Article 1 Purpose

The Cartree Terms of Service (hereinafter referred to as 'these Terms') set forth the matters to be observed by Members and the relationship between Members and the Company regarding the Service (as defined in Article 3(12)) operated by Amotion Inc. (hereinafter referred to as 'the Company').

Article 2 Application of These Terms

1. These Terms shall apply when a Member indicates their consent on the Website (as defined in Article 3(11)).
2. Rules, regulations, and other provisions regarding the Service that the Company posts on the Website from time to time shall constitute a part of these Terms.
3. In the event of any discrepancy between the content of these Terms and the rules or other explanations of the Service outside of these Terms, the provisions of these Terms shall prevail.

Article 3 Definitions

Unless otherwise defined or the context requires otherwise, the terms used in these Terms shall have the following meanings:

(1)

'Member'
A person who has agreed to these Terms and completed member registration to use the Service pursuant to Article 5.

(2)

'Prospective Buyer'
A Member who has applied or intends to apply to purchase a vehicle using the Service.

(3)

'Buyer'
A Member who has entered into a vehicle sales contract as a buyer using the Service.

(4)

'Listing'
The act of a Member posting content necessary for vehicle sales on the Service, making it viewable by other Members and enabling Prospective Buyers to apply to purchase vehicles.

(5)

'Seller'
A Member who lists or intends to list a vehicle for sale using the Service.

(6)

'Vendor'
A Member who has entered into a vehicle sales contract as a seller using the Service.

(7)

'Transaction'
A vehicle sales contract concluded between a Vendor and a Buyer using the Service, established pursuant to Article 11 of these Terms.

(8)

'Subject Vehicle'
A vehicle that is the subject of a Transaction.

(9)

'Test Drive'
A test drive of a vehicle listed on the Service.

(10)

'Partner Business'
A collective term for transportation companies and other businesses commissioned by the Company for operations related to the Service.

(11)

'Website'
The website (https://cartree.jp/) provided by the Company for Members to use the Service.

(12)

'Service'
The service provided by the Company to Members for buying and selling vehicles.

(13)

'Usage Agreement'
The Service usage agreement established between the Company and a Member pursuant to Article 5, Paragraph 4.

(14)

'Paid Options'
Paid services provided by the Company to Members to execute or complete Transactions (https://cartree.jp/about).

Article 4 Basic Status and Legal Relationship of the Company and Members in Transactions

The Service provides opportunities for Members to buy and sell vehicles and does not act as an intermediary for vehicle sales through auction methods. Transactions are concluded directly between Vendors and Buyers, and the Company is not a party to Transactions nor does it receive commission for Transactions. The Company shall not be involved in cancellation, termination, returns, refunds, warranties, or other aspects of Transaction execution, except as otherwise provided in these Terms.

Article 5 Member Registration

1. Those who wish to use the Service shall apply for registration by providing certain information designated by the Company.
2. Registration applications must be made by the applicant themselves, and applications by others are not permitted.
3. The Company may refuse member registration in the following cases:

   (1)

   Minors who cannot independently perform legal acts (except with consent of legal representative)

   (2)

   Adults under guardianship, curatorship, or assistance (except with consent)

   (3)

   Those who have previously violated these Terms

   (4)

   Those the Company determines may violate these Terms

   (5)

   Those who provided false, erroneous, or incomplete information

   (6)

   Those the Company determines to be associated with antisocial forces

   (7)

   Others the Company determines inappropriate for registration

4. When the Company approves registration, it will notify the applicant. Member registration is completed upon such notification.
5. Members must update their information whenever there are changes.
6. Members must keep their registration information current. The Company is not responsible for damages caused by incorrect information.
7. Members may withdraw from the Service by completing the prescribed procedures.

Article 6 ID and Password

1. The Company will issue a Member ID and password to registered Members. Members shall manage these with due care.
2. The Company will verify Member identity using the Member ID and password.
3. Members are responsible for any damages resulting from inadequate management or misuse of their ID or password.
4. Members must immediately notify the Company if their ID or password is stolen or used by a third party.

Article 7 Inspection

1. The Company may conduct formal reviews through photographs to confirm defects in listed vehicles. However, the Company does not guarantee the quality, performance, or type of listed vehicles.

Article 8 Listing

1. Sellers may list vehicles on the Website following the Company's prescribed methods.
2. Members shall not engage in the following prohibited acts when listing:

   (1)

   Violating applicable laws regarding vehicle sales

   (2)

   Making illegal or improper descriptions or displays

   (3)

   Making false or misleading descriptions or displays

   (4)

   Setting unreasonably low prices compared to market prices

   (5)

   Setting terms that may reduce the value of the Service

   (6)

   Other listings that violate these Terms

3. Members may not list the following vehicles:

   (1)

   Vehicles with no genuine intention to sell

   (2)

   Vehicles not owned by the Seller

   (3)

   Vehicles with repair history (with exceptions)

   (4)

   Vehicles without proper tax certificates

   (5)

   Vehicles lacking safety for driving

   (6)

   Vehicles with security interests

   (7)

   Vehicles subject to liens, seizure, etc.

   (8)

   Vehicles with unpaid fines

   (9)

   Heavily modified vehicles

   (10)

   Vehicles without vehicle inspection registration

   (11)

   Other vehicles the Company deems inappropriate

4. The Company may cancel listings that violate the above provisions.
5. Sellers who violate Article 8(2) or (3) may be charged a penalty of 500,000 yen.
6. The Company may provide recommended listing prices but does not guarantee their accuracy.
7. Sellers may post their own photographs of vehicles.
8. Sellers may change listing prices and other terms.
9. Sellers may not withdraw listings except as approved by the Company.

Article 9 Use of Listed Vehicles

1. Sellers may continue to use listed vehicles during the listing period.
2. Sellers must promptly update listing information if significant changes occur to the vehicle.
3. The Company may cancel listings if changes are not reflected in the listing information.

Article 10 Purchase Application

1. Prospective Buyers may apply to purchase vehicles listed on the Website following the Company's prescribed methods.
2. Prospective Buyers may inquire about vehicle conditions through the Company's prescribed methods.
3. Sellers shall respond to inquiries from Prospective Buyers.

Article 11 Formation of Paid Option Contracts

1. A Transaction is formed when a Prospective Buyer completes the purchase application procedure.
2. The Company is not obligated to disclose the counterparty's name, address, etc. to Vendors or Buyers.
3. The Company may cancel Paid Options even after purchase.
4. Vendors and Buyers may not mutually cancel Transactions without the Company's consent.

Article 12 Vehicle Delivery

1. After receiving payment from the Buyer, the Company will handle necessary procedures for vehicle delivery and registration transfer.
2. Buyers may receive vehicle delivery at a date and time agreed upon with the Company's designated partner.
3. Buyers shall confirm vehicle operation within 2 days of delivery and notify the Company of receipt. However, Buyers may object if:

   (1)

   The vehicle has serious defects affecting driving safety

   (2)

   The vehicle's condition differs from the listing information

   (3)

   The vehicle violates these Terms

4. Vehicle delivery is deemed complete upon the Company's receipt of the delivery notification or expiration of the confirmation period.
5. The Company will notify the Vendor when vehicle delivery is complete.

Article 13 Suspension of Handling

1. The Company may suspend Service provision for transactions between Members in the following cases:

   (1)

   When the Company receives reports of Terms violations or other problems and determines suspension is appropriate.

2. Transactions suspended shall be deemed never to have been formed.
3. Settlement of rights and obligations after suspension shall be resolved at the Members' expense and responsibility.
4. The Company may claim damages if suspension was caused by Member's intent or negligence.

Article 14 Test Drive Service

1. Test drive services may be provided only when permitted by the Seller.
2. The Company is not liable for accidents or losses related to test drives unless due to gross negligence.
3. Test drives are arranged through requests and agreements between test drive applicants and Sellers.
4. Sellers shall ensure vehicles are in proper condition before test drives.
5. Test drive applicants shall follow Sellers' instructions regarding dates, times, and conditions.
6. Subletting of loaned vehicles is not permitted.
7. Test drive applicants shall compensate for damages caused during the loan period.

Article 15 Insurance

Buyers may purchase insurance provided by third parties partnered with the Company. The Company is not responsible for the content of such insurance.

Article 16 Company Purchase Decision

1. The Company may propose to purchase listed vehicles or refer them to partner buyers.
2. Purchase prices are based on market prices at the time of the purchase request.
3. If Sellers agree to Company purchase, they shall deliver the vehicle following the Company's prescribed methods.

Article 17 Preparation of Terminal Equipment

1. Members must prepare necessary terminal and communication equipment at their own expense.
2. Members shall implement security measures at their own expense and responsibility.
3. The Company is not obligated to retain messages or other information sent by Members.
4. Members shall exercise caution when installing software related to the Service.

Article 18 Prohibited Acts

1. Members shall not engage in the following prohibited acts:

   (1)

   Registering false information.

   (2)

   Registering multiple accounts.

   (3)

   Lending ID and password to others.

   (4)

   Using another Member's ID and password.

   (5)

   Trading without required permits or registrations.

   (6)

   Listing or purchasing without genuine intent.

   (7)

   Minors acting without proper consent.

   (8)

   Listing illegal vehicles.

   (9)

   Duplicate listing of the same vehicle.

   (10)

   Listing at prices significantly different from market value.

   (11)

   Deliberately misleading others about vehicle quality.

   (12)

   Selling vehicles contrary to Service purposes.

   (13)

   Purchasing without intent or ability to pay.

   (14)

   Money laundering activities.

   (15)

   Delaying or obstructing Transaction execution.

   (16)

   Impersonating the Company or third parties.

   (17)

   Using Company or third party trademarks or logos.

   (18)

   Business or advertising activities on the Service.

   (19)

   Defaming the Company or third parties.

   (20)

   Spreading rumors or using deception or force.

   (21)

   Making unreasonable demands beyond legal responsibility.

   (22)

   Using violence or threatening language.

   (23)

   Posting content unrelated to transactions.

   (24)

   Posting discriminatory content.

   (25)

   Posting antisocial or offensive content.

   (26)

   Collecting or disclosing other Members' personal information.

   (27)

   Using other Members' information for non-transaction purposes.

   (28)

   Interfering with Company servers or networks.

   (29)

   Intentionally exploiting Service defects.

   (30)

   Manipulating the Service through technical means.

   (31)

   Copying or modifying Service software.

   (32)

   Repeatedly making unnecessary inquiries.

   (33)

   Trolling or spamming.

   (34)

   Obstructing Service operations.

   (35)

   Infringing Company or third party rights.

   (36)

   Violating these Terms.

   (37)

   Violating laws, judgments, or administrative guidance.

   (38)

   Acts against public order or morals.

   (39)

   Other acts the Company deems inappropriate.

2. The Company may take the following measures against Members who engage in prohibited acts:

   (1)

   Warning.

   (2)

   Cancellation of listing or purchase.

   (3)

   Suspension of Service.

   (4)

   Cancellation of registration.

   (5)

   Other measures deemed necessary and appropriate.

Article 19 Damages and Disputes Between Members

1. Members shall compensate the Company for any damages caused by violating these Terms or using the Service.
2. The Company may withhold its obligations if Members fail to fulfill payment obligations.
3. Members shall resolve disputes with other Members or third parties at their own expense and responsibility.
4. Members shall immediately notify the Company of any claims or disputes with other Members or third parties.

Article 20 No Warranty

1. The Company does not guarantee that listed vehicles will actually be sold.
2. The Company does not guarantee the safety, reliability, accuracy, or completeness of the Service or Website.
3. The Company makes no warranties beyond those specified in these Terms.
4. Members shall verify at their own expense whether using the Service complies with applicable laws.
5. The Company is not liable for damages caused by Service interruption, suspension, termination, or changes.
6. The Company is not responsible for external websites linked from the Website.

Article 21 Disclaimer

The Company is not liable for damages suffered by Members in connection with the Service, transactions, or test drives, unless due to gross negligence. Even when liable, the Company's liability is limited to the total amount actually received from the Member in the 3 months prior to the damage.

Article 22 Ownership of Rights

All ownership and intellectual property rights related to the Website and Service belong to the Company or its licensors. The license to use the Service does not constitute transfer or license of intellectual property rights.

Article 23 Handling of Personal Information

The Company handles personal information obtained from Members in accordance with these Terms and the Company's Privacy Policy, and Members consent to this.

Article 24 Communication

1. The Company will notify Members through the Service or contact information in registration data when necessary.
2. Members shall use the inquiry form within the Service to contact the Company.

Article 25 Cancellation of Registration

1. The Company may refuse registration, suspend Service, or cancel registration if Members fall under any of the following:

   (1)

   Violation of any provision of these Terms.

   (2)

   Unable to be contacted through registered information.

   (3)

   False information in registration data.

   (4)

   Using the Service in ways that may harm the Company or others.

   (5)

   Obstructing Service operations.

   (6)

   Insolvency or inability to pay.

   (7)

   Filing for bankruptcy or civil rehabilitation.

   (8)

   Subject to seizure or provisional attachment.

   (9)

   Subject to tax delinquency disposition.

   (10)

   Lacking legal capacity.

   (11)

   Falling under Article 5(3).

   (12)

   Other cases the Company deems inappropriate.

2. Members falling under the above shall lose the benefit of time for all debts owed to the Company.
3. The Company may conduct identity verification to confirm Members do not fall under the above.

Article 26 Confidentiality

1. 'Confidential Information' means all information about the Company's technology, business, finances, organization, etc. that Members receive or learn from the Company.
2. Members shall use Confidential Information only for Service use and not disclose it to third parties without written consent.
3. Members may disclose Confidential Information pursuant to legal requirements.
4. Members shall obtain written consent before copying documents containing Confidential Information.
5. Members shall return or destroy Confidential Information upon Company request.

Article 27 Term

1. The Usage Agreement takes effect upon completion of registration and remains valid until registration cancellation or Service termination.
2. Certain provisions survive termination of the Usage Agreement.

Article 28 Service Interruption, Changes, and Termination

1. The Company may interrupt Service for maintenance, emergencies, or other necessary reasons.
2. The Company may change or terminate Service at any time based on business judgment.
3. The Company is not liable for damages caused by Service interruption, changes, or termination.

Article 29 Changes to These Terms

The Company may change these Terms as necessary. Changes will be announced on the Website or notified to Members.

Article 30 Assignment of These Terms

1. Members may not assign or transfer their position or rights under these Terms without the Company's written consent.
2. The Company may transfer its position and rights under these Terms in connection with business transfers.

Article 31 Severability

If any provision of these Terms is held invalid, the remaining provisions shall continue in effect.

Article 32 Governing Law

These Terms shall be governed by and construed in accordance with Japanese law.

Article 33 Jurisdiction

Any disputes arising from the Service shall be subject to the exclusive jurisdiction of the Tokyo Summary Court or Tokyo District Court as the court of first instance.