Terms and Conditions of Sale

1.- TERMS AND CONDITIONS

This Agreement governs the access and use of digital products and subscription services ("Products") provided by AMPLUS Co., Ltd. ("Supplier") via https://nhotta.wixstudio.com/home ("Site").

2.- IMPORTANT INFORMATION ABOUT THESE TERMS AND CONDITIONS

This Agreement is subject to change without prior notice. The version posted on the Site at the time of the order shall apply. This Agreement constitutes the entire understanding between the parties, superseding all prior communications, whether oral or written.

3.- INTERPRETATION AND DEFINITIONS

✓ 3-a) Product: Includes software, digital content, and any related licenses provided by Supplier.

✓ 3-b) Writing: Includes e-mail communication.

✓ 3-c) Interpretation: Clause headings are for convenience only. Singular words include the plural and vice versa. "Including" and similar terms are illustrative and not exhaustive.

✓ 3-d) Force Majeure: Supplier is not liable for any failure or delay caused by events outside its reasonable control.

4.- SALES AND MERCHANT OF RECORD

The following terms apply for purchase:

✓ 4-a) Dual Sales Channels:

International (Outside Japan): For customers outside Japan, Lemon Squeezy, LLC. acts as the Merchant of Record (hereinafter, "MoR"). The legal contract for the purchase is between the Customer and the MoR, governed by the MoR’s Terms of Service.
Domestic (Japan): For customers residing in Japan, the Supplier (AMPLUS Co., Ltd.) acts as the direct seller. The legal contract for the purchase is established directly between the Customer and the Supplier.

✓ 4-b) Supplier Responsibility: The MoR is not responsible for the quality, functionality, delivery, or support of the Products. All such obligations remain solely with the Supplier.

✓ 4-c) Refunds: The MoR may, at its sole discretion, issue refunds to resolve disputes or prevent chargebacks. However, the Customer should first contact the Supplier for support or refund requests according to the Supplier’s refund policy.

✓ 4-d) Acceptance: This acceptance is unconditional and effective upon the completion of the transaction. Customer should print a copy of these terms and conditions for future reference.

5.- SERVICES

✓ 5-a) Scope of Services: Services are provided exclusively to the original purchaser and are non-transferable.

✓ 5-b) Third-Party Services: From time to time, the Supplier may facilitate access to third-party services (e.g., external hosting, specialized software, or coaching tools). Except for the MoR (whose role is defined in Section 4), these third parties are solely responsible for the delivery and performance of their respective services. The Customer agrees to look solely to such third parties for any claims or damages arising from their services.

✓ 5-c) Liability Release: The Customer hereby releases the Supplier and its MoR from any and all liability or claims related to the purchase or use of third-party services.

6.- COOPERATION

In addition to any specific Customer duties set forth in any applicable Order, Customer agrees to cooperate with Supplier in connection with performance of the services by providing: (i) timely responses to Supplier's inquiries and requests for approvals and authorizations, (ii) access to any information or materials reasonably requested by Supplier which are necessary or useful as determined by Supplier in connection with providing the services, including, but not limited to, physical and computer access to Customer's computer systems, and (iii) all required consents necessary for Supplier to provide the services. "Required Consents" means consents or approvals required to give Supplier and its subcontractors the right or license to access, use and modify all data and third-party products. Customer acknowledges and agrees that the services are dependent upon the completeness and accuracy of information provided by Customer and the knowledge and cooperation of the agents, employees or subcontractors (“Personnel”) engaged or appointed by Customer who are selected by Customer. Supplier will follow all reasonable Customer security rules and procedures, as communicated in writing by Customer to Supplier from time to time.

7. PLACING AN ORDER

Orders are placed through the applicable checkout system provided on the Site. For international orders, this is the system managed by the MoR. For domestic orders in Japan, this is the system managed by the Supplier (e.g., Stripe).

8. PRICE AND PAYMENT

✓ 8-a) Pricing: Product prices are displayed on the Site and are non-negotiable. Prices (including subscription fees) may change at any time, but changes will only apply to future billing periods. For subscriptions, Customers will be notified of any price changes in advance, and the new price will take effect from the next renewal unless the subscription is canceled.

✓ 8-b) Payment Processing:

International Transactions: Payments are processed through the MoR. Order processing, tax calculation, invoicing, and refunds are governed by the MoR’s Terms and Conditions.
Domestic Transactions (Japan): For customers in Japan, payments are processed directly by the Supplier (via Stripe or other designated methods).

✓ 8-c) Payment Obligation: Customers must pay the total amount (including applicable taxes) indicated at the time of checkout. Access to Products or Services will be granted only after successful payment.

9. Remote Support Service Fees

Remote support services may be offered as a subscription or a standalone service. The following terms apply specifically to these fees:

✓ 9-a) Fees: Applicable fees are displayed on the Site and follow the pricing rules in Section 8-a).

✓ 9-b) Payment: All payments must be completed via the applicable checkout system (as defined in Section 8-b) prior to the provision of support.

✓ 9-c) Termination: If a subscription is canceled or expires, access to remote support will terminate at the end of the current paid billing period.

10.- WARRANTY AND AGREEMENT

✓ 10-a) Limited Warranty: The Supplier warrants professional performance of services. If non-compliant, the Customer’s sole remedy is re-performance or a refund (at Supplier's discretion), provided notice is given within five (7) business days.

✓ 10-b) Data Responsibility: The Customer is solely responsible for daily backups. MoR, Supplier, and its agents are released from all liability for data loss or corruption.

11.- INDEMNIFICATION

Customer agrees to defend, indemnify and hold harmless the Supplier, its officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to legal fees) arising from: (i) Customer use of and access to the site; (ii) Customer violation of any term of these agreement; (iii) Customer violation of any third-party right, including without limitation any copyright, property, or privacy right; or (iv) any claim from third parties whose origin is the unauthorized use of the site by Customer, this indemnification obligation will survive these terms and conditions and Customer use of the site.

12.- LIMITATION OF LIABILITY

Notwithstanding any other provision contained in the terms and conditions of sale, the liability of Supplier or Customer for any indemnity hereunder, or for the breach of any obligation contained in this Agreement or any related agreements referred to herein, shall not exceed the depreciated value of the Products actually purchased and paid for by the Customer. The material displayed on this site is provided without any guarantees, conditions or warranties as to its accuracy. Unless expressly stated to the contrary to the fullest extent permitted by law, content providers and advertisers hereby expressly exclude all conditions, warranties and other terms which might otherwise be implied by statute, common law and shall not be liable for any damages whatsoever, including but without limitation to any direct, indirect, special, consequential, punitive or incidental damages, or damages for loss of use, profits, data or other intangibles, damage to goodwill or reputation, or the cost of procurement of substitute Products and services, arising out of or related to the use, inability to use, performance or failures of this site or linked sites and any materials posted thereon, irrespective of whether such damages were foreseeable or arise in agreement, tort, equity, restitution, by statute, at common law or otherwise.

13.- LIMITED LICENSE

Customer's sole rights to the Products, materials and other deliverables to be provided or created (individually or jointly), including but not limited to, all inventions, discoveries, methods, processes, formulae, ideas, concepts, techniques, know-how, data, designs, models, prototypes, works of authorship, computer programs, proprietary tools, methods of analysis and other information (whether or not capable of protection by patent, copyright, trade secret, confidentiality, or other proprietary rights) or discovered in the course of performance of this Agreement that are embodied in such Products will be, upon payment in full, a non-transferable, non-exclusive, royalty-free license to use the Products solely for Customer's internal use. Customer will have no ownership or other property rights thereto and Customer shall have no right to use any Product for any other purpose whatsoever. Customer acknowledges that Supplier may incorporate intellectual property created by third parties into the Products, the limitations on the use of rights referred to above will apply with the same scope to the rights of any third-parties.

14.- CONFIDENTIAL INFORMATION

Each party anticipates that it may be necessary to provide access to information of a confidential nature of such party (hereinafter referred to as "Confidential Information") to the other party in the performance of this Agreement and any Order. "Confidential Information" means any information or data in oral, electronic or written form which the receiving party knows or has reason to know is proprietary or confidential and which is disclosed by a party in connection with this Agreement or which the receiving party may have access to in connection with this Agreement, including but not limited to the terms and conditions of each Order. Confidential Information will not include information which: (a) becomes known to the public through no act of the receiving party; (b) was known to the receiving party, or becomes known to the receiving party from a third-party having the right to disclose it and having no obligation of confidentiality to the disclosing party with respect to the applicable information; or (c) is independently developed by agents, employees or subcontractors of the receiving party who have not had access to such information. To the extent practicable, Confidential Information should be clearly identified or labeled as such by the disclosing party at the time of disclosure or as promptly thereafter as possible, however, failure to so identify or label such Confidential Information will not be evidence that such information is not confidential or protectable. Each party agrees to hold the other Party's Confidential Information confidential for a period of three (3) years following the date of disclosure and to do so in a manner at least as protective as it holds its own Confidential Information of like kind but to use no less than a reasonable degree of care. Disclosures of the other Party's Confidential Information will be restricted (i) to those individuals who are participating in the performance of this Agreement or the applicable Order and need to know such Confidential Information for purposes of providing or receiving the Products or services or otherwise in connection with this Agreement or the applicable Order, or (ii) to its business, legal and financial advisors, each on a confidential basis. Each party agrees not to use any Confidential Information of the other Party for any purpose other than the business purposes contemplated by this Agreement and the applicable Order. Upon the written request of a party, the other party will either return or certify the destruction of the Confidential Information of the other party. If a receiving party is required by law, rule or regulation, or requested in any judicial or administrative proceeding or by any governmental or regulatory authority, to disclose Confidential Information of the other Party, the receiving party will give the disclosing party prompt notice of such request so that the disclosing party may seek an appropriate protective order or similar protective measure and will use reasonable efforts to obtain confidential treatment of the Confidential Information so disclosed.

15.- TERMINATION

The Customer may cancel a subscription at any time.

International Customers: Cancellation must be processed through the MoR's customer portal.
Domestic Customers: Cancellation must be processed through the Supplier's designated portal or contact method.

Cancellation takes effect at the end of the current billing period. No refunds are issued for mid-period cancellations unless required by law or the MoR’s specific policies.

16. FORCE MAJEURE

Supplier cannot be held responsible for the total or partial non-execution of their obligations if this non-execution is due to a fortuitous event or the occurrence of an element constituting force majeure such as, in particular, but not limited to: (a) Strikes, lock-outs or other industrial action; (b) Civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war; (c) Fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster; (d) Impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport; (e) Impossibility of the use of public or private telecommunications networks; (f) The acts, decrees, legislation, regulations or restrictions of any government. These events constitute a cause for the suspension and/or the extinction of the obligations to the Customer by Supplier, without damages being paid to the Customer. Supplier will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under an agreement that is caused by events outside our reasonable control (Force Majeure Event).

17. WAIVER

If Supplier fails, at any time during the term of an Agreement, to insist upon strict performance of any of Customer obligations under the agreement or any of these terms and conditions, or if Supplier fails to exercise any of the rights or remedies to which we are entitled under the Agreement, this shall not constitute a waiver of such rights or remedies and shall not relieve Customer from compliance with such obligations. A waiver by us of any default shall not constitute a waiver of any subsequent default. No waiver by Supplier of any of these terms and conditions shall be effective unless it is expressly stated to be a waiver and is communicated to Customer in writing.

18. SEVERABILITY

If any of these terms and conditions or any provisions of an Agreement are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.

19. ENTIRE AGREEMENT

These terms and conditions and any document expressly referred to in them represent the entire agreement between the parties in relation to the subject matter of any Agreement and supersede any prior agreement, understanding or arrangement between the parties, whether oral or in writing. Both parties acknowledge that, in entering into an Agreement, neither party has relied on any representation, undertaking or promise given by the other or be implied from anything said or written in negotiations between the parties prior to such Agreement except as expressly stated in these terms and conditions. Neither party shall have any remedy in respect of any untrue statement made by the other, whether orally or in writing, prior to the date of any Agreement (unless such untrue statement was made fraudulently) and the other party´s only remedy shall be for breach of Agreement as provided in these terms and conditions.

20.- OUR RIGHT TO VARY THESE TERMS AND CONDITIONS

The Supplier may revise or amend these Terms from time to time to reflect changes in business operations, technology, payment methods, applicable laws or regulations, or the capabilities of the systems used to provide the Products and services. Any changes will take effect upon publication on the site, unless otherwise required by law. For subscription-based Products, any material changes to these Terms will apply from the next renewal period. If the Customer does not agree to the revised Terms, the Customer may cancel the subscription before the renewal date. Continued use of the Products after the effective date of the revised Terms constitutes acceptance of the updated Terms. For one‑time purchases, the Terms in effect at the time of checkout through the MoR will apply.

21.- MISCELLANEOUS

Any Orders which have been accepted by Supplier, but which have not been fulfilled by Supplier, will not be binding on successors of Supplier and shall be cancellable on reasonable notice to Customer with return of any deposit payments received. Subject to the restrictions in assignment contained herein, these terms and conditions will be binding on and inure to the benefit of the parties hereto and their successors and assigns. The relationship between Supplier and Customer is that of independent contractors and not that of employer/employee, partnership or joint venture.

22.- NOTICES

Notices provided under this Agreement will be given in writing and deemed received upon the earlier of actual receipt or three (3) days after mailing if mailed postage prepaid by regular mail or airmail or one (1) day after such notice is sent by courier or e-mail transmission. Any delay or failure by either party to exercise any right or remedy will not constitute a waiver of that party to thereafter enforce such rights. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an email, that such e-mail was sent to the specified e-mail address of the addressee.

23. WRITTEN COMMUNICATIONS

Applicable laws require that some of the information or communications Supplier sends to Customer should be in writing. When using the site, Customer accept that communication with Supplier will be mainly by e-mail. Supplier will contact Customer by e-mail or provide Customer with information by posting notices on the site. For contractual purposes, Customer acknowledge that all notices, information and other communications that Supplier provides to Customer by e-mail comply with any legal requirement, and this condition does not affect Customer statutory rights.

24. PERSONAL INFORMATION

Personal information is collected to process orders. Data may be shared with partners necessary for fulfillment, such as the MoR for international transactions or Payment Processors (Stripe) for domestic transactions.

25.- INTELLECTUAL PROPERTY

The intellectual property rights attached to the items sold on the site are and remain the exclusive property of Supplier. All the usage rights are exclusively reserved. Under these conditions, no person has the authority to reproduce, use, distribute or employ, for any reason whatever, even partially, the intellectual property rights, without the express advanced written approval of Supplier. The brands and logos of Supplier are trademarks, any reproduction thereby constitutes a forgery.

26.- RETENTION OF OWNERSHIP

The Products ordered remain the property of Supplier, until the price is paid in full.

27.- COMPLIANCE

Customer agrees to comply with the above stated terms and conditions. Should Customer breach these terms and conditions, or incur liabilities as a consequence of using this site, Customer will be responsible for the costs and expenses that we incur as a result of such breach including reasonable legal fees (if applicable). Customer will remain liable if someone else uses your account or personal information unless Customer can prove such use was fraudulent.

28. DISPUTE RESOLUTION

Any disputes or claims arising out of or relating to these Terms, the Products, or the services shall be resolved in accordance with the governing law and jurisdiction set forth below.

29.- LAW AND JURISDICTION

✓29-a) Governing Law: These Terms are governed by the laws of Japan.

✓29-b) Jurisdiction: Any disputes shall be subject to the exclusive jurisdiction of the courts of Japan (Tokyo District Court).

Note: For international transactions, the relationship between the Customer and the MoR regarding payment/billing may be subject to the MoR's own jurisdictional terms.

2026/2/4

AMPLUS Co., Ltd.