Terms Of Service

These terms of use (these “Terms”) provide the conditions for use of the service that Metaps Alpha Inc. (the “Company”) provides on this website (the “Service”). All users (“Users”) shall use the Service after having consented to these Terms.

Article 1. Service

The Service is a C-to-C platform on which NFTs (Non-Fungible Tokens), such as characters and items, etc., on blockchains may be sold and purchased. All sales, offers for sale, and purchases, etc. between Users shall be conducted at such Users’ responsibility. The Company does not make any warranty that the seller is making such offer for sale under legitimate rights or any other similar warranties. The Company itself does not conduct any sale or purchase or accept any entrustment thereof nor is it involved in any fulfillment thereof. Accordingly, the Company will not respond to any cancellation or return, etc. after the conclusion of any sales or purchases.

Article 2. Definitions

  1. “Goods” means NFTs, such as characters and items, etc., to be transacted on the Service.
  2. “Sales Proceeds” means the amount of money to be recorded in Users’ accounts by the Company.
  3. “Price” means the price of the Goods to be registered at the time Users offer the Goods for sale on the Service.
  4. “Users” means the persons who use the Service after having consented to these Terms.
  5. “Vendors” means the Users who offer any Goods for sale through the Service.
  6. “Purchasers” means the Users who purchase any Goods through the Service.
  7. “Counterfeits” means any Goods created by altering data, using unauthorized tools or through any other inappropriate method, as well as any Goods for which the terms of use of the game companies that deal in such Goods prohibit the assignment, etc. thereof to a third party.

Article 3. Application of These Terms

  1. These Terms shall apply to any and all relationships between Users and the Company in relation to the use of the Service.
  2. In relation to the Service, the Company may establish various provisions (the “Individual Provisions”) in addition to these Terms, such as rules under which the Service is to be used. Such Individual Provisions shall constitute a part of these Terms, regardless of title.
  3. If the provisions of these Terms conflict with the Individual Provisions described in the preceding paragraph, the Individual Provisions shall prevail, unless otherwise particularly set forth in the Individual Provisions.

Article 4. Consent to These Terms

  1. Upon using the Service, Users are required to give their advance consent to these Terms.
  2. Each User shall be deemed to have agreed to these Terms as of the time such User commences use of the Service via a web browser designated by the Company. An agreement (“Use Agreement”) between such User and the Company will also be created then, in accordance with the provisions of these Terms.
  3. Users who are minors shall use the Service after having obtained consent from their parent or other legal representative. If any User who had been a minor at the time of giving consent to these Terms uses the Service after coming of age, such User shall be deemed to have confirmed of any and all legal acts related to and acts of use of the Service during the time he/she was a minor.

Article 5. Management of Accounts

  1. A Service account will be automatically created at the time each User commences the use of the Service via a web browser designated by the Company. Users shall manage their accounts at their own responsibility and shall not lease, assign, sell, purchase, change the ownership of, or cause any third party to use the same.
  2. The Company may consider any use of the Service as use by the person identified by such Service account, and the consequences of such use, as well as any and all responsibilities arising therefrom, shall be attributable to such person identified by such account.
  3. When it is discovered that a User’s account is being fraudulently used or is being used by a third party, such User shall immediately notify the Company to that effect and shall follow the Company’s instructions.
  4. If the Company or a third party incurs damage due to any misuse of a User’s account, such User shall compensate the Company or such third party for such damage.

Article 6. Commission Fees

Commission fees separately designated by the Company will be incurred upon using the Service.

Article 7. Offering for Sale

  1. A Vendor may cancel his/her offer for sale until the sales agreement set forth in Article 8.2 is formed. After the formation of the sales agreement, Vendor may not cancel such sales agreement.
  2. A Vendor may not offer any Counterfeits for sale on the Service.
  3. If a Vendor offers any Goods for sale in violation of these Terms, or if the Company determines that a Vendor has offered any Goods for sale for which the Vendor has no true intention to execute a sales agreement, or if the Company otherwise deems a Vendor’s offer for sale to be inappropriate, the Company may void such offer for sale without needing to give prior notification to the Vendor. If the Company voids an offer for sale, the Company may also void any purchase made in response to such offer for sale.

Article 8. Purchase

  1. Unless otherwise agreed upon between Purchaser and Vendor, Purchaser shall purchase any Goods at the Price. Purchaser may not cancel any sales agreement after the formation thereof, and unless otherwise set forth by law, Purchaser shall not claim invalidity or cancellation of a completed transaction for any reason whatsoever.
  2. After Purchaser has pressed the “purchase button” for any Goods offered for sale on the Service, a sales agreement for such Goods shall be formed between Vendor and Purchaser upon the transfer of such Goods to Purchaser.

Article 9. Points

  1. In association with any campaigns, etc., the Company may grant points to Users in accordance with the standard set by the Company. The points may be used at the rate of 1 point = 1 Japanese yen at the time of purchase of any Goods that are offered for sale in Japanese yen.
  2. Users may not use points for any purpose other than to purchase the Goods on the Service as designated by the Company, nor may Users exchange such points for cash, property or any other economic benefit. In addition, the Company will not refund any points to Users for any reason whatsoever, including, without limitation, termination of the Service.
  3. Users may not assign points to any third party or otherwise dispose of any points.
  4. The points shall be valid for one hundred eighty (180) days from the date on which they are granted, and points will expire upon the elapse of the validity period.
  5. If any points are to be used, points that will expire first will be used first.
  6. If any of the following events occur to any User, all of the points held by such User at such time will be forfeited:
    1. Such User is restricted from using all or part of the Service;
    2. Such User’s account is deleted; or
    3. The Company otherwise deems it inappropriate for such User to hold points.

Article 10. Payment

  1. Vendors shall grant the Company an authorization to receive payment of the Price on behalf of Vendors from Purchasers, and the relevant Purchaser’s obligation to pay the Price will extinguish upon the Company receiving the Price from the Purchaser.
  2. If a sales agreement is formed, Purchaser shall pay the Price to the Company through the method separately designated by the Company.
  3. If the Company determines that a Vendor has performed his/her obligation to assign the Goods or any other obligations under the relevant sales agreement, the Company shall subtract the commission fees set forth in Article 6 from the Price received from Purchasers pursuant to the provision of the preceding paragraph and post the remaining amount in the Vendor’s account, and on the condition that the request for withdrawal of Sales Proceeds set forth in the following paragraph is made by the Vendor, the Company shall promptly pay such amount to the Vendor. The Company shall determine the transfer fees required at the time of paying the Price to the Vendors, and the Vendors shall pay such transfer fees.
  4. With regard to the Price received by the Company pursuant to Article 10.2, a Vendor shall make a request for withdrawal to the Company within one hundred and eighty (180) days from the date on which the Sales Proceeds are posted in the Vendor’s account, in accordance with the procedures to be separately designated by the Company.
  5. Notwithstanding the provision of Article 10.2 and 10.3, if a Vendor breaches this Agreement or if any of the certain reasons set forth by the Company apply to a Vendor, the Company may withhold the Vendor’s receipt of the Price or the equivalent thereof. In such case, the Company shall continue withholding the payment of the Price until the Company completes its investigation.
  6. In paying the Price to a Vendor pursuant to the provision of Article 10.3, the Company may offset the Price against the corresponding amount of the obligation owed by the Vendor to the Company, regardless of the payment due date of such obligation.
  7. The Company may deem that a Vendor has waived the right to receive the payment of the Sales Proceeds set forth in Article 10.4 and may confiscate the same upon the occurrence of any of the following events:
    1. Despite receiving a notice from the Company requesting the designation of an effective bank account to receive the Sales Proceeds pursuant to Article 10.4, such Vendor fails to designate such bank account within one (1) year from the receipt of such notice;
    2. Such Vendor fails to make a request for withdrawal of the Sales Proceeds within the period set forth in Article 10.4; or
    3. At the time when the Company terminates the Service, the total amount of the Sales Proceeds yet to be received by such Vendor is less than the transfer fees.

Article 11. Provision, Cessation, and Termination of the Service

  1. The Service will be provided only in relation to the content separately designated by the Company.
  2. Users shall prepare the equipment and communication environment, etc. required for using the Service at their own expense and responsibility.
  3. The Company may change the details or cease or terminate the provision of all or part of the Service without prior notification to Users. The Company will not be responsible for any and all damages incurred by Users due to such change, cessation, or termination.

Article 12. Other Companies’ Services

Upon using the Service, a storage function designated by the Company for digital assets and cryptocurrency (the “Wallet”) and a smart contract system and other services designated by the Company (collectively referred to as “Other Companies’ Services”) are required, where such Other Companies’ Services will be provided by enterprises other than the Company. Responsibilities related to Other Companies’ Services shall be borne by the enterprises that provide such Other Companies’ Services, and the Company shall not bear any responsibilities therefor.

Article 13. Prohibitions

Users shall not engage in the following acts when using the Service:

  1. Acts that violate or threaten to violate the laws, regulations, public order, or standards of decency;
  2. Acts of offering for sale or purchasing any Goods without truly intending to execute a sales agreement;
  3. Acts of infringing the intellectual property rights or other rights of the Company or any third party (including other Users), such as copyrights, trademark rights, or patent rights;
  4. Acts of destroying or obstructing the functions of the servers and network systems of the Company or any third party;
  5. Acts that threaten to interfere with the operation of the Company’s services;
  6. Acts of unauthorized access, use of a third party’s account, or acts of attempting to conduct either of the foregoing;
  7. Acts of obtaining and using any points in an unlawful manner;
  8. Acts that cause disadvantage, damage, and discomfort to other Users of the Service or other third parties;
  9. Acts of impersonating other Users;
  10. Acts of collecting or accumulating personal information, etc. of other Users;
  11. Promotion, advertisement, solicitation, or other acts of business conducted for commercial purposes;
  12. Acts of using the Service for the purpose of dating strangers of the opposite sex;
  13. Acts of directly or indirectly providing favors or other forms of cooperation to anti-social forces;
  14. Acts that are in violation of the credit card member agreement;
  15. Acts that are deemed by the Company to be aimed at monetizing the credit shopping quota;
  16. Other acts of using the Service for any purpose other than the purpose of use intended by the Service;
  17. Acts of using the Service via two or more accounts for the purpose of conducting any acts prohibited under this Article 13; or
  18. Other acts that the Company regards as inappropriate.

Article 14. Representations and Warranties

Each User shall represent and warrant to the Company that:

  1. Such User is not and will not become an organized crime group, a company related to an organized crime group, a corporate extortionist (“sokaiya”), or any person/entity equivalent to any of the foregoing or a member thereof (collectively, “Anti-Social Forces”);
  2. In the case where such User is a corporation or any similar entity, its officers (meaning executive members, directors, executive officers, and any person equivalent to any of the foregoing) are not and will not become Anti-Social Forces;
  3. Such User is not causing Anti-Social Forces to use such User’s name to enter into the Use Agreement;
  4. Such User does not engage in any of the following acts in relation to the Use Agreement, either by him/her/itself or through a third party:
    1. Engaging in threatening behavior or violent acts against the Company; or
    2. Interfering with the Company’s business by using fraudulent means or force or tarnishing the reputation thereof;
  5. Such User does not accept any capital or funds, etc. from Anti-Social Forces, whatever its pretext;
  6. Such User does not provide any capital or funds, etc. to Anti-Social Forces, whatever its pretext; and
  7. Such User does not engage in any other acts equivalent to any of the foregoing.

Article 15. Discontinuance and Suspension of Provision of the Service

  1. If the Company decides that any of the following events has occurred, it may discontinue or suspend the provision of all or part of the Service without prior notification to Users:
    1. Maintenance, inspection, or renewal is conducted in relation to the systems, etc. used for the Service;
    2. It becomes difficult for the Company to provide the Service due to force majeure events, such as earthquakes, lightning, fires, blackouts, or natural disasters;
    3. The provision of all or part of the Other Companies’ Services is discontinued or suspended;
    4. The systems or communication lines, etc. used for the Service have broken down due to accidents or other causes; or
    5. The Company otherwise decides that it is difficult for it to provide the Service.
  2. The Company shall not be responsible for any disadvantage or damage incurred by Users or third parties due to the discontinuance or suspension of the provision of the Service under the preceding paragraph.

Article 16. Restriction of Use and Deregistration

  1. If any User falls under any of the following, the Company may restrict such User’s use of all or part of the Service, deregister such User’s account, or take any other measures that the Company reasonably deems necessary and appropriate, without giving prior notification to such User:
    1. Such User breaches any article of these Terms;
    2. Such User fails to pay his/her/its monetary liabilities, such as commission fees;
    3. Such User fails to respond to the Company for a certain period of time after receiving contact therefrom;
    4. Such User has not used the Service for a certain period of time after his/her/its last use;
    5. Such User breaches any representations or warranties under Article 9; or
    6. The Company otherwise decides that such User is not qualified to use the Service.
  2. If the Company incurs any damage (including attorneys’ fees) directly or indirectly as a result of any User’s use of the Service (including any claim from a third party to the Company arising out of such use of the Service), such User shall immediately provide compensation for such damage upon the Company’s request.

Article 17. No Warranty

The Company does not explicitly or implicitly warrant that no practical or legal defects (including those concerning defects regarding security, errors, bugs, infringement of rights, etc.) exist in relation to the Service, nor does it explicitly or implicitly warrant the safety, reliability, accuracy, completeness, validity or fitness for a particular purpose in relation of the Service.

Article 18. Disclaimer of Warranties and Exemption of Liabilities

  1. The Company will not be responsible for any and all damage incurred by Users due to the Service; provided, however, that the exemption of liabilities provision in this paragraph will not apply in a case where the Use Agreement constitutes a consumer contract under the Consumer Contract Act, and the Company shall assume responsibility to compensate Users for any damage incurred by such Users in relation to the use of the Service (excluding damage caused by a reason not attributable to the Company).
  2. Even in a case set forth in the proviso of the preceding paragraph, the Company will not be responsible for any and all damage incurred by Users due to the Company’s default or unlawful conduct caused by negligence (excluding gross negligence), which were incurred under special circumstances (including cases where the Company or Users have or may have foreseen the occurrence of such damage). The maximum amount of compensation for the damage incurred by Users due to the Company’s default or unlawful conduct caused by negligence (excluding gross negligence) shall be the amount of the commission fee received from such User for the month in which such damage occurred.
  3. The Company will not be responsible for any transactions, contacts, or disputes, etc. that arise between Users and other Users or between Users and third parties in relation to the Service.

Article 19. Modification of these Terms and the Individual Provisions

  1. The Company may modify these Terms and the Individual Provisions only for the purpose of the Service if the Company deems it necessary. In such case, the Company shall inform Users of the intended modification, the content of these Terms after such modification and the effective date of such modification prior to such effective date by posting the same on this website or through any other method the Company deems appropriate.
  2. The modified Terms and Individual Provisions shall come into effect as of the effective date so informed.

Article 20. Handling of Personal Information

The Company will properly handle the Users’ personal information that it acquires in relation to the provision of the Service in accordance with the Company’s “Privacy Policy.”

Article 21. Notifications and Contacts

  1. Notifications and contacts between Users and the Company shall be made by the method stipulated by the Company.
  2. Under the premise that the contact addresses currently registered by each User are valid, the Company will provide notifications and contacts to such addresses, unless the User notifies of a change of address by the method separately stipulated by the Company.
  3. Even if notifications from the Company are delayed or the User does not receive the same due to not having notified the Company of a change of address, as set forth in the preceding paragraph, such notifications from the Company shall be deemed to have reached such User at the time when it should have usually reached him/her/it.

Article 22. No Assignment of Rights and Obligations

Users may not assign or provide as collateral to any third party their status under the Use Agreement or the rights or obligations under these Terms without the Company’s prior written approval.

Article 23. Governing Law and Jurisdiction

  1. These Terms shall be governed by and construed in accordance with the laws of Japan.
  2. Any disputes that arise in relation to the Service shall be subject to the exclusive jurisdiction of the district court of competent jurisdiction in the location of the Company in the first instance.

Revised on July 14, 2020