Creative Drive CRO Terms of Use

These Terms of Use set forth the conditions for use of "Creative Drive CRO" (hereinafter "the Service") provided by chipper Inc. (hereinafter "the Company").By applying for this service, you are deemed to have agreed to these Terms.

Article 1 (Definitions)

1. "Service" means Creative Drive CRO provided by us.
2. "Customer" refers to a corporation or individual who has entered into a service agreement with our company.
3. "Users" refers to persons to whom the customer issues accounts and permits to use the Service.This includes your company's officers and employees, as well as any agencies or production companies you have designated.
4. "Target Site" refers to the website on which you have installed the measurement tag for this service.
5. "Visitor" refers to a person who browses the target site.
6. "Visitor Data" refers to information about visitor behavior and attributes collected by this Service on the target site.Includes visitor identifiers, records of views, clicks, scrolls, and dwell time, estimated region, form input information, customer chat conversations, and session replay recordings.
7. "Output" means text, improvement suggestions, reports, and other deliverables generated by this Service using AI.
8. "Individual Agreement" refers to contracts, purchase orders, application forms, and other equivalent documents or electromagnetic records concluded between our company and the customer.

Article 2 (Application)

1. These Terms of Service set forth the conditions for providing the Service and the rights and obligations between us and you.
2. The terms of use, fee schedules, and guides posted by our company on this service constitute part of these Terms.
3. If an individual agreement contains provisions that differ from these terms, the individual agreement shall prevail.

Article 3 (Amendment of Terms)

1. We may revise these Terms of Service due to changes in laws and regulations, changes in social conditions, additions of features to the Service, or other reasons.
2. Changes shall take effect upon posting on this Service or notification by email.We will notify you at least 30 days before the effective date of any material changes that are disadvantageous to you.
3. If you continue to use this service after notification, you will be deemed to have agreed to the changes.

Article 4 (Registration)

1. Those wishing to register must agree to these Terms and apply using the method specified by our company.
2. The service agreement is concluded at the time our company accepts your application.
3. We may not accept your application in any of the following cases.We are not obligated to disclose the reason.
   • If there is any false information, errors, or omissions in the application details
   • If you have previously violated these Terms or the terms of our other services
   • If we determine that you fall under or are involved with antisocial forces as defined in Article 29
   • In other cases where we determine it to be inappropriate

Article 5 (Changes to Registered Information)

If any changes occur to the registered information, the customer shall notify us without delay using the method prescribed by our company.We shall not be liable for any damages incurred by the customer due to failure to submit the required notification.

Article 6 (Account)

1. Customers are responsible for managing their account credentials at their own risk.
2. You are responsible for all actions taken under accounts you have issued, including actions by your users.
3. You may not transfer, lend, or share your account with any third party without our prior written consent.
4. If you become aware of or suspect a leak of authentication credentials, you shall immediately notify us and follow our instructions.
5. This service includes a feature for issuing connection keys (API keys) to allow access from external AI systems.The provisions of this Article shall apply mutatis mutandis to the management of such keys and operations conducted through such keys.All instructions, operations, and configuration changes made via the relevant connection key (including those resulting from automated processing by external AI, malfunctions, or unintended responses).) shall be the sole responsibility of the customer for the results thereof, regardless of the reason.

Article 7 (Content of the Service)

1. This service performs the following processes through measurement tags placed on the target site.
   • Acquisition, recording, and aggregation of visitor data
   • Display different content based on visitor conditions
   • Rewriting the display content of the target site(Includes actual page editing, A/B testing, and widget display)
   • Responding to visitors via live chat
   • AI-powered improvement suggestions and text generation
2. About rewriting the display of the target site.This service rewrites the displayed content of the target site's pages after they have loaded, in accordance with your settings.The decision and confirmation of content to be rewritten are the sole responsibility of the customer.We shall not be liable, except as provided in Article 20, for any display issues arising as a result of rewriting, non-interference with existing systems on target sites or third-party programs (including EC carts, payment flows, various tags, etc.), or any malfunctions, display failures, system errors, or damages caused thereby.
3. You warrant that you have the legitimate authority to perform measurement and display rewriting by this service on the target site.
4. We may add, modify, or discontinue features of this service.

Article 8 (Handling of Visitor Data)

1. Regarding the visitor data acquired by this service,Customer is controller, we are processorwill be.We will only process visitor data within the scope of your instructions and these Terms.
2. The customer shall, at their own responsibility, fulfill the following obligations.
   • Obtain necessary notifications, disclosures, and consents required by law regarding the collection and use of visitor data
   • Describe the measurement and recording performed by this service in the privacy policy of the target site
   • Obtain consent required by applicable laws regarding the use of cookies and similar technologies
3. About the session replay feature.This feature does not work by default.Records visitors' screen interactions only when enabled by the customer.Characters entered in the input field will be masked at the time of recording,For areas where information that must not be recorded may appear on screen, the customer shall designate such areas as excluded from recording.The activation of this feature and the determination of its legality are the responsibility of the customer.
4. About the visitor question feature and location information feature.Neither works by default.Works only when enabled by the customer.The content of questions, the scope of information to be obtained, and the determination of their legality are the responsibility of the customer.
5. We use visitor data and your usage information for the purposes of providing this service, maintaining and improving quality, developing new features, and conducting statistical analysis.
6. Our company may publish externally, through seminars, proposal materials, articles, reports, or other means, the insights obtained from the statistical analysis described in the preceding paragraph.In this case,After processing to identify specific customers and anonymize specific individualsDo not use company names, domains, URLs, or actual wording.
7. When introducing a case study that mentions the customer's company name,With the customer's prior consentWill be performed.We will never disclose visitors' personal information, the content of customer service chat conversations, or session replay recordings.
8. We do not sell visitor data to third parties.
9. For details on the handling of visitor data,Terms of Service　Privacy Policywill be set to.

Article 9 (Use of External AI Services)

1. This service sends data to external AI services for generating improvement suggestions, generating text, responding to customer service chats, and translation.
2. The data sent includes materials registered by the customer, text on the target site, and content entered by visitors in the customer service chat.
3. We have a contract with the AI service under the condition that the data we send will not be used for its machine learning.
4. Customers shall not register in this service any information that they do not wish to be sent to external AI services.

Article 10 (Handling of Output)

1. Rights to output materials belong to you upon generation.However, the intellectual property rights constituting this service belong to our company or third parties who have licensed rights to our company.
2. Customers shall use the output at their own responsibility and discretion.We do not guarantee the accuracy, usefulness, legality, or non-infringement of third-party rights of any output.
3. You shall verify that the content and expressions of any output comply with applicable laws and industry regulations before publishing it.Act on Prevention of Unjustifiable Premiums and Misleading Representations (including regulations on misleading representations and stealth marketing).), compliance with the Act on Securing Quality, Efficacy and Safety of Products Including Pharmaceuticals and Medical Devices, the Financial Instruments and Exchange Act, and other applicable regulations shall be determined at your own responsibility.
4. Due to the nature of AI, identical or similar outputs may be generated for other customers.The customer agrees to this in advance.

Article 11 (Intellectual Property Rights of the Service)

All intellectual property rights related to the software, databases, screen designs, texts, templates, and any other elements constituting this service belong to our company or the respective legitimate rights holders.These Terms grant permission to use the Service and do not transfer any such rights.

Article 12 (Usage Fees)

1. Fees and payment terms are governed by individual contracts or our prescribed fee schedule.
2. We may change our pricing structure.If changes are made, notice will be provided in accordance with Article 3.
3. Fees paid are non-refundable except in cases attributable to our fault.
4. If a customer delays payment, we may charge a late penalty fee at an annual rate of 14.6 percent.
5. If a customer's payment is overdue, we may suspend the provision of this service after providing notice.

Article 13 (Communication Environment)

The communication environment and equipment necessary for using this service shall be prepared at the customer's own expense and responsibility.

Article 14 (Subcontracting)

We may outsource all or part of the operations necessary for providing this service to third parties.In such cases, we shall impose on the subcontractor obligations equivalent to those stipulated in these Terms.

Article 15 (Provision via Agency)

1. The Service may be provided through agencies authorized by our company.
2. Agencies may access your account and data at your request.The scope and availability of access by agencies shall be determined by the customer.
3. We use your information to the extent necessary for service provision, support responses, incident investigation, fraud prevention, and billing verification.We may review accounts managed by agencies and the data contained therein.
4. We do not use agency data for sales activities directed at clients other than the agency in question.
5. We are not a party to the contractual relationship between the agency and the customer.

Article 16 (Prohibited Items)

Customers and users must not engage in the following actions.

1. Acts that violate laws, regulations, or public order and morals
2. Actions that infringe on the intellectual property rights, portrait rights, privacy, or other rights of third parties
3. Acts that interfere with the operation of this service, unauthorized access, reverse engineering, or placing excessive load on the service
4. Installing measurement tags on websites for which the customer does not have legitimate authority
5. Collecting visitor data without providing necessary notices or obtaining consent from visitors
6. Sending false conversion information to advertising platforms
7. Presenting outputs as if they were created by a human
8. Entering or distributing through this service false information, misleading representations, or discriminatory expressions
9. Reselling or sublicensing the Service to any third party without our prior written consent (excluding authorized resellers approved by us)
10. Other actions deemed inappropriate by our company

Article 17 (Disputes with Third Parties)

If a dispute arises between the customer and a third party in connection with the customer's use of this service, the customer shall resolve such dispute at the customer's own cost and responsibility.We shall not be liable except in cases attributable to our own fault.

Article 18 (Limitation of Warranties)

1. We do not warrant that the Service will be fit for any particular purpose, or that it will be free from interruptions, errors, or defects.
2. We do not guarantee the completeness, accuracy, or usefulness of measurement results, estimation results, or outputs.Region and organization determination based on IP address is an estimate and may differ from actual values.
3. We do not guarantee that your use of this Service will improve your sales, conversion rates, or any other results.
4. Due to changes in browser specifications, ad blockers, external services, outages, or service discontinuation, measurement or display rewriting may not function correctly.We are not responsible for any results arising from these.

Article 19 (Suspension of the Service)

1. We may temporarily suspend all or part of this service for maintenance, inspections, or system updates.Planned interruptions will, in principle, be announced in advance.
2. In cases of failure, force majeure, or other emergencies, service may be interrupted without prior notice.
3. For any damages incurred by the customer due to interruptions, we shall be liable only to the extent set forth in Article 20.

Article 20 (Disclaimer and Limitation of Liability)

1. We shall not be liable for any damages incurred by the customer in connection with this service, except in cases of our willful misconduct or gross negligence.
2. Even in cases where we are liable, the scope of compensation shall be limited to direct and ordinary damages actually incurred, and the amount shall not exceed the usage fees paid by the customer to us in the month in which the event giving rise to the liability occurred.
3. We shall not be liable for any loss of profits, loss of opportunity, loss of data, or other indirect damages.
4. If the customer is a consumer under the Consumer Contract Act, the provisions of Paragraphs 1 through 3 of this Article shall not apply, and we shall compensate for direct and ordinary damages actually incurred by the customer, except in cases of our willful misconduct or gross negligence, with a maximum compensation amount of 10,000 yen.

Article 21 (Customer's Liability for Damages)

If the customer violates these Terms of Service or causes damages to us in connection with the use of the Service, the customer shall compensate for such damages.

Article 22 (Discontinuation of the Service)

We may discontinue all or part of this service.In this case, we will provide notice at least one month in advance, except in urgent situations.We are not liable for any damages incurred by customers as a result of the discontinuation.

Article 23 (Contract Period)

1. The contract period shall be the period specified in the individual contract, or one year if no such period is specified.
2. If neither party gives notice of non-renewal at least one month before the end of the term, this agreement shall be renewed for an additional one year under the same conditions, and the same shall apply thereafter.

Article 24 (Suspension and Termination of Use by Us)

1. We may suspend your use of the Service or terminate the Service Agreement without prior notice if you fall under any of the following circumstances.
   • In case of violation of these Terms
   • If payment is not made and the failure is not remedied within 14 days after notice
   • In the event of being subject to, or filing for, attachment, provisional attachment, auction, bankruptcy, civil rehabilitation, or other such proceedings
   • If it becomes apparent that the party falls under or is involved with antisocial forces as defined in Article 29
   • In other cases where we determine that a trust relationship cannot be maintained
2. We shall not be liable for any damages incurred by the customer as a result of the suspension or termination set forth in the preceding paragraph.

Article 25 (Post-Termination Processing)

1. If the service agreement is terminated, the customer shall immediately cease use of this service and remove the measurement tags from the applicable sites.
2. We will delete your data after the contract ends, except where required by law.Steps to deleteData deletion procedurewill be set to.
3. The customer shall export any necessary data before the contract ends.We are not liable for any damages arising from the deletion of data after the contract ends.

Article 26 (Confidentiality)

1. Each party shall not use the other party's confidential information obtained in connection with this Service for any purpose other than the use or provision of this Service, and shall not disclose such information to any third party without the other party's prior written consent.
2. In cases where disclosure is required by law or government authority, the disclosing party shall notify the other party in advance to the extent possible.
3. Upon request by the other party, confidential information shall be returned or destroyed.

Article 27 (Notices)

Notices from us to you will be sent to your registered email address or posted on this Service.Notifications shall be deemed to have been received at the time they are sent or posted.

Article 28 (Assignment of Contractual Status)

1. You may not assign, transfer, or pledge your position, rights, or obligations under these Terms to any third party without our prior written consent.
2. In the event that the Company transfers the business related to this Service to a third party, the Company may transfer its position under the service agreement, rights and obligations, and customer information to the transferee in connection with such transfer.Customers shall be deemed to have agreed to this in advance.

Article 29 (Exclusion of Antisocial Forces)

1. Each party represents and warrants that neither it nor its officers falls under the category of organized crime groups, organized crime group members, quasi-members of organized crime groups, companies affiliated with organized crime groups, corporate racketeers (sokaiya), groups engaging in criminal activities under the pretext of conducting social campaigns, special intelligence violent crime groups, or any other equivalent persons or entities (collectively, "Antisocial Forces"), and that it will not fall under any such category in the future.
2. The parties hereby warrant that they will not, either directly or through a third party, engage in acts of violent demands, unreasonable demands that go beyond legal liability, threatening behavior, spreading rumors, fraudulent acts, or interference with business through force.
3. In the event of a violation of the preceding two paragraphs, the other party may immediately terminate the service agreement without any prior notice.We shall not be liable for any damages incurred by the other party as a result of this termination.

Article 30 (Force Majeure)

In the event that provision of this Service becomes difficult due to natural disasters, epidemics, war, civil unrest, changes or abolition of laws and regulations, failures of communication lines or cloud service providers, or other circumstances not attributable to our company, we shall bear no liability.

Article 31 (Severability)

Even if any provision of these Terms is found to be invalid or unenforceable, the validity of the remaining provisions shall not be affected.

Article 32 (Consultation)

For matters not stipulated in these Terms, or in the event that any doubt arises regarding the interpretation of these Terms, the parties shall resolve such matters through good-faith consultation.

Article 33 (Governing Law and Jurisdiction)

This Agreement shall be governed by the laws of Japan.For any disputes arising in connection with this service, the Tokyo District Court shall be the court of exclusive agreed jurisdiction for the first instance.

Article 34 (Contact Us)

For inquiries regarding these Terms,info@chipper.co.jpPlease contact us at (chipper Inc. / Cerulean Tower 15F, 26-1 Sakuragaokacho, Shibuya-ku, Tokyo 150-0031).