1. These Respo Terms of Use (hereinafter referred to as the “Terms”) apply to all uses by restaurants of the automatic reservation service (hereinafter referred to as the “Reservation Service”), the online store service (hereinafter referred to as the “Sales Service”), the takeout ordering service (hereinafter referred to as the “Takeout Service”), the delivery service (hereinafter referred to as the “Delivery Service”), the self-order service (hereinafter referred to as the “Self-Order Service”), the POS register service (hereinafter referred to as the “POS Register Service”), the reservation system service (hereinafter referred to as the “Reservation System”), the automatic website creation service (hereinafter referred to as the “Website Creation Service”), and the Respo Pay service (hereinafter referred to as the “Respo Pay Service”), all of which are provided by Hello, Inc. (hereinafter referred to as the “Company”). The Reservation Service, Sales Service, Takeout Service, Delivery Service, Self-Order Service, POS Register Service, Reservation System, Website Creation Service, AI Reception Service, and Respo Pay Service shall collectively be referred to hereinafter as the “Services.”

2. A person who uses the Service as a restaurant (hereinafter referred to simply as the “restaurant”) shall use the Service in accordance with these Terms and may not use the Service unless it agrees to these Terms. The restaurant shall be deemed to have agreed to these Terms at the time it uses the Service.

3. Any notices or disclaimers posted on the Service shall constitute a part of these Terms.

1. The contract for the use of the Service between the Company and the restaurant (hereinafter referred to as "this Agreement") established under these Terms shall be deemed to be formed at the point when the registration procedure for the Service, as specified by the Company, is completed.

2. The restaurant shall provide the information specified by the Company at the time of the registration described in the preceding paragraph and shall promptly notify the Company of any changes to such information after the execution of this Agreement. The Company shall bear no liability for any damages incurred by the restaurant as a result of the failure to provide such notification.

2. When making the change described in the preceding paragraph, the Company shall give at least fourteen (14) days’ prior notice to the restaurant by posting the contents of the revised Terms of Use on the website operated by the Company (autoreserve.com, including any changed domain name thereof regardless of the reason for such change, hereinafter referred to as the “Company Website”) or by other means, and the amendment to these Terms shall become effective upon the expiration of the said notice period.

3. In addition to the provisions of paragraph 1, the Company may change the fees for the Service. In such cases, the Company shall notify the restaurant of the revised fees through posting on the Company’s website or by other means, and the revised fees shall apply from the first renewal of this Agreement after the notification (or the next renewal if the renewal was already confirmed at the time of notification).

1. The restaurant shall be fully responsible for the use and management of its ID and password. Any use of the Service conducted with such ID and password will be regarded as usage by the restaurant (including the acceptance of reservations and sales of products made using the ID and password, which will also be considered as actions carried out by the restaurant). The restaurant agrees to this in advance.

2. The restaurant shall not permit any third party to use its ID or password and shall not transfer, pledge, or otherwise dispose of such ID or password in any manner.

3. The restaurant shall bear all costs related to the use of the Service, including expenses for equipment, devices, software, telecommunications line usage fees, and any other related costs.

4. The restaurant shall comply with the Act on Specified Commercial Transactions, the Act against Unjustifiable Premiums and Misleading Representations, the Unfair Competition Prevention Act, the Trademark Act, the Copyright Act, and any other applicable laws and regulations when using the Service.

1. The restaurant may set a cancellation policy for when a user (defined as a person who makes a reservation at the restaurant through the reservation service or purchases products from the restaurant through the sales service, hereinafter the same) cancels a reservation, by entering the required information on the reservation service. If a user cancels a reservation, the cancellation fee will be set as the amount calculated by multiplying the rate specified in the cancellation policy for the course the user reserved. The restaurant shall grant the Company the authority to collect the cancellation fee on its behalf.

2. The restaurant hereby acknowledges and agrees that, in addition to the cancellation fee, an amount equal to 0.1 times the cancellation fee shall be set as a payment processing fee, and that, in the event the User cancels a reservation, the Company may collect such payment processing fee.

3. The Company shall pay the restaurant the amount of the cancellation fee received from the User, less the fee specified in the preceding paragraph, by a time and method separately designated by the Company. However, if the User does not pay the cancellation fee, the Company shall not be obligated to pay the cancellation fee to the restaurant on behalf of the User and shall bear no liability for any damages incurred by the restaurant as a result.

4. After the payment described in the preceding paragraph, if the User makes a claim for a refund or any other request, the restaurant shall handle such claim at its own expense and responsibility, and the Company shall bear no liability. If the Company incurs damages as a result of such claim, the restaurant shall be obligated to compensate for such damages. Furthermore, if the Company makes a monetary payment to the User based on such claim, the amount paid shall be considered as damages incurred by the Company.

5. If the Company receives a chargeback request from a payment processor with which it has partnered, or for any other reasonable cause, the Company may, at its discretion, (i) refuse to pay the cancellation fee received from the User to the Merchant, (ii) refund the cancellation fee to the User, (iii) demand the Merchant to return the cancellation fee, and (iv) take any other measures that the Company reasonably deems necessary.

When selling products through the Sales Service, Takeout Service, or Delivery Service, restaurants shall comply with the Food Sanitation Act, the Act on Japanese Agricultural Standards (JAS Act), the Food Labeling Act, the Health Promotion Act, and all other applicable laws, regulations, and municipal ordinances.

1. The restaurant may use the delivery service by separately agreeing with the Company. In this case, "Official" will be displayed on the delivery order screen of the restaurant page that the user uses, and the Company will undertake the task of delivering the products ordered by the user on the service platform.

2. The Company may separately determine the non-service days, available hours, and products not handled for the delivery service, and the restaurant shall use the delivery service in accordance with such determinations. The Company may also change the non-service days, available hours, and other conditions of the delivery service due to weather, traffic conditions, or other reasons, and the restaurant hereby agrees to such changes in advance. The Company shall bear no liability for any damages incurred by the restaurant as a result of being unable to use the delivery service due to such measures taken by the Company.

3. The restaurant shall apply to the Company for the outsourcing of individual delivery services, and once the Company has accepted such application, the restaurant shall not be able to cancel the outsourcing. Even if the cancellation occurs due to reasons attributable to the restaurant, the restaurant shall not be exempt from the payment of the fee specified in Article 9 to the Company.

4. In the event that the product cannot be delivered due to reasons such as being unable to contact the User or an incorrect delivery address provided by the User, and there is no fault on the part of the Company, and the Company has made its best efforts to complete the delivery, the delivery shall be considered complete upon the Company reporting the fact to the restaurant. In this case, the fee specified in Article 9 shall apply. The restaurant hereby agrees in advance that the Company may, at its discretion, dispose of the product.

1. The restaurant may set a policy for the return or exchange of products by the user by entering the required information on the sales service, takeout service, or delivery service.

2. If a User submits a request for product return, exchange, or any other claim, the restaurant shall, at its own expense and responsibility, handle such claim in accordance with the policy set forth in Section 1, and the Company shall bear no liability whatsoever. In the event that the Company incurs damages as a result of such claim, the restaurant shall be obligated to indemnify the Company for all such damages. Furthermore, if the Company makes any monetary payment to the User pursuant to such claim, the amount paid shall be deemed damages incurred by the Company.

1. The restaurant grants the Company the authority to collect on its behalf the payment for products sold through the sales service, takeout service, or delivery service.

4. The restaurant shall pay the Company a fee of 20% (including tax) of the payment for products sold through the delivery service.

5. Notwithstanding the provisions of Paragraphs 2 through 4, if a separate agreement regarding fees has been concluded between the Company and the Restaurant, or if the Company conducts a campaign in which the fees under Paragraphs 2 through 4 are temporarily set below the amounts specified therein, such agreement or campaign shall take precedence.

6. The Company shall pay to the Merchant, by the date specified separately by the Company and in the manner separately designated by the Company, the amount received from the User, after deducting the fees set forth in this Article and any transfer fees separately determined by the Company.

7. If, after the payment under the preceding paragraph, a user requests a refund or makes any other claim, the restaurant shall handle such claim at its own cost and responsibility, and the Company shall bear no liability. In such cases, the restaurant shall remain obligated to pay all fees specified in this Article. If the Company suffers any loss due to such claims, the restaurant shall compensate the Company. Any payment made by the Company to the user based on such a claim shall be deemed a loss incurred by the Company.

8. If the Company receives a chargeback request from a partnered payment provider or has other reasonable grounds, the Company may refuse to pay the consideration received from the user to the Merchant, may refund the consideration to the user, may request the Merchant to return the consideration, or take any other measures the Company deems reasonable. Even in such cases, the Merchant’s obligation to pay the fees set forth in this Article shall not be waived.

1. When a user places an order using the self-order service or when a restaurant receives a customer's order using the service, the Company only outputs the entered order details. The handling of the order (including changes or cancellations of the order, product returns or exchanges, calculation of payment amounts, discounts, etc.) shall be determined by the restaurant at its own responsibility.

2. The restaurant hereby grants the Company the authority to receive, on behalf of the restaurant, payments for restaurant usage through the self-order service.

4. When the User makes a payment to the restaurant through the self-order service, the restaurant shall pay the Company a payment processing fee, as specified by the Company, based on the amount paid. The fee shall be 3.24%, 3.74%, or 4.0% of the payment amount (QR code payments are exclusive of tax; other payments are inclusive of tax).

5. The Restaurant shall pay the Company a monthly usage fee of 10,000 JPY (including tax) for the Self-Order Service by the date separately specified by the Company.

7. In the event of any claims from users, including returns or exchanges, the restaurant shall handle such claims at its own cost and responsibility, and the Company shall bear no liability. The restaurant shall remain obligated to pay the transaction fees under Section 3 and the monthly fees under Section 4. If the Company suffers any loss due to such claims, the restaurant shall compensate the Company for the loss. Any payments made by the Company to users based on such claims shall be considered losses incurred by the Company.

8. The usage period for the Self-Order Service shall be six months from the start date of use. However, if the Restaurant does not notify the Company of its intention to terminate the use of the Self-Order Service at least 30 days prior to the expiration of the period, the usage period shall be automatically extended by one month, and the same shall apply thereafter.

9. Notwithstanding the provisions of Paragraphs 3 through 8, if a separate agreement regarding fees or the contract term has been concluded between the Company and the Restaurant, such agreement shall take precedence.

1. When a user places an order using the POS register service or when a restaurant receives a customer's order using the service, the Company only outputs the entered order details. The handling of the order (including changes or cancellations of the order, product returns or exchanges, calculation of payment amounts, discounts, etc.) shall be determined by the restaurant at its own responsibility.

3. The restaurant shall pay the Company 5,000 JPY (including tax) as the monthly fee for the POS register service by a date separately specified by the Company.

5. If a user requests a return, exchange, or any other claim regarding a product, the restaurant shall handle such claim at its own expense and responsibility, and the Company shall bear no liability whatsoever. Even in such cases, the restaurant shall not be exempt from its obligation to pay the monthly usage fee set forth in Paragraph 3 and the additional fees set forth in Paragraph 4. In the event that the Company suffers any damage due to such claim, the restaurant shall be liable to compensate the Company for such damage. Furthermore, if the Company makes a payment to the user based on such claim, the amount paid shall be deemed as damages incurred by the Company.

6. The term of use for the POS Register Service shall be six (6) months from the start date of use. However, if the Restaurant does not notify the Company of its intention to terminate the POS Register Service at least thirty (30) days prior to the expiration of the term, the term shall be automatically extended for an additional one (1) month, and thereafter it shall continue to be extended in the same manner.

7. Notwithstanding the provisions of Paragraphs 2 through 6, if a separate agreement regarding fees or the contract term has been concluded between the Company and the Restaurant, such agreement shall take precedence.

2. The restaurant shall pay the monthly usage fee for the Reservation System in accordance with the plan selected in the application form.

3. In the event that a user makes a request for reservation cancellation, refund of meal charges, or any other claim, the restaurant shall handle such request at its own cost and responsibility, and the Company shall bear no liability whatsoever. Furthermore, even in such cases, the restaurant shall not be exempt from its obligation to pay the usage fees stipulated in Paragraph 2. If the Company incurs any damage as a result of such claims, the restaurant shall be liable to compensate for such damages. In addition, if the Company makes a monetary payment to the user based on such claims, the amount paid shall be deemed to constitute damages incurred by the Company.

4. The usage period of the Reservation System shall be one year from the commencement date of use. However, unless the restaurant notifies the Company of its intention to terminate the use of the Reservation System at least 30 days prior to the expiration of the period, the usage period shall be automatically extended for an additional one-month period, and the same shall apply thereafter.

5. Notwithstanding the provisions of Paragraphs 1 through 4, if a separate agreement regarding fees or contract period has been reached between the Company and the restaurant, such agreement shall take precedence.

2. The restaurant shall, in accordance with the Company’s instructions, procure and maintain, at its own expense and responsibility, the telephone lines, communication devices, and any other communication environment necessary for the use of CTI services. The Company shall bear no liability for any damages incurred by the restaurant as a result of the restaurant’s failure to procure or maintain such communication environment. The restaurant also hereby agrees that the full service fee shall remain payable even if it is unable to use the CTI services due to its own failure to procure or maintain the required communication environment.

3. The Company shall not be liable for any damages arising from the failure to accurately record or display customer information due to causes such as communication delays, input errors, connection failures, or other reasons.

4. The term of use for the CTI service shall be one year from the start date. However, if the restaurant does not notify the Company of its intention to terminate the use of the CTI service at least 30 days prior to the expiration of the term, the term of use shall be automatically extended for an additional month, and this shall continue thereafter.

5. Notwithstanding the provisions of Articles 1 through 4, if a separate agreement regarding fees or the contract term has been concluded between the Company and the Restaurant, such agreement shall take precedence.

2. The Website Auto-Creation Service shall be automatically renewed on a monthly basis. If a restaurant wishes to discontinue use, it shall notify the Company of the termination of the Website Auto-Creation Service at least 30 days in advance. In the absence of such notice, the service period shall be extended for an additional month, and the same shall apply thereafter.

3. In using the Website Auto-Creation Service, the restaurant shall provide materials such as photos and text. If the restaurant does not provide such materials, the Company may refer to information already publicly available, such as the restaurant’s official website or social media accounts, and use it for the creation of the website.

4. The copyrights and other intellectual property rights related to the templates, programs, designs, and similar elements provided through the Website Auto-Creation Service shall belong to the Company or a third party holding legitimate rights. The copyrights to photos, text, and other materials provided by the restaurant shall belong to the restaurant; however, the restaurant shall grant the Company all rights necessary to use such intellectual property solely to the extent required for the provision of the Website Auto-Creation Service.

5. The Company shall not be liable for any damages incurred by the restaurant or any third party in connection with the use of the Website Auto-Creation Service (including, but not limited to, display errors of the website, specification changes of external services, or malfunctions of the reservation function), except in cases of willful misconduct or gross negligence on the part of the Company.

6. The restaurant shall use the Website Auto-Creation Service at its own responsibility and shall confirm the content of the created materials at its own responsibility.

7. The Company makes no warranties regarding the quality, accuracy, usefulness, or any other aspect of the materials generated through the Website Auto-Creation Service, nor does it warrant that the Service will meet the specific purposes of the customer.

8. The Company shall not be liable for any problems arising from the restaurant’s use of the materials generated through the Website Auto-Creation Service.

9. Notwithstanding the preceding paragraphs, if a separate agreement regarding fees or contract term has been reached between the Company and the restaurant, such agreement shall take precedence.

3. If the restaurant is using the Reservation System pursuant to Article 12, it may integrate the AI Reception Service with the Reservation System to enable automatic reservation arrangements (handling new reservations and reservation changes).

4. The AI Reception Service includes services that utilize artificial intelligence (AI). The restaurant understands that, due to the inherent limitations of AI performance, responses provided through the AI Reception Service may not fully align with the intentions of the restaurant, producers, or other third parties, and agrees to use the service at its own responsibility.

5. The Company makes no warranty regarding the quality, accuracy, usefulness, or any other aspect of customer interactions conducted by the AI Reception Service, nor does it guarantee that the Service will be fit for the intended purpose.

6. The restaurant acknowledges in advance that all or part of the AI Reception Service may become unavailable due to changes in the content or operation of third-party artificial intelligence services. The Company shall not be liable for any damages incurred by the restaurant or third parties in connection with the use of the AI Reception Service (including, but not limited to, malfunctions during call reception or malfunctions in the integration between the AI Reception Service and the Reservation System), except in cases of willful misconduct or gross negligence by the Company.

7. In the event that the Company receives complaints, inquiries, or other communications from a restaurant’s customers or other third parties, or a dispute arises with such third parties, the restaurant shall respond to and resolve the matter at its own cost and responsibility. If the Company incurs any damages as a result thereof, the restaurant shall compensate for such damages.

8. Notwithstanding the provisions of the preceding paragraphs, if a separate agreement regarding fees or contract period has been reached between the Company and the restaurant, such agreement shall take precedence.

A restaurant may use the Respo Pay Service by agreeing to the Respo Pay Terms of Use prescribed by the Company (attached separately) and applying in the manner set forth therein.

If the restaurant delays payment of any obligations payable to the Company under Article 5 or otherwise in connection with these Terms, the restaurant shall pay the Company default interest at the rate of 14.6% per annum (calculated on a 365-day basis) together with the amount originally due.

1. The restaurant may, only during the term of this agreement, modify information related to its store and products sold on the Service (hereinafter referred to as "Restaurant Information") within the scope permitted by the Company (hereinafter referred to as the "Modifiable Scope").

2. The restaurant hereby acknowledges and agrees that, with respect to restaurant information other than that which can be modified by the restaurant, the Company may post such information at its discretion and the restaurant shall not raise any objection thereto. However, if the Company determines that there is a reasonable cause, such as an error in the content of the restaurant information, the Company may modify the restaurant information upon the restaurant’s request.

3. The Company may, at its discretion, post, modify, or delete restaurant information, even if it falls within the range of information that can be modified, and the restaurant shall not raise any objections to such actions.

4. After the termination of this Agreement, the restaurant shall not request any changes, deletions, or modifications to the restaurant information, whether or not it is within the scope of changeable information.

5. The Company shall not be liable for any damages incurred by the Merchant as a result of the Company’s publication, modification, or deletion of the Merchant’s information.

1. The Company may terminate the Service at its discretion by notifying the restaurant in advance using a method deemed appropriate by the Company.

3. The Company shall bear no liability for any damages incurred by the restaurant as a result of the measures taken by the Company under this clause.

The Company may change the content and specifications of the Service without prior notice, and the restaurant shall not object to such changes.

The Company may, at its discretion, outsource all or part of the operations related to the Service to a third party.

1. The intellectual property rights related to the Service, including patents, copyrights, design rights, utility model rights, trademark rights, etc., belong to the Company or the third-party rights holders. The license to use the Service under this agreement does not grant permission to use any intellectual property rights beyond the scope necessary for the use of the Service.

2. Intellectual property rights in any text, images, videos, or other information posted by the restaurant in connection with the Service shall remain with the restaurant. However, the restaurant grants the Company a license to use such intellectual property rights to the extent necessary for the Company to provide the Service.

1. The restaurant acknowledges that the sales contract for reservations and products is concluded between the restaurant and the user. Therefore, in the case of cancellation of a reservation or sale after the contract has been established, if the user requests cancellation after the reservation is confirmed, if the user requests a return or exchange of goods after the sales contract is concluded, if a dispute arises regarding payment from the user to the restaurant after dining through the reservation service or self-order service (including cases where payment is made through the Service), if a dispute arises regarding payment for products in the sales service, takeout service, or delivery service (including cases where payment is made through the Service), or in any other issues between the restaurant and the user, the restaurant agrees in advance to resolve such matters at its own responsibility, and the Company shall not be held liable in any way.

2. The Service is provided on an “as is” basis, and each function of the Service shall be limited to those that the Company is able to provide at the time of provision. The Company makes no warranties whatsoever to the restaurant regarding the Service, including but not limited to any expectation that the Service will increase reservations or product purchase applications from Users, that it will contain the functions expected by the restaurant, that it will be free from defects, or that it will produce any particular results from its use.

3. The Company makes no warranty regarding the timeliness or accuracy of the information related to the User. The restaurant shall be responsible for verifying the timeliness and accuracy of the information related to the User at its own discretion.

4. The restaurant shall, at its own expense and responsibility, back up its own data, including reservation dates and times, in the reservation service. The Company shall bear no liability for any loss or damage to data arising from the use of the Service, regardless of the reason.

5. If a dispute arises between the Restaurant and a third party in connection with the Service, the Restaurant shall resolve it at its own responsibility and expense, without causing any inconvenience to the Company, and shall compensate the Company for any damages suffered as a result.

6. The Merchant shall, at its own cost and responsibility, ensure that its use of the Service does not violate any applicable laws, ordinances, notifications, guidelines, instructions, or rules of industry associations. The Company makes no representations or warranties in this regard and shall have no liability whatsoever.

7. Even if a link is provided on the Service, the Company shall not be responsible for the content or any other matter related to the linked site.

8. The Company's liability for damages related to this Service shall, under any circumstances, be limited to the total amount of cancellation fees actually received by the Merchant from the Company and fees paid by the Merchant to the Company over the past three months (or 1,000 JPY if no cancellation fees or fees were received in the past three months), and the Company shall not be liable for any other damages.

1. The Service may be integrated with services operated by third parties (hereinafter referred to as "Third-Party Services"), including cases where the Company makes reservations for restaurants through Third-Party Services. However, the Company does not guarantee that such integration will continue.

2. The Company shall bear no liability whatsoever for any damages incurred by the restaurant arising from any third-party services.

1. The restaurant shall not use any information provided by the Company in relation to these Terms (hereinafter referred to as "Confidential Information") for any purpose other than the use and provision of the Service, and shall not disclose or leak such information to any third party without the Company's consent.

3. In the event of termination of this Agreement or upon the Company’s request, the restaurant shall, in accordance with the Company’s instructions, return or destroy all of the Company’s confidential information, as well as any documents, materials, and copies related to such confidential information.

1. The Company will manage and use the personal information provided by the restaurant in accordance with the Company's privacy policy, and the restaurant agrees to this in advance.

2. The restaurant shall handle Users’ personal information in compliance with the Act on the Protection of Personal Information and the relevant guidelines pertaining to the Act on the Protection of Personal Information.

1. When the Company needs to notify the restaurant in relation to the Service, it will do so using a method deemed appropriate by the Company, such as posting on the Company’s website or sending an email or document to the email address or physical address registered in the restaurant's registration information.

2. Notifications made pursuant to the method set forth in the preceding paragraph shall become effective at the time the content of the notice is posted on the Company’s website in the case of the former, and at the time the Company transmits the email or document in the case of the latter.

3. When the restaurant transfers customer information or other data stored on a third-party service to this Service, or when linking this Service with a third-party service such as a restaurant review site or other third-party services, the restaurant shall provide the Company with the ID, password, and any other login information required for the third-party service and grant the Company permission to use such information.

4. The restaurant shall, at its own responsibility, provide the Company with the ID, password, and any other login information required for third-party services. While the Company will manage the information provided by the restaurant under the preceding paragraph with strict care, the Company shall bear no liability for any information leakage, except in cases of intentional misconduct or gross negligence on the part of the Company.

If a restaurant causes damage to the Company by violating these Terms or in connection with the use of the Service, the restaurant shall compensate the Company for all damages incurred (including but not limited to attorneys’ fees, lost profits, special damages, and indirect damages).

This Agreement shall remain valid from the date on which it is formed pursuant to Article 2 until the restaurant cancels its registration in accordance with the procedures prescribed by the Company. In the event that this Agreement is terminated under this Article or for any other reason, the restaurant shall promptly cease use of the Service.

2. If the restaurant violates the preceding paragraph, the Company may terminate this Agreement.

3. Even if the Company terminates this Agreement based on the preceding paragraph, the Company shall not be liable for any damages incurred by the restaurant as a result of such termination.

Even if this Agreement is terminated, the provisions of Article 2, Paragraph 2; Article 4; Article 5, Paragraphs 3 through 5; Article 7, Paragraphs 2 through 5; Article 8, Paragraph 2; Article 9, Paragraphs 2 through 8; Article 10, Paragraphs 3 through 7; Article 11, Paragraphs 2 through 5; Article 12, Paragraphs 1 through 4; Article 13, Paragraphs 1 through 3; Article 14, Paragraphs 4 through 8; Article 15, Paragraphs 4 through 8; Article 17; Article 18, Paragraphs 4 and 5; Article 20, Paragraph 3; Articles 21 through 27; Article 29; Article 32, Paragraph 3; as well as the provisions of this Article and Articles 33 through 35 shall remain in full force and effect.

1. The restaurant shall not transfer, assign, encumber, or dispose of its rights or obligations under this agreement, or its status under this agreement to any third party, except with the prior consent of the Company.

2. If the Company transfers the business related to the Service to a third party, the Company may, in connection with such business transfer, assign to the transferee its status, rights, and obligations under this Agreement, as well as all information relating to the restaurant, and the restaurant hereby gives its prior consent to such assignment.

1. The interpretation and application of these Terms shall be governed by Japanese law.

2. All disputes arising in connection with these Terms shall be subject to the exclusive jurisdiction of the Tokyo District Court as the court of first instance.