Article 1 (Definitions)

1.       The following terms as used in these Terms of Service have the following meanings:

1        “We”, “us”, or “our” means Fotographer AI, Inc., the operator of the System.

2        “User” means a user of the System.

3        “Product Photo” means the image data of a product registered by a User on the Site (“Product”).

4        “Object Image” means a template image preregistered by us on the System.

5        “Automatic AI Scene Generator” means the function of generating an original product photo by automatically combining a Product Photo and an Object Image using AI technology as a result of a User’s running of the System after uploading the Product Photo on the System and inputting necessary information such as a background image and an image concept.

6        “AI Scene Content” means image content generated by the Automatic AI Scene Generator.

7        “Plan” means a rate plan offered by us for a User’s use of the System. The Plan is classified into the free plan and the paid plan.

8        “Plan Features” means the monthly download limit of AI Scene Content, the scope and method of available support, and other features specified by us for each Plan.

9        “Monthly Rate” means the rate of a paid plan.

10     “Site” means the website on which we conduct the necessary activities for the System, such as giving information on the System, accepting applications for use of the System, providing the System, and operating the System.[i1] 

11     “Privacy Policy” means our personal information handling policy for the System.

2.       Each User is deemed to have accepted these Terms of Service not only for the initial use of the System but also for each subsequent use of the System.

Article 2 (Account Registration)

1.       On the account registration screen of the Site, each User must register their account to use the System by following the steps specified by the Site, social login using their social media account designated by us, or other methods after accepting these Terms of Service and the Privacy Policy.

2.       When a User registers their account under the preceding paragraph, the free plan referred to in Article 4, paragraph 1, item (1) will automatically apply to them  unless we offer an option to a paid plan at the time of account registration.[i2] 

3.       We may reject a User’s account registration and are not obligated to disclose the reason for the rejection:

1        if they breach these Terms of Service;

2        if they fail to accept these Terms of Service or the Privacy Policy;

3        if we consider that they may be an antisocial force as defined in these Terms of Service; or

4        if we consider that they are not suitable as a User.

4.       Each User must carefully manage their email address as their login ID for the System and their password and must not provide, transfer, offer as security, or otherwise dispose of them to or for any third party.[i3]  Each User is fully liable, and we are not liable for, any damage resulting from a third party’s use of their email address or password due to their willful misconduct or negligence.

Article 3 (Functions of the System)

1.       To generate AI Scene Content using the Automatic AI Scene Generator, each User may use the following functions of the System within the scope of the Plan Features:

1      the function of uploading Product Photos on the System by following the steps specified by the System;

2      the function of repeatedly generating several AI Scene Content drafts on the System using the Automatic AI Scene Generator;

3      the function of downloading confirmed AI Scene Content by following the steps specified by the System;

4      the function of storing the data of AI Scene Content and AI Scene Content drafts in the server of the System during their account registration or until their account deletion; and

5      other functions incidental to any of the above functions.

2.       At any time, we may change, add to, or end the functions listed in the preceding paragraph and any other functions of the System without notifying Users of or announcing the change[i4] .

3.       We are not obligated to store or restore any AI Scene Content or AI Scene Content drafts deleted by a User or a User’s account deletion.

Article 4 (Plan)

1.       A User will have one of the Plans listed below. Each User can download AI Scene Content within the monthly limit included in the Plan Features or receive our support within the scope and by the method included in the Plan Features. At any time, we may change, add to, and end the following Plans by making a prior announcement on the Site[i5] .

1      Free plan: A free plan (that will be automatically chosen at the time of a User’s registration)

2      Light plan: A paid plan (that a User can choose under the following paragraph)

3      Standard plan: A paid plan (that a User can choose under the following paragraph)

4      Enterprise plan: A paid plan (that will be offered by us under our criteria at a User’s request)

2.       A User who wishes to use the System beyond the scope of the Plan Features of the free plan must upgrade their Plan to a paid plan by following the steps specified by the System. When the User has completed the steps, their subscription to the paid plan (“Subscription”) will take effect. The Subscription will expire one minute before one month after the time of its conclusion (“Expiration Time of the Subscription”).

3.       A paid plan User may use the System within the scope of the Plan Features by paying the Monthly Rate at the time of conclusion or automatic renewal of the Subscription. The Monthly Rate must be paid by credit card via the payment processor designated by us.

4.       A User may cancel their Subscription by following the steps specified by the System. However, unless the User completes the steps before the Expiration Time of the Subscription, the Subscription will be automatically renewed until the next Expiration Time of the Subscription, and the same will apply thereafter.

5.       As a general rule, once a Subscription takes effect, the User will not be exempt from paying the Monthly Rate already incurred since the date of the Subscription, even if they cancel the Subscription. We are not obligated to refund a User any Monthly Rate received unless the User is unable to use the System due to our willful misconduct or gross negligence.

6.       Based on an agreement with an enterprise plan User, we may conclude a Subscription with the User on terms different from the provisions of paragraphs 2 through 5 of this Article.

Article 5 (Copyrights to Object Images)

1.       The copyrights to an Object Image will vest in us or a third party licensing us to use the Object Image.

2.       We license each User to use Object Images for the purpose of using the Automatic AI Scene Generator.

Article 6 (Copyrights to AI Scene Content)

1.       The copyrights to AI Scene Content will vest in the User.

2.       Notwithstanding the provision of the preceding paragraph, the copyrights to any work that has been held by us or a third party and is included in AI Scene Content will be reserved by us or the third party.

3.       We may, without compensation and freely, use all AI Scene Content and AI Scene Content drafts generated by a User on the System for AI learning on the System, and each User agrees to such use without objection.

4.       The provision of the preceding paragraph does not apply to Users of the enterprise plan. In this case, we may freely use all AI Scene Content to improve the System with the User’s consent.

Article 7 (Intellectual Property Rights to Product Photos)

1.       The copyrights, trademark rights, and other intellectual property rights (collectively, “Intellectual Property Rights”) to a Product Photo will vest in the User or a third party granting the User a license to such rights.

2.       A User must grant us a free license to use their Product Photos for the following purposes; however, we will use the Product Photos of a User of the enterprise plan only for the purposes specified in items (1) and (3):

1        providing the functions specified in Article 3;

2        the AI learning specified in Article 6, paragraph 3;

3        improving the System with the User’s consent under Article 6, paragraph 4; and

4        improving the service quality of the System.

3.       Each User must, for each Product Photo, have the Intellectual Property Rights, the portrait light, the copyright holder’s license to use, and other legitimate authority necessary to use the System, and represents and warrants to us that their Product Photos do not infringe any Intellectual Property Rights, portrait rights, privacy rights, or other rights or interests of third parties (collectively, “Third-Party Intellectual Property Rights”). We are not obligated to investigate whether Product Photos and AI Scene Content infringe Third-Party Intellectual Property Rights, and do not guarantee that Product Photos and AI Scene Content do not infringe any Third-Party Intellectual Property Rights.

4.       Each User must fully understand that selecting Product Photos and uploading them on the System are their voluntary actions and that uploading a Product Photo infringing a Third-Party Intellectual Property Right may lead to the infringement of the Third-Party Intellectual Property Right by the AI Scene Content generated from the Product Photo. If there arises any conflict or dispute over a Product Photo or AI Scene Content with a third party claiming infringement (including conflicts and disputes between us and a third party), the User must resolve the conflict or dispute on their own responsibility and at their own expense.

5.       Each User must compensate us for any damage, loss, and expense (including attorney’s fees; collectively, “Damage”) attributable or related to the infringement of a Third-Party Intellectual Property Right by a Product Photo uploaded by them on the System.

Article 8 (Prohibited Acts)

1.       A User must not download any AI Scene Content by any method not specified by the System.

2.       A User must not commit any of the following acts:

1        an act violating these Terms of Service;

2        assigning, lease, selling, or providing their right to use the System;

3        interfering with the operation of the System;

4        separating part of the System’s program;

5        interfering with the operation of the System’s server or network;

6        operating the System by unauthorized technical means, such as bots and cheating tools;

7        intentionally exploiting any failure of the System;

8        uploading on the System a Product Photo for which they do not have the copyright, the trademark right, the portrait right, the copyright holder’s license to use, or other legitimate authority necessary to use the System;

9        impersonating a third party to use the System;

10     defaming us or another User or damaging our or another User’s reputation or credibility;

11     asking us the same question repeatedly, making undue demands on us, or otherwise interfering with our operation of the System; or

12     any other act considered inappropriate by us.

3.       If a User commits any of the prohibited acts listed in paragraph 1, we may delete their account, prohibit them from using the System, and seek compensation from them for any Damage suffered due to the act.

Article 9 (Suspension and Discontinuation of the Operation of the System)

1.       We may suspend the provision of the System in whole or in part without giving prior notice to Users:

1        if we conduct maintenance, repair, or other necessary work of the System;

2        if we find it difficult to provide the functions of the System due to a cause not attributable to us, such as fires, power failures, natural disasters, wars, and riots;

3        if there is any failure or malfunction of the System;

4        if the System is under a heavy load;

5        in case of urgency; or

6        if we reasonably consider the suspension necessary for other reasons.

2.       We may discontinue the operation of the System by giving prior notice to Users or making a prior announcement on the Site.

Article 10 (Disclaimer)

1.       We do not guarantee in any way the completeness, adequacy, usefulness, legality, accuracy, or conformity to a User’s expectations of AI Scene Content and its drafts.

2.       We are not liable in any way for any damage suffered by a User as a result of the infection of their device with a computer virus or any other similar incident.

3.       We are not liable in any way for a User’s inability to use the System or any of its content properly due to the System’s compatibility with their device, operating system, browser, installed applications, or other operating environment.

4.       We are not liable in any way for a User’s inability to use the System or any of its content properly due to any change to their device, update of their OS or browser, or other change in their operating environment.

5.       We are not liable in any way for any damage suffered by a User as a result of their use of the System, except for such damage attributable to our willful misconduct or gross negligence.

6.       The disclaimer provisions of these Terms of Service will not apply if there is any willful misconduct or gross negligence on our part. If any provision of these Terms of Service is partially nullified, rescinded, or suspended by the Consumer Contract Act, the Civil Code, or other law, the remainder of the provision will remain fully effective.

7.       Even if we are liable for damage, we will not be liable for lost profits or other damage caused by special circumstances, but will be liable only for ordinary damage.

Article 11 (Elimination of Antisocial Forces)

1.       Each User represents and warrants to us that they are not and will not be an organized crime group, a member of an organized crime group, a person or company associated with an organized crime group, a corporate racketeer or other person falsely representing themselves as a social activist, a crime group using legal or other special knowledge for crimes, or any other similar person or group (collectively, “Antisocial Force”) and do and will not fall under any of the following:

1        They have a relationship with an Antisocial Force that is deemed to show its control of their business management;

2        They have a relationship with an Antisocial Force that is deemed to show its substantial involvement in their business management;

3        They have a relationship with an Antisocial Force that is deemed to show their unjust use of the Antisocial Force for pursuing unjust interests for their own or a third party, causing damage to a third party, or other improper purposes;

4        They have a relationship with an Antisocial Force that is deemed to show their involvement in its activities by funding it, offering special favors to it, or conducting any other similar activity for its benefit; or

5        any of their officers or any person substantially involved in their business management has a socially reprehensible relationship with an Antisocial Force.

2.       Each User warrants to us that they will not commit any of the following acts on their own or through a third party:

1        making a violent demand on us;

2        making an undue demand on us beyond our legal responsibilities;

3        using intimidation or violence for transactions with us; or

4        damaging our reputation or obstructing our business by spreading rumors or by using fraudulent means or force.

Article 12 (Assignment of Rights and Obligations)

1.       A User must not assign any of their rights and obligations under these Terms of Service to any third party.

2.       If we transfer the business of the System to a third party, we may transfer our contractual status under these Terms of Service, User information, and other information to the transferee, and each User is deemed to have given prior consent to such transfer without objection.

Article 13 (Confidentiality)

A User must not divulge or disclose to any third party any confidential information not made public by us that they may obtain as a result of their use of the System (including making such confidential information public on social media or by other similar means).

Article 14 (Personal Information)

We must handle each User’s personal information under the Privacy Policy.

Article 15 (Revision and Change)

We may change these Terms of Service. To change these Terms of Service, we will follow the procedures specified in Article 548-4, paragraph 2 of the Civil Code.

Article 16 (Consultation)

We and each User must resolve any matters not contained in these Terms of Service and questions about the interpretation of the provisions of these Terms of Service through consultation in good faith.

Article 17 (Language, Governing Law, Jurisdiction by Agreement, and Standard Time)

1.       The controlling text of these Terms of Service is Japanese.

2.       These Terms of Service will be interpreted in accordance with the laws of Japan.

3.       We and each User agree that all disputes arising between us and them will be brought before the Tokyo District Court or Tokyo Summary Court, depending on the amount in controversy, as the exclusive competent court for the first instance.

4.       The date and time used by the System are Japanese date and standard time.