Affiliate Partner Terms and Conditions

Article 1: General Provisions

    1. These viviON Blue Affiliate Partner Terms and Conditions (referred to below as "these Terms") define the rights and obligations between viviON, Inc. (referred to below as "the Company") and Partners (as defined in Article 2) regarding the use of the "viviON Blue Affiliate Program" (referred to below as "the Service") provided by the Company.
    2. Regarding personal information within the Service, matters not stipulated in these Terms shall be governed by the Privacy Policy. In the event of any contradiction or conflict between the provisions of the Privacy Policy and these Terms, the provisions of these Terms shall take precedence.

Article 2: Definitions of Terms

In these Terms, the following terms shall be used with the meanings set forth below:
(1) "Partner" means an individual or entity that has completed Partner registration in accordance with the procedures prescribed by the Company, as stipulated in Article 5.
(2) "Partner Site" means the website operated by the Partner that was registered during Partner registration as a site where affiliate links or affiliate coupon codes will be placed.

Article 3: Amendment of Terms

    1. The Company may amend these Terms without obtaining the consent of the Partner. In such cases, the terms of use for the Service shall be governed by the amended Terms.
    2. When the Company amends these Terms, prior to the effective date of such amendment, the Company shall notify the Partner of the amendment, its effective date, and its content by posting it on the viviON Blue website or by any other method deemed appropriate by the Company.
    3. If the Company has provided the notification stipulated in the preceding paragraph by the time the effective date of the amendment to these Terms arrives, and the Partner uses the Service on or after the effective date of the amendment, that Partner shall be deemed to have agreed to the amendment of these Terms.

Article 4: Notifications from the Company

    1. The Company shall, as appropriate, notify Partners of necessary matters by posting them on the viviON Blue website, sending emails, or by any other method deemed appropriate by the Company.
    2. Notifications made in accordance with Paragraph 1, when posted on the viviON Blue website or sent via email, shall become effective at the time they are posted on the website or the email is dispatched.

Article 5: Partner Registration

    1. Only users who have completed Partner registration can utilize the Service. A user who wishes to use the Service (hereinafter referred to as a "Prospective User") may apply to the Company for Partner registration by agreeing to all the terms of these Terms and providing certain information specified by the Company (hereinafter referred to as "Registration Information") to the Company by the method specified by the Company.
    2. To make the application in the preceding paragraph, registration with the viviON Blue Affiliate Program is required.
    3. Minors must obtain the consent of a legal representative, such as a person with parental authority, when applying for Partner registration.
    4. The Company shall judge the approval or disapproval of Partner registration based on the Registration Information and according to criteria determined by the Company.
    5. If a registration applicant falls under any of the following items, the Company may refuse their registration or re-registration, or cancel their registration after it has been completed. The Company shall not be liable for any damage or disadvantage caused to the registration applicant by such refusal of registration or re-registration, or cancellation of registration (hereinafter referred to as "Refusal of Registration, etc."). Furthermore, the Company is not obligated to disclose the reasons for the Refusal of Registration, etc.
      (1) If all or part of the Registration Information provided to the Company is false, contains errors, or is incomplete.
      (2) If the applicant is a minor, an adult ward, a person under curatorship, or a person under assistance, and has not obtained the consent of their legal representative, guardian, curator, or assistant.
      (3) If the applicant is a natural person under 18 years of age.
      (4) If the applicant is the same individual as a currently registered Partner.
      (5) If the Company determines that the applicant is an Anti-Social Force (meaning gangster groups, members of gangster groups, right-wing organizations, anti-social forces, or other equivalent entities; hereinafter the same) or is engaged in any form of exchange or involvement with Anti-Social Forces, such as cooperation or involvement in their maintenance, operation, or management through funding or other means.
      (6) If the Company determines that the applicant is a person who has previously violated a contract with the Company (not limited to those related to this Service) or is related to such a person.
      (7) If the applicant has previously received measures stipulated in Article 10.
      (8) If the Company determines that there is a risk of the applicant falling under any of the preceding items.
      (9) In any other case where the Company deems the registration inappropriate.
    6. If the Company approves a Partner registration application, it shall notify the registration applicant of such approval. The Partner registration of the registration applicant shall be completed upon the Company's notification as stipulated in this paragraph, and from that point, a contract regarding the use of the Service, with these Terms as its content, shall become effective between the Company and the registration applicant.

Article 6: Content of the Service

    1. The Service is one in which the Partner places an affiliate link or affiliate coupon code on the Partner Site, and when sales are generated for the Company by a third party who accesses the service operated by the Company via said link (such sales, which shall be the amount excluding consumption tax, shipping fees, refunds, or other taxes, are hereinafter referred to as "Commissionable Sales"), the Company shall pay to the Partner, as performance-based remuneration, 5% of the amount of such Commissionable Sales. Additionally, if the products related to Commissionable Sales are tangible goods, the sales will be recognized after all ordered items have been shipped. However, if the Company and the Partner separately agree, payment may be made without regard to the aforementioned calculation.
    2. The items listed in the following subparagraphs shall not be included in Commissionable Sales:
      (1) Those reasonably recognized as being made by the Partner themselves.
      (2) Those canceled by the purchaser.
      (3) Those recognized as having been made via an affiliate link or affiliate coupon code placed on a Partner Site that violates Article 8.
      (4) In addition to the preceding subparagraphs, those that the Company deems ineligible for commission.
    3. The commission shall be determined by calculating the total Commissionable Sales and the amount of the commission for a one-month period, with the last day of each month as the closing date. The payment shall be made by remittance to the destination specified by the Partner by the 20th day of the following month (however, if the payment date falls on a holiday of a financial institution, the payment shall be made on the next business day). The remittance fee shall be borne by the Partner.
    4. If the amount of the commission payment, combined with other remuneration, is less than 3,000 JPY, the payment shall be successively carried over to the next month's payment date until it exceeds 3,000 JPY.
    5. The Company, when it holds a monetary claim against the Partner, may at any time offset said claim against the payment obligation of the commission to the extent of the corresponding amount.

Article 7: Provision of the Service, etc.

    1. The Company may, without prior notice to the Partner, suspend or interrupt the provision of all or part of the Service in any of the following cases:
      (1) When conducting inspections or maintenance work on the systems related to the Service.
      (2) When the Service can no longer be operated due to failures of computers, communication lines, etc., erroneous operations, excessive concentration of access, unauthorized access, hacking, or similar issues.
      (3) When the Service can no longer be operated due to force majeure events such as earthquakes, lightning strikes, fires, wind and flood damage, power outages, or other natural disasters.
      (4) When it is necessary to ensure the safety of the Partner or a third party, or when there is an urgent need for the public interest.
      (5) In addition to those specified in the preceding items, when the Company reasonably determines it is necessary.
    2. The Company may, at its discretion, terminate the provision of the Service after giving prior notice to the Partner.
    3. Even if the Partner incurs damage or disadvantage due to actions taken by the Company based on the preceding two paragraphs, the Company shall not be liable for such damage or disadvantage.

Article 8: Partner Site

    1. A Partner Site shall not contain any of the following content:
      (1) Content that violates or may violate these Terms (including the Prohibited Acts in Article 9), or other terms, guidelines, etc., established by the Company.
      (2) Content that violates laws and regulations, or is related to criminal acts.
      (3) Content that includes excessively violent or cruel expressions, or other content that is offensive to public order and morals, or includes anti-social expressions.
      (4) Content that includes religious activities or solicitations to religious organizations.
      (5) Content that infringes upon the intellectual property rights, portrait rights, privacy rights, honor, or other legal or contractual rights or interests of a third party.
      (6) Content that is unclear or insubstantial, or which is bizarre in appearance.
      (7) Content that requests or solicits a third party to click on a link.
      (8) Content that implies the Company acts as an agent, intermediary, broker, intervener, or guarantor for transactions between users and service providers, or content that implies the Company acts as an agent or guarantor for a Partner.
      (9) In addition to the preceding items, any other content that the Company reasonably determines to be inappropriate for placing affiliate links or affiliate coupon codes.
    2. If login is required to display the main content of a Partner Site, affiliate links or affiliate coupon codes may only be placed if the Company approves, such as by providing a guest password to the Company, allowing the Company free access at all times.
    3. If the Company determines that a Partner Site violates the preceding two paragraphs, the Company may refuse links from all or part of the affiliate links placed on that Partner Site.

Article 9: Prohibited Acts of a Partner

    1. A Partner shall not engage in any of the acts listed in the following items:
      (1) Acts that violate or may violate these Terms, or other terms, guidelines, etc., established by the Company.
      (2) Causing oneself or a third party to engage in successive and repeated clicking of affiliate links installed by the Partner.
      (3) Using one's own affiliate links or affiliate coupon codes to make fictitious orders, or having a third party do so.
      (4) Causing oneself or a third party to place orders on behalf of a third party via affiliate links or affiliate coupon codes installed by oneself. However, this does not apply in the case of legally recognized representatives.
      (5) Any alteration of the affiliate code other than what is pre-approved by the Company.
      (6) Acts that obstruct the operation of the Service, or acts that damage or harm the credibility of the Service.
      (7) Acts of registering false information.
      (8) Acts of registering as multiple Partners by the same individual.
      (9) Any fraudulent act, whether by oneself or in collusion with a third party, such as pretending that Commissionable Sales have occurred, or any other act that the Company reasonably determines to be for the purpose of improperly obtaining performance-based rewards, including clicks or orders that deviate from the advertising purpose and the intent of the Service.
      (10) Any promotional act that the Company reasonably determines to constitute nuisance behavior to a third party, such as spamming via email, posting on bulletin boards, or other similar acts.
      (11) Acts by a minor applying for Partner registration without obtaining the consent of their legal representative.
      (12) Any other act determined by the Company to be inappropriate.

Article 10: Deletion of Registration, etc.

    1. If the Company determines that a Partner falls under any of the following items, or is at risk of doing so, the Company may, without prior notice to the Partner, take any measures it reasonably deems necessary and appropriate. These measures include, but are not limited to, suspending all or part of the Service's use, suspending or deleting the account, stopping commission payments, forfeiting commissions, terminating the contract between the Partner and the Company regarding the Service (including contracts based on these Terms; hereinafter the same), or other actions. The Company shall determine whether a Partner falls under any of the items in this paragraph and is not obligated to disclose the reasons for its decision.
      (1) If the Partner violates any provision of these Terms.
      (2) If it is discovered that the Registration Information contains false facts.
      (3) If the Partner becomes subject to a suspension of payments or becomes insolvent, or if there is a petition for the commencement of bankruptcy proceedings, civil rehabilitation proceedings, corporate reorganization proceedings, special liquidation proceedings, or similar procedures.
      (4) If there has been no use of the Service for 6 months or more.
      (5) If there is no response for 1 month or more to inquiries or other communications from the Company requesting a reply.
      (6) If the Partner is a member of or related to an Anti-Social Force.
      (7) Any other case where the Company deems the Partner's use of the Service inappropriate.
    2. If any of the events listed in the preceding paragraph occur, the Partner shall automatically lose the benefit of time regarding all debts owed to the Company and must immediately pay all debts to the Company.
    3. Even if the Partner incurs damage or disadvantage due to measures taken by the Company under Paragraph 1, the Company shall not be liable for such damage or disadvantage.

Article 11: Termination of Registration, etc.

    1. A Partner may terminate their Partner registration at any time by following the procedures stipulated by the Company.
    2. If a Partner terminates their Service membership registration, and the total amount of unpaid commissions in the Service is 1,000 JPY or more, the commission amount will be finalized on the last day of the month in which the membership registration was terminated. The unpaid commissions will then be paid to the Partner's designated recipient by the 20th of the following month (or the next business day if the payment date falls on a financial institution holiday). The remittance fee shall be borne by the Partner. However, if the total amount of unpaid commissions is less than 1,000 JPY, or if commission claims were withheld due to fraud, the right to such commissions shall expire upon the termination of the contract.
    3. Commission payments in the case of the preceding paragraph shall be made by remittance and will not be added as viviON Blue points.
    4. If an Affiliate Partner has their registration deleted pursuant to Article 10, Paragraph 1, they shall forfeit all rights to unpaid commissions and commissions accrued after the deletion of their registration, and the Company shall not be obligated to pay such commissions.
    5. If a Partner registration is deleted or terminated, the Partner must immediately remove all affiliate links from their Partner Site.

Article 12: Partner's Responsibility

    1. A Partner shall use the Service at their own risk and shall bear all responsibility for their actions within the Service and the results thereof.
    2. If there are any changes to a Partner's Registration Information, such as their address, name, representative's name, or email address, the Partner shall immediately notify the Company. If, due to a delay in such notification, email notifications from the Company or documents sent by the Company are delayed or not delivered, they shall be deemed to have arrived at the time they would normally have been received.
    3. If the Company incurs any direct or indirect damage (including legal fees) due to a Partner's use of the Service (including cases where the Company receives a claim from a third party caused by such use), the Partner must immediately compensate the Company upon request.
    4. The status of Commissionable Sales, etc., can be checked on the Service's dedicated webpage. A Partner is obligated to constantly access this page and monitor for any arbitrary clicks on affiliate links or similar activities.
    5. If a Partner discovers inappropriate affiliate link clicks or inappropriate Commissionable Sales, or the risk thereof, they must immediately contact the Company and explain in response to the Company's questions.
    6. The Company shall bear no responsibility for any trouble arising from a Partner's failure to fulfill the obligations stipulated in the preceding two paragraphs.
    7. The Company shall have all decision-making authority regarding Commissionable Sales and commission payments, and the Partner shall comply with these decisions.

Article 13: Disclaimer of Warranties / Limitation of Liability

    1. The Company makes no explicit or implicit warranties that the Service (including its content) is free from defects (including security flaws, errors, bugs, or infringement of rights), that it is suitable for a user's specific purpose, that it possesses the expected functions, commercial value, accuracy, or usefulness, that it complies with laws, regulations, or internal rules of industry organizations, or that it can be used continuously.
    2. The Company shall not be liable for any damages incurred by the Partner arising from the Service, except in cases caused by the Company's willful misconduct or gross negligence. However, if the contract between the Partner and the Company regarding the Service constitutes a consumer contract as defined by the Japanese Consumer Contract Act (hereinafter referred to as a "Consumer Contract"), the Company shall not be liable for loss of profits or other damages arising from special circumstances due to the Company's negligence (excluding gross negligence) in fulfilling contractual obligations or tort liability. In such cases, the Company's liability for damages shall be limited to the scope of ordinary damages and, for paid services, up to the amount of usage fees received from the Partner in the month the damage occurred.
    3. If a Partner incurs damage due to the Company's gross negligence, the Company's liability for damages shall be limited to the scope of ordinary damages and, for paid services, up to the amount of usage fees received from the Partner in the month the damage occurred; the Company shall not be liable for loss of profits or other damages arising from special circumstances. However, this does not apply if the contract between the Partner and the Company regarding the Service falls under a Consumer Contract.
    4. The Partner shall resolve any transactions, communications, disputes, etc., arising between the Partner and a third party in relation to the Service, at their own responsibility, and the Company shall not be liable for any of these.

Article 14: Intellectual Property Rights

A Partner acknowledges that all rights (including copyrights and other intellectual property rights) concerning the information (including video, audio, text, photos, and software) provided by the Company to the Partner through the Service belong to the Company, and the Partner shall not use this information for any purpose other than that of the Service.

Article 15: Assignment

    1. A Partner may not assign, transfer, encumber, or otherwise dispose of their rights and obligations regarding the use of the Service to a third party without the prior written consent of the Company.
    2. If the Company transfers the business related to the Service to another company, the Company may, in connection with such business transfer, assign its contractual position, rights and obligations based on these Terms, and the Partner's Registration Information and other user information to the transferee of said business transfer. The Partner shall be deemed to have consented to such assignment in advance. Furthermore, the business transfer stipulated in this paragraph shall include not only ordinary business transfers but also company splits and all other cases where the business is transferred.

Article 16: Severability

Even if any provision or part of these Terms 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 portion of any provision deemed invalid or unenforceable shall continue to be in full force and effect.

Article 17: Governing Law and Jurisdiction

    1. The official text of these Terms shall be in Japanese, and the governing law shall be Japanese law.
    2. The Tokyo District Court shall be the court of exclusive jurisdiction in the first instance for all disputes arising out of or related to these Terms.

Revised: September 1, 2025