Subayaku Terms of Service

Article 1 (Application)

1. These Terms of Service (“Terms”) set out the conditions for using Subayaku (the “Service”), provided by DAI Labs K.K. (“Company”). They apply to every person who uses the Service (“User”).
2. By registering for or using the Service, the User agrees to these Terms and to the Company’s Privacy Policy, which forms part of these Terms.
3. Any individual rules, guidelines or plan terms the Company publishes for the Service form part of these Terms. If they conflict with these Terms, the individual rules prevail unless stated otherwise.
4. If a User registers on behalf of a company or other organization, the User represents that they are authorized to bind that organization, and “User” includes that organization.

Article 2 (Definitions)

1. “Account” means the account a User creates to use the Service.
2. “Audio Data” means speech captured through the User’s device while using the Service.
3. “User Content” means Audio Data and any text, files or other information a User inputs into the Service.
4. “Output” means transcripts, translations, summaries and other results the Service generates from User Content.
5. “AI Providers” means third parties that provide speech recognition, translation or generative AI technology used in the Service.

Article 3 (Registration)

1. A person wishing to use the Service applies by providing their name, email address and, optionally, company name in the manner the Company specifies. Registration is complete when the Company approves the application.
2. The Company may refuse an application, without giving reasons, if it determines that the applicant has provided false information, has previously violated these Terms, is an anti-social force, or is otherwise unsuitable.
3. Minors must obtain the consent of a parent or legal guardian before registering. Persons under 16 may not register.

Article 4 (Account management)

1. Users must keep their registration information accurate and update it promptly when it changes.
2. Users are responsible for keeping their login credentials secure and must not let others use, lend, transfer or sell their Account.
3. Use of the Service through a User’s Account is treated as use by that User. The Company is not liable for damage caused by misuse of credentials, except where the Company is at fault.
4. Users must notify the Company promptly if they suspect unauthorized use of their Account.

Article 5 (The Service)

1. The Service captures audio through the User’s web browser, transcribes it in the language spoken, translates the text into a language the User selects, and generates an AI summary.
2. Transcripts, translations and summaries are stored in the User’s Account so the User can refer to them later. Audio Data is not stored unless the User enables a storage feature, where offered.
3. The Service uses AI Providers, including Google Cloud (Vertex AI, Gemini) and Soniox. User Content is processed by them as described in the Privacy Policy.
4. Users must provide, at their own cost and responsibility, the devices, browser, microphone and internet connection needed to use the Service. The Company does not guarantee the Service works in every environment.
5. The features available may differ by plan, as described on the Company’s website.

Article 6 (Fees)

1. Users of paid plans pay the fees shown on the Company’s website or pricing page (“Fees”), plus consumption tax.
2. Fees are billed monthly / annually in advance by credit card through the Company’s payment provider.
3. Paid plans renew automatically at the end of each billing period unless the User cancels before the renewal date.
4. Except where required by law, Fees already paid are not refundable, including for partial periods or unused usage allowances.
5. The Company may change Fees by giving at least 30 days’ notice. Changes apply from the next billing period after the notice period.

Article 7 (Late payment)

If a User fails to pay Fees when due, the Company may suspend the User’s Account and charge late payment damages at 14.6% per year (or the maximum rate permitted by law for consumer contracts, if lower).

Article 8 (Recording other people and lawful use)

1. Before recording any conversation that includes other people, the User must inform them that the conversation will be recorded, transcribed, translated and summarized using the Service, and obtain any consent required by applicable law or by the User’s own contractual obligations.
2. The User is solely responsible for complying with laws on privacy, personal information, confidentiality and recording that apply to the User’s use, including laws in other countries where participants are located.
3. The User must not use the Service to record any person secretly or in breach of a duty of confidentiality.
4. If a claim arises from a third party regarding recording or User Content, the User will resolve it at their own cost and responsibility, except where the Company is at fault.

Article 9 (Prohibited conduct)

Users must not do any of the following when using the Service:

1. Violate laws, regulations, court orders or public order and morals.
2. Record, transcribe or translate audio without the consent required under Article 8.
3. Infringe the intellectual property, privacy, portrait, publicity or other rights of the Company or third parties.
4. Input content that is defamatory, discriminatory, obscene, violent, or that promotes crime or self-harm.
5. Reverse engineer, decompile, disassemble or attempt to extract the source code or AI models of the Service.
6. Access the Service by automated means (bots, scrapers) or place an excessive load on its servers, except through interfaces the Company provides for that purpose.
7. Gain or attempt to gain unauthorized access to the Service or other Users’ Accounts, or interfere with security features.
8. Resell, sublicense or provide the Service to third parties as a commercial service without the Company’s written consent.
9. Use the Service or Output to develop a competing product, or to train AI models.
10. Use the Service for high-risk purposes where errors could cause death, injury or serious damage, such as medical diagnosis, emergency response or legal proceedings, without human verification.
11. Provide benefits to, or be, an anti-social force.
12. Any other conduct the Company reasonably considers inappropriate.

Article 10 (User Content and Output)

1. As between the User and the Company, the User retains all rights in User Content and, to the extent rights arise, in Output. The Company does not claim ownership of either.
2. The User grants the Company a non-exclusive, royalty-free, worldwide licence to use, reproduce, process and transmit User Content and Output only to the extent needed to provide, maintain and secure the Service and to comply with law. This includes passing it to AI Providers for processing.
3. The Company will not use User Content or Output to train AI models, and will not view it except where needed to provide support at the User’s request, investigate violations of these Terms, maintain security, or comply with law.
4. The User represents that they have all rights and consents needed to input User Content into the Service.

Article 11 (Storage and deletion of content)

1. Users can delete their stored transcripts and summaries at any time. Deleted content cannot be recovered.
2. The Company is not obliged to back up User Content or Output for the User. Users should keep their own copies of important content.
3. When an Account is deleted or terminated, the Company will delete the User’s content within the period set out in the Privacy Policy.

Article 12 (Accuracy of AI Output)

1. Output is generated automatically by AI and may contain errors, omissions, mistranslations, or summaries that do not reflect what was said. Accuracy can be affected by audio quality, accents, background noise, technical terms and other factors.
2. The Company does not guarantee that Output is accurate, complete or fit for any particular purpose.
3. The User must check Output before relying on it, especially for contracts, medical, legal, financial or other important matters, and is responsible for decisions made using it.

Article 13 (Intellectual property)

1. All intellectual property rights in the Service, including its software, design, trademarks (including “Subayaku”) and documentation, belong to the Company or its licensors.
2. These Terms grant the User only a non-exclusive, non-transferable right to use the Service within the scope of these Terms.
3. If a User sends feedback or suggestions about the Service, the Company may use them freely without obligation to the User.

Article 14 (Suspension of the Service)

1. The Company may suspend or interrupt all or part of the Service without prior notice in the following cases:
   (a) Maintenance, inspection or updates of systems.
   (b) Failure or outage of the systems or services of AI Providers, cloud providers or telecommunications carriers.
   (c) Fire, power outage, natural disaster, epidemic, war, or other force majeure.
   (d) Any other case where the Company reasonably determines suspension is necessary.
2. The Company will try to give advance notice of planned maintenance where practical.

Article 15 (Changes to and discontinuation of the Service)

1. The Company may change, add or remove features of the Service, or change AI Providers, at its discretion.
2. The Company may discontinue the Service by giving Users at least [60] days’ notice. For paid plans, the Company will refund prepaid Fees for the period after discontinuation.
3. Users should export any content they wish to keep before discontinuation.

Article 16 (Disclaimer of warranties)

The Company does not warrant that the Service will be free of errors, interruptions, security vulnerabilities or defects, or that it will meet the User’s particular purposes. The Service is provided on an “as is” basis, to the extent permitted by law.

Article 17 (Limitation of liability)

1. The Company is liable for damage to a User caused by the Company’s breach of these Terms or tort only to the extent set out in this Article.
2. Except in cases of the Company’s intentional misconduct or gross negligence, the Company’s total liability is limited to direct and ordinary damages actually incurred, up to the total Fees the User paid in the [12] months before the event giving rise to the claim (or ¥[10,000] for Users of free plans).
3. Except in cases of intentional misconduct or gross negligence, the Company is not liable for lost profits, loss of data, or indirect, special or consequential damages.
4. Nothing in these Terms excludes or limits liability where doing so is not permitted by law, including under the Consumer Contract Act.

Article 18 (Indemnity)

If a User’s breach of these Terms or violation of law, including recording without required consent, causes damage to the Company or a claim by a third party against the Company, the User will compensate the Company for resulting damage, including reasonable attorneys’ fees.

Article 19 (Termination)

1. Users may cancel their plan or delete their Account at any time through the Service settings. Paid plans remain active until the end of the current billing period.
2. The Company may suspend or terminate a User’s Account without prior notice if the User breaches these Terms, fails to pay Fees, provides false registration information, or the Company otherwise reasonably determines continued use is inappropriate.
3. Articles 7, 10(4), 12, 13, 16, 17, 18 and 22 survive termination.

Article 20 (Changes to these Terms)

1. The Company may change these Terms without the individual consent of Users where (i) the change benefits Users, or (ii) the change does not contradict the purpose of the contract and is reasonable in light of the need for the change, the content of the changed terms and other circumstances (Civil Code Art. 548-4).
2. The Company will announce the change, the changed content and the effective date on its website or in the Service a reasonable period in advance, and at least [14] days in advance for changes unfavourable to Users.

Article 21 (Assignment)

Users may not assign their position or rights under these Terms without the Company’s prior written consent. In a business transfer, the Company may transfer its position, rights, User registration information and User Content to the transferee, and Users consent to this in advance.

Article 22 (Language, governing law and jurisdiction)

1. These Terms are written in Japanese and English. If they conflict, the Japanese version prevails.
2. These Terms are governed by the laws of Japan.
3. The Tokyo District Court has exclusive jurisdiction in the first instance over any dispute relating to these Terms or the Service.

Contact: DAI Labs K.K., Shibadaimon Yamato Bldg 3F, Shibadaimon 1-6-6, Minato-ku, Tokyo, Japan, 105-0012, [email protected]

Established: 2026/11/10