Terms of Use [Extended License]

This WordPress Theme TCD Series Terms of Use [Extended License] (hereinafter referred to as “this Agreement”) sets forth the terms and conditions of the license for creating a third party’s website using the WordPress theme files “TCD series” (hereinafter referred to as “this Theme”) provided by Design Plus Inc., and the conditions of the license and the relationship of rights and obligations between us and you. The person who purchases and uses the Theme must read and agree to the full text of these Terms and Conditions before creating a third-party site using the Theme.

1. Definitions

The following terms in this Agreement are defined as follows.

• 1.1 User

  The individual or legal entity associated with the ID of the dedicated account page (“My Page”) provided by the TCD member service that purchased this theme.

• 1.2 Self-owned site

  A site created for the purpose of management, operation, and use by the user himself/herself.

• 1.3 Agents production

  The act of creating a site for a third party using the Theme for a fee.

2. Contract

• 2.1

  In the event that the User wishes to use the Theme to create a third-party website for a fee, the User shall apply for the Extended License with a notice of the necessary matters specified separately to us prior to the commencement of the creation of such website.

• 2.2

  Upon receipt of an application in the preceding paragraph, we shall review it without delay, determine whether or not the contract is possible, and notify the user of the result.If a contract is possible, we shall bill the user for the separately specified license fee along with the notification.

• 2.3

  Upon completion of payment of the license fee by the user, the Agreement shall be deemed to have been concluded, and we shall grant the Extended License to the user and issue a license certificate to the user.

• 2.4

  Any person who creates a third-party site using this Theme for a fee is presumed to have an agreement with us that this agreement is in effect.

• 2.5

  When the end of sales of this Theme is announced, the application for this contract will be terminated at that time.

• 2.6

  When the sale of this theme is terminated, we shall cease to develop and provide updates and support for this Theme within a time limit to be notified in advance by us. However, if the Extended License under this Agreement has not yet expired, you may continue to receive support only by e-mail until the expiration date.

3. License, Terms, and Expiration Date

• 3.1

  We authorize users who have been granted the Extended License to use this Theme within the scope specified below.

  • a) To undertake the creation of a website for a third party using this theme for a fee.

  • b) Use of websites created using this Theme for business activities related to the preceding item.

  • c) Profit from the introduction of this Theme in seminars, cram schools, lectures, and other commercial activities.

• 3.2

  Themes that Licensee may use to perform the acts described in the preceding paragraphs are limited to those expressly set forth in the License Certificate issued pursuant to this Agreement.

• 3.3

  Licensee may, at its own risk, make any necessary modifications to this Theme in order to perform any of the acts set forth in Paragraph 1 of this Article.

• 3.4

  The Extended License shall be valid for three (3) years from the date of issuance of the license certificate.

4. Prohibited Matters

• 4.1

  Users shall not take any of the following actions in using or modifying this Theme.

  • a) Violation of the provisions of these Terms and Conditions.

  • b) Any act that infringes or may infringe the rights (including, but not limited to, intellectual property rights (including copyrights, neighboring rights, and trademarks), privacy rights, portrait rights, and honorary rights) of the Company or any third party.

  • c) Actions that violate or may violate domestic or foreign laws and regulations.

  • d) Use of this Theme for sites that disseminate antisocial, violent, or bizarre information.

  • e) Use of this Theme for sites that transmit information that aids, abets, encourages, or instigates criminal or other illegal activities.

  • f) Acts of unauthorized access, cracking, attacks, virus transmission, or any other acts that interfere or may interfere with computers operated by the Company or third parties.

  • g) Distributing, reselling, lending, transferring or granting a license to a third party to use this Theme or a modified version of this Theme.

  • h) Disclosing or allowing a specific or unspecified third party to use the user’s My Page.

  • i) Disclosing or allowing a specific or unspecified third party to use the user’s My Page ID or password.

  • j) Any act that misleads or may mislead a third party into believing that this Theme or a modified version of this Theme is the original product of the user.

  • k) To undertake production services using this Theme for less than the selling price of this Theme to be used.

  • l) Use or modify this Theme for use with a CMS that is not WordPress for the purpose of providing it to a third party.

5. Attribution of rights

• 5.1

  The PHP portion of our products is governed by the GNU General Public License, which takes precedence over this Terms of Use.

• 5.2

  All intellectual property rights, including copyrights, for images, HTML, CSS, Javascript, etc., contained in our products, regardless of whether or not they have been processed, belong to us or to third parties that grant licenses to us.

• 5.3

  Your agreement to this Terms of Use does not transfer any intellectual property rights to you.

6. No Warranty

• 6.1

  The use or modification of this Theme is the sole responsibility of the user, and we makes no warranty of any kind.

• 6.2

  We make no warranty, express or implied, that this Theme is free from errors, bugs, defects, or security flaws, that plug-ins added by Licensee or Licensee’s customers will work, that this Theme as modified by the user will work, that this Theme is fit for the user’s particular purpose, that this Theme has the characteristics and commercial value expected by the user, or that this Theme conforms to the laws, regulations, or internal rules applicable to the user. We disclaims all warranties, express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, and conformity with applicable laws, regulations, or internal rules.If any defects are found, we will do our best to correct them, but we cannot promise that we will be able to correct all of them.

• 6.3

  We make no warranty of any kind regarding the deliverables resulting from the use of this Theme.

7. Disclaimer

• 7.1

  We shall not be liable to Licensee for any consequences resulting from the use or modification of this Theme, regardless of the reason or nature of such consequences. However, this shall not apply in the event of intentional or gross negligence on the part of us.

• 7.2

  If we are liable for compensation under the proviso of the preceding paragraph, the amount of such compensation shall not exceed the selling price of this Theme plus the license fee.

• 7.3

  Under no circumstances shall we be liable for any damages incurred by Licensee or any third party in connection with the use or modification of this Theme.

• 7.4

  Licensee shall, regardless of the reason or nature of any dispute or potential dispute (hereinafter called “Dispute”) with a third party arising out of or in connection with the use or modification of this Theme, settle such Dispute at their own responsibility and expense, and we shall not be liable for any such Dispute.

8. Violation

• 8.1

  If we determine that a licensee’s use of this Theme (including modified versions of this Theme) is in violation of this Agreement (hereinafter called “Violation”), we may issue a warning to the user and demand that the violation be remedied or the use of this Theme be suspended, or both. The licensee shall promptly comply with such request.

• 8.2

  In the event that the licensee does not comply with the warning or request in the preceding paragraph, we may charge the licensee a penalty fee determined separately.

• 8.3

  In the event of Violation, we may immediately charge the licensee a penalty fee if we deem the violation to be particularly malicious.

• 8.4

  In the event of Violation, we may suspend support services to the licensee in question.

• 8.5

  In the event of Violation, if the licensee has received a warning from us in the past, or if the licensee has received multiple warnings from us and has not corrected the Violation, we may reserve the right to revoke the license for this theme and suspend sales, updates and the granting of Extended License of all our products to the user afterwards.

• 8.6

  The provisions of Paragraphs 1 through 5 of this Article shall not preclude a claim for compensation for damages incurred by us as a result of such violation.

9. Modification to these Terms and Conditions

• 9.1

  We may change these Terms of Use as deemed necessary by us. In the event of modification of the Terms of Use, we will notify users of the effective date and content of the modified Terms of Use by posting on our website or by other appropriate means. However, in the case of changes that legally require the consent of the user, the user’s consent shall be obtained in a manner prescribed by us.

• 9.2

  Users will be deemed to have agreed to the revised Terms of Use without objection at the time they use this Theme after the revision of the Terms of Use.

10. Severability

If any provision of these Terms and Conditions or any part thereof is determined to be invalid or unenforceable under the Consumer Contract Act or other laws or regulations, the remaining provisions of these Terms and Conditions and the remaining portions of any provision determined to be invalid or unenforceable in part shall remain in full force and effect.

11. Jurisdiction

• 11.1

  These Terms and Conditions shall be governed by and construed in accordance with the laws of Japan.

• 11.2

  Any dispute between the Company and a user arising out of or relating to these Terms of Use shall be subject to the exclusive jurisdiction of the Osaka Summary Court or the Osaka District Court as the court of first instance, depending on the amount of the claim.

Addendum

1. Requirements

If a user wishes to be granted the Extended License, the user shall apply for the Extended License agreement by notifying us of the following required items.

• a) Company Name

• b) Name

• c) Address

• d) Phone Number

• e) User’s Site URL

2. License fee

• 2.1

  The license fee for the Extended License is 30,000 yen (33,000 yen with tax) per theme.

• 2.2

  The license fee shall not include the price of the theme itself.

• 2.3

  We reserve the right to change the Extended License fee without notice to the user.

*These Terms of Use have been prepared in Japanese as the original language, and translations of these Terms of Use into languages other than Japanese are provided solely for the convenience of the site language. In the event of any discrepancy between the translated version and the original Japanese version, the Japanese original shall prevail.