Terms of Service

These Terms govern use of the Terasu digital sales room service provided by Koromo Inc. The Privacy Policy also applies. By registering or using Terasu, you agree to both documents.

1. Definitions

1. “User” means any person registered for or invited to the Service.
2. “Subscriber” means the entity or person responsible for a paid plan.
3. “Internal User” means a workspace administrator, sales representative, or member.
4. “External User” means a customer, partner, or other room invitee.
5. “Workspace” means an organization’s administrative area in Terasu.
6. “Room” means a workspace area used to share and collaborate with customers.
7. “Content” means text, files, images, and other data submitted to the Service.
8. “AI Output” means answers, summaries, analyses, suggestions, and other output generated by the Service’s AI features.

2. Formation of the agreement

The agreement is formed when registration is completed and accepted. An External User is bound when accepting these Terms and the Privacy Policy on first access. A person accepting for an organization represents that they have authority to bind it.

3. Accounts

Users must provide accurate, current information, protect credentials, prevent unauthorized use, and promptly notify us of suspected compromise. Accounts may not be transferred or shared except as expressly permitted.

4. Service

Terasu provides rooms, content sharing, task management, messaging, engagement analytics, stakeholder maps, AI features (search, summarization, analysis, question answering, and report generation over Room information), and integrations. Available functions and limits depend on the selected plan.

5. Viewing analytics

The Service may record page views, viewing time, and download activity and make that information available to authorized workspace members. External Users expressly consent to this tracking on the consent screen shown on first access. We may use tracking data as de-identified statistics to improve the Service.

6. Connected services

Optional third-party integrations (such as LINE and Slack) are also governed by their provider terms. Messages and data exchanged through integrations are stored on the Service. We are not responsible for a third party’s availability or independent acts, though we will make reasonable efforts to provide alternatives or restore functionality.

7. AI features

1. AI Output is reference information provided for informational purposes. We make no warranty as to the accuracy, completeness, currency, or fitness for a particular purpose of AI Output.
2. Users must review AI Output at their own judgment and responsibility before relying on it. We are not liable for decisions or actions taken in reliance on AI Output or for their results.
3. To provide AI features, we may transmit all or part of Content to external AI providers selected by us for processing. See the Privacy Policy for details on data handling.
4. We do not use User Content to train AI models of ours or of any third party, and our agreements with external AI providers do not permit them to use it for training.

8. Fees and payment

1. Fees, billing cycles, included seats, and usage limits are shown on the pricing page or an order form. Unless stated otherwise, displayed prices are exclusive of applicable taxes (including Japanese consumption tax), which are added where applicable.
2. The Subscriber is responsible for paying fees for paid plans. Fees are prepaid monthly or annually by the designated payment method.
3. Upgrades take effect immediately with prorated charges; downgrades take effect at the next renewal date.
4. Paid fees are non-refundable except as required by law.
5. We may offer a free trial of paid-plan features for a limited period. If the Subscriber does not subscribe to a paid plan by the end of the trial, no charges are incurred and use automatically reverts to the free plan, in which case data and features exceeding plan limits may be restricted.
6. If the Subscriber fails to pay by the due date, we may, after notice, suspend all or part of the Service until payment is confirmed.
7. We reserve the right to change the contents and limits of the free plan.

9. Rights in Content; feedback

1. Users retain rights in their Content and grant us a limited, non-exclusive, royalty-free, non-sublicensable license to host, process, reproduce, and transmit it solely to provide the Service. We do not use User Content for advertising or marketing.
2. Intellectual property rights in the Service’s software, design, and trademarks belong to us.
3. We may freely use suggestions, requests, defect reports, and other feedback about the Service to improve and develop the Service, without compensation or notice to the User.

10. Prohibited conduct

• Violating law, public order, rights, privacy, or confidentiality
• Unauthorized access, credential abuse, malware, or security testing without consent
• Disrupting the Service, excessive automated use, reverse engineering, or resale
• Submitting unlawful, misleading, infringing, or harmful Content
• Impersonating another person or evading plan and access restrictions
• Using the Service in violation of export control or economic sanctions laws of Japan or other relevant jurisdictions, including use by sanctioned persons

11. Subscriber responsibility for its users

The Subscriber is responsible for ensuring that the Internal Users and External Users it adds to its workspace or invites to its rooms comply with these Terms. A breach of these Terms by such a user may be treated as a breach by the Subscriber.

12. Suspension and changes

We may suspend all or part of the Service without prior notice for maintenance, force majeure, carrier outages, or when reasonably necessary for safe operation. We may change or discontinue the Service with prior notice; during the beta period, we may discontinue the Service without notice or on short (7-day) notice where unavoidable. After general availability, we will give at least 60 days’ notice of discontinuation and provide the data export period described in Section 14. Features labeled beta or experimental are provided as-is and may be changed, suspended, or terminated without notice.

13. Account suspension and deletion

We may restrict or terminate an account without prior notice for breach of these Terms, non-payment (Section 8), security risk, or suspected unlawful use. We may suspend or delete accounts unused for one year or more after prior notice. Users may close an account at any time from the settings screen; deletion of Content and personal data then follows the Privacy Policy, and shared content remaining in a workspace follows the workspace administrator’s management.

14. Data export

Subscribers may request an export of workspace Content from the settings screen. We will provide the data within a reasonable period, to the extent technically reasonable, in generic file formats we designate (such as CSV, JSON, or PDF). If the Service is discontinued, we will provide an export period between the discontinuation notice and the end of the Service.

15. Confidentiality

1. Users must not use confidential information of other Users or Rooms obtained through the Service outside the purpose of using the Service, or disclose it to third parties.
2. We will not disclose non-public Room information to third parties except for the purposes of providing, maintaining, and improving the Service, ensuring security, complying with law, and other purposes stated in the Privacy Policy.
3. These obligations do not apply to information that was public at the time of disclosure, becomes public without fault, is lawfully obtained from a third party without confidentiality obligations, is independently developed, or must be disclosed by law or governmental order.
4. This Section survives for one (1) year after termination of the agreement.

16. Disclaimers

The Service is provided on an as-is and as-available basis. To the maximum extent permitted by law, we do not warrant uninterrupted operation, complete accuracy, fitness for a particular purpose, or that AI Output or third-party data is error-free. Except in cases of our willful misconduct or gross negligence, we are not liable for events during the beta period such as data loss or corruption, unannounced feature changes or removal, outages or malfunction caused by defects, or suspension or termination of the Service. Users are responsible for backing up important Content.

17. Limitation of liability

1. Except for willful misconduct or gross negligence, and except where applicable law does not permit limitation, our aggregate liability to a Subscriber is limited to the monthly fee the Subscriber paid us for the Service for the month in which the event giving rise to liability occurred (for annual plans, the monthly-equivalent portion of that fee).
2. Notwithstanding the preceding paragraph, for damages arising from our breach of our confidentiality obligations under Section 15 or from a security incident caused by our failure to maintain the security measures we committed to provide, our aggregate liability to a Subscriber is limited instead to the fees the Subscriber paid us for the Service during the twelve (12) months preceding the event.
3. For Users who use the Service free of charge, we accept no liability for damages, except for damages caused by our willful misconduct or gross negligence, or to the extent the Consumer Contract Act or other mandatory law does not permit exclusion or limitation.
4. We are not liable for indirect, special, incidental, consequential, or lost-profit damages.
5. If we and a Subscriber have entered into a separately executed written agreement that specifies a different limitation of liability, that agreement controls for that Subscriber with respect to the matters it covers.
6. Nothing in these Terms limits or excludes any liability that cannot be limited or excluded under applicable law, including liability for death or personal injury caused by negligence and liability for fraud or fraudulent misrepresentation.

18. Indemnification by Users

If we receive a claim, lawsuit, or other dispute from a third party arising out of a User’s Content or a User’s breach of these Terms, the User will resolve it at the User’s own responsibility and expense and will compensate us for damages we incur as a result, including reasonable attorneys’ fees.

19. Force majeure

Neither party is liable for delay or failure caused by events beyond reasonable control, including disaster, war, epidemic, government action, communications failure, or major third-party infrastructure outage. The affected party will promptly notify the other and make reasonable efforts to minimize the impact.

20. Exclusion of antisocial forces

Each party represents that it is not and will not become affiliated with organized crime or other antisocial forces and will not use threats, violence, fraud, or obstruction. A breach permits immediate termination, and the breaching party is liable for resulting damages.

21. Assignment

1. Users may not assign or pledge rights or obligations under these Terms without our prior written consent.
2. If we transfer the business relating to the Service by business transfer, merger, corporate split, or otherwise, we may assign the agreement, rights and obligations under these Terms, and User registration information and other data to the successor, and Users consent in advance to such assignment.

22. Severability

If a provision is invalid or unenforceable, the remaining provisions remain effective, and the parties agree to replace the invalid provision with a valid one closest to its intent.

23. Notices

Notices from us to Users are given by display within the Service, email to the registered address, or another method we reasonably consider appropriate, and are deemed received when displayed or sent.

24. Survival

Sections 9 (Rights in Content; feedback), 15 (Confidentiality, for its stated period), 16 (Disclaimers), 17 (Limitation of liability), 18 (Indemnification), 21 (Assignment), 25 (Changes), and 26 (Governing law and jurisdiction) survive termination of the agreement to the extent their nature requires.

25. Changes to these Terms

We may amend these Terms where the change conforms to the general interest of Users or is reasonable and consistent with the purpose of the agreement (Civil Code Article 548-4). We will announce the changes and their effective date at least 14 days in advance by notice within the Service or by email. A User who does not object by the effective date is deemed to have accepted; a User who does not accept may terminate by deleting their account before the effective date.

26. Governing law and jurisdiction

These Terms are governed by Japanese law. The Tokyo District Court has exclusive jurisdiction in the first instance for disputes related to the Service.

27. Contact

Koromo Inc. — support@koromo.io