Terms of Service

Effective 2 August 2026. These terms apply between UDX Inc. (“UDX,” “we”) and the organisation purchasing our services (“you”). They are written to be read, not to be survived.

1. What we agree to do

Each engagement is defined by the service page you ordered from, together with any written scope we confirm by email. That scope is the agreement. If something is not in it, it is not included — and if you want it added, we will quote it separately rather than absorb it silently or drop it quietly.

We deliver in English. Japanese-language assets we produce for you are supplied with an English back-translation so you always know what your own materials say.

2. What we need from you

• Accurate information about your product, claims, and existing materials.
• Timely responses to questionnaires and approval requests. Build timelines assume agreed response windows; delays move the delivery date by the same amount.
• Necessary access (analytics, domain, CMS) where the engagement requires it.
• Rights to any brand assets, imagery, or copy you supply to us.

3. Fees, invoicing, and payment

Prices are published on the relevant service page and quoted in USD, exclusive of tax. Payment terms, methods, delivery timing, cancellation and refund terms are set out in full in our Commercial Disclosure, which forms part of these terms.

Where we manage paid advertising on your behalf, media spend is your cost and is either billed directly to your own advertising account or invoiced at cost. Our management fee is separate and is stated in the engagement scope.

4. Who owns what

You own the deliverables. On full payment, all rights in the specific assets we create for you — Japanese copy, landing pages, reports, structured data, tracking configuration — transfer to you. You may modify them, move them, or hand them to another agency. There is no licence to maintain and nothing stops working if you stop paying us.

We keep our methods. Our research methodology, prompt sets, internal tooling, templates, and general know-how remain ours, including where they were refined during your engagement. We may reuse them for other clients. We do not reuse your confidential information or your specific findings.

Anonymised aggregates. We may include anonymised, non-identifying data from engagements in published research (for example, category-level benchmarks). We will not identify you, your product, or your figures without your written consent.

5. Confidentiality

Each party will keep the other’s non-public information confidential and use it only for the engagement. This survives the end of the engagement. We will sign your NDA if you prefer your own paper.

We will not name you as a client, use your logo, or describe your engagement publicly without your written permission.

6. What we do and do not warrant

We warrant that we will perform with the reasonable skill and care of a competent professional in our field, and that deliverables will match the agreed scope.

We do not warrant commercial outcomes. No one can honestly promise that a market will respond, that traffic will convert, or that a product will sell in Japan. Our research tells you what the evidence supports; the decision and its consequences remain yours.

We are not your lawyers, accountants, or regulatory advisers. Where we flag a regulatory issue — product claims, labelling, certification, entity or tax questions — we are pointing at something you should verify with a qualified specialist in that field. Those are regulated professions in Japan and we do not practise them. Treat our regulatory notes as orientation, not advice.

AI-generated answers change. AI visibility measurements are point-in-time observations of systems we do not control. Results vary between runs and over time. We report method and date so you can judge the reading for yourself.

7. Limitation of liability

Neither party is liable for indirect or consequential loss, including lost profits or lost business opportunity. Our total liability for any engagement is limited to the fees you paid us for that engagement.

Nothing here limits liability that cannot be limited by law, including for fraud or wilful misconduct.

8. Ending the engagement

Fixed-scope engagements end on delivery. Ongoing management may be cancelled by either party on 30 days’ written notice. Either party may end an engagement immediately if the other commits a material breach and does not remedy it within 14 days of being told.

On termination you pay for work completed; we hand over completed assets and any access we hold.

9. Things we will decline

We will not write claims we believe are impermissible for your category in Japan, fabricate reviews or testimonials, or represent your company as Japanese when it is not. If an engagement requires any of these, we will end it and refund unearned fees.

10. Governing law

These terms are governed by the laws of Japan. The Fukuoka District Court has exclusive jurisdiction as the court of first instance. If a dispute arises we will first try to resolve it in writing between us — in practice that has always been enough.

11. Changes to these terms

We may update these terms for future engagements. The version in force when you order is the version that governs your engagement, and we will not change it mid-engagement without your agreement.

12. Contact

Questions about these terms: info@udx.co.jp
UDX Inc., Fukuoka Kyoei Kasai Building 4F, 2-9-2 Daimyo, Chuo-ku, Fukuoka 810-0041, Japan

See also: Commercial Disclosure · Privacy Policy