This usage agreement (hereinafter referred to as “these Terms of Use”) defines conditions that the Customer must agree to when using the Cariot Service (as defined in Article 2, hereinafter referred to as “the Service”.) provided by Cariot, Inc. (hereinafter referred to as “Cariot”). By clicking the “I agree” box on the website or submitting an application form as specified by the Company (including purchase orders and other written expressions of intent to apply, hereinafter the same) the Customer indicates their consent to these Terms of Use, and the Terms of Use shall govern the Customer’s use of the Service.

These Terms of Use are written in Japanese and translated into English for reference purpose only. If there is any conflict or inconsistency between the Japanese version and the English translation, the Japanese version shall prevail.

Chapter1　General Rules and Common Matters

Article 1 (General Provisions)

• These Terms of Use define the basic terms of the Service and must be adhered to by all customers.
• Of these Terms of Use, Chapter 1 applies generally to the Cariot Service, Chapter 2 applies to both the Device Sales Service and the Device Rental Service.
• If Cariot defines individual rules or additional rules through separate documents, or when it sends information on the Service through email or other means, these are considered to compose an additional portion of these Terms of Use, but if they conflict with anything written here, these Terms of Use as written take precedence.

Article 2 (Definitions and Types of Services)

１．For the purposes of these Terms of Use, the definitions of the terms shall be as set forth below.

２．The Service consist of the following types:

Article 3 (Use of the Service)

The Customer shall use the Service in accordance with the methods prescribed by Cariot, provided that such use does not violate these Terms of Use.

Article 4 (Application)

• Applicant who wish to use the Service shall agree to enter into this Agreement with Cariot by agreeing to comply with these Terms of Use and the Third-Party Terms of Use, and by submitting required Application Information to Cariot or Cariot’s dealers (hereinafter referred to as “Dealers”) in the manner prescribed by Cariot.　The Third-Party Terms of Use shall be governed by the terms set forth separately by the third party.
• Cariot shall have the discretion to decide whether to accept an application to use the Service and shall exercise such discretion in accordance with Cariot’s policies and standards. If Cariot accepts the applicant’s application by notice or announcement from Cariot, this Agreement shall be established between the Customer and Cariot or its authorized vendors. The Customer shall be permitted to use the Service in the manner prescribed by Cariot.
• Cariot may reject an applicant for this Agreement if any of the following apply:
  • The applicant has had their usage of the Service suspended in the past or currently is under such suspension.
  • The applicant is an anti-societal group, etc. (an organized crime group, members of an organized crime group, a right-wing organization, an anti-societal group, or a similar group), or the applicant is cooperative or involved with funding or otherwise maintaining or managing anti-societal groups, etc. or Cariot otherwise judges the applicant has ties to such groups.
  • The applicant is in the same product field as Cariot, a rival company, or deals in products or services, etc. that are similar to, identical to or otherwise a competitor to the Service.
  • Other reasons that lead Cariot to judge the applicant as not suitable for acceptance.

Article 5 (Third-Party Services)

• The Customer can apply for use of third-party services to Cariot or Cariot Dealers. Third-party services are services provided to the Customer by third parties other than Cariot, and the price and other conditions for third-party services will be determined separately from these Terms of Use. When the Customer applies for use of a third-party service, Cariot will arrange the service without delay, but it does not offer any guarantees that the service is necessarily useable, or that the timing of the start of service use or other usage conditions will match the Customer’s wishes.
• The responsibility for third-party services will be with the providers of those services. Cariot makes no guarantees of third-party services’ fitness for the Customer’s specific purposes, value as a product, accuracy, usability, completeness, legality, conformity to any internal organizational rules that apply to the Customer, lack of security flaws, errors or bugs, or lack of infringements on the rights of third parties.
• In the case of a mid-contract cancellation based on these Terms of Use, the end of a subscription contract due to completion without renewal, or any other reason that leads to the end of a subscription contract between Cariot and the Customer, the Customer’s use of any third-party service will also be ended, unless there has been an agreement otherwise between the Customer, Cariot, and the provider of the third-party service.

Article 6 (Changes to Registered Information)

The Customer shall notify Cariot of any changes to its registered information without any delay in the manner specified by Cariot.

Article 7 (Management of Passwords and User IDs)

• The Customer shall be responsible for the proper management and safekeeping of his passwords and user IDs in relation to the Service. The Customer shall not allow third parties to use the Customer’s passwords or user IDs, or give, transfer or sell such passwords or user IDs to third parties.
• The Customer shall be responsible for any damage caused by improper management of passwords or user IDs, use by third parties and no responsibility shall be held by Cariot for any such damage caused.

Article 8 (Ownership of Intellectual Property Rights)

• All intellectual property rights associated with the Service, contents and other information related to the Service that are supplied by Cariot belong to Cariot, Salesforce Japan or others who have been granted licenses by Cariot or Salesforce Japan Co., Ltd.
• The Customer may not, without permission from Cariot, create derivatives, edit or remake the Service and release it or allow a third party to use it, and may not for any reason perform acts (including but not limited to disassembling, decompiling and reverse-engineering) that infringe or may infringe on the intellectual property rights of Cariot or those who have agreed to subscriptions with Cariot.
• Trademarks and logos and service marks may appear on the Service, but Cariot does not transfer or allow the use of these to the Customer or any third party.
• Intellectual property rights and other rights associated with transmitted data remain those of the Customer or third parties who have authorized the use of transmitted data by the Customer, and usage of the Service or sending of transmitted data to Cariot does not transfer those intellectual property rights or other rights to Cariot.

Article 9 (Usage Fees)

• The Customer will, when using the Service and before the payment deadline, pay a yearly fee in a single prepayment that covers the license fees corresponding to the subscription, annual rental fees for Vehicle-Related Devices. Additionally, the purchase fees for Vehicle-Related Devices must be paid in full via a single prepayment.
• If the Customer purchase the Service as an addition to an ongoing subscription, the Customer shall pay the license fees corresponding to the additional subscription and the annual rental fees for Vehicle-Related Devices on a monthly prorated basis in a single prepayment. Furthermore, the purchase fees for Vehicle-Related Devices must be paid in full via a single prepayment. Notwithstanding the above, Cariot shall charge the full month’s usage fees even if the additional subscription or rental is initiated mid-month, and no prorated charges will be applied.
• Notwithstanding the preceding two clauses, the Customer may, by entering into a separate memorandum or agreement with Cariot, choose to divide the purchase fees for the Service into monthly installments.
• If the Customer is delayed in paying the Service usage fees or other fees based on these Terms of Use, the Customer shall pay late damages calculated at an annual rate of 14.6% on the overdue amount.
• The Usage Fee for the Service shall be separately stipulated by Cariot.

Article 10（Method of payment)

• The Customer shall pay the Cariot Service usage fee by transferring it to the bank account designated by Cariot by the end of the month following the month in which the Customer provides the application form, other required documents for this Service. However, if such payment date falls on a Saturday, Sunday, or public holiday, the payment shall be made by the previous business day. Furthermore, the transfer fee shall be borne by the Customer.
• Notwithstanding the preceding clause, if the Customer agrees with Cariot to use a payment agency, the Customer shall pay the Service usage fee by the method designated by the payment agency.

Article 11（Cariot Mobile App）

• The Customer may also use the Services by installing the Cariot Mobile App in the manner specified by Cariot. Furthermore, the information terminal and the communication line required to install the application shall be provided at the Customer’s expense.
• Cariot shall not be liable for any inability to use the Cariot Mobile App (including installation of the Cariot Mobile App) or for any troubles, failure, damages, etc. caused by the use of the application. In the event of damage to a third party due to the use of the application it shall be resolved between the Customer and the third party, such issues shall be resolved between the Customer and the third party, and Cariot shall not be liable for any damages.
• The Customer agrees in advance that full or partial use of the Service may be restricted in any of the following cases:
  • When it is not possible to verify the Customer’s eligibility to use the Service through authentication functions such as password and IDs
  • When the Customer utilizes the Service in an environment where Internet cannot be connected
  • When the Customer uses the Service in a communication situation where real-time communication is not possible

Article 12（Use of the API)

• The Customer may use API (Application Programming Interface, hereinafter referred to as “this API”) that Cariot possesses within the scope necessary for the purpose of this Agreement, free of charge and on a non-exclusively basis. However, Cariot may, upon prior notice, change the API to a paid service even during the term of this Agreement.
• The Customer shall not sublicense, provide, lend or otherwise dispose of this API to any third party, except with the prior written consent of Cariot.
• In using this API, the Customer shall not perform any of the following acts:
  • Sending information that contains computer viruses or other harmful computer programs
  • Sending data that exceeds a certain amount of data capacity specified by Cariot in connection with this API
  • Tampering with information that can be used in this API
  • Performing acts that may interfere with the provision of this API
  • Any other acts that Cariot deems inappropriate
• Cariot may temporarily suspend the Service related to this API without prior notice in any of the following cases, and the Customer agrees to this in advance:
  • When it is difficult or when Cariot determines to be difficult to provide a normal service due to a significant load or failure on this API
  • When Cariot recognizes that a third party may suffer significant damage by providing this API, such as tampering with data related to this API, hacking, etc.
  • When a failure occurs in the Service due to a natural disaster, power outage, or other reasons not attributable to Cariot or the Customer
  • When trouble such as issues with third-party cloud services used by Cariot occurs
  • When an unavoidable reason such as an unexpected accident or force majeure occurs
• Regarding this API disclosed to the Customer, Cariot makes no warranty as to the accuracy, usefulness, legality, security, fitness for a particular purpose, non-infringement, or any other matters, and Cariot shall not be liable for any damages arising from such aspects.
• The Customer shall promptly notify Cariot of the contents of this API without delay if any defect is found.

Article 13 (Free Trials)

• Cariot may provide free trials of the Service. Customers can apply for the free trial using methods separately by Cariot and can use the Service free of charge for 14 days. However, if Cariot approves the request, the free trial period may be extended.
• If the Customer applies for a Device Sales Service or Device Rental Service accordance with Article 4 before the end of the free trial period, the free trial will transition to the Service.
• If the Customer does not enter into a Device Sales Service or Device Rental Service contract as described in the previous clause, Cariot may delete all of the data saved or used by the free trial user after the end of the free trial period without giving notice to the free trial user.
• Notwithstanding any provisions in these Terms of Use, Cariot makes no warranties or liabilities, including compensation for damage, regarding the provision of the Service during the free trial period.
• If Cariot lends equipment or other items to the Customer during the free trial period, the Customer must use the items with the care of a good administrator. If the lent items are damaged or lost, the Customer shall bear the cost of restoring or replacing the lent items. Additionally, if the lent items are not returned after their use, Cariot may charge the Customer for the cost of lent Cariot vehicle-related devices.

Article 14 (Changes to Price Plan)

• If the Customer desires to change their price plan, they will notify Cariot or a Cariot Dealer of their desire to change the plan in the manner specified by Cariot, and if Cariot approves the application for the change, the change will take effect when Cariot sends the Customer notice that the change was approved. There are upgrades and downgrades to change your rate plan, and the following times can be changed:
  • upgrade：Both at the expiration of the contract period and during the contract period are possible.
  • downgrade：It is possible only at the expiration of the contract period, and it is not possible during the contract period.
• If there is notice from Cariot according to the previous clause, the new price plan will take place from the 1st of the month after the day of the notice.

Article 15 (Prohibited Acts)

The Customer may not do, either themselves or through a third party, any of the following acts while using the Service:

• An act that violates or assists in violating: a law or legal order, a court ruling, decision or order, or a government measure with binding legal power
• Scams or threats toward Cariot, other customers or third parties
• Acts that are opposed to or may damage public order and morals
• Acts that infringe on the intellectual property rights, privacy or other rights or damage the profits of Cariot or a third party, or that may do so.
• Use of the Service without the right to do so, or using it beyond the scope granted by a subscription
• Copying of the Service (except for as needed for standard use of the Service)
• Modifying the Service or creating works based on the Service
• Allowing third parties to re-use the Service (except for third parties who have obtained prior written approval from Cariot)
• Revealing the Service’s benchmark tests or analysis results to a third party
• Reverse-engineering the Service, decompiling or disassembling, recreating or transforming the Service, or otherwise attempting to decode the source code.
• Selling, renting or leasing the Service
• Applying excessive load to the Service’s system, etc.
• Accessing systems connected to the Service without right to do, or illicitly overwriting or deleting data on Cariot equipment
• Impersonating Cariot, other customers, or third parties
• Providing benefits to anti-societal groups, etc.
• Using the IDs or passwords of other users of the Service
• Directly or indirectly inciting any of the above-mentioned acts, or enabling others to do them
• Other acts deemed inappropriate by Cariot

Article 16 (Support)

• Cariot will offer support for questions. from the Customer through email or inquiry forms. As a basic rule, Cariot will endeavor to respond within 2 business days from receiving an initial inquiry, but the Customer acknowledges that questions may require more time than this to answer.
• Cariot does not guarantee that the support provided under the previous clause will provide a solution to the problem being asked about.
• When providing an updated version of the Service, Cariot will first notify the Customer through a method such as email, and the Customer will be able to use the updated version through a separately defined method. Cariot does not assume any responsibility for any malfunctions in the Service if the Customer does not use the updated version.
• Cariot makes backups of data on the Service’s servers in case of system-wide damage, etc., but does not have a duty to recover the Customer’s data, regardless of the circumstances.

Article 16-2 (Paid Support)

• In addition to the provisions of Article 16, the Customer may use the Paid Support , and the type and contents of Paid Support shall be proposed by Cariot.
• When using Paid Support, the Customer shall submit a prescribed application to Cariot or Cariot’s Dealers, and Cariot shall issue an estimate. After Cariot or Cariot’s Dealers issue the quote, the Customer submits the prescribed purchase order, and by notifying or displaying acceptance of the contents of the order from the Cariot, a contract for Paid Support shall be concluded between the Customer and Cariot or Cariot’s Dealers.
• Terms and conditions such as the scope of Paid Support, duration of implementation, place of work, fee, payment time, etc. are as specified in the purchase order.

Article 17 (Exclusion and Limitation of Liability)

• This product is offered as is, and Cariot makes no guarantees of its suitability as a product, completeness, security, suitability to a particular purpose, lack of bugs or conformity to any laws or internal organizational rules that apply to the Customer.
• Cariot does not guarantee that the information obtained from the contents, etc. of the Service will be applicable to the Customer’s specific objectives or will meet the Customer’s expectations for value, accuracy or utility.
• The Service uses third-party services. Rules for the use of the third-party services are based on the SLAs of the providers of those services. Cariot does not assume responsibility for any interruption, halt or termination to the Service or inability to use the Service that is caused by a third-party service’s malfunction, halt, termination, or other issue, or for any damage caused to the Customer by reasons due to a third-party service.
• In addition to the reasons of the previous clause and of Article 24, Cariot will not be held responsible for paying compensation for damage caused by interruptions, halts or terminations to the Service, inability to use the Service, deletion or loss of data, deletion or loss of usage rights, equipment malfunctions or damage or any other reason that is caused by or related to the Service, if the cause was not the fault of Cariot.
• If a dispute related to the Service arises between the Customer and a third-party, the Customer will immediately notify Cariot of this and be responsible for resolving the dispute and doing so with its own funds, and Cariot will not in any way be involved or hold any responsibility regarding the dispute.

Article 18（Non-Refundable Fees)

The Customer agrees in advance that Cariot will not refund any Cariot usage fees, or any other fees related to the Service paid by the Customer to Cariot, and will not be exempted from any outstanding expenses at the end of the Service, whether for expiration, termination or other reasons.

Article 19 (Confidentiality)

• Unless with the prior written consent of Cariot, the Customer will treat all information disclosed by Cariot to the Customer in relation to the Service as confidential, will not disclose or leak the information to any third party, nor use it for any purpose other than the use of the Service.
• Upon request from Cariot at any time, the Customer must, without delay, return or destroy the information described in the previous clause, including any documents or other media including it and all copies of it, in accordance with Cariot’s instructions.

Article 20 (Transmitted Data)

• The Customer expresses and guarantees to Cariot that it has the legal right to transmit data and that the transmitted data does not infringe upon the rights of any third parties.
• If Cariot determines that transmitted data violates or may violate the law or legal orders or these Terms of Use, it can delete the applicable data or otherwise limit the Customer’s use of the Service without prior notice. Cariot assumes no responsibility for damage caused to the Customer by the application of said limits.

Article 21 (Collection and Handling of Data about the Customer)

• For handling of application information and other information about the Customer, Cariot will abide by the separately defined privacy policy (https://www.Cariot.co.jp/privacy/), and the Customer agrees that Cariot shall handle the applicable information according to the rules in the privacy policy.
• Cariot can use or incorporate into the Service all proposals, improvement requests and other feedback supplied by the Customer, and the Customer agrees to this.
• Cariot can use the Customer’s application information, transmitted data or other information to, at its own discretion, to improve the provision, operation or contents of the Service, and can also use it to release statistical data in a form that does not identify the Customer, and the Customer agrees to this.
• The Customer agrees that Cariot may disclose and use the application information, transmitted data, and other information provided by the Customer to Cariot in the minimum necessary form to the business operators providing the third-party services for the purpose of providing added value to the Service.

Article 22 (Warranties and Indemnities)

• If the Customer causes damage to Cariot through violating these Terms of Use or through its use of the Service, Customer must compensate Cariot for all of such damages, including costs for lawyers or other specialists and for Cariot personnel expenses.
• If, in connection with the Customer’s use of the Service, Cariot is demanded to pay money for an infringement of another customer’s rights or a third party’s rights or another reason, the Customer must compensate Cariot for the costs that Cariot had to pay or the money that Cariot paid to have the dispute settled, including costs for lawyers or other specialists and for Cariot personnel.
• Even if rules absolving Cariot from compensation responsibility do not apply and Cariot owes compensation to the Customer for damage received in connection with the Service, the compensation amount will be limited to the total of the Service fees paid by the Customer over the previous six months from the time of the damage occurring. Cariot shall not be held responsible for paying compensation for collateral damage, indirect damage, special damage related to the customer’s situation, or missed opportunity for profits because of damage.

Article 23 (Measures in Case of Violation of Terms of Use)

• If Cariot judges that any of the following items apply or may potentially apply, Cariot can, at its own judgment, delete the Customer’s application information or transmitted data, temporarily suspend or restrict the Customer’s use of the Service (hereinafter referred to as “Usage Halt Measures”).
  • The Customer violated any article or clause of these Terms of Use
  • Application information submitted by the Customer to Cariot is found to have been falsified
  • The Customer is late in sending a payment to Cariot, and does not correct this within 7 days of receiving a bill from Cariot
  • The Customer becomes unable to make payments, or has filed to begin bankruptcy, civil rehabilitation, liquidation or similar proceedings
  • The Customer had a very large drop in credit reliability or made businesses changes that adversely affect credit reliability
  • The Customer has decided to disband, merge with another company or otherwise go through restructuring
  • The Customer has not responded for 30 days or more to an inquiry from Cariot or another message seeking response
  • The Customer is an anti-societal group, is contributing to or cooperating with the maintenance or management of anti-societal groups through funding or other means, or is otherwise interacting with anti-societal groups by the judgment of Cariot
  • Cariot judges that Usage Halt Measures on the Customer are necessary for the management of the Service
  • Cariot has judged that an issue similar to the above-mentioned cases applies
• The application of Usage Halt Measures does not absolve the Customer from any responsibilities or debts from the subscription, including but not limited to damage compensation debts, that they hold toward Cariot or any third parties.
• Cariot does not accept any responsibility for damage incurred on the Customer as a result of actions taken by Cariot based on this article.
• If any of the conditions of Clause 1 are judged to apply to the Customer, the Customer must pay any remaining debts to Cariot immediately, regardless of what their deadlines had been.

Article 24 (Changes, Additions, Termination or Halting of the Service)

• Cariot can add to or change all or part of the Service without prior notice to the Customer.
• Cariot can, by its own judgment, end part or all of the provision or operation of the Service, in which case it will first notify the Customer of this in a manner that it judges appropriate. However, in cases of emergency it may not notify the Customer first.
• Cariot may halt the service for system or server maintenance, such as for software updates or other maintenance. If planning maintenance, Cariot will notify the Customer of the time and date of maintenance and other necessary information. However, if the following clause applies, or if an emergency or other pressing situation occurs, Cariot will not necessarily send notification first.
• If any of the following apply, Cariot may temporarily halt or all part of the Service without prior notification to the Customer:
  • If performing emergency maintenance or repair of hardware, software, communications equipment, etc. used for the Service
  • If the system is under unexpected burden, such as due to excessive access
  • If it has become necessary to ensure the Customer’s security
  • If the network provider’s service is unavailable
  • If a natural disaster or other force majeure prevents provision of the Service
  • If an unexpected incident such as fire or blackout, war, unrest, riots, struggle between labor and employers, etc. prevents provision of the Service
  • If operation of the Service has been disabled by a law or legal order or a measure based on a law or legal order
  • If, for a reason similar to those listed above, Cariot judges a temporary halt to be necessary
• Cariot accepts no responsibility for damage caused to the Customer by measures conducted based on this article.

Article 25 (Term)

• The Agreement shall be effective from the contract commencement date specified in the application form or other relevant documents and shall continue until the contract termination date. Provided, however, this Agreement shall be extended for the same period under the same terms and conditions, unless otherwise notified by Customer in writing no later one month prior to the expiration of the initial term or any extend term thereof.
• If the Customer purchases the Service as an addition to an existing subscription, the term of the Agreement established through such additional purchase shall be limited to the remaining period of the Customer’s initial Agreement.

Article 26 (Amendments to Terms of Use)

Cariot can change or add to these Terms of Use. If Cariot changes the Terms of Use, Cariot will notify the Customer of the changes using the methods described in the next Article. If the Customer uses the Service after the notification of the changes, the Customer will be considered to have agreed to the changes in the Terms of Use. However, Article 21 (Collection and Handling of Data about the Customer) is excluded.

Article 27 (Communications and Notifications)

• Notification regarding amendments to these Terms and Use and other communications from Cariot to the Customer about the Service will be made via email or other methods as deemed appropriate by Cariot.
• Inquiries and other communications or notifications from the Customer to Cariot regarding the Service will be made through designated email or inquiry form.

Article 28 (Transfer of Terms of Use Roles)

• The Customer may not, without the prior written consent of Cariot, transfer their role in the subscription contract or part or all of their rights or responsibilities in these Terms of Use to a third-party, including through inheritance via a merger or company breakup, or use these as credit guarantees.
• If Cariot transfers its business in relation to the Service to another company, it may transfer the role of the Customer in the subscription contract, the rights and responsibilities of these Terms of Use, the Customer’s application information and other information to the other company, and the Customer will be considered to have agreed to this. The transfer of business referred to in this clause includes the cases where Cariot ceases to exist in its previous form or is broken up due to a merger or breakup.

Article 29 (Early Termination)

Cariot may terminate this Agreement during its effective period by providing written notice to the Customer at least one month in advance.

Article 30 (Measures upon Termination of Contract)

In the event of early termination based on the preceding Article or termination of the Cariot Vehicle License and Cariot User License upon the expiration of the term, if the Customer makes a request to Cariot within 30 days from the termination date, Cariot shall provide the Customer with the transmission information stored in the database pertaining to the Cariot Vehicle License and Cariot User License at the time of such request in CSV format. However, the Customer acknowledges in advance that, due to technical reasons or other factors, Cariot may be unable to accommodate the Customer’s request and does not guarantee the contents of the provided transmission information.

Article 31（Elimination of anti-social forces)

• In these Terms of Use, “anti-social forces” refers to organized crime groups, organized crime groups, quasi-members of organized crime groups, organized crime group-related companies, general assembly houses, social movements, etc., or special intelligence violence groups, and other similar persons.
• The Customer represents, warrants, and assures that neither they nor any of their affiliates fall under any of the following categories, nor will they in the future:
  • Being or having been part of an anti-social force
  • Unjustly utilizing anti-social forces for the purpose of benefiting themself or third-party
  • Providing benefits to anti-social forces, such as funds and conveniences
  • Maintaining socially condemnable relationships with antisocial forces, such as closely associating with them
  • Being publicly recognized for committing a violent or intimidating criminal act, being publicly recognized by the press or others, or being involved with or connected to such a person.
  • Using themselves or third party to employ fraud, violent acts, or threatening language against the other party
  • Spreading rumors or using deceit or force damage or potentially damage the honor, credibility, etc. of the other party
  • Engaging in acts equivalent to any of the preceding items or engaging in activities similar to those described above
• If the Customer violates any of the representations, warranties, or assurances stated in the previous clause, Cariot may terminate this Agreement without prior notice or demand.
• If Cariot terminates this Agreement pursuant to the provisions of the previous clause, it shall not be necessary to compensate the Customer for any damages incurred. In addition, in the event of damage to Cariot due to the violation of this Article, the Customer shall compensate Cariot for all such damages.

Article 32 (Severability)

If any article or clause of these Terms of Use or any part of an article or clause are determined to be invalid or not doable under law or legal order, the remaining articles and clauses and the remaining parts of partially invalid or not doable articles and clauses will continue to have full validity.

Article 33（Mutatis Mutandis)

• If this Agreement is established through Dealers entrusted by Cariot, these Terms and Conditions applicable to this Agreement shall apply between the Customer and the Dealers. In this case, “Cariot” of these Terms and Conditions shall be replaced with “Dealers”.
• In the event of a dispute or any other issues arising between the Customer and the Dealers, the dispute shall be handled at the Customer’s expense and responsibility, and Cariot shall not be responsible for such disputes or issues.

Article 34 (Surviving Articles)

Article 8, Articles 17 through 22, Article 23 Clauses 2, 3 and 4, Article 24 Clause 5, Article 27, Articles 28, Articles 32, Articles 33, Articles 34, Article35, Article42 Clauses 1 and 2, Articles 43 will continue to be valid even after the end of the subscription contract.

Article 35 (Governing Law and Dispute Resolution)

These Terms of Use are based on Japanese law. All disputes arising from or related to these Terms of Use will be tried initially under the exclusive jurisdiction of either the Tokyo Summary Court or the Tokyo District Court, depending on the value of compensation being sought in the dispute.

Article 36（Settlements through discussion)

For matters not covered by these Terms of Use, or if questions arise between Cariot and the Customer about the interpretation of these Terms of Use, they will endeavor to quickly resolve the matter through discussion based on principles of honesty and sincerity.

Chapter2　Device Sales Service and Device Rental Service

This chapter describes the terms which Customers must agree to concerning the Device Sales Service and Device Rental Service defined in Article 2. This chapter applies exclusively to the Device Sales Service and Device Rental Service.

Article 37（Delivery)

Upon receiving an application from the Customer, Cariot shall deliver Cariot vehicle-related devices to the delivery location designated by the Customer.

Article 38（Submitting a Delivery Letter)

If requested by the Customer, Cariot shall provide the prescribed delivery notice to the Customer in writing or through electronic records at the time of delivering vehicle-related devices.

Article 39（Extension of delivery deadlines)

If Cariot is unable to deliver vehicle-related devices within the delivery deadline, Cariot may specify the reason and request an extension of the delivery deadline.

Article 40（Inspection)

• The Customer shall inspect the vehicle-related devices within five business days from the date of delivery.
• If the inspection set forth in the previous clause is passed, the Customer shall promptly notify Cariot.
• If there is no notification made to Cariot within five business days from the date of delivery, the Customer shall be deemed to have passed the inspection.

Article 41 (Exchange or Repair)

• If all or part of the vehicle-related devices delivered by Cariot fail to pass the inspection under Clause 1 of the preceding Article, Cariot shall promptly exchange or repair them at no cost to the Customer and shall re-deliver vehicle-related devices that conform to the model numbers agreed upon in this Agreement. However, any installation fees incurred shall be borne by the Customer.
• Upon completion of the exchange or repair as stipulated in the preceding clause, Cariot shall deliver the substituted vehicle-related devices to the delivery location designated by the Customer and shall submit a delivery note upon the Customer’s request.
• When Cariot submits a delivery note pursuant to the preceding clause, the Customer shall conduct an inspection in accordance with the provisions of the preceding Article. In such a case, 3 of the preceding Article shall apply mutatis mutandis.

Article 42（Returns, Exchanges, Repair)

• Not all vehicle-related devices are compatible with all vehicles. The Customer hereby agrees in advance that Cariot will not accept any requests for returns or exchanges in cases where, after delivery, the vehicle-related devices are found to be unusable due to incompatibility with the installed vehicles.
• Cariot shall not assume any responsibility for vehicle-related devices, including legal faults.
• Regarding repairs, the warranty period for vehicle-related devices under the Device Sales Service shall be one year from the date of delivery. The warranty coverage is based on the warranties provided by the manufacturers, and no additional warranties are provided by Cariot. Furthermore, any malfunctions caused by the Customer’s fault within the warranty period shall be borne by the Customer. In the case of initial defects, the Customer must return the defective device, after the check by the manufacturer, and if it is confirmed to have been defective on delivery, it will be exchanged for a non-defective device. If the device is not confirmed to have been defective on delivery, the Customer will be presented with a cost for repair to the device, and the Customer will need to pay to have the repairs done. The cost of and time for repair depends on the manufacturer. Repairs will generally be done on a send-back basis. If the Customer requests a substitute device while repairs are being done, Cariot will lend Customer a free trial-use vehicle-related device. Depending on what devices are available in stock, the lent device may not meet the Customer’s desires. If the substitute device is damaged or lost, the Customer will cover the cost to restore or replace it. If the substitute device is not returned by the date specified by Cariot, Cariot will be able to charge the Customer for the cost of the device. Lent free trial-use devices will conform to Article 13 Clause 5.
• Regarding repairs, the warranty coverage for vehicle-related devices under the Device Rental Service shall be based on the warranties provided by the manufacturers, and no additional warranties are provided by Cariot. Furthermore, any malfunctions caused by the Customer’s fault within the warranty period shall be borne by the Customer. In the case of initial defects, the Customer must return the defective device, after the check by the manufacturer, and if it is confirmed to have been defective on delivery, it will be exchanged for a non-defective device. If the device is not confirmed to have been defective on delivery, the Customer will be presented with a cost for repair to the device, and the Customer will need to pay to have the repairs done. The cost of and time for repair depends on the manufacturer. Repairs will generally be done on a send-back basis. If the Customer requests a substitute device while repairs are being done, Cariot will lend Customer a free trial-use vehicle-related device. Depending on what devices are available in stock, the lent device may not meet the Customer’s desires. If the substitute device is damaged or lost, the Customer will cover the cost to restore or replace it. If the substitute device is not returned by the date specified by Cariot, Cariot will be able to charge the Customer for the cost of the device. Lent free trial-use devices will conform to Article 13 Clause 5.

Article 43（Termination of Device Rental Service)

• After the termination of this Agreement, the Customer shall return the vehicle-related devices so that they arrive at the delivery destination designated by Cariot within 14 days from the termination date.
• If the vehicle-related devices do not arrive at the Cariot’s designated destination by the period specified in the preceding clause, Cariot shall charge the Customer the service usage fee for the following month as well as the purchase cost for the vehicle-related devices that have not been returned, and the same shall apply thereafter.

[Created 7/1/2015]
[Revised 5/9/2016]
[Revised 11/22/2016]
[Revised 1/25/2018]
[Revised 8/19/2019]
[Revised 4/1/2020]
[Revised 12/1/2021]
[Revised 4/1/2022]
[Revised 12/20/2022]
[Revised 10/1/2024]
[Revised 03/1/2025]
Ver2.0

<Third-Party Terms of Use>