"FIMMIGRM" Terms of Use

Article 1. Applicable Scope

1. The purpose of these Terms is to establish the terms of service and the rights and duties between TMIK and Users relating to the use of the Services, and these Terms apply to all relationships between TMIK and Users relating to the use of the Services.
2. TMIK may, at its discretion, create Individual Terms etc. for the Services. These Individual Terms etc. shall be posted on the Services and shall be applied as part of these Terms. In cases where the content of these Terms differs from any Individual Terms etc., the Individual Terms etc. shall prevail.

Article 2. Definitions

The following terms as used in these Terms shall have the meanings ascribed to them in the following items.

1. “Services” means all “FIMMIGRM” services provided by TMIK on the Website.
2. “Website” means the website for the Services provided by TMIK (https://fimmigrm.com).
3. “User” means an individual or legal entity that completes user registration as a user of the Services pursuant to Article 8.
4. These “Terms” means the FIMMIGRM Terms of Use, Privacy Policy, and Individual Terms etc., all of which are applicable as constituents of these Terms.
5. “Privacy Policy” means the FIMMIGRM Privacy Policy specified by TMIK.
6. “Individual Terms etc.” means individual terms and rules etc. relating to the Services. In providing the Services, TMIK may prepare Individual Terms etc. as necessary, and will publish Individual Terms etc. so prepared on the Services in the manner designated by TMIK or notify Users of them.
7. “Registration Information” means information provided to TMIK during user registration pursuant to Article 8.
8. “Generated Topline” means topline (melody part) automatically generated by composition AI provided in the Services.
9. “Topline Generation” means the function for automatically generating Generated Topline making reference to a Track for Generation uploaded by a User.
10. “Track for Generation” means music data uploaded by a User for Topline Generation.
11. “Product” means Generated Topline and music etc. that uses Generated Topline.
12. “Usage Plan” means any of the usage plans for the Services separately specified by TMIK. Each Usage Plan comes with different Usage Fees, functions available to Users, number of Generation Credits, and Storage Periods etc. Please see the Services or Individual Terms etc. for the details of each fee plan.
13. “Paid Plan” means any Usage Plan for which there is a monthly Usage Fee.
14. “Free Plan” means any Usage Plan for which there is no monthly Usage Fee.
15. “Generation Credits” means credits necessary for Topline Generation. In addition to the credits granted each monthly depending on the Usage Plan, additional credits can be purchased.
16. “Basic Credits” means Generation Credits that are granted monthly depending on the Usage Plan. The use period is the one month from the day on which they are granted.
17. “Additional Purchased Credits” means Generation Credits that are purchased additionally. The use period is the one month from the day on which they are purchased.

Article 3. Overview of the Services

1. The Services are services that provide Generated Topline (melody part) through composition AI.
2. Generated Topline generated on the Services enables output in MIDI format, WAV format, and other formats designated by TMIK.
3. Users can use the following functions and services according to the plans they choose. Please check the Services or Individual Terms etc. for the details of each fee plan and the functions and services.
   1. Topline Generation;
   2. Generated Topline output.

Article 4. Topline Generation

1. Users can upload a Track for Generation by the Services and carry out Topline Generation.
2. When performing Topline Generation, a User uploads Track for Generation on the Services using a method specified by TMIK and selects other generation conditions etc.
3. Tracks for Generation are limited to WAV format or mp3 format data, and are limited to music within the length specified under the Usage Plan. Topline Generation cannot be performed with other data formats or with music that exceeds the specified length.
4. Generation Credits are necessary to perform Topline Generation.
5. Users shall create and upload Tracks for Generation at their own risk and shall not infringe the rights of third parties in creating and uploading Tracks for Generation.

Article 5. Storage and Output of Generated Topline

1. Generated Topline shall be stored on the Services only for the period that corresponds to the Usage Plan (“Storage Period”).
2. During the Storage Period, Users can output the Generated Topline in a manner prescribed by TMIK. The output formats shall be limited to MIDI, WAV, or other format designated by TMIK.
3. After the lapse of the Storage Period, Generated Topline will be deleted. It should be noted that due to the nature of automatic generation by generative AI, even if Topline Generation is carried out again using the same Track for Generation, an identical topline will not be generated.

Article 6. Use Fees

1. The use fees for the Services are separately specified by TMIK and displayed on the Services. Users shall pay the use fees to TMIK by the method specified by TMIK.
2. If a User is late in payment of use fees, the User shall pay delay interest to TMIK at 14.6% per annum.
3. Use fees that are monthly or annual use fees for Paid Plans shall be automatically and indefinitely renewed for each use period corresponding to the Paid Plans as long as the User does not cancel (discontinuation of automatic renewal) the relevant Usage Plan in accordance with the following article, and be aware that Use Fees shall be charged upon each renewal.
4. Use fees that have been paid cannot be refunded, including cases where a User cancels a Paid Plan or withdraws during the use periods of the relevant plan, as well as cases where a User fails to use the Generation Credits within the use period.

Article 7. Automatic Renewal and Cancellation of Paid Plans

1. Paid Plans for the Services are subscription plans, and as long as the User does not carry out cancellation procedures (discontinue automatic renewal), a Paid Plan will be automatically and indefinitely renewed at the end of each use period under the Paid Plan, and use fees will be charged for each renewal.
2. Cancellation of a Paid Plan will only stop the next automatic renewal, and will not mean cancellation of an active plan during a use period. Even in the case of cancellation, no refunds will be made of use fees for any remaining use period or for use fees etc. for any remaining Generation Credits. Even if a Paid Plan is cancelled during the use period, until such use period ends, the Services can be used under the Paid Plan.
3. Procedures for cancelling a Paid Plan must be carried out using a method prescribed by TMIK no later than 24 hours before the end of the use period.

Article 8. User Registration

1. Individuals or legal entities wishing to use the Services can apply to TMIK for user registration for the Services by agreeing to comply with these Terms and providing Registration Information to TMIK in the manner specified by TMIK.
2. TMIK will determine whether an individual or legal entity that applied for registration pursuant to the preceding paragraph (“Registration Applicant”) can be registered in accordance with TMIK’s standards, and if TMIK approves the registration, TMIK will notify the Registration Applicant to that effect. User registration of a registration applicant will be completed when TMIK gives the notice in this paragraph.
3. Upon completion of user registration as specified in the preceding paragraph, a user agreement for the Services will be established between the User and TMIK, and the User will be able to use the Services in accordance with these Terms.
4. If the User is a minor (meaning a person under the age of majority under private law in the country where the User resides; hereinafter the same), the prior consent of a legal representative such as a parent or guardian must be obtained prior to performing user registration and using the Services. Minor Users who do not have the consent of their legal representative are asked to stop using the Services.
5. TMIK may refuse registration or re-registration if a Registration Applicant falls under any of the following items, and is not obligated to disclose the reason.
   1. If all or part of the Registration Information provided to TMIK contains any falsehoods, errors, or omissions;
   2. If TMIK determines that a Registration Applicant is an anti-social force etc. (meaning an organized crime group, an organized crime group member, a right-wing group, an anti-social force, or a comparable person; hereinafter the same), cooperates with or is involved the maintenance, operation, or management of an anti-social force etc. through the provision of funds or otherwise, or otherwise has any relationship or involvement with an anti-social force etc.;
   3. If TMIK determines that the Registration Applicant is a person who previously breached an agreement with TMIK or a related person;
   4. If the Registration Applicant has been subject to Suspension of Use etc. as specified in Article 17;
   5. If the Registration Applicant is a minor and does not have the consent of his or her legal representative; or
   6. If TMIK otherwise determines that registration is not appropriate.

Article 9. Change of Registration Information

If there is a change in a User’s Registration Information, it shall notify TMIK of the change without delay in the manner specified by TMIK.

Article 10. ID/Password Management

1. Users shall properly manage and store IDs and passwords for the Services at their own risk, shall not allow third parties to use their IDs or passwords, and shall not lend, transfer, change the name of, or trade etc. IDs or passwords to third parties.
2. Users shall be liable for damage caused by inadequate management of User ID or password, mistakes in use, and use by third parties, etc.

Article 11. Withdrawal

1. A User can withdraw from the Services and cancel their registration as a User by completing the procedures designated by TMIK.
2. Upon withdrawal, if there are any obligations owed to TMIK, the User will forfeit the benefit of time as a matter of course with respect to all obligations owed to TMIK and shall immediately pay all obligations to TMIK.
3. If a User withdraws, all usage data of the Services relating to the User will be deleted. TMIK is not obligated to recover deleted usage data.
4. Even when a User withdraws, provisions of these Terms that should survive by their nature (including without limitation attribution of rights, prohibited matters, handling of personal information, and TMIK’s disclaimer) shall remain in effect.

Article 12. Intellectual Property Rights

1. Copyrights (including the rights stipulated in Article 27 and Article 28 of the Copyright Act; hereinafter the same), patent rights, trademark rights, and all other Intellectual Property Rights relating to the Services and all information including Generated Topline provided on the Services (including the right to acquire or apply for registration of these rights and rights added by future revision of laws and regulations; collectively, “Intellectual Property Rights”) all belong to TMIK or duly authorized third parties that have granted licenses to TMIK.
2. Notwithstanding the provisions of the preceding paragraph, the copyrights and other rights that may arise with respect to Generated Topline generated using a Paid Plan shall belong to the User.
3. The license to use the Services pursuant to these Terms does not imply transfer or license to use, utilize, or exercise Intellectual Property Rights relating to the Services that belong to TMIK or persons who have granted licenses to TMIK.

Article 13. Permitted Scope of Use of Generated Topline

1. In principle, Users can use a Product (including Generated Topline and music etc. that uses Generated Topline) at their discretion regardless of whether for commercial or non-commercial use; provided, however, that a Product cannot be used in cases falling under any of the following items.
   1. Selling, distributing, or licensing Generated Topline as-is to a third party (“Sale etc.”);
   2. Selling a Product on stock content sites, or Sale etc. as content materials;
   3. Using a Product in a manner such as the following:
      1. Obscene expressions or a manner that includes sexual expressions;
      2. A manner that includes violent or cruel expressions that are highly provocative and cause disgust or discomfort;
      3. A manner that includes expressions that praise or encourage extreme thoughts or antisocial conduct;
      4. A manner that includes expressions that praise or promote discrimination such as on the basis of race, creed, occupation, gender, or religion etc.;
      5. A manner that includes expressions that praise or encourage cult religious activities or extreme political activities; or
      6. A manner that includes expressions that induce or encourage criminal activity, suicide, self-harm, or substance abuse.
   4. Other conduct that TMIK finds inappropriate.
2. In addition to the cases specified in the items of the proviso of the preceding paragraph, a Product related to Generated Topline generated by using a Free Plan cannot be used in any of the following cases:
   1. Commercial use of a Product (defined broadly to include, in addition to the sale and transmission of a Product itself, advertising using a Product and other use of music for income or business purposes);
   2. Registration of a Product with JASRAC, NexTone, or other copyright collectives;
   3. Registration of a Product with a copyright registration system under the Copyright Act;
   4. Other conduct that assumes that a User is the copyright holder or exclusive licensee of a Product.

Article 14. Cancellation etc. of Generated Topline

1. Users cannot cancel Generated Topline except as provided in the following paragraph.
2. In the event that any physical defect or malfunction is found in Generated Topline or the output data itself, or in the event Generated Topline cannot be outputted due to a malfunction, TMIK will, at TMIK’s discretion, regenerate, re-output, or cancel relevant Generated Topline data. In the case of cancellation, expended Generation Credits will be returned; provided, however, that the foregoing will not apply to cases where the data defect or failure is caused by the User’s usage environment, the terminal used, or another reason not attributable to TMIK.

Article 15. Generation Credits

1. Users can use Generation Credits for Topline Generation.
2. Basic Credits will be granted each month in accordance with the Usage Plan. The use period for Basic Credits is the one month from the date of grant.
3. Users can increase Generation Credits by purchasing Additional Purchased Credits using a method specified by TMIK. The use period for Additional Purchased Credits is the one month from the date of purchase.
4. Generation Credits for which the use period has expired are automatically deleted and cannot be used.
5. Generation Credits held by a User will be used in the order of credits that will expire first period (if any Generation Credits have the same use period, starting from those purchased or granted earlier).
6. Generation Credits can be used only for Topline Generation, and cannot be used for any other purposes and cannot be exchanged for cash, goods, content, or other economic gain.
7. A User cannot engage, sell, or assign Generation Credits to, exchange Generation Credits with, or create a security interests on Generation Credits for the benefit of, another User or other third party. Further, even if a User has multiple accounts, Generation Credits cannot be transferred or combined across accounts.
8. TMIK will not purchase, buy back, or provide refunds for Generation Credits even if Generation Credits remain unused at the end of a use period, or if a User withdraws or cancels a Paid Plan with Generated Credits remaining.

Article 16. Prohibited Conduct

Users must not engage in any of the following conduct when using the Services or Products.

1. Use of Products falling under any of the items of the proviso of Article 13, Paragraph 1, or the items of Paragraph 2;
2. Uploading Tracks for Generation that infringe the rights of third parties;
3. Other conduct that violates these Terms;
4. Conduct that violates laws and regulations;
5. Conduct relating to criminal acts;
6. Conduct that is likely to harm public order or good morals;
7. Providing benefits to or otherwise cooperating with any anti-social force etc.;
8. Infringing copyrights, design rights, patent rights, utility model rights, or other Intellectual Property Rights, or portrait rights, privacy, honor, or other rights or interests of TMIK, other Users, or other third parties;
9. Using the Services or Products for any purpose other than those contemplated by the Services;
10. Interfering with the operation of the Services or the use of the Services by other Users;
11. Transmitting computer viruses or other harmful computer programs;
12. Modifying (excluding through Generated Topline), adapting (excluding through Generated Topline), reverse-engineering, decompiling, or disassembling or otherwise manipulating data or software provided on the Services;
13. Tampering with or erasing information of TMIK, other Users, or other third parties;
14. Collecting or storing information of other Users;
15. Conduct equivalent to the preceding items;
16. Assisting or encouraging any of the conduct of the preceding items; and
17. Other conduct that TMIK finds is likely to fall under any conduct of the preceding items and conduct that TMIK finds to be inappropriate.

Article 17. Suspension of Use etc.

1. 1. If a User falls under any of the following items, TMIK is entitled to take measures such as suspending the use of the Services by the User without prior notice or warning (“Suspension of Use etc.”).
   1. If the User uses the Services or causes the Service to be used wrongfully;
   2. If the User engages in conduct falling under any of the prohibited conduct in the items of Article 16;
   3. If any of the items of Article 8, Paragraph 5 applies;
   4. If the User suspends payment or comes insolvent, or is the subject of a petition for bankruptcy proceedings, civil rehabilitation proceedings, corporate reorganization proceedings, special liquidation, or any comparable proceedings;
   5. If the User is the subject of a ruling for the commencement of guardianship, commencement of curatorship, or commencement of assistance;
   6. If TMIK has determined that the User is an anti-social force etc. or that the User cooperates with or is involved in the maintenance, operation, or management of an anti-social force etc. through funding or other means, or has any other interaction or involvement with an anti-social force etc.;
   7. If TMIK otherwise determines that the User has violated or is likely to violate any of the provisions of these Terms; and
   8. If TMIK otherwise determines that Suspension of Use etc. is appropriate.
2. If a User falls under any of the items of the preceding paragraph, such User will, as a matter of course, forfeit the benefit of time with respect to all obligations to TMIK and must immediately pay all obligations to TMIK.
3. TMIK will not be liable for any damage suffered by Users from Suspension of Use etc. by TMIK pursuant to Paragraph 1.

Article 18. Amendment and Termination of the Services

TMIK is entitled to modify or terminate some or all of the Services if it deems it necessary. TMIK shall notify Users in advance when terminating the Services. TMIK is not liable for any damage suffered by Users because of modifications or terminations.

Article 19. Suspension of the Services

TMIK reserves the right to suspend some or all of Services without prior notice to Users in any of the following cases, and shall bear no liability for any damage caused to Users by such suspension.

1. Cases where inspecting or maintaining equipment, systems, or communication lines etc. for providing the Services;
2. Cases where any equipment, systems, or communication lines etc. for providing the Services are stopped due to an accident or failure;
3. Cases where the Services cannot be operated because of a fire, power outage, earthquake, natural disaster, or other force majeure; and
4. Cases where TMIK otherwise determines that suspension is necessary.

Article 20. Preparation etc. of Use Environment for the Services

An internet connection is required to use the Services. Users shall prepare and maintain computers, software, and other equipment, and communication lines and other communication environments necessary for the use of the Services at their own expense and responsibility, and shall be responsible for payment of communication charges for using the Services. TMIK does not guarantee that the Services will be compatible with all devices etc.

Article 21. Viewing and Use of Use History etc.

TMIK creates statistical data and attribute information etc. that is processed, aggregated, and analyzed so that Users’ use histories of the Services and user information etc. cannot be identified and Users cannot be individually identified. TMIK is entitled to view and use such use histories, statistical data, and attribute information etc. without any restrictions (including without limitation permitting advertisers to view such information, developing and improving new functions for the Services, and market research), and Users hereby consent to the foregoing in advance.

Article 22. Links to External Sites

With respect to external sites linked from content or advertisements on the Services, TMIK makes no warranty, whether explicit or implied, regarding the accuracy, timeliness, completeness, merchantability, or fitness for a particular purpose of the information displayed on such external sites and shall bear no liability with respect to any damage or disadvantage suffered by Users or third parties by using such external sites. Users shall use external sites at their own judgment and responsibility.

Article 23. Amendment of these Terms

1. TMIK reserves the right to amend these Terms at any time as needed.
2. If TMIK amends these Terms, the amended Terms shall be posted in an appropriate place on the Services, and the amended Terms shall come into effect from the time of posting. If Users continue to use the Services after the amended Terms are posted on the Services, Users will be deemed to have agreed to the changes to these Terms.

Article 24. Handling of Personal Information etc.

TMIK properly handles user information, including personal information of Users, in accordance with the Privacy Policy. Users consent to TMIK’s handling of User information in accordance with the Privacy Policy.

Article 25. No Warranty; Disclaimer

1. TMIK makes no warranty, whether explicit or implied, that Services or Generated Topline are free of any de facto or legal defects (including safety, reliability, accuracy, completeness, effectiveness, fitness for a particular purpose, security flaws etc., errors or bugs, and infringement of rights), and excepted where otherwise specified in these Terms, TMIK is not obligated to Users to remove such defects in providing the Services or Generated Topline.
2. The use of a Product may violate laws and regulations or infringe the rights of third parties for reasons attributable to the method of use by Users. TMIK is not responsible for any violations of laws and regulations or infringement of rights etc. stemming from the method of use by Users. Users must comply with these Terms and use a Product at their own responsibility and discretion.
3. Due to the nature of the Services as automatic generation by composition AI, TMIK does not guarantee that a Product will fall under a copyrighted work, that it can be registered with JASRAC or other copyright management organization, or otherwise that a Product can be used on the premise of being a copyrighted work.
4. TMIK does not guarantee that Users will not suffer damage from computer viruses or other harmful programs etc. when using the Services.
5. TMIK does not guarantee the operation of any devices or software used by Users when using Services.
6. TMIK will not be liable for any damage caused to Users arising from the Services or a Product, except where such damage is attributable to TMIK.
7. Notwithstanding any other provisions of these Terms (excluding the following paragraph), if the agreement between Users and TMIK relating to the Services falls under a consumer contract as stipulated in Article 2, Paragraph 3 of the Consumer Contract Act, TMIK shall be liable under the Consumer Contract Act.
8. Even if TMIK bears liability for damages to Users for any reason, except the case of willful misconduct or gross negligence on the part of TMIK, even if such damage was foreseen or could have been foreseen, TMIK’s liability for damages shall be limited to direct and ordinary damage actually suffered by Users; TMIK shall not be liable for any indirect damage, special damage, or lost profits, and the amount of damages shall not exceed 1,000 yen.

Article 26. Assignment etc. of Status under these Terms

1. Users may not assign, transfer, pledge, or otherwise dispose of their status under these Terms or any rights or duties under these Terms to a third party without TMIK’s prior written consent.
2. In a case where the business relating to the Services is assigned to a third party, in conjunction with such business assignment, TMIK can transfer its status under use agreements, rights and duties pursuant to these Terms, and Users’ information and other customer information to the assignee of such business assignment, and Users hereby consent to such assignment in advance. In addition, a business assignment specified in this paragraph shall include not only an ordinary business assignment but also a company split and any other cases where business is transferred.
3. Users hereby acknowledge and consent to the following: (1) that if another company comprehensively succeeds the rights and duties of TMIK through a merger etc., TMIK’s rights and duties pursuant to these Terms, as well as Users’ information and other customer information, will also be succeeded by the other company in conjunction with such merger etc.; and (2) that even if there is a change in TMIK’s shareholders because of a share assignment, share exchange, or share transfer etc., such share assignment, share exchange, or share transfer etc. will not affect rights and duties pursuant to these Terms.

Article 27. User Responsibilities, Dispute Resolution, and Compensation for Damage

1. Users shall use the Services at their own responsibility, and shall be liable for all acts carried out using the Services or a Product (hereinafter in this Article 28, “Services etc.”), and the results thereof.
2. Users shall compensate TMIK for any damage caused to TMIK by violating these Terms or in connection with the use of the Services etc.
3. Even if a dispute etc. arises between a User and another Users or a third party in connection with the use of the Services etc. by Users, the User shall handle the dispute etc. at their own expense and responsibility.
4. If TMIK receives any claim from another User or other third parties for infringement of rights or other reasons in connection with a dispute etc. of the preceding paragraph, the relevant User shall compensate TMIK for the amount TMIK was forced to pay to such third party pursuant to the relevant claim.

Article 28. Severability

Even if any provision of these Terms or a portion thereof is found to be invalid or unenforceable in accordance with the Consumer Contract Act or other laws and regulations etc., the remaining provisions of these Terms and remaining portions of provisions found to be partially invalid or unenforceable shall continue to be fully valid.

Article 29. Governing Law and Jurisdiction

1. The Japanese version of these Terms shall be the official version, and in case of any discrepancies between the Japanese version and its translation, the Japanese version shall govern.
2. The laws of Japan shall be the governing law of these Terms.
3. The Tokyo District Court shall be the exclusive court of first instance with respect to all disputes arising from or relating to these Terms.

Article 30. Inquiries and Notices

Inquiries about the Services and other communications or notifications from Users to TMIK, and notifications regarding changes to these Terms and other communications or notifications from TMIK to Users shall be made in the manner specified by TMIK.