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Tabi Life — Platform Terms & Conditions

These Platform Terms & Conditions (these "Terms") are issued by Tabi Life K.K. ("Tabi Life") and apply to every client (the "Client") that uses the Platform (as defined in Article 3) under the Tabi Life Master Service Agreement and the Order Forms executed under it, or under any other agreement with Tabi Life (each, together with its Order Forms and Service Schedules, the "Agreement"), as follows.

Article 1 (Purpose and Scope)

1. These Terms set out who owns, and who may use, the Platform and the data created, generated or stored in it.

2. These Terms apply to all use of the Platform by the Client and its officers, employees and contractors ("Users"). The Client is responsible for its Users' compliance with these Terms.

Article 2 (Relationship to the Agreement)

1. These Terms supplement the Agreement and form part of it. They clarify and supplement the Article of the Agreement titled "Intellectual Property" (Article 9 of the Master Service Agreement), in particular the provisions on "Tabi Life's Know-How" and "System Data."

2. On the ownership, use and licensing of System Data, Articles 9.5 through 9.9 of the Agreement and these Terms apply together, and in the event of conflict Articles 9.5 through 9.9 of the Agreement prevail. On all other matters, in the event of any conflict between these Terms and the Agreement, the Agreement prevails. Where the Agreement is the Tabi Life Master Service Agreement, "System Data" in these Terms has the meaning given in Article 9.5 of that Agreement, which incorporates the definition in Article 3(2) of these Terms.

3. Capitalized terms not defined in these Terms have the meanings given to them in the Agreement.

Article 3 (Definitions)

In these Terms, the following terms have the meanings set forth below:

(1) "Platform" means all systems, software, databases, dashboards, websites, domains, application programming interfaces and other tools that Tabi Life operates or provides, including the AI Learner Dashboard, the AI Profile, GEM with AI, any client portal or CRM function, and any distribution channel or licensing interface operated or licensed by Tabi Life, together with all updates and improvements to them. The Platform forms part of the "Tabi Life Ecosystem" referred to in the Agreement.

(2) "System Data" means all data and information, in any form, that is created, generated, derived, compiled, organized or processed by or through the Platform, or by Tabi Life in performing the Services, and that is stored in the Platform. System Data includes Tags, Derived Data, question sets, prompts, scores, metrics, diagnostic results, analytics, datasets, databases and compilations. It includes such data whether or not it is based on Client Content. System Data does not include Credentials, access logs or usage logs, which are governed by Article 11.5 of the Agreement. System Data also includes the AI Profile and its content hosted on a Tabi Life domain. System Data does not include Client Content in the form provided by the Client.

(3) "Tags" means all tags, labels, classifications, categories, keywords, intents, topics, metadata and identifiers assigned or generated by or through the Platform, including anticipated question tags and follow-up questions (prompts).

(4) "Derived Data" means data produced by processing, analyzing, structuring, tagging or combining Client Content or other data by or through the Platform.

(5) "Client Content" means data, text, images, logos, trademarks and other materials that the Client or its Users provide to Tabi Life or upload to the Platform, including responses to the Discovery Questionnaire and the content of the Client's own website.

(6) "Deliverables" means the items that Tabi Life delivers to the Client in electronic form under the Article of the Agreement titled "Delivery and Acceptance," comprising (a) "Implementation Files" — files designated as such in the applicable Service Schedule, which consist of technical markup, the Client's own publicly available website content, Client Content and/or articles that Tabi Life delivers under a Module of the Service Schedule that expressly provides for them, and do not reproduce Tags, scores, question sets or other System Data as such or as a dataset (for AEO services, the llms.txt file, FAQ schema markup files and articles delivered under the AI-Generated Content Module); and (b) "Reports" — reports and analyses designated as such in the applicable Service Schedule and any other report or analysis that presents information drawn from System Data (for example, scores or Tags). Deliverables remain the property of Tabi Life and are licensed to the Client under Article 4.4. Deliverables do not include the Platform or System Data. A Report's presentation of System Data does not make the underlying System Data a Deliverable and confers no right in System Data beyond the right to use the Report as delivered under Article 4.4.

(7) "Personal Data" means information relating to an identified or identifiable individual, as defined under applicable data protection laws.

(8) "Competitor" means any person that provides AI engine optimization, AI profile, hotel data licensing or similar services that compete with the services of Tabi Life. A web developer or hosting provider engaged by the Client to install implementation files on the Client's websites is not a Competitor while acting in that capacity and bound by obligations of confidentiality.

Article 4 (Ownership of the Platform and System Data)

1. As between the Client and Tabi Life, all right, title and interest in the Platform and in all System Data, including any copyrights, know-how, trade secrets and other intellectual property rights, belong exclusively to Tabi Life, and Tabi Life alone has the right to use, control and license System Data, whether or not those rights are protected under intellectual property law.

2. System Data forms part of Tabi Life's Know-How under Article 9.2 of the Master Service Agreement. System Data is not a Deliverable and is not delivered to the Client, except to the extent presented in a Report; the Client otherwise accesses System Data only through the Platform. The licence of Deliverables under Article 9.1 of that Agreement confers no right in System Data. System Data does not constitute Confidential Information of the Client.

3. If any right in System Data vests in the Client by law or under the Agreement, the Client assigns that right to Tabi Life on its creation, free of charge. This includes the rights set forth in Articles 27 and 28 of the Copyright Act of Japan. The Client shall not exercise, and shall ensure that its Users do not exercise, any moral rights of authors against Tabi Life or its licensees with respect to System Data.

4. Copyright and all other rights in Deliverables remain with Tabi Life. The Client holds (1) a perpetual, irrevocable, royalty-free licence to use, reproduce, modify and publish the Implementation Files on websites owned or operated by or for the Client, which survives termination, and (2) for the Term of the relevant Order Form only, a non-exclusive, non-transferable licence to use the Reports for the Client's own internal business purposes, each as provided in Article 9.1 of the Master Service Agreement. Every Report is proprietary information and Confidential Information of Tabi Life. The Client shall not copy, distribute, publish or disclose any Report, in whole or in part, to any third party, including vendors, agencies, consultants, online travel agencies, data aggregators and AI providers, except to its officers, employees and professional advisers, its affiliates, and the owner, operator or management company of a property covered by an Order Form, in each case who need it for internal purposes, are bound by confidentiality and are not Competitors. The Implementation Files are not Confidential Information and may be provided to the Client's web developer or hosting provider for installation. The Client shall not extract, compile, reformat or reuse Tags, scores or other System Data presented in a Report separately from that Report, and shall not incorporate them into any other system, feed or dataset.

5. Tabi Life may use, modify, combine and exploit System Data for any purpose, including providing and improving the Platform and its services, research and development, developing new products, and licensing or distributing System Data (including the AI Profile and Tags relating to the Client, in a form that identifies the Client) to online travel agencies, AI providers, distribution partners and other third parties under Tabi Life's own arrangements. System Data so licensed or distributed consists of descriptive facts about the Client's properties and services of the kind published on the Client's websites and listings, and does not include the Client's room rates, occupancy, revenue, booking data, contract terms or other non-public commercial information. When doing so, Tabi Life shall comply with the Article of the Agreement titled "Handling of Personal Information" and any "internal only" designation made under Article 9.7 of the Agreement.

6. Tabi Life's records stored in the Platform are presumed to be accurate evidence of the System Data, unless the Client proves otherwise. In the event of a dispute, Tabi Life shall provide the Client, on request, with a copy of the records relevant to that dispute.

Article 5 (Client Content)

1. Client Content remains the property of the Client (or its licensors).

2. The Client grants Tabi Life a non-exclusive, royalty-free, worldwide, perpetual and irrevocable licence to use, reproduce, modify, translate, analyze and process Client Content in order to provide the Services and to create, maintain, update, use and license System Data. Tabi Life may sublicense this licence to its subcontractors under the Article of the Agreement titled "Subcontracting."

3. This licence survives expiration or termination of the Agreement for any reason with respect to System Data created during the term. After the Agreement ends for any reason:

(1) the licence continues for as long as needed to keep, use and license System Data that was already created;

(2) Tabi Life may continue to publish the AI Profile and other System Data, using factual information about the Client (including the Client's name, used to identify the Client) and content created by Tabi Life. Tabi Life has no obligation to remove the AI Profile;

(3) within thirty (30) days after the Agreement ends, Tabi Life shall remove from the AI Profile the Client's logos and trademarks (other than the Client's name used to identify the Client), photographs and other images provided by the Client, and text reproduced verbatim from Client Content. This item does not require removal of Tags, Derived Data or factual information;

(4) from the date the Agreement ends, Tabi Life shall not describe the AI Profile as official or as confirmed by the Client, and shall show the date on which the Client last confirmed its information;

(5) the Client may notify Tabi Life of any factual inaccuracy in the AI Profile, and Tabi Life shall correct it within a reasonable period; and

(6) except as provided in items (2) to (5), Tabi Life will not publish or license Client Content in a form that identifies the Client, except as the Client has agreed.

4. The Client represents and warrants that it has all rights needed to provide Client Content and to grant the licence in this Article.

Article 6 (Client's Right to Use the Platform)

During the Term of each Order Form, Tabi Life grants the Client a non-exclusive, non-transferable and non-sublicensable right to access and use the Platform and view System Data through the Platform, solely for the Client's own internal business purposes and in accordance with the Agreement and these Terms. System Data may be accessed and used only within the Platform. All rights not expressly granted are reserved by Tabi Life.

Article 7 (Restrictions)

Unless Tabi Life gives its prior written consent, the Client shall not, and shall ensure that its Users do not:

(1) copy, download, export, extract, reproduce, distribute, sell, license or otherwise make available the Platform or any System Data, or use System Data outside the Platform, except as permitted by Article 4.4 in respect of Reports;

(2) access or collect System Data by any robot, spider, scraper or other automated means, or get around any access control on the Platform;

(3) modify, translate, reverse engineer, decompile or disassemble the Platform, or create derivative works from the Platform or System Data;

(4) use the Platform or System Data to build, train, benchmark or improve any product, service or AI model that competes with Tabi Life, or give access to them to any Competitor;

(5) frame or mirror any part of the Platform, or deep-link to any non-public part of the Platform. Linking to the Client's AI Profile or any other publicly available page of the Platform is permitted;

(6) remove or alter any copyright, trademark or other proprietary notice on the Platform or in System Data;

(7) incorporate Tags, question sets or other System Data into any website, content management system, property management system, channel manager, booking engine, data feed or other system of the Client or of any third party; or

(8) provide Tags, question sets or other System Data, whether or not presented in a Report, to any online travel agency, metasearch service, channel manager, data aggregator, AI provider or other third party. Any distribution of System Data to third parties is made only by Tabi Life under Article 4.5.

The Client may create and publish its own content on its websites addressing topics identified in a Report or in the Platform; this is not use of System Data, provided that Tags, scores, question sets and other System Data are not reproduced as such or as a dataset.

Article 8 (Accounts and Security)

1. Tabi Life will issue login IDs and passwords ("Credentials") to the Client's Users. The Client shall keep Credentials confidential and shall not let anyone other than its Users use them.

2. The Client is responsible for all activity carried out under its Users' Credentials. The Client shall notify Tabi Life promptly if it becomes aware of any unauthorized use.

3. Tabi Life may suspend a User's access if that User breaches these Terms, or if needed to protect the security of the Platform. Tabi Life will notify the Client promptly when it does so.

Article 9 (AI-Generated Output and Availability)

1. The Platform uses artificial intelligence. Output generated by the Platform may be inaccurate or incomplete. The Client is responsible for reviewing output before publishing or relying on it. The Article of the Agreement titled "Disclaimer" also applies.

2. Tabi Life may update, change or improve the Platform and its features, provided that the Services under the Agreement are not materially reduced.

3. Tabi Life may suspend the Platform temporarily for maintenance, security or other operational reasons. It will give advance notice where reasonably possible. Tabi Life's liability for interruptions is governed by the Agreement.

Article 10 (Personal Data)

1. Nothing in these Terms gives Tabi Life ownership or use of Personal Data beyond what applicable data protection laws allow. These laws include the Act on the Protection of Personal Information of Japan and the data protection laws of each country where the Client operates or where the relevant individuals are located.

2. Where the Services include GEM with AI, GEM with AI is designed not to collect Personal Data. It does not collect names, contact details, room numbers or booking references, and does not include free-text fields. The Client shall not link data from GEM with AI to its guest records or otherwise attempt to identify any individual from that data. To the extent Personal Data is nonetheless contained in System Data, Tabi Life's rights under Article 4 apply to it only to the extent permitted by those laws, and Tabi Life may use it for its own purposes only in the form of statistical information that does not relate to any specific individual.

3. Where the Client provides Personal Data to Tabi Life, the Client shall make sure it has obtained any notices, consents or other legal basis required for Tabi Life to process that Personal Data under the Agreement and these Terms.

Article 11 (Effect of Termination)

1. When the Agreement ends for any reason, the Client's right to use the Platform under Article 6 and its licence of the Reports under Article 4.4(2) end immediately; the licence of the Implementation Files under Article 4.4(1) continues, and Tabi Life has no obligation to update or maintain them. Tabi Life keeps all rights in the Platform and System Data, subject to Article 5.3. The Client shall have no right to a copy, return, deletion or cessation of use of any System Data.

2. Tabi Life has no obligation to deliver, export or transfer System Data or Reports to the Client after termination.

3. Within thirty (30) days after the Agreement ends, the Client shall delete all copies of the Reports and any System Data in its possession, and confirm this in writing if Tabi Life asks, except that the Client may retain one archival copy of the Reports solely for its legal and record-keeping purposes, subject to Article 4.4 and the Agreement's confidentiality provisions. Article 7 continues to apply to any System Data the Client accessed during the term.

4. Articles 2.2, 3, 4, 5.2, 5.3, 6 (last two sentences), 7, 10, 11 and 14 survive termination.

Article 12 (Acceptance)

1. The Client accepts these Terms by executing an Agreement that incorporates them. These Terms take effect on the date of execution of the Agreement and apply to all System Data relating to the Client.

2. Tabi Life will keep a record of the version of these Terms accepted by each Client.

Article 13 (Changes to These Terms)

1. Tabi Life may change these Terms by giving the Client at least thirty (30) days' notice through the Platform or by email.

2. A change that is not unfavorable to the Client takes effect on the date stated in the notice.

3. A change that is unfavorable to the Client takes effect only when the Client accepts it by written or electronic agreement. Until then, the version of these Terms the Client last accepted continues to apply.

Article 14 (Governing Law, Jurisdiction and Language)

1. These Terms are governed by the laws of Japan.

2. Disputes regarding these Terms shall be resolved under the Article of the Agreement titled "Governing Law and Jurisdiction."

3. These Terms are prepared in Japanese and English. If there is any inconsistency between the two, the Japanese version prevails. Any translation into another language is for reference only.

Established: October 20, 2026 / Version 2.8

Tabi Life K.K.

Yoshizumi Building 3F, 5-77 Onoe-cho, Naka-ku, Yokohama, Kanagawa, Japan 231-0015