Japan – Vietname XR Association Membership Agreement
This Agreement came into effect on March 1, 2021.
Article 1: Purpose
This Agreement is defined by the Japan-Vietnam XR Association (hereinafter referred to as “the Association”) regarding the admission and withdrawal procedures, membership fees, and annual fees, rights and obligations of members of the Association (hereinafter referred to as “the Members”). The membership definition and benefits shall be specified in the “Membership Guide” at the end of this agreement.
Article 2: Membership Types and Application
1. The Members of the Association are classified into four types, which are specified in detail in the Membership Guide.
– Premium Members
– Standard Members
– Start-up Members
– School/University Members
2. Those who intend to join as a member of the Association shall apply for membership based on the procedure specified by the Association, and get admitted upon the approval of the board of directors of the Association (hereinafter referred to as “the Board of Directors”).
Article 3: Membership Approval and Disapproval
1. The Association may not accept the application for membership if the applicant falls under any of the following cases.
– The applicant does not agree with the purpose and policy set out by the Association.
– The applicant is deemed as not to be able to cooperate and support the activities of the Association.
– The applicant has been expelled from the Association.
– The applicant provides inaccurate or missing information in their membership application.
– The applicant is involved in antisocial forces or planning to join to proselytize other members or entice them to join other organizations.
– Other inappropriate applications deemed by the Association.
2. The Association shall promptly notify applicants who have been approved by the Board of Directors for membership. The Association shall not be liable to those who have been disapproved of the membership application, and will not explain or disclose the reason for the disapproval.
3. The membership is officially valid when the membership fee is transferred to the bank account designated by the Association.
Article 4: Valid Membership Period
1. The membership period shall be valid from the date the Board of Directors notifies their approval of the membership until the last day of the fiscal year.
2. If there is no written correspondence (including e-mail) from the Association to the Members or vice versa within one month before the expiration date of the membership period, the membership period is automatically renewed for one year, and the same shall apply thereafter.
Article 5: Membership Fees and Annual Fees
1. The membership fees and the annual fees are specified in the Membership Guide.
2. The Members who are admitted based on the provisions of Article 3, Section 2 must transfer the membership fee to the bank account designated by the Association by the designated date. If the membership fee is not paid by the due date, the approval of membership shall be revoked.
3. The Members must pay the membership fee regardless of the date of joining.
4. Regarding the annual fee, any member who joins the Association shall pay for the remaining months in the fiscal year together with the membership fee as set forth in Section 2 of this Article. For the following years, the annual fee only needs to be paid before the last day of the fiscal year.
5. If there is a particular need for the operation of the Association, an extraordinary operating fee can be collected from the Members after a resolution is passed.
6. The membership fee shall not be refunded under any circumstances.
Article 6: Voluntary Withdrawal
The Members can voluntarily withdraw from the Association by submitting a withdrawal notice in writing (including e-mail) to the Association one month at the latest before the date of renewed membership.
Article 7: Prohibitions
1. The Members must not perform the following acts.
– Act under the name of the Association without the approval of the Association.
– Interfere with the operation of the Association or adversely affect the Association’s reputation.
– Use materials or information regarding the Association for purposes other than the activities or operation of the Association.
– Provide or communicate inaccurate declarations and information to the Association.
– Violate the Membership Agreement.
– Share or transfer their membership rights or obligations to a third party.
– Perform other acts that the Association deems inappropriate.
2. The above prohibitions are in effect even for the Members who have withdrawn from the Association or been expelled from the Association.
Article 8: Expulsion
1. The Association may expel a member if the Member falls under any of the following cases.
– The Member performs an act that damages the honor or reputation of the Association or an act contrary to the purpose of the Association.
– The Member performs an act that disqualifies their membership.
– The Member violates regulations other than the regulations specified in the Membership Agreement.
– The Member performs an act that is deemed inappropriate as a member of the Association.
2. When a member is expelled pursuant to the provisions of the preceding section, the Association must notify the Member of the expulsion.
Article 9: Membership Disqualification
1. The membership disqualification shall apply to those who fall under any of the following cases.
– The Member withdraws from the Association.
– The Member is legally incapacitated or in need of a legal guardian.
– The Member is dead or missing or the organization is dissolved.
– The membership fee is 1 year overdue.
– The Member is expelled from the Association.
2. When the Member is disqualified pursuant to the provisions of the preceding section, the Member shall not enjoy any membership rights or benefits and must not use the trademark owned by the Association without the consent of the Association.
3. The Association is not liable to refund any membership fees or financial contributions to those whose membership is disqualified.
Article 10: Membership Registration and Announcement
1. The members shall fulfill all of their contact information (full name, address, email address, mobile phone/telephone number etc.) when applying for membership.
2. If there is a change in the items set forth in the preceding section, the Member must inform the Association in writing (including e-mail) without delay. The Association shall not be liable for any missing information or any disadvantages caused by the delay.
3. Official announcements and other notifications from the Association to the Members will be made in writing (including e-mail) and sent to the contact information registered by the Members.
4. When official announcements are published on the Association’s official website by the Association, the Association shall not need to send the same announcements to the Members individually.
Article 11: The Use of Member Information
1. Member information shall be completely handled and managed by the Association.
2. The Members agree that their personal information registered with the Association will be used by the Association for the following purposes.
– For updating, announcing and guiding all of the news/information/events from the Association to the Members.
– For confirming membership fees to the Members.
– For delegating a third party to perform related services. In this case, the member information is handled in the strictest confidence.
– For posting member information on the Association’s official website with the consent of the Members in advance.
Article 12: Copyrights and Intellectual Property Rights
1. The Association owns the copyright on all publications which are made by the Members or any individuals/organizations related to the Association such as reports, records, documents, research papers, surveys, meeting minutes etc.
2. The handling of copyrights and intellectual property rights relating to inventions, ideas, innovations and designs (hereinafter referred to as “the invention”) newly generated in the process of the operation of the Association shall be as below.
– The intellectual property right belongs to the Member who solely creates the invention.
– The intellectual property right is shared among the Members who jointly create the invention. The rate and the patent application will be discussed and determined among the co-creators to reach a mutual agreement.
Article 13: Prohibited Use for Personal Purposes
The Members must not use important information obtained from the Association for any personal purposes such as reproduction, sale, publication, transmission, broadcasting, application for industrial property etc. The Members must not transfer important information obtained from the Association to a third party.
Article 14: Liability, Disclaimer and Indemnity
1. The Association allows the Members to retain or use information acquired in connection with the activities of the Association at their own risk, but the Association is not liable for any damage caused by such information to the Members or a third party.
2. The Association will base on specific situations to compensate for each direct damage claimed by the Members. The Association is not liable for indirect, special, minor damage, or expenses and losses, accidents related to a third party regardless of any cause.
3. If any dispute arises among the Members, it shall be resolved among the Members, and the Association shall not be held responsible.
4. The Association is not liable to compensate for any additional damage caused by adding, modifying, suspending or terminating membership benefits in this Membership Agreement and other regulations.
5. The provisions of this Article shall remain in effect even after the Member withdraws or is expelled from the Association.
Article 15: Agreement Amendments
1. Amendments to this Agreement shall be subject to a resolution of the Board of Directors as appropriate without the consent of the Members.
2. Amendments to this agreement shall be published on the Association’s official website and the Members will be notified as appropriate by the Association.
Article 16: Law and Consensus Jurisdiction
1. If a member has any doubts or disagreement with this Agreement, he/she shall apply for consultation with the Board of Directors, and both parties shall discuss in good faith to resolve the matter.
2. If a dispute or litigation occurs between the Member and the Association regarding this Agreement, the governing law shall be Japanese law.
3. Any dispute or litigation between the Member and the Association shall be handled by the Tokyo District Court.