users, lost profits, data loss, loss due to damage, contract liability, tort responsibility and any other cause of the claim.

Article 14 (Survival effect)
Even after the provision of this content is over, each article of this Terms of Service shall survive effectively within the necessary range.

Article 15 (Governing law and Jurisdictional court)
Governing law of this Terms of Service is Japanese law.In any dispute arising out of or related to this Terms of Service, the Tokyo District Court or the Tokyo Simplest Court shall be the exclusive jurisdiction court of the first instance in response to the amount sued.

Article 16 (Resolution of consultation)
Our company and users shall resolve promptly upon consultation pursuant to the principle of good faith and mutual respect in case of doubts about the interpretation of this Terms of Service or matters not stipulated in this Terms of Service.

Completion

Established January 1st, 2019