This English version is provided for reference purposes only. The Japanese language version constitutes the official and legally binding document.
Article 1 (Purpose)
These Terms govern the rights and obligations between Birdy Ventures G.K. (hereinafter referred to as "the Company") and store operators participating in the "MegurumeGO" service (hereinafter referred to as "the Service", as defined in the following article) regarding the use of the Service operated by the Company. In addition to the matters stipulated in these Terms, various other agreements, detailed rules, operational rules, etc., separately established by the Company concerning the Service shall also constitute part of these Terms.
Article 2 (Definitions)
1. "The Service" refers to "MegurumeGO", the Food and Beverage (F&B) establishment and User matching platform operated by the Company. The difference from "Megurume", the Food and Beverage (F&B) establishment introduction platform operated by the Company, is that "MegurumeGO" enables takeaway orders and payments via a mobile application.
2. "Store Member" means a store operator who has accepted these Terms, applied for registration using the method specified by the Company, and received the Company's approval to use the Service.
3. "Service Agreement" means the agreement concerning the use of the Service established between the Company and the Store Member.
4. "Listed Information" refers to the shop name, address, opening hours, menu, images, introduction text, and any other information the Store Member posts on the Service.
5. "User" means a consumer who views and uses the Service.
6. "External Service" means any service other than this Service, regardless of its operator.
7. "Confidential Information" means all information concerning the other party's technology, business, operations, finances, organization, or other matters, disclosed to or otherwise known by either the Company or the Store Member. However, the following are excluded:
(1) Information already held by the party or already in the public domain prior to disclosure
(2) Information that becomes known to the disclosing party or becomes public knowledge after disclosure, through no fault of the disclosing party
(3) Information independently developed without reference to the disclosed information
(4) Information excluded from confidentiality under these Terms or a separate agreement
Article 3 (Conclusion of the Service Agreement)
1. Store Members shall apply for the Service Agreement by the method prescribed by the Company, having accepted these Terms.
2. When providing information to the Company during the application process, the Store Member shall provide information that is true, accurate, and up-to-date.
3. The Service Agreement shall be formed between the Company and the Store Member upon the Company's acceptance of the application referred to in the preceding paragraph following its review, thereby enabling the Store Member to use the Service.
4. The Company may refuse to accept an application without providing reasons if any of the following circumstances apply to the Store Member:
(1) Where the application contains false statements, errors, omissions, or similar inaccuracies
(2) Where the Company determines that the application is based on, or may be based on, improper purposes
(3) Where the Company determines that the application violates or is likely to violate the provisions of these Terms
(4) In addition to the foregoing, if the Company deems it inappropriate to accept the application
Article 4 (Usage Fees)
1. The Service is a paid service, and Store Members must pay usage fees to the Company as consideration for using the Service. The amount of the usage fees, payment methods, and payment terms shall be as separately stipulated by the Company.
2. The Company shall not, in principle, refund usage fees received from Store Members. However, this shall not apply where the provision of the Service is significantly impeded due to reasons attributable to the Company, and the Company reasonably deems a refund appropriate.
Article 5 (Account)
1. Store Members shall securely store and manage their own information used for the Service (hereinafter referred to as "Account Information") and shall not lend, transfer, or share it with third parties.
2. Should Account Information be leaked, or should it become apparent that it is being used fraudulently by a third party, or should there be a risk of such occurrences, the Store Member shall immediately contact the Company and shall comply with any instructions given by the Company.
3. Should the Service be used via Account Information registered with the Company, such use shall be deemed to be by the Store Member. The Company shall not be liable for such use, except where the Company is at fault through willful misconduct or negligence.
Article 6 (Listed Information)
1. Store Members shall register and update accurate and up-to-date Listed Information at their own responsibility.
2. The Company may delete or modify information that violates posting standards (including false information, information violating laws or regulations, information violating public order and morals, or information infringing third-party rights), and may determine the posting position or display ranking at its discretion.
3. The Company shall handle personal information contained within the Listed Information in accordance with laws and regulations concerning the protection of personal information and the Company's separately established Privacy Policy. Store Members shall, when using the Service, consent to, or ensure the consent of the individual concerned, the Company handling personal information contained within the Listed Information in accordance with such laws, regulations, and the Privacy Policy.
Article 7 (User Dealings)
1. When accepting visits, reservations, enquiries, product orders, etc., from Users through the Service, or when providing products or services to Users, the Store Member shall respond sincerely and appropriately at its own responsibility.
2. The formation of sales or other contracts between Store Members and Users, the provision and receipt of goods or services, payment of fees, and all other transactions shall be conducted directly between the Store Member and the Users. The Company shall not be a contracting party, performance assistant, or arrangement executor for these transactions. Beyond its responsibilities as the operator of the Service, the Company shall not be liable for any matters concerning transactions between Store Members and Users, including but not limited to the formation or performance of contracts, quality, payment of consideration, returns/refunds, warranties, dispute resolution, or any other related issues.
3. Store Members shall resolve any objections, claims, demands for damages, or other issues raised by Users at their own expense and responsibility. The Company shall bear no liability in this regard.
4. Notwithstanding the preceding paragraph, the Company may, where it deems necessary, handle User support matters itself for the purpose of maintaining the Service. Should the Company incur damages as a result of such handling, it shall be entitled to claim compensation for said damages from the Store Member.
Article 8 (Prohibited Acts)
Store Members shall not engage in any of the following acts:
(1) Acts infringing upon the rights or interests of others, acts defaming others or damaging their credibility, or acts likely to result in such consequences
(2) Using the Service for religious activities, political activities, or other purposes unrelated to the Food and Beverage (F&B) business
(3) Acts that interfere with the operation of the Service or the use of the Service by other Store Members
(4) Registering or posting false or inaccurate information
(5) Using the Service by impersonating another person
(6) Acts involving the transmission of harmful computer programs or unauthorized access
(7) Any other acts that the Company reasonably deems inappropriate
Article 9 (Ownership of Rights)
1. Photographs, videos, text, and other content (hereinafter referred to as "Store Member Content") posted by Store Members when using the Service may be used (including reproduction, modification, publication, distribution, and other forms of use) by us or third parties designated by us to the extent necessary for the operation of the Service or for advertising and promotion related to the Service.
2. Store Members warrant to the Company that Store Member Content does not infringe any third party's intellectual property rights or other rights or interests.
3. Should any dispute arise between a Store Member and a third-party concerning infringement of intellectual property rights or other rights or interests related to Store Member Content, the Store Member shall resolve such dispute at their own expense and responsibility.
4. Store Members shall not exercise moral rights against the Company.
5. The Company shall handle intellectual property concerning Store Member Content in accordance with relevant laws and regulations and the Company's separately established intellectual property policy.
Article 10 (Confidentiality)
1. The Company and Store Members shall use Confidential Information solely for the purpose of using or providing the Service and shall not provide, disclose, or leak the other party's Confidential Information to any third party without the other party's prior written consent.
2. The Company and Store Members shall implement appropriate security measures against risks such as unauthorized access to Confidential Information, loss, destruction, alteration, or disclosure of Confidential Information.
3. Notwithstanding paragraph 1, if disclosure of Confidential Information is lawfully ordered by the State or other public authority, such Confidential Information may be disclosed to that public authority. However, upon receiving such an order, the party shall promptly notify the other party of the fact of the order and shall endeavor to the greatest extent possible to maintain the confidentiality of the Confidential Information.
Article 11 (Exemption from Liability)
1. The Company shall not be liable for any damages incurred by a Store Member arising from or in connection with the Company's refusal to register a Store Member in accordance with these Terms, the suspension or termination of the Service, the cancellation of a Store Member registration, the alteration or deletion of content, amendments to these Terms, or any other matter related to the Service, except where such damages result from the Company's willful misconduct or negligence.
2. Even if a Store Member's account is used fraudulently, the Company shall not be required to verify whether such use was by the Store Member themselves. The Company shall deem such use to be proper use by the Store Member and shall not be liable for any damages or other losses arising from such use.
3. Where the Service interfaces with External Services, the Store Member shall comply with the terms of use of such External Services at their own expense and responsibility. The Company shall not be liable for any issues arising from such External Services. Furthermore, the Company does not guarantee the integrity of the interface between the Service and External Services or the results of such interface. The Company shall not be liable even if the Store Member's use of the Service is restricted due to malfunctions in the interface.
4. Even where the Company is liable to a Store Member, the Company's liability for compensation shall not exceed the amount paid by the Store Member to the Company over the preceding six months.
Article 12 (Payment)
1. The Company shall entrust the provision of payment methods related to the Service to external Payment Service Providers (hereinafter referred to as "PSPs").
2. Store Members shall grant the Company the authority to act as their agent in concluding agreements with PSPs regarding changes to usage fees and other charges between PSPs and the Store Member.
3. By agreeing to our prescribed terms and conditions or continuing to use the Service provided by us, the Store Member shall be bound by PSP’s Terms of Use prescribed by PSPs.
4. Store Members agree to provide accurate and complete information to the Company and consent to the sharing of such information and transaction data related to the use of payment service provided by PSPs between the Company and PSPs.
Article 13 (Suspension of Service)
The Company may temporarily suspend all or part of the Service without prior notice to Store Members in any of the following circumstances:
(1) Where the provision of the Service becomes difficult due to natural disasters such as earthquakes, fires, floods, or tsunamis; war; civil unrest; terrorism; riots; or disturbances;
(2) Where the servers, communication lines, or other equipment used to provide the Service become unavailable due to failure, malfunction, power outage, or similar circumstances
(3) When performing regular or emergency maintenance, inspection, repair, or modification of the systems used to provide the Service
(4) When required by law or based on a request from a judicial or administrative authority
(5) Where the Company reasonably deems it necessary for other operational or technical reasons relating to the Service
Article 14 (Service Changes and Termination)
1. The Company may change the content of the Service or terminate its provision at its discretion. In such cases, the Company shall notify Store Members in advance.
2. The Company shall not be liable for any damages incurred by Store Members as a result of the measures taken under the preceding paragraph.
Article 15 (Termination)
1. The Company may prohibit use of the Service or terminate the Service Agreement without prior notice or demand if any of the following grounds arise in relation to a Store Member:
(1) In the event of a breach of these Terms
(2) Where the Listed Information is false
(3) In the event of delayed or non-payment
(4) When a petition is filed for commencement of bankruptcy proceedings, civil rehabilitation proceedings, corporate reorganization proceedings, special liquidation proceedings, or any similar proceedings
(5) Where the Company otherwise deems it inappropriate for the Store Member to continue using the Service or maintaining the Service Agreement
2. The Company shall bear no liability whatsoever for any damages incurred by the Store Member as a result of actions taken by the Company pursuant to this Article.
Article 16 (Exclusion of Anti-Social Forces and Anti-Social Conduct)
1. The Store Member warrants that it (including its corporate body, shareholders, officers, de facto managers, employees, etc.; the same applies hereinafter) does not fall under any anti-social forces such as organized crime groups, and undertakes that it will not fall under such categories in the future.
2. The Store Member undertakes not to engage in any of the following acts:
(1) Violent demands
(2) Unjust demands exceeding legal liability
(3) Threatening behavior or the use of violence in relation to transactions
(4) Spreading rumors, using deceit or force to damage the Company's reputation, or obstructing the Company's business
(5) Any other acts equivalent to the foregoing items
Article 17 (Amendment of Terms of Use)
The Company reserves the right to amend these Terms. Should the Company amend these Terms, it shall notify Store Members of the changes by the method specified by the Company.
Article 18 (Use of Case Studies)
Unless otherwise agreed with the Store Member, the Company may use the Store Member's store name, etc., free of charge as a case study in press releases, sales materials, on the Company's website, etc., in relation to the use of the Service.
Article 19 (Assignment of Rights and Obligations)
1. The Store Member shall not assign, lend, or pledge as security to a third party all or part of the rights and obligations under the Service Agreement, or the contractual position.
2. Should the Company transfer the business related to the Service to another company, the Company may transfer all or part of the rights and obligations under the Service Agreement, the contractual status, and the Store Member's registration details and other information to the transferee of such business transfer. The Store Member shall be deemed to have consented to such transfer in advance.
Article 20 (Governing Law)
These Terms shall be governed by and construed in accordance with the laws of Japan.
Article 21 (Dispute Resolution)
The Tokyo District Court shall be the exclusive court of first instance with agreed jurisdiction for any and all disputes arising in connection with the Service, the Service Agreement, or these Terms.
Article 22 (Notices)
When the Company needs to notify or contact Store Members regarding the Service, it shall do so by posting on the Company's website or by any other method the Company deems appropriate. When the Company notifies or contacts individual Store Members, such notification shall be deemed to have been delivered at the time it is sent to the email address registered for use in the Service or displayed on the dashboard.
Article 23 (Contact)
All notifications, communications, or inquiries from Store Members regarding the Service to our company shall be sent to the following contact information.
Megurume Support Desk
Email Address: contact@megurume.jp
*English language version and any other translated version of the legal documents shall be made for convenience only. If there are any discrepancies between the Japanese language version and a translated version, the Japanese language version shall prevail.