If you use Investalk, please read these Terms of Use (hereinafter referred to as the “Terms”) in advance and use the service only if you agree to them.

Article 1 Application

1. These Terms set forth the conditions for use of the Service (as defined in Article 2) established by Investor Communications Inc. (hereinafter referred to as the “Company”), and apply to all Users (as defined in Article 2) who use the Service.
2. Rules, provisions, and the like concerning the Service that the Company posts from time to time on the Site (as defined in Article 2) constitute a part of these Terms.
3. The Company may change these Terms without obtaining the User’s consent in the following cases. The revised Terms shall take effect from 0:00 a.m. on the day following the day on which the Company posts them on its website. The conditions for use of the Site shall be governed by the revised Terms, and the content of the revised Terms shall also apply to Member Use Agreements concluded prior to the change of these Terms. (1) When the change to these Terms conforms to the general interests of Users. (2) When the change to these Terms does not contravene the purpose of the agreement and is reasonable in light of the necessity of the change, the appropriateness of the content after the change, the content of the change, and other circumstances relating to the change.
4. Users shall faithfully comply with these Terms.

Article 2 Definitions

The definitions of terms in these Terms shall be as set forth in the following items.

(1) “the Service” means the IR information provision service bearing the name “Investalk” that the Company provides to investors and others (if the name or content of the service is changed for any reason, this includes the service after such change).

(2) “User” means an individual or corporation that is a user of the Service (including viewers of the Service).

(3) “Applicant for Registration” means the “Applicant for Registration” as defined in Article 3.

(4) “Registration Information” means the “Registration Information” as defined in Article 3.

(5) “Registered User” means a User who has been registered as a user of the Member Services pursuant to Article 3.

(6) “Member Services” means the services designated by the Company, among the Service, that only Registered Users may use.

(7) “Subject Company” means a listed company or a company scheduled to be listed that is the subject of the IR information the Company intends to introduce using the Service.

(8) “External SNS Service” means a social networking service designated by the Company and provided by twitter or another business operator, which has functions such as authentication of Registered Users, disclosure of friend relationships, and publication of User Content within the relevant external social network, and which is used in the operation of the Service.

(9) “External SNS Operator” means the service provider of an External SNS Service.

(10) “External SNS Terms of Use” means the terms that govern the rights and obligations between a User and an External SNS Operator.

(11) “Company Content” means articles, comments, text, images, figures, and other data, or combinations thereof, posted by the Company in the Service.

(12) “User Content” means articles, comments, text, images, figures, and other data, or combinations thereof, posted by Users in the Service.

(13) “Intellectual Property Rights” means copyrights, patent rights, utility model rights, trademark rights, design rights, and other intellectual property rights (including the rights to acquire such rights or to apply for registration and the like of such rights).

(14) “the Site” means the website operated by the Company whose domain is “investalk.jp” (if the domain or content of the Company’s website is changed for any reason, this includes the website after such change).

(15) “Member Use Agreement” means the “Member Use Agreement” as defined in Article 3, Paragraph 5.

Article 3 Registration

1. The Company may provide Member Services to Registered Users.
2. A person who wishes to use the Member Services (hereinafter referred to as an “Applicant for Registration”) may apply to the Company for registration to use the Member Services by agreeing to comply with these Terms and by providing the Company with the information designated by the Company (hereinafter referred to as “Registration Information”) in the manner designated by the Company.
3. The application for registration set forth in the preceding paragraph must be made by the individual or corporation that will use the Member Services itself, and applications for registration by an agent are not permitted. In making an application for registration, an Applicant for Registration must provide the Company with true, accurate, and up-to-date information.
4. The Company may refuse registration if a person who has applied for registration pursuant to Paragraph 2 falls under any of the following items. (1) When the Company determines that there is a risk of violation of these Terms (including breach of representations and warranties). (2) When there is any falsehood, error, or omission in all or part of the Registration Information provided to the Company. (3) When the person has previously had their registration to use the Member Services cancelled. (4) When the person is a minor, an adult ward, a person under curatorship, or a person under assistance, and has not obtained the consent, etc. of a statutory agent, guardian, curator, or assistant. (5) When the Company determines that the person is an antisocial force, etc. (meaning an organized crime group, a member of an organized crime group, a right-wing organization, an antisocial force, or any other person equivalent thereto; the same shall apply hereinafter), or is engaged in any interaction or involvement with antisocial forces, etc., such as cooperating with or being involved in the maintenance, operation, or management of antisocial forces, etc. through the provision of funds or otherwise. (6) When the Company otherwise determines that registration is inappropriate.
5. The Company shall determine whether to approve the registration of an Applicant for Registration in accordance with the preceding paragraph and other Company criteria, and if the Company approves the registration, it shall notify the Applicant for Registration to that effect. Upon such notice, the registration of the Applicant for Registration as a Registered User shall be completed, and an agreement concerning the use of the Service in accordance with the provisions of these Terms (hereinafter referred to as the “Member Use Agreement”) shall be formed between the Registered User and the Company.
6. If there is any change to the Registration Information, the Registered User shall, without delay, notify the Company of such change by the method designated by the Company and submit the materials requested by the Company.

Article 4 Use of the Service, etc.

1. Users may use the Service in accordance with these Terms and the method designated by the Company.
2. During the term of the Member Use Agreement, a Registered User may use the Member Services in accordance with these Terms and the method designated by the Company.

Article 5 Management of Account Information

1. A Registered User shall, at their own responsibility, manage and store the user ID and password relating to the Member Services (hereinafter referred to as “Account Information”), and shall not allow any third party to use it, or lend, assign, change the name of, sell, or otherwise dispose of it.
2. The Registered User shall bear responsibility for any damage caused by inadequate management of the Account Information, errors in use, use by a third party, or the like, and the Company shall bear no responsibility whatsoever.
3. If it becomes clear that the Account Information has been stolen or is being used by a third party, the Registered User shall immediately notify the Company to that effect and follow the Company’s instructions.

Article 6 Provision and Bearing of Equipment, etc.

1. The preparation and maintenance of the computers, software and other equipment, communication lines, and other communication environment necessary to receive the Service shall be carried out at the User’s own expense and responsibility.
2. Users shall, in accordance with their own environment for using the Service, take security measures such as the prevention of computer virus infection and the prevention of unauthorized access and information leakage, at their own expense and responsibility.
3. Even if the Company has, for operational purposes, stored messages sent or received by Users, User Content, or other information for a certain period, the Company shall not be obligated to store such information, and the Company may delete such information at any time. Furthermore, the Company shall bear no responsibility whatsoever for any damage incurred by Users as a result of the deletion of such information.
4. When installing software or the like onto the User’s computer or the like by downloading from the Site or by other means at the commencement of use of the Service or during use of the Service, the User shall exercise sufficient care so as not to cause the loss or alteration of information held by the User or the malfunction or damage of equipment, and the Company shall bear no responsibility whatsoever for such damage incurred by the User.

Article 7 Prohibited Acts

1. In using the Service, Users shall not engage in any act that falls under any of the following items. (1) Acts that infringe the property, Intellectual Property Rights, portrait rights, honor, credit, privacy, or other rights or interests of other Users, Subject Companies, External SNS Operators, other third parties, or the Company; acts that promote such infringement; or acts that risk such infringement. (2) Acts that violate laws and regulations or the internal rules of an industry association to which the Company or the User belongs; acts that promote violations of laws and regulations or internal rules; or acts that risk such violations. (3) Unauthorized reproduction, alteration, falsification, or other improper use of the Service (including Company Content). (4) Acts of transmitting data exceeding a certain data volume designated by the Company through the Service. (5) Acts that risk interfering with the Company’s operation of the Service. (6) Acts related to criminal activity or acts contrary to public order and morals. (7) Acts of transmitting obscene information, information concerning dating with the opposite sex, or information harmful to youth. (8) Acts that slander or defame a third party. (9) Acts of transmitting information containing computer viruses or other harmful computer programs. (10) Any other act that the Company determines to be inappropriate.
2. If the Company determines that a User’s conduct in the Service falls under, or is likely to fall under, any of the items of the preceding paragraph, the Company may, without prior notice to the User, delete all or part of the information concerning such User (including User Content), temporarily suspend or terminate the use of the Service, or cancel the registration as a Registered User. The Company shall bear no responsibility whatsoever for any damage incurred by the User as a result of measures taken by the Company pursuant to this paragraph.

Article 8 Suspension, Modification, and Termination of the Service, etc.

1. The Company may suspend or interrupt all or part of the use of the Service without prior notice to Users in any of the following cases. (1) When periodic or emergency inspection or maintenance of the computer system relating to the Service is carried out. (2) When computers, communication lines, or the like are stopped due to an accident. (3) When the operation of the Service becomes impossible due to force majeure such as fire, power outage, or natural disaster. (4) When trouble, interruption or suspension of service provision, suspension of integration with the Service, changes in specifications, or the like occur in an External SNS Service. (5) When the Company otherwise determines that suspension or interruption is necessary.
2. The Company may change the content of the Service from time to time as necessary, without prior notice to Users.
3. The Company may terminate the provision of all or part of the Service at its own convenience. In this case, the Company shall give prior notice to Users.
4. The Company shall bear no responsibility whatsoever for any damage incurred by Users as a result of measures taken by the Company pursuant to this Article.

Article 9 Cancellation of Registration, etc.

1. The Company may, without prior notice or demand, temporarily suspend or terminate the use of the Service for a User, or cancel their registration as a Registered User, if the User falls under any of the following items. (1) When the User has violated any provision of these Terms (including breach of representations and warranties). (2) When it is found that there is a false fact in the Registration Information. (3) When the User has used, or attempted to use, the Service for a purpose or by a method that risks causing damage to the Company, other Users, External SNS Operators, or other third parties. (4) When the User can no longer receive the provision of service or integration from an External SNS Operator due to a violation of the External SNS Terms of Use or for other reasons. (5) When the User has interfered with the operation of the Service by any means. (6) When the User has suspended payment or become insolvent, or a petition has been filed for the commencement of bankruptcy proceedings, civil rehabilitation proceedings, corporate reorganization proceedings, special liquidation, or similar proceedings. (7) When a bill or check drawn or accepted by the User has been subject to dishonor, or the User has been subject to a suspension of transactions by a clearinghouse or other similar measure. (8) When a petition for attachment, provisional attachment, provisional disposition, compulsory execution, or auction has been filed. (9) When the User has been subject to a disposition for delinquency in taxes and public dues. (10) When the User has died or has been subject to a ruling for the commencement of guardianship, curatorship, or assistance. (11) When the User falls under any of the items of Article 3, Paragraph 4 or Article 7, Paragraph 1. (12) When the Company otherwise determines that it is inappropriate for the User to continue using the Service.
2. If a User falls under any of the items of the preceding paragraph, the User shall automatically forfeit the benefit of time with respect to all obligations owed to the Company and must immediately pay all obligations to the Company.
3. The Company and a Registered User may cancel the Registered User’s registration by the method designated by the Company.
4. The Company shall bear no responsibility whatsoever for any damage incurred by Users as a result of acts taken by the Company pursuant to this Article.
5. If the use of the Service is terminated or the registration of a Registered User is cancelled pursuant to this Article, the User shall, in accordance with the Company’s instructions, return, discard, or otherwise dispose of any software, manuals, and other items related to the Service that were provided by the Company.

Article 10 Attribution of Rights, etc.

1. All ownership and Intellectual Property Rights relating to the Site and the Service (excluding rights relating to User Content) belong to the Company or to those who have granted licenses to the Company, and the license to use the Service under these Terms does not mean the assignment or licensing of the Intellectual Property Rights of the Company or those who have granted licenses to the Company relating to the Site or the Service, except as expressly set forth in these Terms.
2. Users shall not, for any reason, engage in any act that risks infringing the Intellectual Property Rights of the Company or those who have granted licenses to the Company (including, but not limited to, disassembly, decompilation, and reverse engineering).
3. Users represent and warrant that the User Content they post on the Service does not infringe the portrait rights, Intellectual Property Rights, or any other rights of any third party.
4. With respect to User Content and other information that Users post or otherwise transmit on the Site or the Service, the Company may freely use it without charge (including reproduction, copying, alteration, sublicensing to third parties, and any other use; the same applies to the next Article, Paragraph 2). In addition, Users shall not exercise their moral rights of authorship against the Company with respect to the User Content and other information that they post or otherwise transmit.

Article 11 Handling of Information

1. The handling of personal information that the Company acquires as a result of Users using the Service shall be governed by the privacy policy separately established by the Company. In using the Service, Users consent to the Company handling personal information in accordance with such privacy policy.
2. The Company may acquire information concerning Users’ usage status of the Service (including, but not limited to, the browsing history of articles in the Service) and may freely use such information without charge to the extent necessary for the provision and improvement of the Service and the development of new services, etc.

Article 12 Disclaimer of Warranties and Limitation of Liability

1. The Company shall bear no responsibility whatsoever for any losses or profits of Users arising from investment decisions made using the Service.
2. The Company makes no warranty whatsoever, including as to fitness for a particular purpose, accuracy, appropriateness, commercial usefulness, completeness, or continuity, with respect to the content of the Service or other information related to the Service (including, but not limited to, Company Content and User Content). Even if a User obtains, directly or indirectly from the Company, any information concerning the Service, the Company’s website, other Users of the Service, or other matters, the Company makes no warranty to the User beyond the content set forth in these Terms.
3. Misapprehensions of fact, errors in data entry, and the like may occur with respect to the content of the Service. The Company may correct or change these at any time.
4. Users shall make final investment decisions at their own discretion. The Company shall bear no responsibility whatsoever for any losses or profits of members arising from the misapprehensions of fact or data errors in the preceding paragraph. Users shall receive the provision of the Service with a correct and full understanding that the truthfulness and accuracy, etc. of the content of the Service are not guaranteed.
5. The Service may integrate with External SNS Services, but such integration is not guaranteed, and even if the Service is unable to integrate with an External SNS Service, the Company shall bear no responsibility whatsoever.
6. Where the Service integrates with an External SNS Service, Users shall comply with the External SNS Terms of Use at their own expense and responsibility, and even if a dispute or the like arises between a User and the External SNS Operator that operates such External SNS Service, the Company shall bear no responsibility whatsoever for such dispute, etc.
7. Users shall investigate, at their own responsibility and expense, whether their use of the Service violates the laws and regulations or the internal rules of industry associations, etc. applicable to them, and the Company makes no warranty whatsoever that a User’s use of the Service conforms to the laws and regulations or the internal rules of industry associations, etc. applicable to the User.
8. Any transactions, communications, disputes, etc. that arise between a User and other Users, External SNS Operators, or other third parties in connection with the Service or the Site shall be handled and resolved at the User’s responsibility, and the Company shall bear no responsibility whatsoever for such matters.
9. The Company shall bear no liability whatsoever to compensate for any damage incurred by Users in connection with the Service, including the interruption, suspension, termination, unavailability, or change of the Company’s provision of the Service, the deletion or loss of Users’ messages, User Content, or information, the cancellation of a Registered User’s registration, the loss of data or the malfunction or damage of equipment due to the use of the Service, or otherwise.
10. Even if a link from the Site to another website or a link from another website to the Site is provided, the Company shall bear no responsibility whatsoever, on any grounds, for websites other than the Site and the information obtained therefrom.
11. The Company shall bear no liability whatsoever to compensate for any damage incurred by Users in connection with the Service. Even where the Company bears liability for damages to a User due to the application of the Consumer Contract Act or for other reasons, the Company’s liability for damages shall be capped at 1,000 yen.

Article 13 User’s Liability for Damages, etc.

1. If a User causes damage to the Company by violating these Terms (including breach of representations and warranties) or in connection with the use of the Service, the User must compensate the Company for such damage.
2. If a User receives a claim from other Users, External SNS Operators, or other third parties, or a dispute arises with such persons, in connection with the Service, the User shall immediately notify the Company of the content thereof, handle such claim or dispute at the User’s own expense and responsibility, and report the progress and results thereof to the Company upon the Company’s request.
3. If the Company receives any claim from other Users, External SNS Operators, or other third parties on grounds of infringement of rights or otherwise in connection with a User’s use of the Service, the User must compensate the amount that the Company is compelled to pay to such third party based on such claim.

Article 14 Confidentiality

1. In these Terms, “Confidential Information” means all information, whether tangible or intangible, concerning the Company’s technology, sales, operations, finances, organization, or other matters that the User has been provided or disclosed by the Company in writing, orally, or via a recording medium, or that the User has come to know, in connection with the Member Use Agreement or the Service. However, information that falls under any of the following items shall be excluded from Confidential Information. (1) Information that, at the time it was provided or disclosed by the Company to the User, or at the time the User came to know it, was already publicly known or was already known to the User. (2) Information that, after being provided, disclosed, or known by the User from the Company, became publicly known through publications or otherwise due to causes not attributable to the User. (3) Information lawfully disclosed by a third party having proper authority without any obligation of confidentiality. (4) Information independently developed by the User without reliance on the Confidential Information. (5) Information disclosed after written confirmation from the Company that it is not subject to confidentiality.
2. Users shall use the Confidential Information solely for the purpose of using the Service and shall not provide, disclose, or leak the Company’s Confidential Information to any third party without the Company’s written consent.
3. Notwithstanding the provisions of Paragraph 2, if there is an order, demand, or request from law, a court, or a governmental agency, the User may disclose the Confidential Information to the minimum extent necessary after promptly notifying the Company thereof in writing.
4. When reproducing documents or magnetic recording media, etc. that contain Confidential Information, the User shall obtain the Company’s prior written consent, and the reproductions shall be handled in accordance with Paragraph 2.
5. Whenever requested by the Company, the User must, without delay and in accordance with the Company’s instructions, return or discard the Confidential Information as well as documents and other recording media that describe or contain the Confidential Information and all reproductions thereof, and must submit a certificate of destruction when requested by the Company.

Article 15 Term

The Member Use Agreement shall take effect on the day on which registration of the Registered User is completed pursuant to Article 3, and shall remain validly in effect between the Company and the Registered User until the earlier of the day on which such Registered User’s registration is cancelled or the day on which the provision of the Service is terminated.

Article 16 Contact/Notice

Inquiries concerning the Service and other communications or notices from Users to the Company, as well as notices concerning changes to these Terms and other communications or notices from the Company to Users, shall be made by the method designated by the Company.

Article 17 Assignment of the Terms, etc.

1. Users may not assign, transfer, pledge, or otherwise dispose of their status under the Member Use Agreement or their rights or obligations under these Terms to any third party without the Company’s prior written consent.
2. If the Company assigns the business relating to the Service to a third party (regardless of the form, whether a business transfer, company split, or otherwise), the Company may, in connection with such assignment, transfer to the assignee of such assignment the status under the Member Use Agreement, the rights and obligations under these Terms, and Users’ Registration Information and other information, and Users are deemed to have consented in advance to such assignment in this paragraph.

Article 18 Entire Agreement

These Terms constitute the entire agreement between the Company and Users concerning the matters contained in these Terms, and supersede any prior agreements, representations, and understandings between the Company and Users concerning the matters contained in these Terms, whether oral or written.

Article 19 Severability

Even if any provision of these Terms or a part thereof is determined to be invalid or unenforceable under the Consumer Contract Act or other laws and regulations, the remaining provisions of these Terms and the remaining part of any provision determined to be partially invalid or unenforceable shall continue to be fully effective, and the Company and Users shall endeavor to amend such invalid or unenforceable provision or part to the extent necessary to make it lawful and enforceable, and to ensure the intent of such invalid or unenforceable provision or part and legally and economically equivalent effects.

Article 20 Surviving Provisions

The provisions of Article 5, Paragraph 2; Article 6; Article 7, Paragraph 2; Article 8, Paragraph 3; Article 9, Paragraphs 2, 4, and 5; Articles 10 through 14; and Articles 18 through 22 shall survive the termination of the Member Use Agreement.

Article 21 Governing Law and Jurisdiction

The governing law of these Terms shall be the laws of Japan. For any and all disputes arising out of or in connection with these Terms, the Tokyo District Court or the Tokyo Summary Court shall be the exclusive agreed jurisdictional court of first instance.

Article 22 Resolution by Consultation

In the event of matters not stipulated in these Terms or doubts arising as to the interpretation of these Terms, the Company and Users shall promptly seek resolution through consultation with each other in accordance with the principle of good faith.

[Enacted March 27, 2023]