Terms and Conditions

Agreement to Terms

These Terms and Conditions constitute a legally binding agreement between you and Visionhelm. By accessing our website, enrolling in our courses, or using any of our services, you accept and agree to be bound by these terms in their entirety.

If you disagree with any part of these terms, you must immediately cease using our services. Your continued use signifies your acceptance of these terms and any subsequent modifications we may make.

These Terms and Conditions work in conjunction with our Terms of Service and Privacy Policy to form the complete legal framework governing your relationship with Visionhelm.

User Obligations and Responsibilities

General Conduct

As a user of our services, you agree to:

• Conduct yourself professionally and respectfully toward instructors, staff, and fellow participants
• Attend scheduled sessions punctually and participate actively in course activities
• Complete assigned work and projects to the best of your ability
• Respect the intellectual property and creative work of others
• Maintain confidentiality of proprietary teaching methods and materials
• Provide accurate information in all communications and submissions

Prohibited Activities

You explicitly agree not to:

• Engage in any form of harassment, discrimination, or disruptive behavior
• Copy, record, or distribute course materials without authorization
• Use our facilities or resources for unauthorized commercial purposes
• Misrepresent your credentials, experience, or association with Visionhelm
• Engage in plagiarism or submit others' work as your own
• Interfere with the learning experience of other participants

Legal Compliance

You are responsible for ensuring that your use of our services complies with all applicable local, national, and international laws and regulations. This includes but is not limited to copyright laws, privacy laws, and regulations governing educational services in Japan.

Indemnification

You agree to indemnify, defend, and hold harmless Visionhelm, its officers, instructors, employees, and agents from any claims, damages, losses, liabilities, and expenses (including legal fees) arising from your violation of these terms, your use of our services, or your violation of any rights of another party.

Disclaimers and Limitation of Liability

Educational Outcomes

Our courses provide education and guidance in film directing techniques and practices. However, we make no guarantees regarding specific outcomes, including employment opportunities, creative success, or career advancement in the film industry. Your results depend on numerous factors including your dedication, talent, market conditions, and opportunities beyond our control.

Disclaimer of Warranties

Our services are provided on an "as is" and "as available" basis. To the fullest extent permitted by law, we disclaim all warranties, express or implied, including but not limited to:

• Warranties of merchantability or fitness for a particular purpose
• Warranties regarding the accuracy, completeness, or currentness of content
• Warranties that our services will be uninterrupted, secure, or error-free
• Warranties regarding the quality or reliability of any information obtained through our services

Limitation of Liability

To the maximum extent permitted by Japanese law, Visionhelm and its officers, instructors, employees, and agents shall not be liable for:

• Any indirect, incidental, special, consequential, or punitive damages
• Loss of profits, revenue, data, or business opportunities
• Damages arising from your inability to use our services
• Any errors, mistakes, or inaccuracies in content or materials

In any event, our total liability to you for all claims arising from or related to our services shall not exceed the amount you paid us for the specific course or service giving rise to the claim, or ¥50,000, whichever is less.

Assumption of Risk

You acknowledge that participation in film directing courses involves certain inherent risks, including physical activity on film sets, use of equipment, and collaborative creative work. You voluntarily assume all risks associated with your participation and release Visionhelm from liability for injuries or damages that may occur during course activities, except where such injuries result from our gross negligence or willful misconduct.

Termination and Suspension

Our Right to Terminate

We reserve the right to suspend or terminate your access to our services at any time, with or without notice, for conduct that we believe:

• Violates these Terms and Conditions or our other policies
• Harms or could harm other users, instructors, or our business
• Creates legal liability or violates applicable laws
• Disrupts the learning environment or course operations

Effects of Termination

Upon termination of your access, your right to use our services immediately ceases. You remain responsible for any outstanding payments owed to us. We may, at our discretion, provide a pro-rated refund for prepaid but unused services, depending on the circumstances of termination.

Your Right to Terminate

You may terminate your relationship with us at any time by ceasing to use our services and, if enrolled in a course, following our withdrawal procedures. Refunds for course withdrawals are governed by the cancellation policy outlined in our Terms of Service.

Dispute Resolution and Governing Law

Governing Law

These Terms and Conditions are governed by and construed in accordance with the laws of Japan, without regard to conflict of law principles. Any legal action or proceeding arising under these terms shall be brought exclusively in the courts located in Tokyo, Japan, and you consent to the personal jurisdiction of such courts.

Informal Resolution

If you have a concern or dispute with us, you agree to first attempt to resolve the issue informally by contacting us at info@stemshadowatelier.com with a detailed description of the problem. We will make good faith efforts to resolve disputes through direct communication.

Formal Proceedings

If informal resolution is unsuccessful, any disputes arising from these terms or your use of our services shall be resolved through binding arbitration in Tokyo, Japan, in accordance with the Commercial Arbitration Rules of the Japan Commercial Arbitration Association. The arbitration shall be conducted in English or Japanese as mutually agreed. Judgment on the arbitration award may be entered in any court having jurisdiction.

Class Action Waiver

To the extent permitted by law, you waive any right to participate in a class action lawsuit or class-wide arbitration against Visionhelm. All disputes must be brought in your individual capacity and not as a member of any purported class or representative proceeding.

General Provisions

Entire Agreement

These Terms and Conditions, together with our Terms of Service, Privacy Policy, and Cookie Policy, constitute the entire agreement between you and Visionhelm regarding your use of our services and supersede all prior agreements and understandings.

Severability

If any provision of these terms is found to be unlawful, void, or unenforceable by a court of competent jurisdiction, that provision shall be deemed severable and shall not affect the validity and enforceability of the remaining provisions.

Waiver

Our failure to enforce any right or provision of these terms shall not constitute a waiver of such right or provision. No waiver of any term shall be deemed a further or continuing waiver of such term or any other term.

Assignment

You may not assign or transfer these terms or your rights and obligations under them without our prior written consent. We may assign these terms and our rights without restriction, including to any successor or acquiring entity in the event of a merger, acquisition, or sale of assets.

Force Majeure

Neither party shall be liable for failure to perform obligations under these terms due to circumstances beyond reasonable control, including natural disasters, acts of government, war, terrorism, epidemics, or other force majeure events. We will make reasonable efforts to resume performance as soon as practicable.

Modifications to Terms

We reserve the right to modify these Terms and Conditions at any time. We will notify you of material changes by posting the updated terms on our website and updating the "Last updated" date. Your continued use of our services after changes are posted constitutes acceptance of the modified terms.

Survival

Provisions of these terms that by their nature should survive termination shall survive, including ownership provisions, warranty disclaimers, indemnification obligations, and limitations of liability.