We, DGSHAPE Corporation, provide users of our products with various kinds of online services through a DGSHAPE Account. These Common Terms of Use for DGSHAPE CLOUD (hereinafter, these “Terms of Use”) shall apply when you use the various kinds of online services. When you use your DGSHAPE Account, you shall agree to these Terms of Use. When you create your DGSHAPE Account, it shall be considered that you have accepted all the terms and conditions set forth in these Terms of Use.

Article 1 (Definitions)

1. “Licensor” shall mean DGSHAPE Corporation.
2. “Affiliates” shall mean the parent company of Licensor, Roland DG Corporation, any corporation controlled by Licensor, or any corporation and entity under common control with Licensor. “Control” shall mean the holding, directly or indirectly, of a majority of the voting rights of such corporation or entity.
3. “Account” shall mean “DGSHAPE Account,” an identification number by which Licensor identifies you uniquely.
4. “Services” shall mean any and all online services with which Licensor provides you through an Account, which is commercially called DGSHAPE CLOUD services. For the detailed description and functions of the Services, please refer to the latest version of our websites related to the Services.
5. “Agreement” shall mean the service agreement for the Account subject to these Terms of Use.
6. “Paid Subscription Services” means the subscription services that you may use for a fee among the Services.
7. “Registration Information” shall mean information necessary for you to register in creating an Account. Registration Information includes an e-mail address, display name or country name, etc.
8. “Personal Information” shall mean personal information as defined in the Personal Information Protection Act of Japan and any other applicable laws and regulations.
9. “Your Data” shall mean any information, data, and materials provided by you under Agreement, and any data or information entered, created, submitted or uploaded by you in the course of using the Services. Your Data includes Registration Information, bug reports, suggestions, recommendations, function requests, questionnaire results, and other feedbacks and services statistics (including, but not limited to, statistical data such as your status of use of the Services and frequency of use of screens and items).
10. “Business Partner” shall mean the third-party service provider in alliance with Licensor and/or Affiliates for providing the Services.

Article 2 (Application of these Terms of Use)

1. These Terms of Use shall apply when you use your Account and the Services.
2. Licensor may define the additional terms of services (hereinafter, the “Terms of Services”) for each of the Services. The Terms of Services in addition to these Terms of Use shall apply to use of the respective Services. The Terms of Services shall be deemed to comprise part of these Terms of Use, irrespective of their name/titles. When there is a discrepancy between these Terms of Use and the Terms of Services, the Terms of Services shall take precedence.

Article 3 (Registration)

1. In creating an Account, you shall register Registration Information and complete a self-certificate through your registered e-mail address. Upon confirmation of completion of your registration procedures, Licensor will issue an Account to you.
2. You may register the information of your organization when your organization uses the Services.
3. You will set the password necessary for certification of your Account by yourself.
4. You shall hold and maintain your Account and password using strict management at your own responsibility.

Article 4 (Change or Deletion of Registration Information)

1. You need to change, modify or add to Registration Information in the manner specified by Licensor promptly after the change, modification or addition is needed.
2. You may delete your Account by filling out the application in the manner specified by Licensor.
3. Your Account and password shall be effective until the day when your Account is deleted by your request or due to the discontinuance of the Services.

Article 5 (Services)

1. The conditions and environment for use of the Services may be different depending on the Services. You shall, at your expense and responsibilities, procure Licensor’s products, computer terminals, web camera, CAM software, telecommunications lines, telecommunications facilities, etc. (which meet service environment specifications specified by Licensor).
2. You may use the Services (excluding Paid Subscription Services) for free by creating your Account.
3. Any use of the Services following your Account and password authentication may be considered as used by you.

Article 6 (Paid Subscription Services)

1. You may purchase Paid Subscription Services from FastSpring. Licensor is not a party to any transaction for Paid Subscription Services between FastSpring and you, and shall not be liable for such transactions, including refunds. Agreement shall apply to your use of Paid Subscription Services, but your purchases shall be subject to FastSpring® Terms & Conditions of Sale for Purchasers. It is your responsibility to review FastSpring® Terms & Conditions of Sale for Purchasers (including the refund policy) before purchasing Paid Subscription Services.
2. The right to use Paid Subscription Services is granted to your Account with which you purchase Paid Subscription Services. Neither sharing nor transferring Paid Subscription Services between different Accounts shall be permitted.
3. You may begin to use Paid Subscription Services within a reasonable period after the advance payment of the fees for Paid Subscription Services. When Paid Subscription Services becomes available, we will e-mail your registered e-mail address to notify it.
4. Prices for Paid Subscription Services are set in US dollars; provided, however, that your payment currency and the taxes and dues (including government levies of any kind, such as sales tax, value-added tax, sales tax, use tax, withholding tax or customs duty) shall vary depending on your country of residence.
5. We have no control over the websites and/or services of FastSpring. We shall not be responsible for any loss or damage caused by your use of the websites and/or services of FastSpring.
6. If you have any inquiries on payments, please contact FastSpring. Should the matter not be resolved, please contact us at the following email address. Licensor may, but shall not be obligated to, begin a consultation process.
   Addressee: DGSHAPE Corporation
   Mail Address: dgs-marketing@dgshape.com
7. If the purchase agreement between FastSpring and you is canceled or terminated, Licensor may, at its discretion, also suspend or discontinue your use of Paid Subscription Services.

Article 7 (Retention of Intellectual Property Rights)

1. Any and all copyrights, trademarks, and other intellectual property rights in and to logos, documents, data and other information and/or any media thereof pertaining to the Services shall belong to Licensor or its licensors.
2. Licensor shall retain sole and exclusive ownership of any and all intellectual property rights of all deliverables produced, conceived, created, discovered, invented or reduced to practice in the performance of the Services.

Article 8 (Support)

1. If you do not have a head office (or place of business if there is no head office) in Japan, support for use of the Services shall be based on a contract with the seller of your Licensor’s product or your maintenance service provider. Please confirm with the seller or the maintenance service provider. Should there be no effective agreement with respect to support for the Services between the seller or the maintenance service provider and you, you may continue to use the Services on your own responsibility. However, when you subscribe to Paid Subscription Services and contact Licensor, you may be entitled to enjoy support from the nearest Affiliate of Licensor to the extent that Licensor deems reasonable.
2. If you have a head office in Japan, support for use of the Services shall be subject to the support for Licensor’s products for which the Services are used.

Article 9 (Your Data available for the Services)

1. You shall provide Licensor with only such data as may be lawfully available to Licensor.
   You shall not enter, produce, submit or upload the following information in using the Services:
   • Medical Information (including, without limitation, patient name, clinic name, doctor name, and any information that may identify them);
   • Information related to any of the acts set forth in each item of Article 14.1; or
   • Other information deemed inappropriate by Licensor.
2. Licensor may, at its discretion, without notice to or approval of you, monitor or investigate if all or part of any Your Data is in conflict with each item of the preceding paragraph; provided, however, that Licensor shall not be obliged to monitor or investigate your conduct or Your Data trends.
3. Licensor may, at its discretion, without notice to or approval of you, delete all or part of any Your Data that is in conflict with each item of Article 9.2.

Article 10 (Protection of Your Data)

1. In view of the fact that Your Data contains important information, such as business know-how, Licensor shall treat Your Data as your Confidential Information. Licensor and Business Partners shall not use Your Data for any purpose other than as specified in Article 11.1 and will not divulge to any third party during the term of Agreement or thereafter.
2. Licensor shall use reasonable efforts to secure, protect and safeguard Your Data according to the strict management system in controlling or retaining Your Data in order to prevent Your Data from being leaked.
3. Licensor will use reasonable efforts to secure, protect and safeguard all the transmission of information between Licensor and you by encrypting the transmission with a security technology known as SSL (socket layer technology) and by taking other reasonable steps.
4. Licensor takes reasonable measures to protect Your Data seriously and to secure the transmission over the internet actively as set out in the provisions of the preceding three paragraphs; provided, however, that the safety of these security technologies measures such as SSL (socket layer technology) can never be 100% guaranteed. Licensor will not be responsible for any damages and losses to any third party and you caused by wrongful acts of hackers, etc., in spite of the said measures taken by Licensor.
5. Once you suspect the misuse and misappropriation of your Account and/or password or any security incident relating to the Account, you shall immediately notify Licensor thereof.
6. You shall backup Your Data you enter, produce, submit or upload in connection with the Services to the extent necessary at your own responsibility.
7. After termination of Agreement, at the discretion of Licensor or when you want us to dispose of Your Data, Licensor will dispose of it, or process and edit Your Data as statistical information in forms that cannot be identified as your data.
8. Licensor shall not be obliged to compensate for any loss or damage incurred by you due to the disposal of Your Data pursuant to the preceding paragraph.
9. In order to facilitate recovery in the event of a system failure or a failure in the telecommunications facilities, Licensor may confirm, duplicate or reproduce Your Data; provided, however, that restoration of each of Your Data shall not be guaranteed for any reason whatsoever and that in no event shall Licensor be liable for any disadvantage due to the loss of Your Data and so on.

Article 11 (Limited Use of Your Data by Licensor)

1. You grant Licensor a non-exclusive, transferable, free-of-charge and worldwide right to use, host, transmit, process, edit, destroy, display, sublicense, adapt, duplicate and reproduce all Your Data for the purposes specified in the following items:
   • Performance of the obligations under this Agreement;
   • Provision, operation, and understanding of the status of use of the Services;
   • Improvement or maintenance of the Services; and
   • Development of new services.
2. In order to achieve the purposes set forth in the preceding paragraph, Licensor may provide Your Data, etc. to the following parties:
   • Affiliates and Business Partners;
   • Distributors that sell products and/or services of Licensor or Affiliates;
   • Maintenance service providers concerning products and/or services of Licensor or Affiliates; and
   • Business partners who have concluded Personal Information protection contracts with Licensor, Affiliates or Business Partners
3. Licensor shall be responsible for the use of Your Data, etc. by each of the aforementioned parties.

Article 12 (Update)

1. Licensor may, at the discretion of Licensor, add, change, repair, modify, change the specifications, update or upgrade the Services (hereinafter referred to as the “Update”) without notice to or approval of you for the purpose of adding or improving the functions of the Services. Licensor does not guarantee that the Update maintains the full functionality and performance of the Services prior to the Update. In addition, Licensor shall not be obliged to implement the Update based on your request.
2. With respect to any Update that may have a material impact on your use, Licensor shall use its reasonable efforts to notify you of the Update in advance in such manner as Licensor deems appropriate. However, in the event that all or part of the functions of Paid Subscription Services is to be reduced or discontinued, you will be notified by Licensor 60 days in advance.
3. Suspension or discontinuation of the Services due to the Update shall be subject to Article 15.

Article 13 (Amendment to these Terms of Use)

1. In order to add new functions to or improve the Services, Licensor may, at its discretion, amend these Terms of Use without prior notice to or approval of you.
2. In the event of any amendment to these Terms of Use, Licensor will disclose the amended Terms of Use on Licensor’s website. At the time of such disclosure, the amended Terms of Use shall apply irrespective of whether or not you confirm the amended Terms of Use.
3. Notwithstanding the preceding two paragraphs, if any change to these Terms materially affects your rights and obligations with respect to your Paid Subscription Services, you will be notified by Licensor 60 days in advance.

Article 14 (Prohibition)

1. In no event shall you engage in any of the following acts for the use of the Services, whether before or after the termination of Agreement.
   • Acts that infringe or are likely to infringe upon the copyrights, patents, trademark rights, or other intellectual property rights of Licensor or Affiliates, or a third party;
   • Acts to allow a third party to use the Services, in whole or in part (except as otherwise approved by Licensor or Affiliates);
   • Acts that violate or are suspected of violating laws and regulations;
   • Acts that violate public order and morals;
   • Acts that cause or threaten to cause any disadvantage or damage to Licensor, Affiliates, or a third party;
   • Acts that interfere with or threaten to interfere with the operation of all services provided by Licensor or Affiliates;
   • Acts that defame or threaten to defame the reputation or credit of any service provided by Licensor or Affiliates;
   • Acts to provide false information in your registration;
   • Acts to falsify or delete the data of Licensor and/or the third party available under this Agreement;
   • Acts of transmitting information including harmful computer programs such as computer viruses;
   • Unauthorized access to the Services and other acts that interfere with the facilities such as cracking;
   • Acts that use or attempt to use another person’s account; or
   • Any other acts deemed inappropriate by Licensor.
2. Where you come to know that any of each item of the preceding paragraph has been committed or is deemed likely to be committed, you shall immediately notify Licensor thereof.

Article 15 (Suspension or Discontinuation of the Services)

1. Licensor may temporarily suspend the Services after giving prior notice to you when implementing periodic or temporary maintenance of systems, facilities, etc., for the Services.
2. Licensor may temporarily suspend the Services and notify you promptly afterward, without prior notice to you, in the event of emergency maintenance of systems, facilities, etc., for the Services.
3. In the event of any of the followings, Licensor may discontinue the Services without notice to or approval of you.
   • In the event of any cause of termination set forth in Article 16.2;
   • When it is determined that the discontinuance is required for maintenance or construction due to material failure or fault of systems, facilities, etc., for the Services;
   • When it is determined that it is hard to provide the Services normally due to significant burdens to systems, facilities, etc., for the Services;
   • When it is determined that the Services may threaten to cause significant damage to you or a third party; or
   • When a natural disaster or any other event of force majeure beyond the reasonable control of Licensor occurs or is likely to occur.
4. Licensor shall not be responsible for any lost and/or damages incurred by you with respect to suspension or discontinuance set forth in this Article.

Article 16 (Termination of Agreement)

1. Agreement shall be terminated when your Account is deleted by your request or due to the discontinuance of the Service.
   Licensor shall be entitled to terminate Agreement immediately without notice to or approval of you in the event of any of the followings, where Licensor may revoke your Account and delete your Registration Information:
   • if you fail to comply with any of the provisions of Agreement; or
   • if Licensor determines that it is inappropriate for you to continue using the Services.
2. Licensor may abolish the Services in part or in whole for any reason whatsoever. In this event, Licensor shall be entitled to terminate the relevant provisions of Agreement by notifying you in the manner set forth by Licensor no later than 90 days prior to the date of the abolishment of the applicable service and then by abolishing the applicable service on such date.
   When you enter into more than one (1) Agreement, if one of them is subject to suspension or discontinuance of the Services, or if one of them is terminated, Licensor shall be entitled to take measures corresponding to the aforementioned with respect to the other agreements.
   Notwithstanding this Article, Articles 10, 11, 18 throughout 20 shall survive termination of Agreement.

Article 17 (Limited Warranty)

1. Licensor will use commercially reasonable efforts to maintain 24 hours/7 days services under the recommended environments, except as set forth otherwise hereunder.
2. Licensor and Affiliates do not guarantee that the Services have the integrity, accuracy, certainty, usefulness, error-free use, non-interruption of use, merchantability or fitness for your particular purpose.
3. No oral or written information or advice by Licensor or Affiliates shall make any new warranty, express or implied, or otherwise extend any duties, obligations, and warranty in connection with Agreement in any way.

Article 18 (Disclaimer)

1. In no event shall Licensor be liable, express, implied, statutory or any other warranty or contractual liability, or any other liability, to the extent permitted by applicable law, for any damages and losses arising out of the use of the Services, including in the event of any Services being fully unavailable (including in the event of suspension or discontinuance) during the term of Agreement. In the event of any damage incurred by you due to the willful misconduct or gross negligence of Licensor, Licensor shall be liable only for actual and direct damage and Licensor shall NOT be liable for any other damage or loss (including, but not limited to, any other indirect damage, special damage, incidental damage, consequential damage, loss of profit, loss of data).
2. You hereby acknowledge and agree that you will be liable for any and all risks and damages (including loss or damage caused by a distributed denial-of-service attack, viruses, damages, direct or indirect, such as data losses, business interruptions, claims from third parties, etc.) in connection with the use of the Services.
3. In the event you cause any damage to any third party due to the use of the Services, you shall be responsible for resolving such damage and shall not assume any liability to Licensor.

Article 19 (Miscellaneous)

1. Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements, understandings, and negotiations, both written and oral, between the parties with respect to the subject matter hereof.
2. Agreement may not be assigned or transferred by you.
3. The waiver by Licensor of a breach of any provision contained herein shall be in writing and shall in no way be construed as a waiver of any subsequent breach of such provision or the waiver of such provision itself.
4. You acknowledge and agree that monetary relief would not be an adequate remedy for a breach or threatened breach by you of the provisions of Agreement and that Licensor shall be entitled to the enforcement of Agreement by injunction, specific performance or other equitable relief, without prejudice to any other rights and remedies that Licensor may have.
5. Nothing in Agreement shall constitute or be deemed to constitute a partnership or joint venture between the parties, or constitute or be deemed to constitute any party the agent or employee of the other party for any purpose whatsoever and neither party shall have authority or power to bind the other or to contract in the name of, or create a liability against, the other in any way or for any purpose.
6. If any provision of Agreement shall be invalid or unenforceable, such invalidity or unenforceability shall not render the entire Agreement invalid. Rather, Agreement shall be construed as if not containing the particular invalid or unenforceable provision, and the rights and obligations of each party shall be construed and enforced accordingly.

Article 20 (Governing Law and Dispute Resolution)

1. Agreement shall be construed in accordance with and governed by the laws of Japan, without reference to the principle of conflict of laws.
2. If you do not have a head office (or your place of business if there is no head office) in Japan, all disputes, controversies or differences arising out of or in connection with Agreement shall be finally settled by arbitration in Tokyo in accordance with the Commercial Arbitration Rules of The Japan Commercial Arbitration Association.
3. If you have a head office in Japan, all disputes, controversies or differences arising out of or in connection with Agreement shall be subject to the exclusive jurisdiction of Tokyo District Court.

Article 21 (OFAC Compliance Commitments)

You represent and warrant that you do not fall under any of the following:

1. any person or entity designated on any sanctions list (including, but not limited to, the SDN list) managed by OFAC of the United States;
2. any person or entity designated on sanctions lists comparable to those of OFAC of the United States, managed by Japan, the European Union, the United Kingdom and the United Nations Security Council;
3. any person or entity that have a close relationship with nationals and residents of countries subject to the sanctions such as Iran, Cuba, Syria, North Korea, Chinese cities neighboring to North Korea, Crimea, Donetsk People’s Republic (self-proclaimed), Luhansk People’s Republic (self-proclaimed);
4. governments of Venezuela and Russia and/or their officials;
5. any entity in which the person or entity that falls under each of the preceding items directly or indirectly owns and/or controls 50% or more of the equity (including the cases where two or more persons or entities that fall under each of the preceding items directly or indirectly own 50% or more at total); or
6. any person or entity equivalent to each of the preceding items.

Article 22 (Privacy Notice)

1. Personal Information Handled by the Service:
   – E-mail Address, Display Name, Country, Password
   – User ID
   – PC Name, PC User Name, Device ID
   – Credit card payment history for Paid Subscription Services
   – Cookies essential for providing the Service
   – Cookies for analyzing the usage of the Service
2. The Purpose of Handling Personal Information for the Service:
   – Management of Accounts and Subscriptions
   – Payment for Paid Subscription Services
   – System operation and maintenance, and user support
   – Data collection and analysis to help improve our products and services
3. Provision of Personal Data to Foreign Third Parties
   We may provide your personal data to foreign third parties for the purpose of outsourcing the processing of data required for the operation of the Service. All foreign third parties to whom we provide personal data have obtained international certifications such as ISO 27001 and ISO 27018 and have systems in place to comply with Japanese law and GDPR.
4. Cookies and Similar Technologies
   The Service uses cookies and similar technologies. Some are essential to the provision of the Service, and others are used for analysis purposes. You may refuse the use of your personal information for analysis at your own discretion.
   Please click here for information on how to block Google Analytics. To reject the use of your personal information for other purposes, please set your preferences in the “Settings” menu within the Service.
   For more information about our basic policy regarding the protection of personal information and for contact information regarding the handling of personal information, please refer to our Privacy Policy.
   Please click here if you are located in the European Economic Area (EEA) and the United Kingdom.

R3-231212