Article 1 (Definitions)

The meanings of the terms used in these Terms are as follows:

1. "NFT" refers to non-fungible tokens, specifically content that is the subject of transactions in the Service, which are tokens issued on the blockchain and have unique values and attributes inherent to the tokens themselves.
2. "Account" refers to the user's account in the Service, which is opened for each user through the Company's prescribed procedures.
3. To "own" an "NFT" means to receive an NFT through the Service and have a unique identification number recorded in the token ID.
4. "Intellectual Property Rights" refer to copyright, neighboring rights to copyright, patent rights, utility model rights, trademark rights, design rights, and other intellectual property rights (including the right to obtain these rights or file applications for these rights).
5. "Necessary Measures" refer to (i) all or part of the restrictions on the use of the Service, (ii) suspension of the use of all accounts related to the Service or withdrawal from the Service, (iii) disposal of owned NFTs, and (iv) all or part of other measures that the Company deems necessary, appropriate, and reasonable.
6. "Fraudulent NFT" refers to NFTs created by data tampering, the use of fraudulent tools, infringement of third-party intellectual property rights, or other inappropriate methods."

Article 2 (Nature of the Service)

1. The Service provides a platform for the trading of NFTs (Non-Fungible Tokens) between railway operators, including local government bodies along the rail lines and sponsoring companies, and users. The Company is not a party to the transactions between railway operators and users. It should be noted that NFT transactions between users are not possible through the Service.
2. Users shall be responsible for bearing any communication charges and expenses related to communication devices such as computers and mobile phones necessary for the use of the Service.

Article 3 (User Account Registration)

1. Users are required to register an account to use the Service. If the email address registered during account registration becomes unusable, it may result in the inability to log in.
2. NFTs issued through the Service are built on the Startrail network provided by Startburn Co., Ltd., utilizing the login system of the Startrail network created through technology provided by Torus. Users must agree to "the Startrail Login Terms of Use" and "the Startrail Network Terms of Use respectively."
3. In the case of users who are minors, they must apply with the consent of their legal representatives, such as parents. Legal representatives shall assume joint responsibility with the minor user for the payment of NFTs purchased by the minor user using their own account and any other obligations. In case disputes arise due to the actions of the minor user, the legal representative shall also assume joint responsibility for dispute resolution and damages incurred as a result of the actions of the minor user.
4. All rights related to the account belong exclusively to the user. Users shall not transfer, lend, dispose of, or bequeath these rights to third parties.
5. If users discover that their account has been misused or used by third parties, they must immediately notify the Company and follow the Company's instructions.

Article 4 (User's Acceptance)

Users, when using the Service, shall accept the following provisions:

1. Users shall use the Service at their own responsibility, and they shall be responsible for all acts and their consequences in the Service.
2. Users shall promptly compensate the Company for any direct or indirect damages, including legal fees, incurred by the Company due to actions related to their use of the Service, such as inadequate account management or claims from third parties resulting from such use.
3. Disputes arising between users or between users and third parties as a result of the use of the Service shall be the sole responsibility of each user, and such disputes shall not cause any damage to the Company.
4. In the event that damages are incurred by the Company contrary to the preceding paragraph, the user who was a party to the dispute shall, jointly with a third party, compensate the Company for the damages incurred by the Company as a result of the dispute.
5. NFTs in the Service are not considered cryptocurrencies. Therefore, they are not user property as defined in Article 63-11, paragraph 2 of the Payment Services Act, and they are excluded from the scope of segregated management obligations and priority payment as specified in Article 63-19-2, paragraph 1 of the same law.

Article 5 (Taxes)

Users shall bear any public taxes and dues imposed on them in connection with the purchase and sale of NFTs. The type and amount of public taxes and dues are the responsibility of the user to confirm.

Article 6 ( Suspending the Handling of NFTs)

The Company may take measures, such as suspending the handling of NFTs owned by users, in cases including but not limited to (i) disputes arising over the intellectual property rights of NFTs, (ii) NFTs being used for or having the potential to be used for criminal activities, or (iii) other instances where the Company deems the handling of NFTs to be inappropriate. Users agree in advance to the possibility of such measures being taken regarding NFTs they own.

Article 7 (Personal Information)

1. The Company shall handle users' personal information appropriately in accordance with the provisions of the Personal Information Protection Act, the "Yomiuri Shimbun Personal Information Protection Policy," " Yomiuri Shimbun Group Privacy Policy Regarding Shared Usage," these Terms, and the separately posted "Privacy Policy."
2. Users may request disclosure, correction, deletion, etc., of their own personal information held by the Company through the Company's prescribed procedures.

Article 8 (Rights to NFTs)

1. Users shall use NFTs received through the Service and their contents exclusively for personal use and shall obtain permission from railway operators, etc., for reproduction (Copyright Act, Article 21) and public transmission (Copyright Act, Article 23) within that scope. However, if railway operators, etc., stipulate separate usage conditions, users shall adhere to those usage conditions.
2. Users shall not use NFTs and their contents received through the Service for commercial purposes. Intellectual property rights other than those specified in the preceding paragraph shall be reserved by railway operators, etc., and shall not be transferred to users. However, if railway operators, etc., stipulate separate usage conditions, users shall adhere to those usage conditions.

Article 9 (Purchase of NFTs)

1. In the case of NFTs available for a fee on the Service, a transaction between the user and the company, etc., regarding the purchase of that NFT shall be concluded when the user presses the purchase button.
2. After the transaction is concluded, users cannot cancel it.
3. When NFTs are offered for sale for a fee, in principle, the NFTs will be issued and a token ID will be assigned immediately after payment of the NFT price is completed. However, if different instructions are provided at the time of purchase, the instructions provided will apply.

Article 10 (Rights Belonging to the Company)

1. All intellectual property rights related to the Service belong exclusively to the Company or to those who have licensed their intellectual property rights to the Company. The license to use the Service under these Terms does not imply the license to use the intellectual property rights of the Company or those who have licensed their rights to the Company concerning the Company's website or the Service.
2. Users shall not engage in any acts that may infringe upon the intellectual property rights of the Company or those who have licensed their rights to the Company for any reason (including but not limited to acts such as reverse assembly, reverse compilation, and reverse engineering)."

Article 11 (User Feedback)

When a user provides comments, suggestions, or feedback regarding the Service to the Company, the Company may freely use, disclose, replicate, license, or otherwise utilize such comments, suggestions, or feedback in any manner it deems appropriate, without any obligation or restriction.

Article 12 (Prohibited Activities)

The Company prohibits the following acts in the Service:

1. Acquiring or providing fraudulent NFTs knowingly, or using such NFTs in the Service.
2. Forging or altering accounts or NFTs.
3. Engaging in acts associated with fraud or other crimes.
4. Violating laws, court judgments, decisions, or orders, or legally binding administrative measures, or other legal obligations.
5. Engaging in acts that may disrupt public order or morals.
6. Infringing upon the intellectual property rights, honor, privacy rights, or other legal rights of the Company or third parties.
7. Impersonating the Company or third parties or intentionally disseminating false information.
8. Sending identical or similar messages to an unspecified number of users (excluding those approved by the Company) or engaging in other acts that the Company deems as spam.
9. Exchanging NFTs for cash, goods, or other economic benefits in a manner other than the method prescribed by the Company.
10. Engaging in acts for commercial purposes, advertising, promotion, solicitation, or other profit-seeking activities (excluding those approved by the Company), engaging in acts to harass or defame other users, or using the Service for purposes other than those intended by the Service.
11. Illegally collecting, disclosing, or providing personal information, registration information, usage history information, etc., of other individuals.
12. Acts that may disrupt the Company's servers or network systems, acts that manipulate the Service using bots, cheat tools, or other technical means, acts that intentionally exploit defects in the Company's systems, repetitive acts that unreasonably interfere with the Company's business operations or the use of the Service by other users, and acts that make unreasonable inquiries or requests to the Company (including repetitive inquiries of the same nature).
13. Engaging in acts related to the double transfer of NFTs or attempting such acts.
14. Using the Service under a fictitious name or under a name other than one's own.
15. Providing false or intentionally incorrect information regarding the information acquired by the Company as user information.
16. Engaging in reverse engineering, reverse assembly, or any other acts to decipher the source code through improper purposes or methods, or any other acts to decode the source code through other means.
17. Assisting or facilitating any of the aforementioned prohibited acts.
18. Other acts deemed inappropriate by the Company based on reasonable judgment.

Article 13 (Implementation of Necessary Measures)

The Company may take necessary measures without prior notice to the user if any of the following applies or if there is a risk of it applying to the user:

1. Violation of the terms, regulations, etc., applicable to the use of the Service, including these Terms and individual provisions (including but not limited to these Terms and individual provisions).
2. Engaging in acts as specified in Article 12 (Prohibited Activities).
3. Spreading rumors, using deception, exerting pressure, or engaging in any other fraudulent means to damage the Company's reputation.
4. When there is an application for attachment, provisional attachment, auction, bankruptcy, civil rehabilitation, or similar proceedings, or when the Company deems that there is a loss of user credibility.
5. Other cases where trust in the user is lost, or when the Company reasonably deems that the provision of the Service to other users is not appropriate.

Article 14 (Update and Modification of the Service)

1. The Company may, at its sole discretion, update or modify the Service without prior notice to users.
2. The Company may publish, post, notify, etc., information such as press releases, announcements, news, letters, etc., regarding the addition or modification of functions of the Service, the development of other services related to the Service, and similar matters. However, the Company does not guarantee that such functions will be implemented, or that other services will be provided, at the time of publication, and in the future, in any medium other than these Terms.
3. Unless there is intentional or gross negligence on the part of the Company, the Company shall not be liable to users for failing to implement published functions or provide other services, even if the Company does not implement them.

Article 15 (Suspension of the Service)

1. The Company may suspend the provision of all or part of the Service at any time without prior notice to the user in the following cases:
1. When conducting maintenance or repair of the system.
2. When the provision of the Service becomes impossible due to force majeure events such as fire, power failure, natural disasters, war, riots, civil unrest, terrorist acts, labor disputes, major illnesses, etc.
3. When system failures (including communication lines or means of communication, computers, etc.) occur, or when the system experiences a heavy load.
4. When it is necessary to ensure the safety of users or third parties or for reasons of urgent public interest.
5. In other cases where the Company deems it necessary and reasonable.
2. The Company shall not be liable for any damages incurred by the user as a result of the suspension of the Service under this Article, except in cases where the Company is intentionally or grossly negligent.

Article 16 (Termination of the Service)

1. The Company may terminate the Service at its convenience by giving prior notice to the user through appropriate means, including posting on the Service, or other methods deemed appropriate by the Company. However, in emergency situations, the Company may omit prior posting or notification. Additionally, the Company will not provide compensation for NFTs held by the user at the time of Service termination.
2. The Company shall not be liable for any damages incurred by the user as a result of the termination of the Service under this Article, except in cases where the Company is intentionally or grossly negligent.

Article 17 (Withdrawal from the Service and Post-Withdrawal Measures)

1. Users may withdraw from the Service by following the procedures prescribed by the Company.
2. Regardless of the reason, if withdrawal from the Service or similar measures are carried out, users will not be able to use the Service.
3. Information recorded on the blockchain, such as NFT information and other information obtained through the use of the Service, cannot be deleted even after the user has withdrawn from the Service.

Article 18 (Matters Beyond the Scope of Warranty)

1. The Company does not explicitly or implicitly guarantee the absence of defects (including defects related to security, errors or bugs, rights infringements, etc.) in the Service, as well as its safety, reliability, accuracy, completeness, effectiveness, and suitability for specific purposes. The Company is not obligated to remove such defects to provide the Service.
2. The Company does not guarantee that the Service is compatible with all types of devices and versions of device operating systems. Users should be aware that, with upgrades or changes in the version of the device operating system used for the Service, there may be malfunctions in the operation of the Service, and the Company does not guarantee that such malfunctions will be resolved through modifications to the program or otherwise.
3. The Company does not guarantee the compliance of NFTs with copyrights by railway operators and others, and does not guarantee that NFTs and their content provided by railway operators and others are based on legitimate rights. The Company shall not be liable for any legal responsibility in the event that NFTs infringe on the intellectual property rights, including copyrights, of third parties.

Article 19 (Company's Disclaimer)

1. The Company shall not be liable for damages caused by any of the following circumstances unless there is intentional or gross negligence on the part of the Company:
1. Delays or inabilities in the registration or receipt of NFTs due to reasons such as natural disasters, political upheaval, etc.
2. Damages caused by cyberattacks, etc., resulting in the malfunctioning of the NFT distribution.
3. Damages caused by the establishment or revision of laws and regulations by various governments, guidelines of administrative agencies, or the establishment or revision of regulations by self-regulatory organizations.
4. Damages caused by reasons such as telecommunication errors, Internet or postal delays, etc. (including congestion of Internet lines).
5. Damages caused by the malfunction or erroneous operation of a user's computer hardware or software, the Company's computer system or software, or the malfunction or erroneous operation of systems, online software, and other computer hardware and software provided by market participants or third parties involved in transactions, or other computer hardware, software, systems, or online malfunctions or erroneous operations related to transactions.
6. Damages caused by a user's failure to input accurate information or a user's failure to make necessary confirmations.
7. Damages incurred by users due to the suspension or termination of the functions of their accounts, cancellation, etc.
8. Damages caused by inaccurate information provided to users through the Service.
2. The Company does not guarantee the value, stability, or legality of NFTs themselves. The Company shall not be liable for any damages arising from a user's lack of understanding of the nature, mechanics, and market operations of NFTs, except in cases where the Company is intentionally or grossly negligent.
3. The Company shall not be liable for any damages incurred by users as a result of future establishment or modification of laws, regulations, or tax systems, including consumption taxes, related to NFTs, except in cases where the Company is intentionally or grossly negligent.

Article 20 (Acknowledgment of Risks)

1. Since the Service is based on the Polygon system, if any system issues or malfunctions occur within Polygon, the Service may not be available. Upgrades to Polygon, hard forks on Polygon, or changes in transaction verification methods on Polygon may have unintended adverse effects on the Service. Additionally, due to the nature of Polygon, it may not be possible to erase information entered on the Service afterward. The Company shall not be liable for any damages resulting from system issues within Polygon or its characteristics.
2. Regulatory frameworks for blockchain technology, cryptocurrencies, and tokens are uncertain, and new regulations or policies may significantly impact the development of the Service. Therefore, there is a possibility that the potential utility and value of the Service to users may be affected.
3. The ability to trade NFTs registered or received through the Service on other NFT marketplaces may depend on the terms and conditions of those marketplaces, and there is a possibility that such trading may not be possible.

Article 21 (Liability to Consumers)

1. If the relationship between the Company and the user falls under consumer contracts under the Consumer Contract Act, the Company shall not be liable for special loss or damage. The Company shall be liable for general loss or damage.
2. If damages are caused by slight negligence or tort by the Company,The Company shall be liable for the damages up to the amount of consideration paid by the user for the NFT that was the subject of the transaction in the case of paid transactions. However, this limitation of liability shall not apply and The Company shall be liable for general loss or damage in cases where the Company is intentionally or grossly negligent.

Article 22 (Links to Other Websites)

Even if links to other websites are provided on the Company's website or links from other websites to the Company's website are provided, the Company does not guarantee the accuracy or completeness of information outside the Company's website and the information obtained therefrom. The Company shall not be liable for any damages incurred by users based on such information, except in cases where the Company is intentionally or grossly negligent.

Article 23 (Services Provided by Third Parties)

The Service may be premised on services provided by third parties (hereinafter referred to as "Third-Party Provided Services"). The responsibility for Third-Party Provided Services lies with the third party providing them. In addition, the terms and conditions set by the third party providing the Third-Party Provided Services shall apply.

Article 24 (Contact with Users)

1. The Company's communication with users regarding the Service will be conducted through appropriate means, including posting at appropriate locations on the Service, sending emails to registered email addresses, or other methods deemed appropriate by the Company.
2. Notifications under the preceding paragraph shall take effect at the time when the content of such notification is posted on the Company's Service in the case of posting on the Service, and at the time when it reaches the server responsible for managing the user's email address in the case of email.
3. The Company may periodically or as needed verify user registration information. If there is registration information that cannot be verified, the Company may suspend some or all of the account functions until the registration information can be verified.

Article 25 (Inquiries)

User inquiries to the Company regarding the Service should be made through the contact form provided at appropriate locations on the Service or through the methods specified by the Company.

Article 26 (Exclusion of Anti-Social Forces)

1. Users declare and guarantee that they, their agents, or intermediaries (hereinafter referred to as "related parties") do not currently, and will not in the future, fall under any of the following categories:
1. Organized crime groups (as defined in Article 2, paragraph 2 of the Act on Prevention of Unjust Acts by Organized Crime Group Members).
2. Organized crime group members (as defined in Article 2, paragraph 6 of the Act on Prevention of Unjust Acts by Organized Crime Group Members), or individuals who have not elapsed five years since ceasing to be organized crime group members.
3. Organized crime group quasi-members.
4. Organized crime group-related companies.
5. Individuals closely related to any of the above (including acts such as providing funds or other benefits).
6. Other individuals similar to the above categories.
2. Users undertake and guarantee that they or their related parties will not directly or indirectly engage in any of the following acts:
1. Violent demands.
2. Unjust demands beyond legal liability.
3. Threatening behavior related to use (including communicating that they or their related parties fall under the categories mentioned in the preceding paragraph) or acts involving the use of violence.
4. Spreading rumors, using deception, or using force to damage the Company's credibility or hinder the Company's business.
5. Other acts similar to the above categories.
3. If it is determined that a user has violated any of the declaration or guarantee provisions in the preceding two paragraphs, the Company may take necessary measures without prior notice.
4. The Company shall not be responsible for compensating users for damages, losses, or expenses incurred as a result of the necessary measures taken in the preceding paragraph.

Article 27 (Business Transfer, etc.)

In the event that the Company transfers the business related to the Service to a third party, undergoes corporate restructuring such as company division or merger, changes the operator of the Service through a contract, or engages in any other transaction where the business is transferred (hereinafter referred to as "Business Transfer, etc."), the Company may transfer its contractual position, rights, and obligations under this Agreement, as well as information acquired from users, to the transferee in the Business Transfer, etc. Users hereby consent in advance to the Business Transfer, etc.

Article 28 (Amendment of this Agreement)

1. The Company may amend this Agreement without obtaining the prior consent of users, by methods stipulated in the following paragraph, as long as such amendments are reasonable and in accordance with the general interests of users and do not contradict the purpose of this Agreement.
2. When amending this Agreement as stipulated in the preceding paragraph, the Company shall specify the effective date of the amendments and make the content of the amended Agreement and the effective date of the amendments known to users by posting them on the Service prior to the effective date.

Article 29 (Severability)

Even if any provision or part of any provision of this Agreement is judged to be invalid or unenforceable under the Consumer Contract Act or any other law or regulation, the remaining provisions of this Agreement and the remaining parts of any provision judged to be invalid or unenforceable shall continue to be fully effective.

Article 30 (Governing Law)

This Agreement is governed by and interpreted in accordance with Japanese law.

Article 31 (Agreed Jurisdiction)

In the event of any disputes arising from or related to the Service between the user and the Company, the Osaka District Court shall be the exclusive agreement jurisdiction court for the first instance.

Article 32 (Language)

This Agreement is in Japanese. In the event of any discrepancies between this Agreement in languages other than Japanese and the Japanese version, the Japanese version shall take precedence.

Established on March 19, 2024