Terms and Conditions
Last updated: November 22, 2025
Legal Agreement and Binding Nature
These Terms and Conditions establish the legal framework governing your relationship with Palabrix Language School. By enrolling in our courses, accessing our website, or using our services in any capacity, you acknowledge that you have read, understood, and agreed to be bound by these terms.
This agreement is legally binding and enforceable under ese law. If you do not agree with any provision contained herein, you must immediately cease using our services and refrain from enrolling in our courses.
These terms supplement and should be read in conjunction with our Terms of Service and Privacy Policy. In case of conflicts between documents, these Terms and Conditions shall take precedence regarding legal obligations and liabilities.
Legal Entity Information
5-10-1 Taihei-dori, Nakagawa-ku, Nagoya, Aichi Prefecture, 454-0838User Obligations and Legal Responsibilities
1. Conduct Requirements and Behavioral Standards
As a student or website user, you are legally obligated to:
- Maintain Respectful Behavior: Treat instructors, staff, and fellow students with courtesy and professionalism at all times
- Attend Punctually: Arrive on time for scheduled classes and notify us in advance of absences when circumstances permit
- Engage Honestly: Provide truthful information during enrollment and refrain from misrepresenting your language proficiency or learning history
- Preserve Learning Environment: Avoid disruptive behavior that interferes with instruction or other students' learning experience
- Comply with Facility Rules: Follow all posted guidelines and regulations when attending in-person classes at our Osaka location
2. Prohibited Activities and Restrictions
The following activities are strictly prohibited and constitute grounds for immediate termination without refund:
- Harassment or Discrimination: Any form of harassment, bullying, discrimination, or threatening behavior toward instructors or students
- Recording Without Consent: Audio or video recording of classes, instructors, or other students without explicit written permission
- Intellectual Property Violations: Unauthorized reproduction, distribution, or commercial use of course materials, lesson content, or proprietary teaching methods
- Fraudulent Activity: Payment fraud, identity misrepresentation, or any deceptive practices in relation to enrollment or billing
- Technology Misuse: Attempting to hack, compromise, or circumvent our website security, online systems, or student databases
- Competitive Activities: Using course materials or methodologies to establish competing language instruction services
3. Content Guidelines and Communication Standards
When submitting content or communicating through our platforms:
- Ensure all submissions are appropriate, lawful, and free from offensive or harmful material
- Do not post or share content that infringes on third-party intellectual property rights
- Refrain from uploading malicious code, viruses, or content designed to disrupt services
- Respect the privacy of instructors and other students by not sharing their personal information
- Use communication channels solely for course-related purposes, not for solicitation or spam
4. Age Restrictions and Parental Consent Requirements
Enrollment in Palabrix courses is subject to the following age-related requirements:
- Students must be at least 16 years of age to enroll independently
- Students aged 16-17 require verifiable parental or guardian consent before enrollment
- Students under 18 may have restricted access to certain online features or communication platforms
- Parents or guardians of minors are responsible for monitoring their child's use of our services and ensuring compliance with these terms
Compliance and Indemnification
1. Compliance with Laws and Regulations
You agree to comply with all applicable laws and regulations, including but not limited to:
- Japanese copyright and intellectual property laws governing educational materials
- Data protection and privacy regulations applicable to personal information
- Export control laws if accessing course materials from outside Japan
- Local regulations governing educational services and consumer protection
- Tax obligations related to educational expenses and potential deductions
2. Indemnification Obligations
You agree to indemnify, defend, and hold harmless Palabrix, its instructors, employees, and agents from any claims, damages, losses, liabilities, and expenses (including legal fees) arising from:
- Your violation of these Terms and Conditions or any applicable laws
- Your misuse of course materials or infringement of intellectual property rights
- Harm caused to other students or third parties through your actions or misconduct
- False or misleading information you provide during enrollment or communication
- Your breach of confidentiality or privacy obligations
3. Privacy and Data Protection Responsibilities
You acknowledge responsibility for protecting any personal information you share with Palabrix and agree to review our Privacy Policy. You must not share login credentials, student account access, or sensitive personal information with unauthorized third parties. Any data breach resulting from your failure to maintain security may result in liability for resulting damages.
4. Third-Party Interactions
Palabrix is not responsible for interactions between students outside of official course activities. Any arrangements, agreements, or disputes between students are solely the responsibility of the involved parties. We do not mediate personal conflicts or assume liability for actions taken by students beyond our instructional environment.
Disclaimers, Warranties, and Limitation of Liability
1. Disclaimer of Warranties
Palabrix provides services on an "as is" and "as available" basis without warranties of any kind, whether express or implied, including but not limited to:
- Fitness for Purpose: We do not warrant that our courses will meet your specific learning objectives or timelines
- Uninterrupted Service: Technical issues, maintenance, or unforeseen circumstances may temporarily disrupt access to services
- Error-Free Content: While we strive for accuracy, course materials may contain minor errors or omissions
- Specific Outcomes: Language proficiency development varies by individual; we cannot guarantee specific fluency levels or certification exam success
- Third-Party Services: We are not responsible for the reliability or accuracy of third-party tools or resources recommended in our courses
2. Limitation of Liability
To the maximum extent permitted by Japanese law, Palabrix's liability is limited as follows:
- Direct Damages: Our total liability for any claim shall not exceed the amount you paid for the specific course giving rise to the claim
- Indirect Damages: We are not liable for indirect, incidental, special, consequential, or punitive damages, including lost profits, business opportunities, or emotional distress
- Third-Party Claims: We are not liable for damages arising from interactions with other students or third parties
- Technical Failures: We are not responsible for losses resulting from internet outages, device malfunctions, or compatibility issues
This limitation applies regardless of the legal theory underlying the claim, whether contract, tort, negligence, or otherwise.
3. Consequential Damages Exclusion
Under no circumstances shall Palabrix be liable for:
- Loss of employment opportunities or career advancement due to language proficiency issues
- Failure to meet visa, immigration, or academic requirements involving Spanish language competency
- Travel expenses or accommodations purchased in anticipation of achieving specific language skills
- Costs associated with taking external certification exams or assessments
- Emotional distress, anxiety, or frustration related to learning pace or outcomes
4. Force Majeure Provisions
Palabrix shall not be liable for failure to perform obligations due to circumstances beyond our reasonable control, including natural disasters, pandemics, government restrictions, utility failures, labor disputes, or other force majeure events. In such cases, we will make reasonable efforts to reschedule classes or provide alternative arrangements, but refunds may not be available.
Governing Law and Dispute Resolution
1. Governing Law and Jurisdiction
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 from or related to these terms shall be brought exclusively in the competent courts of Osaka, Japan. You hereby consent to the personal jurisdiction of such courts and waive any objection to venue.
2. Dispute Resolution Procedures
Before initiating legal proceedings, parties agree to the following dispute resolution process:
- Direct Communication: Contact Palabrix in writing to describe the dispute and proposed resolution
- Good Faith Negotiation: Both parties will attempt to resolve disputes through direct negotiation for at least 30 days
- Mediation Option: If negotiation fails, parties may agree to non-binding mediation before pursuing litigation
- Legal Action: Only after exhausting these preliminary steps may formal legal proceedings commence
3. Waiver of Class Action Rights
You agree that any disputes shall be resolved on an individual basis. You waive the right to participate in class actions, consolidated proceedings, or representative actions against Palabrix. Each party may bring claims against the other only in an individual capacity.
4. Statute of Limitations
Any claim or cause of action arising from or related to these Terms and Conditions or your use of Palabrix services must be filed within one year after the claim or cause of action arose, otherwise such claim is permanently barred.
Severability, Amendments, and General Provisions
1. Severability Clause
If any provision of these Terms and Conditions is determined to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such determination shall not affect the validity or enforceability of the remaining provisions. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable while preserving the parties' original intent.
2. Terms Modification Policy
Palabrix reserves the right to modify these Terms and Conditions at any time. Changes will be communicated as follows:
- Updated terms will be posted on our website with a revised "Last updated" date
- Enrolled students will receive email notification of material changes
- Continued use of our services after changes are posted constitutes acceptance of modified terms
- If you disagree with modifications, you must discontinue using our services and may be entitled to a pro-rated refund of unused course fees
3. Entire Agreement
These Terms and Conditions, together with our Terms of Service, Privacy Policy, Cookie Policy, and any enrollment agreement you execute, constitute the entire agreement between you and Palabrix regarding your use of our services. These documents supersede all prior or contemporaneous understandings, agreements, representations, and warranties, whether written or oral.
4. No Waiver
Failure by Palabrix to enforce any provision of these Terms and Conditions shall not constitute a waiver of that provision or our right to enforce it in the future. No waiver shall be effective unless made in writing and signed by an authorized representative of Palabrix.
5. Assignment
You may not assign or transfer your rights or obligations under these Terms and Conditions without our prior written consent. Palabrix may assign these terms to any successor entity in the event of a merger, acquisition, or sale of substantially all assets.
6. Survival of Terms
Provisions relating to intellectual property, confidentiality, indemnification, limitation of liability, and dispute resolution shall survive termination or expiration of these Terms and Conditions and your relationship with Palabrix.
Acknowledgment of Understanding
By enrolling in Palabrix courses or using our services, you acknowledge that:
- You have read and understood these Terms and Conditions in their entirety
- You have had the opportunity to seek independent legal advice if desired
- You voluntarily agree to be bound by all provisions contained herein
- You understand that these terms constitute a legally enforceable agreement
- You accept the limitations on liability and disclaimers of warranties described above
Legal Inquiries and Questions
If you have questions about these Terms and Conditions or require clarification of any provision, please contact us. We recommend consulting with legal counsel if you have concerns about your rights or obligations under this agreement.
Email: info@orchidhavenstudio.com
Phone: +81 6-6347-8521
Address: Palabrix5-10-1 Taihei-dori, Nakagawa-ku, Nagoya, Aichi Prefecture, 454-0838