For your tutor registration with MOA (Master Online Academy), you are required to apply for the registration after agreeing to the following terms and conditions.

Article 1. Terms of Tutor Registration

These Terms of Tutor Registration (hereinafter called the “Terms’) stipulate the rules, terms and conditions for registration with and participation in “Master Online Academy’ (hereinafter called “MOA’) provided by Masterships Co., Ltd. (hereinafter called “Company’) and services incidental to MOA (hereinafter called the “Services’) as a tutor (hereinafter called “Tutor’).

Article 2. Compliance with the Terms

Tutor shall comply with the Terms in good faith after reading them carefully in participating in the Services.

Article 3. Revision of the Terms

• 1. Company may revise Terms at the discretion of Company. In such case, the terms of use depend on the revised Terms.
• 2. The revised Terms shall become effective at the time when it has been listed online unless otherwise stipulated by Company.
• 3. If a revision of the Terms have a great influence on Tutor, Company shall notify Tutor such revision by e-mail regardless of the regulation of paragraph 1 and the preceding paragraph in this article, and Tutor shall be deemed to have agreed to the revision if such Tutor starts using the Services after such notification.

Article 4. Tutor Registration and Approval

• 1. If Tutor wishes to participate in the Services, he/she shall install charge-free telephony software (Zoom or Skype) and register him/herself as Tutor by the method designated by Company.
• 2. For the tutor registration, Tutor shall confirm that his/her own communication environment is suited to his/her use of the Services under his/her own responsibility.
• 3. Tutor shall be deemed to have agreed to the details of the Terms and the following item at the time of temporal registration or official registration.

(1) Consent for the use of portrait rights and personal information.
Tutor shall agree to the use of their registered profile, images and videos (hereinafter called “Images”), excluding my legal name and contact address, such as home address, telephone number, and email address, on Company's website and other advertising medium, and Tutor shall not assert his/her rights, such as portraits rights and copyrights. Tutor shall entrust the decision on the range and period of use to Company and shall not express objections to the selection or edition of the Images by Company. Tutor may refuse the use of the Images by requesting Company.

Article 5. Refusal of Tutor Registration

If Tutor falls under any of the following items, Company may refuse such Tutor's registration, as the case may be.

• (1) If any entry in the application form for the tutor registration is false, incorrect or omitted;
• (2) If Tutor's registration may interfere with the smooth operation of the Services;
• (3) If Tutor was expelled by Company from the Services in the past; or
• (4) If Company considers that Tutor's registration is inappropriate for any reasons other than any of the above reasons.

Article 6. Execution of Service Agreement

A service agreement for Tutor to use the Services (hereinafter called the “this Agreement’) shall be executed between Company and Tutor and become effective on the date when Company notifies Tutor of completion of his/her registration by e-mail or otherwise and then Tutor discloses his/her profile or self-introduction information after entering such information on his/her management screen in the Services. Tutor may participate in the Services after such date of disclosure.

Article 7. Deadline for Participation in the Services

There is no deadline for participation in the Services. However, if Tutor has no reservation for six (6) months or more, or if Tutor does not register a lesson schedule for six (6) months or more, Company may delete his/her registration information from the Services.

Article 8. Termination of this Agreement

There are no procedures for termination of this Agreement (i.e. procedures for withdrawal from membership). As specified in the Article 7, Company may delete Tutor's registration information from the Services in the case such as, such Tutor has no reservation for a long period of time, such Tutor cancels lessons for his/her own reasons multiple times, such Tutor cancels lessons without requesting its cancellation, and such Tutor requests a termination of this Agreement.

Article 9. Compensation

Tutor shall determine the required points paid to him/herself for participation in the Services (hereinafter called the “Required points’) on the basis of 25 minutes per lesson. The payment terms are as follows:

• 1. Payment terms for normal conditions
  If a member of the Services (hereinafter called “Member”) reserves a lesson using points and such lesson was carried out as usual, the compensation (hereinafter called the “Compensation”) for such lesson shall be 70% of the Required points (1 point = 1 JPY), and if Member reserves a lesson using a voucher and such lesson was carried out as usual, the Compensation shall be 10% of the Required points. (hereinafter both called “Regular Compensation”)
  Tutor may decline the reservation of a lesson that is reserved using a voucher by requesting Company.
• 2. Payment terms for “Urgent Cancellation”
  If Member canceled a lesson less than 2 hours before the lesson's start time and the lesson was not carried out (which is called an Urgent Cancellation), the Compensation shall be 30% of the Regular Compensation.
• 3. Payment terms for “No-Notice Cancellation”
  If Tutor is not able to contact Member for 5 minutes or more after the lesson's start time and such lesson did not start (which is called a No-Notice Cancellation), the Compensation shall be 50% of the Regular Compensation.

If a lesson did not fulfill 25 minutes due to Tutor's convenience, Compensation shall not be paid. If a lesson reaches 25 minutes in total by reason such as time adjustment with Member, Compensation shall be paid as usual.

Article 10. Details of Lessons

• 1. Tutor shall designate the date and time of lessons that he/she may give on the management screen.
• 2. If Tutor receives a reservation of any lesson from Member, Tutor shall give such lesson to such Member in accordance with its schedule.
• 3. If Member requests the cancellation of any reserved lesson in a designated cancellation form, Tutor may not receive any Compensation for such lesson if such cancellation is made until 2 hours before such lesson's start time. The case for a cancellation made after that period of time is specified in the Article 9.
• 4. If Tutor may not attend any lesson for his/her own reasons, Tutor may request the cancellation of such lesson until such lesson's start time. If Tutor fails to attend any lesson without requesting its cancellation to Company or is late to any lesson, Company may impose any penalty on Tutor such as reduction of the Compensation set forth in the Article 9, or Company may terminate this Agreement set forth in the Article 8.
• 5. Even if a lesson starts behind schedule for Member's reasons, such lesson shall end on schedule. In such case, the Compensation to be paid shall be the same as the Compensation for one lesson.
• 6. If Member does not attend a lesson on time and Tutor does not receive any notice from Member within 5 minutes after such lesson's start time, such lesson is considered cancelled by Member. The Compensation in such case is specified in the Article 9.
• 7 If Tutor communicates with Member, Tutor shall contact such Member by using the message box function in the MOA's system. Any exchange of personal contact information (phone number, address, e-mail address or social media account, etc.) between Tutor and Member shall be prohibited.
• 8. Tutor shall not infringe copyright and other rights of the third party regarding the files, videos and images he/she sends to Member or upload, and shall not cause any trouble to Company or Member.

Article 11. Protection of Personal Information

Tutor's personal information which Company may know shall be handled in accordance with the Privacy Policy of Company. The Privacy Policy shall not apply to personal information provided by Member him/herself to Tutor as an individual. Tutor shall handle the personal information of such Member under strict control and under his/her own responsibility.

Article 12. Copyrights and Ownership

Any and all copyrights and ownership relating to trademarks, descriptions and logos in relation to the Services shall belong to Company. Company prohibits Tutor from using or redistributing any copy or duplication of such trademarks, descriptions or logos.

Article 13. Payment Method, etc.

Tutor shall create his/her PayPal account for the Compensation to be paid by transfer and notify Company of such account. The Compensation requested by Tutor in the MOA's system shall be paid by closing the accounts at the end of a month and paying it at the end of the following month (or on a business day immediately preceding such payment day if the financial institution is closed on such payment day). Any and all charges for such payment (3.6% of the payment amount plus 40 Japanese Yen) shall be borne by Tutor.

Article 14. Intellectual Property Rights

Tutor warrants to Company that Tutor shall not infringe on any copyrights of third parties in creating such deliverables. Tutor shall not exercise his/her author's moral rights relating to such deliverables.

Article 15. Damages; Constraints; Confidentiality

If Tutor gives any damage to Company (including compensation paid by Company for damage incurred by third parties) for any reasons attributable to Tutor (e.g. his/her lesson fails to meet the quality standard), Tutor shall compensate Company for such damage. The amount of such damage compensation shall be determined through mutual consultation between both parties.

Article 16. Prohibited Acts; Termination

• If Tutor falls under any of the following items that are prohibited acts or matters, Company may terminate all or any part of this Agreement or the Individual Agreement without any notice or demand to Tutor. Such termination under this article shall not preclude Company from claiming damage compensation against Tutor.
• (1) If Tutor breaches any provision of this Agreement or the Individual Agreement and fails to correct such breach within a reasonable period of time after Company gives notice requesting Tutor to correct such breach within such period;
• (2) If any bill, draft or check drawn, accepted or endorsed by Tutor is dishonored;
• (3) If any petition for bankruptcy, civil rehabilitation or corporate reorganization, etc. is filed against Tutor, or if Tutor files such petition on his/her own;
• (4) If any important property or asset of Tutor is subject to attachment, provisional attachment or provisional disposition;
• (5) If Tutor is found to be or to have been a member or quasi member of anti-social forces such as organized crime group or corporate extortionist;
• (6) If Tutor expresses threatening words or behaviors or uses violence relating to any transaction with Company, discredits Company or interferes with its business of Company by spreading rumors or false information or by fraudulent means or force, or performs any act similar to any of them;
• (7) If Tutor abusively makes any demand to Company's employees or other related persons or requires them to bear any burden exceeding the reasonable scope;
• (8) If Tutor performs any acts related to criminal acts or acts contrary to public order or morals;
• (9) If Tutor sends any information including computer virus or other harmful computer program;
• (10) If Tutor infringes on any intellectual property rights, portrait rights, privacy rights, honor or other rights or interests of Company, other Tutors or Members of Company or third parties;
• (11) If Tutor scrutinizes any confidential information not disclosed by Company to the public in relation to the Services;
• (12) If Tutor harasses Company, other Tutors or Members of Company or commits any other harassment such as interference with the progress of any lesson;
• (13) If Tutor or his/her agent attempts to personally contact other Tutors or Members of Company by any means other than the method approved in the Services outside hours of any lesson;
• (14) If Tutor utilizes the Services for any similar business or business purpose or for preparation for such business;
• (15) If several Tutors use one account or if one Tutor uses several accounts without Company's permission;
• (16) If Tutor solicits or induces other Tutors or Members of Company to use any service other than the Services or to work for any company other than Company;
• (17) If Tutor performs any threatening, obscene, vulgar, indecent, abusive or offensive act against other users of the Services, third parties, Company or Company's staff or Members;
• (18) If Tutor performs any act which creates, causes or results in purchase and sale or financial interest with other users of the Services or third parties by any method other than the method approved by Company;
• (19) If Tutor uses any abusive language against any staff of Company's customer support section or interferes with the operations of such section;
• (20) If Tutor records any sounds or videos of usage situation of the Services; or
• (21) If Company reasonably considers that Tutor has difficulty in performing his/her obligations relating to any individual transaction.

Article 17. Restrictions

Tutor shall not undertake any work or job directly from any individuals, corporations, entities or organizations, etc. which Tutor may know by participating in the Services.

Article 18. Exclusion of Anti-Social Forces

• If Tutor falls under any of the following items, Company may reject Tutor's participation in the Services or terminate this Agreement without any notice or demand to Tutor.
• （1） If Tutor is found to be any organized crime group, member of organized crime group, company, body or person related to organized crime group or other anti-social forces;
• （2） If Tutor expresses threatening words or behaviors or uses violence relating to any transaction with Company, discredits Company or interferes with the business of Company by spreading rumors or false information or by fraudulent means or force, or performs any act similar to any of them; or
• （3） If Tutor abusively makes any demand to Company's employees or other related persons or requires them to bear any burden exceeding the reasonable scope.

Article 19. Governing Law; Jurisdiction

If any lawsuit or other legal action between Company and Tutor is required in relation to this Agreement, such lawsuit or legal action shall be subject to the exclusive jurisdiction of the Tokyo Summary Court or the Tokyo District Court of Japan for the first trial. This Agreement shall be governed by and construed in accordance with the laws of Japan.

Terms of Tutor Registration with MOA (Master Online Academy)
Establishment: December 1, 2020
Revision: January 29, 2021
Revision: April 14, 2021
Revision: June 2, 2021
Revision: June 29, 2021
Revision: August 27, 2021
Revision: June 13, 2022
Revision: June 20, 2022
Revision: October 24, 2023