1. Introduction “TCT.inc (“TCT”” or “”us””) provides the service to the user (if using or registering as an individual) or the entity you represent (if using or registering as a business) (“”user”” or “you””) is subject to the following terms of use (“”Terms””) for your use in connection with any of our services related to the Core Phone for Zoho (“Core Phone””).
To the extent that there is a conflict between these Terms and the Service Agreement(“”Service Agreement””), the terms of the Service Agreement will govern.”

2. Contract formation
“By applying the Core Phone or registering as a user of the Core Phone, you accept the Terms and acknowledge that you have the authority to bind yourself or the company you represent to the Terms.
To apply the Core Phone, you need to submit the application form provided by us (“”application form””).”
A notification of ID and Password stipulated in the regulation in 8-1 shall be an acceptance against the application in the preceding sentence to use the Core Phone. An early notification is not considered acceptance.
The Identification provided by us is needed to use the IP phone features of the Core Phone. Regardless of the above regulation, you shall not use IP phone features of the Core Phone without the Identification.

3. Features and Warranties
1 “The Core Phone includes the following features:
– Automatic outgoing calls to a designated phone number by using your IP phone.
– Automatic play-back of a voice recording, whose data format is designated by us.”
2 You can use all Core Phone features including the features in the preceding sentence regardless of your service contents, plan, additional contents, or whether you entrust making voice data and have the payment of consideration based on 7-2 in the Terms.
3 “Warranties by us are only features stated in the Introduction regardless of your service contents, plan, additional contents, or whether you entrust making voice data and have the payment of consideration based on 7-2 in the Terms.
Except warranties in the preceding sentence, in no event will TCT be liable for any damages, including without limitation any paticular motion, performance, relevance including additional features, integrities, usability, marketability, not to infringe the intellectual property right of third parties or resulting from these Terms or your use of the Core Phone, even if TCT has been advised of the possibility of such damages.”

4. The intellectual property rights and the rights to use
1 All intellectual property rights including without limitation software, manuals, or any other contents we provide shall belong to us.
2 You have the rights to use the Core Phone to the extent of the Terms and the Service Agreement, and shall not use the Core Phone beyond the confines of the Terms and the Service Agreement.

5. Usage fees
1 Users shall pay the usage fees (“Usage fee”) which is provided on the application form by us, as the consideration for usage of the Core Phone.
2 “Users shall pay a monthly price of the maximam amount of services as the Usage fee if you start or end using the Core Phone, increase or decrease the number of licences, or change the service contents in a month.
A daily fee is not permitted.
”
3 “The Usage fees must be paid in any condition such as a suspension, a discontinuance, system failures, limited usage of IP call functions, in the case that identification is invalid.
Any reductions or cancellation are not allowed in the above conditions.”
4 Users shall pay a monthly Usage fee by the end of the next month.
5 “Users shall pay the Usage fee to a bank designated by us based on an invoice provided by us.
An extra fee including and without limitation to a bank transfer fee shall be borne by the User.”
6 “Regardless of the Terms in the preceding sentence, TCT will demand payment of the user in the case of an assignment of accounts receivable because of a delay in the user’s payment.
Users shall pay the Usage fee complying with an invoice provided by us.”
7 In the case that a user delays payment of the Usage fee based on the Terms, the user shall pay late a payment charge at a rate of 14.6% per annum.

6. Facilities
1 “We propose system requirements including a hardware, OS, Web browser, ISP, Version, environments (“”System requirement””).
You shall prepare facilities adapted to the System requirement at your own risk and expense. Facilities include a usage contract with another Internet service provider.”
2 The user agrees that TCT are not responsible for all issues including, in cases where some features or parts do not operate when the user of the Core Phone uses the phone without adapting the System requirement in the preceding sentence.
3 The user will accept liability for damages of any kind resulting from any infection with a computer virus, spyware, or any system failure in case you use the Core Phone without adapting the System requirement in addition to what is in the preceding paragraph.

7. Data provided by the User
1 TCT assumes no responsibility for any data including your customer phone number, your designated phone number, or your recording data.
2 “The User may subcontract data preparation to us with consideration.
The User is responsible for any data provided to us, in the case that you subcontract data preparation to us.
In no event shall TCT be liable for any damages, including and without limitation to any ligality, relevances, integrities, marketability.”

8. ID and Password
1 Users need an ID and Password to operate the Core Phone.
2 “Users are responsible for management of their own ID and Password.
Users shall not disclose their ID or Password, however, this shall not apply to employees, members of board, or the third parties approved by us complying with 9-3.”
3 Users shall notify us immediately in the case that an ID or Password are used by the third parties.
4 “Users will be liable for any damage after we have provided an ID and Password and when the user sets their ID or Password.
However, this shall not apply to abuse of ID or Password by third paties and to be for any reason attributable to us. ”

9. The method of utilization
1 “When using the Core Phone, users must abide by the following methods.
One device is the number of IP for incoming and outgoing call simultaneously. One device is available for one channel. ”
2 “The Core Phone is only available in Japan.
In no event shall we be liable for the utilization from outside of Japan without limitation, including accessing data servers from outside of Japan in the case that we update the Core Phone as it is available by your requests. ”
3 “The Core Phone is only available for the User including their employees and members of board.
However, you may permit a third person to use the Core Phone in the case that we authorize the third person to use the Core Phone by documents, emails, chatwork, or any electoronic systems related to the Core Phone.
In the event of preceding sentences, third parties shall comply with the Terms, the Service Agreement, and conditions provided by TCT.”

10. Prohibitions
The following terms are not permitted when using the Core Phone.
1 Users must not permit third parties to use the Core Phone regardless of the method of utilization or whether it is in consideraton or not. However, this shall not apply to employees of the user, members of board, or the third parties approved by us complying with 9-3.
2 Users must not copy, modify, send to the public, reverse engineer, disassemble or decompile any data in connection with the Core Phone.
3 Users must not abuse, provide, or lend their ID or Password to anyone not granted permission as stated in earlier clauses.
4 Users must not write or send any harmful computer messages or programs.
5 Users must not allow the use of the Core Phone by third parties or prevent us from providing the Core Phone to others.
6 Users must not infringe copyright laws and the intellectual property right of third parties and us.
7 Users must not infringe property of assets, credit, privacy of third parties or us.
8 Users must not use the Core Phone to commit fraud, run a pyramid scheme or make any sales.
9 Users must not provide cruel information or descriptions without limitation and/or including murder, punishment, or provide information to provoke suicides directly and explicity to others.
10 Users must not perform acts contrary to public order or morality, or to be against the law.
11 Users must not use the Core Phone to provide data or any such information to other facilities including and without limitation to servers provided by us
12 Action to be judged to be inappropriate by us in addition to what is provided in the preceding paragraph will be addressed promptly.

11. Temporary interruption
1 We may temporarily interrupt use without notification or approval from you as followings.
1 In the event that we need to perform maintenance on the Core Phone due to damages including and without limitation to the failure of facilities within the Core Phone.
2 In the event of an emergency including and without limitation to natural disasters or any events of force majeure.
3 In the event that we need to update or modify the Core Phone.
4 In the event that we judge appropriate to temporarily interrupt the use of the Core Phone in addition to what is provided in the preceding paragraph.
2 We may temporarily interrupt usage of the Core Phone with advance notice of the interruption to regularly perform maintenance including and without limitation to necessary facilities, in addition to what is provided in the preceding paragraph.

12. Suspension
1 We may suspend the usage of the Core Phone in any cases we deem appropriate in the following terms.
1 If the user defaults on the payment of the Usage fee to TCT.
2 If the user causes damage, impairment or harm to our reputation or confidance.
3 If the user infringes on any of the Terms and Service Agreement conditions in addition to what is provided in the preceding sentence.
2 TCT will notify users of the reasons, due dates and periods in the cases that we suspend usage of the Core Phone as stated in the preceding conditions.

13. Abolishment
1 We may abolish the use of the Core Phone and/or end a contract in cases we deem appropriate as follows.
1 In the event that it is impossible to provide the Core Phone in the case of an emergency including and without limitation to natural disasters or any events of force majeure.
2 In the event that we face unavoidable reasons including and without limitation to operational or technical difficulties.
2 We shall notify you of the abolishment of the Core Phone three months prior to termination, in accordance with the Terms in the preceding paragraph. However, it shall apply that we judge it to be unavoidable.

14. Notification from TCT
1 Notification from TCT may occur when providing your address, email address, or Chatwork account(“Chatwork”) which you provided in an application form or changed according to the regulation in 27-1. However, we may notify other method in case we admit necessity.
2 TCT will notify you in the case that you did not receive a notification from us if a change is made without informing us, in accordance with regulation 27-1.

15. Support
1 We provide inquiry support services about the Core Phone from users (“inquiry support service”) in the following cases:
1 Inquiries about various procedures of supported services including software of the Core Phone and data servers managed by us (“supported services”).
2 Inquiries relating to the method of the Supported services.
3 Inquiries about the conditions of the Core Phone; including unavailable Supported services.
4 Inquiries that further support users in addition to that which has been provided in the preceding sentences.
2 Conditions of the Support services
1 Support desk- support center of TCT
2 Operating hours are from 10:00am to 6:00pm on business days (closed on: Saturday, Sunday, Japanese public holidays, and New Years holiday)
3 Method for contacting the Support services
1 Call support ( support desk): 0(+81)50-3133-4726
2 Email support: bs@tct-ltd.net
3 Chatwork support: We can create a Chatwork group with users after providing them with a Core Phone
3 We may ask users to bear some costs; including service fees, business-travelling, transportation and/or accommodation expenses, when we provide any of the aforementioned Support services.
4 We are not responsible for operating any Support services under the user’s ID and Password in support of the privacy of the user.
5 “We shall suspend the Supported services in the case that the user has been deemed to have infringed conditions 12-1.
We are not responsible for any damages by suspending provisions of the Supported services in the case of the preceding sentence.”

16. Impairment
We are not responsibe for any damages in the cases where the Support services were unavailable; such as services being provided from other Internet service providers or other third parties are suspended, interrupted, or abolished.

17. Management of your data
1 “No copies of any relevant data; (user data, recordings or call logs) will be copied by TCT,
However, in the event of an emergency, to protect the user’s data, we may make copies of the aforementioned information.”
2 We assume no responsibility for any damages including and without limitation to the failure of data for any cause.
3 TCT shall delete users’ data the day after the contract has expired.
4 We will store the users’ data as confidential information stipulated in 20-1, with a duty of care.
5 We may create anonymized statistic data from a record of the usage of the Core Phone and the user’s data.
6 Users agree that we may utilize the anonymized statistic data in the preceding sentences for our services, including and without limitation to the Core Phone and provide the anonymized statistic data to third parties.

18. Indemnity
1 “We shall provide compensation for any damages to the user resulting from the failure of features in 3-1 (not including the cases of 11 or 13) and in cases when TCT cannot recover the failure within 24 hours of receiving notification about the failure at operating hours stipulated in 15-2-2.
Compensation is up to a maximum of the Usage fee for a previous month of the notification of failure. However, it is limited to the Usage fee for the failure of features and call expenses are excluded.”
2 “We accept no liability for any damages resulting from the failure including and without limitation to the unavailability of software, manuals, data servers, IP phone, facilities provided under a contract, failure of data, complaints from customers, failure from the supported services, termination of a contract of the Core Phone, and subcontracting of data preparation to us regardless of the failure.
We are only responsibe for the failure in the case of the preceding sentence. However, it shall not apply to the case that we have an intent or gross negligence.”
3 We shall provide compensation of upto a maximum of the Usage fee for a previous month of the notification of failure in case user damages have occured by our intent or gross negligence. However, compensation is limited to the Usage fee for the failure of features and call expenses are excluded.
4 We are not responsible for the following situations regardless of the regulation in the preceding paragraph. However, TCT will work to prevent any of the following conditions.
1 In the case of damages, modifications, or the exposure of electromagnetic records including and without limitation to data or program transfers stored in servers managed by us to third parties by damages of facilities, computer viruses, or a security bugs.
2 In the case that the user or third parties takes more than the allotted time to connect to the servers.
3 In the case that the user or third parties are unable to transfer or take longer than the allotted time to transfer the data from the server to any other location/ facility.

19. Application consideration
1 “The quality of call lines may fluctuate based on the user’s status of utilization or environment.
TCT is not responsible for the warranty of holding the quality of any call-lines in case a user’s environment is adapted to the System requirement in 6-1. ”
2 The following conditions are ineligible for Core Phone usage
1 Calling a phone number (navi dial in Japanese) from 0570 to use a service of another Internet service provider.
2 International calls

20. Preservation of confidentiality and protection of personal information
1 “TCT and the user shall preserve a confidential relationship including and without limitation to the user’s information (“”confidential information””) with an upmost duty of care.
TCT and the user shall not disclose or leak any confidential information to third parties. However, this may not apply in particular circumstances of emergency in the Terms or the Service Agreement.”
2 Regardless of the preceding paragraph, the following information shall be excluded from the confidential information.
1 The information is already in the public domain after being obtained from the disclosure or comes into the public domain after disclosure for reasons attributable to the user.
2 The information has already been possessed by TCT.
3 The information is obtained without duty of preservation of confidentiality.
4 The information has been allowed to be accepted by discloser of the other party in writing.
5 The information is uniquely developed or knowable without the confidential information.
3 “TCT and the user shall use the confidential information provided by the other party to the extent of usage of Core Phone or the purposes of provision only.
However, it shall not apply to the case that there is a particular circumstance in the Terms or the Service Agreement.”
4 “Regardless of the regulations in the preceding paragraph, we may disclose and provide your communication record or details to the Internet service provider who provide the service to us without obtaining prior consent from you, in the case that the Internet service provider requires the information.
However, we shall notify the user of the case of disclosure or provision of their communication records or details immediately.”

21. Subcontracting
We may subcontract all or a part of work including and without limitation to management or provision of the Core Phone or the Supported services to third parties deemed appropriate by TCT’s judgement.

22. Confirmation of status
Users agree that TCT confirm their status of usage for the Core Phone including their communication records or details to manage the Core Phone properly and smoothly.

23. Termination
TCT have the right at any time without giving notice to users to terminate a contract of the Core Phone in the following cases:
1 When a user infringes the Terms or the Service Agreement and ignores a notification to comply with the Terms or the Service Agreement within a period provided by TCT.
2 When a user neglects their duty of paying the Usage fee.
3 When a user suspends the payment or dishonors a cheque or bill.
4 When a user recieves measures for preservation, compulsory execution, and/or tax deliquency.
5 When a user recieves the allegation of domestic insolvency proceedings including and without limitation to bankruptcy, civil rehabilitation, company rehabilitation, and/or special conciliations.
6 If dissolute events have occurred.
7 If a user or any of their members including and without limitation to employees, CEOs, members of the board, or people who hold control belong to antisocial organizations including and without limitation to racketeer groups, groups engaging in criminal activities under the pretext of conducting social campaigns, or criminal groups specialized in intellectual crimes.
8 When a user or through the use of third parties conducts demands of violence, an unreasonable demand beyond its legal entitlement, or damages the credit or obstructs the business of the other party.

24. Cancellation
TCT may cancel a contract of the Core Phone in the case of notification in writing to the other party one month prior.
25. Modification of the Terms
1 TCT may modify the Terms.
2 In the case of the preceding sentence, we shall notify you of the modification in a method based on the regulation in 14-1.
3 Regardless of the preceding sentence, if the user have objects to a modification based on the regulation in 25-1, the user may cancel the usage of Core Phone one day before the date of enforcement by notifying TCT of the cancellation in writing within one month after receiving the notice of modification.
4 “In the event that a fractional month shall occur, upon the expiration of the term of the contract by the reglation of the preceding sentence, the Usage fee shall be prorated on a daily basis regardless of the regulation in 5-2.
In case that TCT has already recieved the Usage fee, we shall settle our accounts or provide a refund.”
5 Users agree on our modification of the Terms in cases where they do not notify us of cancellation of the Core Phone on the base of the regulation in 25-3, within one month after they have recieved the notification based on the regulation in 25-2.

26. Modification of the Core Phone
A contract for the Core Phone shall be modified by an agreement in writing. However, users may change their plan or quantity, or apply for additional features on the system.

27. Modification of a users’ application form
1 Users shall immediately notify TCT of any modifications to their information provided at the time of application including and without limitation to company name, address, phone number, email address, Chatwork account, or payment information(“provided information”).
2 we are not responsible for your any damages in case you neglect the notification in the preceding sentences regardless of the fact that there is the modification of the Provided information.

28. Conflict between users and third parties
Users shall solve any conflicts including defamation or invasion of privacy with third parties when using the Core Phone at their own risk .

29. Court of competent jurisdiction
Any dispute arising out of or in connection with the Terms or the Service Agreement shall be subject to the exclusive jurisdiction of the Osaka District Court or Osaka Summary Court in the first instance.

30. Governing Law
The Terms and the Service Agreement shall be established, governed and construed in accordance with the laws of Japan.

A supplementary provision (1. 9. 2021)
The date of implementation
The Terms are implemented from the 1st day of September, 2021.