<Homepage production business consignment contract>

The following contracts will be concluded between the individual, company, or organization that outsources the production work (hereinafter referred to as "A") and the Singapore corporation Marketing Data Solution Pte. Ltd. (hereinafter referred to as "B"). In addition, we will consider that you have agreed to all the contents of this contract at the time of application. If you do not agree to all the items, please refrain from using this service.

For our company information, please check the page described in the Special Commercial Code.

Article 1 Purpose

  1. First Party entrusts the production work and maintenance operation work of the homepage (hereinafter referred to as "this work") to Second Party, and Second Party entrusts this.

  2. First Party will provide necessary cooperation when Second Party carries out this business.

Article 2 Effectiveness of contract

This contract shall come into effect when we apply from the application form specified by Second Party.

Article 3 Billing method

  1. Before applying, we shall understand the site composition presented by you and understand all other specifications, operation methods, etc. before entrusting this work.

  2. Second Party shall carry out this business based on the predetermined site composition and specification template.

Article 4 Business

The business provided by B to A is as follows.

  1. In accordance with the specification template set in advance by B, data such as text manuscripts and images provided by A is combined with HTML design provided by B, design using external services such as Wix, code, layout data, scripts, etc. To create a homepage.

  2. According to the plan specified by B, the single plan is limited to 1 page and 5 light images, and the multi plan is limited to 10 pages and 5 light pages.

  3. The production and provision of image data, etc. from Second Party shall not be included in the business, and in principle, all text and image data, etc. should be prepared by First Party, and Second Party shall provide the content provided by First Party to the predetermined template. Inserting shall carry out the business. However, the decision to use the image provided by A shall be made by B.

  4. Second Party shall arrange the contract of the rental server and the acquisition of the domain to publish the homepage, and it shall not be possible to take over the domain etc. that we used before.

  5. Second Party shall update the contents of the homepage created in 1 above based on the instructions from First Party and take maintenance measures. However, the update of the item range specified below is defined as maintenance support, and it is possible to support it only once a month.

⑴ Partial color change of homepage

⑵ Change the characters on the homepage

⑶ Format correction (overall unification)

⑷ Partial replacement of images / videos

⑸ Addition of pages based on templates. However, it is limited to one

⑹ Change email / phone link destination

⑺ Change linked content

⑻ Update of NEWS column

6. As described in 4 above, since the correction is limited to once a month, reservation forms and blogs cannot be set up.

7. In principle, affiliate tags and other marketing tags cannot be inserted or embedded in the website created by Second Party, and if requested by First Party, Second Party shall not guarantee any operation.

8. During the contract period, we will not modify the amendment after delivery because you will retain the ownership of HP. However, after the contract is canceled and the HP is handed over to us, the authority of HP shall be held by us and the HP maintenance authority shall also be handed over to us.

Article 5 Production period

  1. The production period of web content is calculated starting from the time when B receives all the data necessary for production from A.

  2. In principle, the delivery time is about 7 days, up to 30 business days, counting from the day when we provide all the necessary data to you, and you insert the content provided by us based on the template and promptly send an e-mail etc. The homepage URL shall be sent and reported by means.

Article 6 Delivery of products

  1. It is assumed that the delivery is completed when the content provided by the second party is inserted based on the template specified by the second party and the URL of the homepage is sent to the first party by e-mail or other means.

  2. We can describe the desired domain at the time of application, but if there is no space in the domain, we will accept that you will acquire the domain at your own discretion and receive the delivery.

  3. Since all the data provided to us by B is produced by the external service Wix and is produced by Wix's own code, we cannot deliver it in HTML or other code or data. In addition, it is possible to transfer deliveries to A between Wix accounts.

  4. Domains acquired by us cannot be transferred until 60 days have passed from the date of change of registrant information and the date of transfer of domains between different domain providers. This is the default set by ICANN (The Internet Corporation for Assigned Names and Numbers), a non-profit corporation that coordinates and manages IP addresses and domain names worldwide, and all domain hosts (registrar, Resellers, etc.) are subject to this. Therefore, deliveries cannot be transferred even between Wix for 60 days from the domain acquisition date.

Article 7 Maintenance contract period and contents

  1. This contract is calculated from the date when we apply by the method specified by you, 3 years for the single page plan, 5 years for the multi-page plan, and 17,980 yen per month for you during the contract period. By paying the maintenance fee (tax included) by credit card payment, Second Party shall maintain or update the website to First Party.

  2. The monthly maintenance fee shall be automatically paid from the payment information registered by A on the payment form of the payment company adopted by First Party on the 10th of every month.

  3. If the maintenance fee is delinquent, we will notify you by e-mail etc., and if the delinquency is not resolved for 30 days or more, a message such as "There is a problem with this page" will be displayed on the website. .. If the delinquency is not resolved for a long period of time, Second Party shall be able to stop browsing the relevant website on the Internet and on the Web, and shall not be liable for it.

Article 8 Production fee and maintenance fee

  1. As a consideration for the delivery, First Party shall pay the fee for the production, etc. to Second Party every month based on the request from Second Party by the method specified by Second Party.

  2. The amount of charges based on this contract shall be as specified in the price list on your website. Since B is a Singapore corporation, there is no obligation to pay tax in Japan, and consumption tax must be filed using the reverse charge method.

  3. The payment terms will be charged to the credit card designated by us at the time of application and on the 10th of every month thereafter, 36 times for the single page plan and 60 times for the multiplan. Shall be.

  4. If the contract is continued, the bill will be charged more than the above number of times.

Article 9 Return / re-creation of products

  1. If the delivery does not meet the specifications of the template specified by you, we will recreate it at your expense only if it is due to your intention or gross negligence.

  2. Since this service will be handled by you on behalf of Google or Wix for server charges and domain acquisition, we will not be able to return or refund after applying.

  3. Image scanning may cause some differences from the original in the color development and sharpness of the digitalized image, but this is outside the scope of responsibility of B.

Article 10 Notification

  1. Notification from one side to the other shall be made by communication means such as e-mail or documents, which is judged to be appropriate according to social conventions.

  2. If the notification is sent by e-mail based on the provisions of the preceding paragraph, the notification shall be delivered when it is delivered on the Internet.

Article 11 Intellectual property rights

  1. Ownership of all products (hereinafter referred to as "products") such as Wix data, HTML data, image data, and scripts necessary for creating a website based on this contract belongs to B during the contract period, and the contract ends. The rest shall belong to the instep.

  2. Ownership and usage rights for products that were used for production proposals during production and were not adopted as deliverables belong to Second Party.

  3. Second Party permits us to use the product for the purpose of publishing it on the Internet.

  4. If you use the product for any purpose other than the above three purposes, you must obtain your permission. In this case, you may charge us the copyright fee presented at the time you permit the use.

  5. Second Party may disclose that the product was produced by itself.

  6. During the contract period, we may not assign, transfer, or otherwise dispose of the right to use or modify the product specified in 2 and 3 above without the written consent of Second Party.

Article 12 Cancellation and amendment after application

  1. At the time when First Party makes an application using the application form, Second Party shall have started the work required for production, and it shall not be possible to cancel the application at all.

  2. In principle, we cannot accept corrections to the information after application, but we may make corrections at your discretion.

Article 13 Limitation of liability

You will not be liable for any damages directly or indirectly caused by the product itself or the use of the product, except in the case of your intentional or gross negligence. In addition, even if you are responsible, we will not be liable for more than the amount of the relevant part of the production price already paid.

Article 14 Prohibited acts

First Party and Second Party agree not to do any of the following: If either party commits an act contrary to the following, or if the other party determines that there is a risk of performing an act contrary to the following, the other party will cancel this contract after giving a notice for a reasonable period of time. can do.

  1. Acts that infringe or may infringe the copyright or other intellectual property rights of the other party or a third party.

  2. Acts that slander or hurt the other party or a third party.

  3. Acts that infringe or may infringe the property or privacy of the other party or a third party.

  4. The act of disclosing information, documents, figures, etc. that are offensive to public order and morals to others.

  5. Acts that violate or may violate the law.

  6. Other acts that the other party deems inappropriate.

Article 15 Loss of profit due to deadline

If there is a fact that falls under any of the following items, we will lose the benefit of all the deadlines of the debt to you, and you may cancel the usage contract without notice. .. In that case, all products shall be kept private from the web, and we shall not be able to claim any liability for it.

  1. When the payment of the production price based on this contract is delayed or not fulfilled.

  2. When there is a petition for suspension of payment, bankruptcy, civil rehabilitation proceedings, corporate reorganization proceedings, company reorganization, or special liquidation

  3. When the drawn bill or check is non-deliverable

  4. When you commit a prohibited act under Article 14 or when you violate this contract

  5. When the status as the instep is lost or becomes unknown

Article 16 Invalidity of provisions

In the unlikely event that the court finds that any provision of this Agreement is invalid, illegal or inapplicable, it will have no effect or hindrance to the validity, legality and applicability of any provision other than that provision. Does not occur.

Article 17 Confidentiality

First Party and Second Party shall disclose the technical, sales and other business confidentiality of the other party or the other party's customer that they have learned in connection with this basic contract or individual contract, not only during the term of this basic contract but also after the termination of this basic contract. However, it shall not be leaked to a third party.

Article 18 Governing law

The governing law for this Agreement shall be Singapore law.

Article 19 Validity period

If an individual contract that is clearly related to this contract continues at the time of expiration of this contract, this contract shall be effective for the duration of the individual contract, regardless of the preceding paragraph.

Article 20 Cancellation of contract

  1. Cancellation of this contract can be canceled by notifying by e-mail or other means at least one month before the desired cancellation date, and if the contract expires for 3 years or less than 5 years, maintenance management of 17,980 yen It shall be canceled when the amount of the price multiplied by the remaining contract month is paid in a lump sum. The same applies after the contract is renewed.

  2. After canceling the contract, the website will be transferred with the Wix account held by us. At that time, the Wix service usage fee or monthly domain usage fee incurred on the Wix side shall be borne by us.

  3. After filling out the contract cancellation form, we will send an email after the account to the email address specified in the form. Please transfer to your WIX account within 30 days. Even if you do not take over within 30 days after filling out the form, the site will be deleted from our server.

Article 21 About consultation and court of jurisdiction

  1. If any problems or doubts arise between us and you regarding matters not stipulated in this contract and the usage contract, we will resolve them gracefully based on the principle of good faith after consultation with us in addition to laws and business customs. It shall be.

  2. If a proceeding is required regarding this agreement, the court in Singapore shall be the exclusive agreement jurisdictional court of the first instance.

Marketing Data Solution Pte. Ltd

Amber Garden, # 04-03, Singapore 439957

CEO TAKAKI TAKEHANA