The Company agrees to provide the Service in the Membership Agreement contained herein, and Member agrees to use the Service to abide by the Membership Agreement contained herein. Member agrees that the Company has right to amend the provisions of the

Member agrees that the Company has the right to change, modify, suspend parts of or the entire Service, or add new services without prior notice any time at the discretion of the Company, and agrees that the Company will not be held responsible for any claims from Member or third party arising from such activities. In accordance with Article 7, the Company will notify Member prior to the activities mentioned above being performed.

Membership registration is required to use the Service. Member can be a corporation, a local government, an organization, or an individual. In case an applicant is a minor, the consent of a parent is required. Where an individual is a Member, only that individual can use the Service, whereas when a corporation, a local government, or an organization is a Member, persons who belong to that organization can use the Service. Member cannot transfer the right to use the Service to a third party. At membership registration, Member agrees to provide true, accurate and complete information as of the time for registration, and further agrees to correct the registered data from time to time in order to make the information always up-to-date, complete, true and accurate. In the event Member provided information that has not fulfilled the aforementioned conditions, or where there are rational reasons for the Company to believe that is the case, the Company can cancel the Membership Agreement at its own discretion. When the status of Member is succeeded due to a change in corporate status, the person who succeeded the status shall report the fact using the form specified by the Company within thirty (30) days of the date the status was changed.

The Company issues ID and password to Member. Member is solely responsible for the management and use of ID and password. ID and password cannot be transferred, assigned, bought or sold to third party. When ID or password is lost or stolen, Member shall report the fact to the Company promptly. Upon receiving the report, the ID shall be invalidated immediately. Member agrees that Member is held responsible for damages, losses, and expenditures arising from not abiding by this Article, and further agrees to compensate the Company immediately in the event that the Company incurs damages, losses, and expenditures arising from the same.

Member shall provide communication line, communication equipment, communication fee and software required to use the Service at their own cost. Associated necessary procedures shall also be performed by Member in their responsibility and cost. Member is also responsible to maintain equipment and other accessory on the Member side to operate properly in order not to obstruct the operation of the Service.

The Company is responsible to Member only for the incidents where Member is not able to use or access the Service due to deliberate acts or gross negligence by the Company. Otherwise, Member agrees that the Company shall not be held responsible for any damages, losses, and expenditures in connection with or arising from not being able to use the Service, not being able to access the screen, incorrect presentation of information, actions by a third party such as alteration or destruction of information, infection by computer virus, and so forth. Further, Member agrees that the Company will not guarantee the accuracy of information which Member obtains through the use of the Service or the appropriateness of such information to specific purposes, and agrees that the Company will not be held responsible for the obligations in, and the dispute arising from, the transactions such as buying and selling of products between Member and a third party through the use of the Service.

Member can cancel the Membership Agreement with the Company by notifying the Company using the form specified by the Company.

Member agrees that the Company has the right to temporarily suspend the use of the Service or terminate the Membership Agreement, should any one of the following cases has occurred.
1) When Member breached terms stipulated in the Membership Agreement.
2) When difficulties are likely to occur for the execution of the business of the Company or in technical aspect thereof.
3) When there was sabotage to the Service.
4) When Member who is a minor was found not having obtained consent from a parent.

Detailed matters that are not set forth in the Membership Agreement and which became necessary for the execution of the Service shall be decided by the consultation between Member and the Company.

The Company will not divulge any secret matters of Member and a third party that may have become known in the course of providing this Service to other Members or a third party. However, Member agrees that the Company has the right to disclose such secret matters when disclosure is ordered by court, or the Company believes with good intention that such disclosure is reasonably necessary in order to:
1) follow legal procedures.
2) execute rights in accordance with the Membership Agreement.
3) deal against claims that allege information provided by the Company infringes on the rights of a third party.
4) protect the Company, Company's concerned parties, Member, other users of the Service of the Company, rights, assets or personal security.

Member agrees that the Service and all software (hereinafter "Software") necessary for providing the Service is subject to intelligent property rights, or contains confidential information which is protected by intelligent property rights and other laws. Member further agrees that information provided through the Service is protected by copyright, trademark, service mark, patent, and other intelligent property rights and laws. Member agrees that unless the Company or the owners of the subject rights explicitly permit in writing, Member will not alter, rent, lease, loan, sell, distribute, or recreate secondary products of and from the entire or part of the Software. The names of "Mr. CES", "ESP21" and other services are trademarks of the Company. Member agrees not to display or use the names of Mr.CES, ESP21 and other services without obtaining prior permission from the Company.

Member and the Company agree that the Membership Agreement shall be construed and controlled by the laws of Japan and further agree that exclusive jurisdiction for any claim or dispute regarding the Membership Agreement resides in the Tokyo District Court.

The headings to the sections hereof are for reference purposes only and shall not be used in the interpretation of this Agreement.

This Membership Agreement shall be effective from April 1, 2006.