Last updated: December 2024
THIS THETA PLUGIN APPLICATION COMMON TERMS AGREEMENT (HEREINAFTER "AGREEMENT") IS A LEGAL AGREEMENT BETWEEN YOU (HEREINAFTER "USER" IF USER AGREES THIS AGREEMENT ON BEHALF OF THE COMPANY, USER REPRESENTS AND WARRANTS THAT USER HAS THE AUTHORITY TO AGREE THIS AGREEMENT AND TO BIND THE COMPANY HAS NAMED AS THE USER. ALL REFERENCES TO "USER" IN THIS AGREEMENT THEREAFTER SHALL REFER TO USER’S COMPANY.) AND RICOH COMPANY, LTD. (HEREINAFTER "COMPANY") THAT WILL GOVERN USER’S INTERACTION WITH THE THETA PLUGIN APPLICATION (HEREINAFTER "PLUGIN APP").
COMPANY MAY ESTABLISH PROVISIONS, SUPPLEMENTARY RULES, DETAILED RULES, GUIDELINES, OR SPECIAL AGREEMENTS SEPARATELY, SEPARATELY FROM THIS AGREEMENT THAT APPLIES ONLY TO THE CERTAIN PLUGIN APPS (HEREINAFTER COLLECTIVELY "INDIVIDUAL TERMS"). ANY AND ALL INDIVIDUAL TERMS SHALL BE EFFECTIVE TOGETHER WITH THIS AGREEMENT. IN THE EVENT OF ANY INCONSISTENCY OR CONFLICT BETWEEN THIS AGREEMENT AND THE INDIVIDUAL TERMS, THE INDIVIDUAL TERMS SHALL PREVAIL UNLESS OTHERWISE SPECIFIED.
USER SHALL BE DEEMED TO HAVE AGREED TO THIS AGREEMENT AND INDIVIDUAL TERMS UPON USING THE PLUGIN APP. THIS AGREEMENT AND INDIVIDUAL TERMS SHALL ALSO APPLY TO USER FOR ANY UPDATED VERSIONS OF THE PLUGIN APP (IF ANY).
COMPANY’S PRIVACY POLICY, WHICH IS INCORPORATED HERE BY REFERENCE, IS AVAILABLE AT https://www.ricoh360.com/privacy/
Company may change this Agreement and Individual Terms without any consent of User. In such a case, Company will announce on the website managed by Company or other means that Company deems appropriate at least one (1) month prior to its change. User who does not agree to the change to this Agreement or Individual Terms, must cease using Plugin App. User using the Plugin App after the change to this Agreement or Individual Terms are considered to have agreed to the new version of this Agreement or Individual Terms, and Company will provide the Plugin App according to the new version of this Agreement or Individual Terms.
The Plugin App may require designated Internet connection environment and other conditions (hereinafter "System Conditions"). Please be aware that Company does not guarantee that System Conditions will allow User’s use of the Plugin App without problems. User must prepare the System Conditions by themselves and confirm its suitability. User bears all costs required to meet the System Conditions, such as communication costs.
In addition to the restrictions herein, each Plugin App may also be governed by Individual Terms. Please read Individual Terms carefully.
User acknowledges and agrees that User is prohibited from the following acts with respect to the Plugin App, except as expressly permitted by Company; to duplicate, extract, modify, make transmittable or otherwise make any secondary use; to rent, sell, distribute, transmit to the public, sublicense or otherwise make available for any third parties; or to analyze or modify by decompiling, disassembling and/or reverse engineering.
User acknowledges and agrees that User is prohibited from the following acts with respect to the Plugin App: to infringe any rights of Company or third parties; to harm or disturb Company or third parties; to prevent Company from providing and managing the Plugin App; or to act as deemed to be likely to do the aforementioned acts.
In addition to the restrictions herein, each Plugin App may also be governed by Individual Terms. Please read Individual Terms carefully.
User shall bear all responsibility for the use of the Plugin App and all actions taken using the Plugin App, as well as the results thereof. In the event that a dispute arises with a third party as a result of actions taken using the Plugin App, User shall resolve and settle such dispute at their own responsibility and expense.
CONDITIONS WHATSOEVER INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. COMPANY DOES NOT WARRANT THAT THE PLUGIN APP WILL MEET USER’S REQUIREMENTS; THAT IT WILL SUCCESSFULLY PERFORM AS INTENDED; THAT ITS OPERATION WILL BE UNINTERRUPTED, SECURE OR ERROR-FREE, OR THAT ALL ERRORS WILL BE CORRECTED. USER ACKNOWLEDGES THAT IT IS SOLELY RESPONSIBLE FOR APPROPRIATELY BACKING UP THE CONTENT USER USES ON OR WITH THE PLUGIN APP, AND ACCORDINGLY COMPANY WILL HAVE NO LIABILITY FOR ANY DATA LOSS THAT OCCURS IN CONNECTION WITH USER’S INTERACTION WITH THE PLUGIN APP.
NOTWITHSTANDING THE FORGOING, IF THE USER SUFFERS DAMAGE DUE TO COMPANY’S INTENTIONAL OR GROSS NEGLIGENCE, COMPANY WILL COMPENSATE FOR SUCH DAMAGE WITHIN THE SCOPE OF ACTUAL AND DIRECT ORDINARY DAMAGES (EXCLUDING SPECIAL DAMAGES, LOST PROFITS, INDIRECT DAMAGES, AND ATTORNEY’S FEES), UP TO A MAXIMUM AMOUNT OF ￥10,000.
Company may upgrade, discontinue, alter or delete the Plugin App or suspend access to the Plugin App at Company’s sole discretion without any notice to User. In each of these cases, Company shall not be liable for any damages caused to User, arising out of its act.
Company may discontinue the Plugin App without notice if User breaches or is likely to breach any provision of this Agreement or Individual Terms.
User acknowledges and agrees that Company may suspend of providing all or any part of the function of the Plugin App without prior notices to User in the event of (a) regular or emergent maintenance, construction or any countermeasures against technical issues or problems regarding the Plugin App, (b) any cause not attributable to Company that makes impossible to provide the Plugin App, including but not limited to, accidents, disasters, force majeure or suspension of the telecommunications service by telecommunications service provider, or (c) unavoidable cause due to the operational and/or technical reasons in Company’s sole discretion.
User acknowledges and agrees that Company may, at any reason, and its sole discretion, discontinue the provision of the Plugin App. In that case, Company shall notify User with ninety (90) days prior to such discontinuation.
7.1 Intellectual Property Rights
Subject to User’s compliance with this Agreement and Individual Terms, Company grants User a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to use the Plugin App. All proprietary rights including, but not limited to copyrights and patents in relation to the Plugin App shall belong to Company or Company’s licensors. User have no intellectual property rights in or to the Plugin App other than the right to use the Plugin App in accordance with this Agreement and Individual Terms.
7.2 Third-Party Licenses
The Plugin App may contain third party licenses (including open-source software licenses, hereinafter "Third-Party Licenses"). The use, duplication, and distribution of the Third-Party Licenses within the Plugin App shall be governed solely by the terms and conditions of the license presented by such third party and User shall comply with such terms. Company shall provide User the information of the Third-Party Licenses (including the terms of the license) together with the applicable Plugin App.
For the avoidance of doubt, Company shall not have any responsibility for the Third-Party Licenses, including but not limited to the security, privacy, support, availability, and safety.
7.3 Trademarks
"リコー", "RICOH", "Ricoh", "RICOH THETA", "RICOH360", and other names and marks used in the Plugin App are trademarks or registered trademarks of Company or licensors, and Users are not permitted to use them without the permission of these parties.
7.4 Name and logo
User acknowledges and agrees that Company reserves the right to use User’s name and logo on the website managed by Company and in Company’s marketing materials to publicize User as a user of the Plugin App.
7.5 Compliance with Import and Export Regulations
User shall comply with all applicable import and export laws and regulations, including the Foreign Exchange and Foreign Trade Act of Japan (Act No. 228 of 2014) and the U.S. Export Administration Regulations (15 CFR § 730 et seq.) when User uses the Plugin App or access to the website managed by Company whose main purpose is to allow User to download and install the Plugin App (hereinafter "Download Site").
User represents and warrants that (i) User is not subject to the sanctions of any laws, regulations of Japan, the United States, or any other exporting country, as applicable, (ii) under the laws or regulations of Japan, the United States, or any other exporting country, (a) User is not prohibited from using the Plugin App or accessing to the Download Site, or (b) User is not located in, under the control of or a national or a resident of any country which is sanctioned by law, regulations of Japan, the United States, or any other exporting country, as applicable.
User also represents and warrants that User will not use the Plugin App or access to the Download Site for any purpose prohibited by applicable laws and regulations (including the development, design, manufacture, or production of weapons of mass destruction or conventional weapons) or that User will not allow any person to do so.
7.6 Confidentiality
Users shall not disclose to any third-party Company’s trade secrets or specific non-public information that become aware of in connection with the use of the Plugin App. Users shall protect Company’s confidential information from unauthorized use, access, or disclosure by using the same methods User uses to protect its own confidential and proprietary information of a similar nature. Notwithstanding the above, Users shall not be obligated to maintain confidentiality for information that falls under any of the following categories:
(a) Information that User already possessed prior to receiving it from Company
(b) Information received from a third-party with legitimate disclosure authority and without an obligation of confidentiality
(c) Information that is publicly known or publicly available at the time of receipt
(d) Information that becomes publicly known or publicly available after receipt, through no fault of User
(e) Information independently invented or developed by User without using or referring to Company’s confidential information
7.7 Exclusion from Relationship with Anti-Social Forces
User covenants that User, User’s officer (any person who is substantially involved in management and business regardless of name) or any person engaged in User’s business does not fall under any of the following:
(a)Being an organized crime group, a member of an organized crime group, a person who has ceased to be a member of an organized crime group within five years, a quasi-member of an organized crime group, a company/organization affiliated with an organized crime group, a corporate extortionist, a social movement/political activity sign, a special intelligent violent group, or other similar anti-social forces (hereinafter collectively "Anti-social Forces")
(b)Anti-social Forces have a dominant influence on each party’s business activities through investment, loans, transactions and other relationships
(c)An Anti-social Force is found to be substantially involved in management
(d)Having a relationship that is recognized to be unjustly using Anti-social Forces, such as for the purpose of improperly benefiting oneself, oneself, or a third party, or harming a third party
(e)Have a relationship that is recognized to provide funds or facilities to Anti-social Forces
(f)Possess a relationship that should be criticized socially against Anti-social Forces
User covenants that the fulfillment of this Agreement and Individual Terms will not contribute to the operation of any Anti-social Forces or will not encourage such activities.
User shall not conduct any matter falling under any of the following items;
(a)Connection with Anti-social Forces, such as using Anti-social Forces or engaging in the provision of funds, benefits, or capital contributions to a Anti-social Forces
(b)Engages in the following acts by itself or by using a person engaged in the business or a third party
(b-1)use fraudulent, violent, or threatening words
(b-2)Communicate that he or she is an Anti-social Forces, or inform the relevant organizations or related parties that he or she is an Anti-social Forces
(b-3) Degrading or likely to damage Company’s reputation or reputation
(b-4) Conduct any act that interferes with or is likely to interfere with Company’s business
7.8 Force Majeure
Company shall not be liable for any failure to provide the Plugin App, or otherwise perform its obligations under this Agreement or Individual Terms, to the extent resulting from fire, flood, earthquake, storm, riot, insurrection, acts of terrorism or a foreign enemy, epidemic or any other cause that is not caused by Company.
7.9 No Assignment
User shall not assign or otherwise transfer its rights or obligations under this Agreement and Individual Terms.
7.10 Arbitration
【PLEASE READ CAREFULLY. IT REQUIRES USER TO ARBITRATE DISPUTES WITH COMPANY AND LIMITS THE MANNER IN WHICH USER CAN SEEK RELIEF FROM COMPANY.】
Unless otherwise mutually agreed by the parties hereto, all disputes, controversies or differences which may arise between the parties hereto, out of or in relation to or in connection with this Agreement or Individual Terms or the provision of the Plugin App, including any breach of this Agreement or Individual Terms, shall be finally settled by arbitration in Tokyo, Japan pursuant to the Commercial Arbitration Rules of the Japan Commercial Arbitration Association. The arbitration shall be conducted in Japanese. The arbitral award shall be final and binding on both parties and the judgments upon the award may be entered in any court of competent jurisdiction.
If any part of this article is found under the law to be invalid or unenforceable, then such specific part shall be of no force and effect and the remainder of this article shall continue in full force and effect.
7.11 Governing Law
This Agreement and Individual Terms shall be governed and construed in accordance with the laws of Japan without giving effect to any principles that provide for the application of the law of another jurisdiction excluding its choice of law and conflict of law provisions. The parties hereto expressly agree that the application of the United Nations Convention on Contracts for the International Sale of Goods is specifically excluded, and it shall not apply to this Agreement and Individual Terms.
7.12 Controlling Text
The governing language of this Agreement and Individual Terms is Japanese. Only the original Japanese language version of this Agreement and Individual Terms has the effect of a contract, and any translation of this Agreement and Individual Terms has no contractual or any other effect.
END OF AGREEMENT