Terms of Use for EMETH GPU POOL Users
Scope of application
  1. These Terms of Use for EMETH GPU POOL Users (hereinafter referred to as "these Terms of Use") stipulate the relationship of rights and obligations between alt Inc. (hereinafter referred to as the "Company") and the Users of “EMETH GPU POOL” (hereafter referred to as the "Service") provided by the Company. These Terms of Use apply to the Users of the Service (hereinafter referred to as the "Users"). The "al+ID" Terms of Use, these Terms of Use, the Terms of Use for EMETH GPU POOL Suppliers (hereinafter collectively referred to as "the Company's Terms of Use") and the Privacy Policy separately established by the Company (hereinafter collectively referred to as "the Company's Terms of Use, Etc.") shall apply to the application for and use of the Service. In the event of any conflict between these Terms of Use and the "al+ID" Terms of Use, these Terms of Use shall prevail.
  2. The Company may conclude an agreement with a Service User that differs in content from these Terms of Use (hereinafter referred to as "Individual Usage Agreement"). If any provision differs between these Terms of Use and the Individual Usage Agreement, the provisions of the Individual Usage Agreement shall prevail.
  3. The User shall comply with these Terms of Use when using the Service.
  4. During the effective period of these Terms of Use, Users are permitted to utilize the Service in accordance with these Terms of Use within the scope normally expected for the Service.
  5. A User who does not agree to these Terms of Use may not use the Service. When a User starts using the Service, the User will be deemed to have agreed to these Terms of Use and services under these Terms of Use are concluded effectively with the Company.
  6. Persons listed below are prohibited from using the Service. The Users shall represent and warrant that they will not fall under any of the following in the future as well:
    1. A person who breached or was compelled to cancel the Company's Terms of Use, Etc. in the past;
    2. An organized crime group, a member thereof, a person who ceased to be a member thereof less than five years ago, a quasi-member of an organized crime group, a company related to an organized crime group, a corporate racketeer, a rogue person or group proclaiming to be a social activist, etc., an organized special intellectual crime group or any other person equivalent to any of the above (hereinafter collectively referred to as "Antisocial Force");
    3. A person or organization that has any of the following relationships with an Antisocial Force:
      1. An Antisocial Force controls the management of the organization;
      2. An Antisocial Force is substantially involved in the management of the organization;
      3. The person or organization is considered to be utilizing an Antisocial Force for the purpose of unfairly benefiting itself or a third party or causing damage to a third party;
      4. The person or organization cooperates with or is involved in the maintenance or operation of an Antisocial Force by providing it with funds, etc. or benefits or by any other means; or
      5. The person or organization has a socially condemned relationship with an Antisocial Force; or
    4. The person or organization the Company considers to be inappropriate for reasons other than the above.
Definitions of terms
Under these Terms of Use, in addition to the terms defined in the "al+ID" Terms of Use, the terms listed below shall have the meanings defined in the following provisions.
  1. The term "Service" refers to the "EMETH GPU POOL" service provided by the Company. The Service contains the provision of Instances, as defined below, by the Company to Users.
  2. The term "Instance" refers to a virtual server that runs within the Service and is also utilized as a unit for counting the number of virtual servers.
  3. The term "EMETH GPU POOL" refers to a SaaS platform that enables Users to use Host Servers provided by the Supplier in the cloud.
  4. The term "Supplier" refers to a party who participates in a distributed computing network by providing excess computing resources (hereinafter referred to as "Host Servers") to the EMETH GPU POOL.
  5. The "User Data" refers to all data uploaded or sent by the Users and all data regarding the Users generated during the use of the Service, as well as software and Confidential Information.
  6. The term "Downtime" refers to any loss or interruption for a certain period of time of the connection or disk access to the external servers, etc. provided for using the Service.
  7. The term "Downtime Period" refers to a period of Downtime (limited to cases with a duration of at least one continuous minute). A partial Downtime or intermittent Downtime of less than one minute is not included within the definition of Downtime Period.
  8. The term "Usage Agreement" refers to an agreement concluded between the Company and a User who will use the Service. Unless an Individual Usage Agreement is executed between the Company and a User, the content of the Company's Terms of Use, Etc. shall serve as a Usage Agreement for the Service.
  9. The term "Usage Fee" refers to the consideration for the use of the Service paid by Users in accordance with Article 7 of the "al+ID" Terms of Use and Article 3 of these Terms of Use.
  10. The term "Intellectual Property Rights" refers to patent rights, utility model rights, trademark rights, design rights, copyrights and other Intellectual Property Rights (including the right to obtain such rights or apply for registration of such rights).
Provision of the Service
  1. The Company shall provide the Service to Users in the following forms. The specific content and fees, etc. for the Service shall be defined on the instance price page of the Company's website.
    1. On-demand instances
      General use (provided at the regular price)
    2. Interruptible instances
      Interruptible for the convenience of the Supplier (instances provided at a discounted price)
    3. Reserved instances
  2. A form in which Users preliminarily commit to use instances for a certain period of time (three months, one year, etc.) (instances are provided at a discounted price)When a User completes the procedures for using a Host Server, an agreement will be concluded between the user and the Supplier. This agreement permits the User to utilize the Host Server provided by the Supplier in the cloud (hereinafter referred to as the "Host Server Usage Agreement"). The Supplier may not assign or provide as collateral or otherwise dispose of to any third party its rights and obligations arising under the Host Server Usage Agreement with the User.
Usage Fees and payment method, etc.
  1. The User will be required to make a deposit payment before using the Service. The deposit will be used to cover the fees incurred according to the User's usage of the Service (on a pay-as-you-go basis). Deposit payments can be made by credit card or invoice.
  2. If the Company is unable to confirm the payment of the above-mentioned Usage Fees by the due date, the User shall immediately pay the outstanding Usage Fees along with a late payment charge at an annual interest rate of 14.6%. If the Company is unable to confirm the payment of the above-mentioned Usage Fees by the due date, the Company may suspend the use of the Service or cancel the Usage Agreement with the User.
  3. If the User is unable to pay the Usage Fees set forth in Paragraph 1 for any reason, the User shall promptly notify the Company.
Cancellation and refund
  1. If the Supplier provided a service to a User that differs from the content of the User's application, the User can suspend or terminate the use of the Service by promptly notifying the Company via email or through other means specified by the Company.
  2. If the Supplier provided a service to a User that differs from the content of the User's application, the User may terminate the Usage Agreement by notifying the Company promptly via email or through other means specified by the Company.
  3. If a Downtime Period occurs after the Company received payment of the Usage Fees from a User, the User should promptly notify the Company. The Company will refund part or all of the Usage Fees according to the Downtime Period.
Term of agreement
The term of agreement for the Service shall be one year from the use commencement date (the date falling on the same calendar date as the use commencement date is hereinafter referred to as the "Agreement Reference Date") unless otherwise prescribed. The term of agreement shall be automatically extended for an additional one year unless the User completes the cancellation procedures with the Company by the Agreement Reference Date of the year following the use commencement date. The same shall apply to any subsequent extended period. If the User has an outstanding Usage Fee, the obligation to pay the same shall persist even after the completion of the procedures for cancellation in accordance with this provision.
Disclaimers and non-warranties
  1. As a prerequisite for the Company to provide the Service, the User shall, at his/her own responsibility and expense, prepare an environment necessary for the use of the Service (hereinafter referred to as the "Usage Environment").
  2. The Company will provide the Service to User on condition that the User has prepared the Usage Environment, pays the Service Usage Fee without delay, and does not breach prohibited matters stipulated in the Company's Terms of Use, Etc.
  3. The Company does not guarantee that the Service will be suitable for the specific purposes of the User, that it will have the expected functions, commercial value, accuracy, usefulness, integrity and safety, and that it will be free from defects (including, but not limited to, warranties related to system access).
  4. The Company may take measures to suspend the provision of the Service at its discretion and the User shall use the Service after consenting thereto in advance. The Company shall not be liable for any damage caused by measures taken by the Company pursuant to this paragraph unless such damage is caused by the willful misconduct or negligence of the Company.
  5. The Company has no obligation to retain any data uploaded onto or generated on the Service.
  6. The Service is subject to the limitations, exclusions, and disclaimers set forth in this article to the maximum extent permitted by law. This does not constitute a waiver of warranties or other rights that may not be disclaimed by law.
  7. The User shall protect, indemnify and hold harmless the Company from all claims, damage, obligations, losses, liabilities, costs, debts and expenses (including, but not limited to, attorney's fees) resulting from the use of the User Data in the Service by the User or by anyone who uses the User's account or from any breach of the Company's Terms of Use, Etc.
  8. Unless prohibited by law, if the Company is deemed to be liable, the Company shall assume liability and make payments for any reason whatsoever, whether related to contractual acts, negligence, other improper conduct, or arising in connection with this Agreement. The payments include, but are not limited to, attorneys' fees, as well as all costs associated with any legal proceedings, trials, or appeals, whether or not litigation or arbitration has taken place. However, the maximum liability for such payments shall be limited to the total amount paid by the User to the Company as Usage Fees for the Service over the past 12 months.
  9. The Company will not be liable for any damage caused by interruptions or stoppages of the Service due to force majeure, including errors due to causes beyond the reasonable control of the Service. Suspensions or stoppages of the Service due to Force Majeure shall include the stoppage of User's software or hardware and/or third party software, hardware, or system quotas due to Downtime.
Intellectual Property Rights
  1. All Intellectual Property Rights related to the Service belong to the Company or other lawful right holders who have granted a license to the Company (hereinafter referred to as the "Company, etc." in this article). The conclusion of the Service Usage Agreement or grant of a license to use the Service does not imply that the Company, etc. has licensed any Intellectual Property Rights, etc. to the Users beyond the use of the Service.
  2. Unless explicitly provided in the Company's Terms of Use, Etc., the Intellectual Property Rights and all other rights and authority concerning any and all content, such as text, images, videos, audio, and programs, provided by the Company to the Users in connection with the Service and the Company's Terms of Use, Etc. shall belong to the Company, etc.
  3. The User hereby represents and warrants to the Company that he/she has the lawful right to send any and all data entered or transmitted through the Service and that such data does not infringe the rights of any third party.
  4. If a User causes any damage through the infringement of the Intellectual Property Rights of the Company, etc. or any third party, the User shall be liable for any resulting damage incurred by the Company, etc. or the third party.
  5. The User shall authorize the Company to use his/her name, logo, and trademarks for any intent and purpose.
Use of User Data
  1. The Company shall manage User Data in accordance with the Company's Privacy Policy.
  2. The Company shall authorize the Supplier to retain, transmit, reproduce and change the User Data for the purpose of providing the Service to Users.
  3. The User shall be fully responsible for his/her own User Data and acknowledge that the Company will not be responsible therefor. However, this shall not apply if the User uses the paid encryption option function.
Prohibited matters
In addition to the acts set forth in Article 12 of the "al+ID" Terms of Use, the User shall not conduct, or cause a third party to conduct, any of the following acts in relation to the use of the Service:
  1. Act of breaching the Company's Terms of Use, Etc., including these Terms of Use;
  2. Criminal act or act of facilitating a criminal act;
  3. Act of fraud or intimidation directed at the Company or a third party;
  4. Act against public policy;
  5. Act of providing benefits to or otherwise being involved with Antisocial Forces;
  6. Act of infringing the Company's or a third party's Intellectual Property Rights, portrait rights, privacy rights, reputation or other rights or interests;
  7. Act of defaming the Company or any third party;
  8. Act of providing false registration information;
  9. Act of pretending to be a third party;
  10. Act of using other Users' account with or without their consent;
  11. Act of collecting account information, etc. of other Users with or without their consent;
  12. Acts of copying, selling, publishing, or otherwise using information obtained through the Service, unless otherwise approved by the Company;
  13. Acts of using the Service for the purpose of providing benefits to a third party, unless explicitly permitted in these Terms of Use or the Usage Agreement, or otherwise approved by the Company;
  14. Acts of replicating part or all of the Service and distributing or fraudulently disclosing it to a third party;
  15. Act of illegally accessing the Company's network or systems, etc., or act of attempting to do so;
  16. Act of changing, deleting, decompiling, disassembling, or reverse engineering programs related to the Service or the Company's site;
  17. Act of interfering with the operation of the Service;
  18. Act that damages or is likely to damage the credibility of the Company;
  19. Act of causing damage, etc. to the Company or a third party; or
  20. Other acts considered inappropriate by the Company.
Measures against breaches of the terms of use
  1. If the Company determines that a User has breached or is likely to breach these Terms of Use, or is engaging in an inappropriate act, the Company may, without prior notice, prohibit any access to the Service by the User or delete all or part of the information provided by the User to the Company in connection with the Service.
  2. The Company shall not be liable for any damage caused to the User due to any measures taken by the Company pursuant to the preceding paragraph.
Deletion upon termination of agreement
Upon cancellation, the User shall be responsible for deleting all of his/her data (including the existing backups) from the Service system. If the Company is requested by a User to retain such data prior to cancellation, the Company may do so. However, this does not guarantee that the Company will always retain User's data.
Notification of incidents
If the Company becomes aware of any data security issues in relation to the provision of the Service, it will promptly notify Users in an appropriate manner and take reasonable measures to ensure their safety. If a security issue arises due to reasons not attributable to the Company, the Company shall not be liable and has no obligation to check for damage to or the outflow of all data, including User Data.
Severability
Even if any provision of these Terms of Use or any part of any provisions is deemed to be invalid under laws and regulations, etc., the remaining portion shall continue to be effective.
Changes to these Terms of Use
The Company may change these Terms of Use as necessary from time to time by posting notice of such change at appropriate locations on the websites or applications operated by the Company. If a User starts to use the Service following any changes to these Terms of Use, the User shall be deemed to have agreed to the changes thereto. The Company shall not be liable for any damage incurred by the User as a result of any amendment or changes to these Terms of Use unless the damage was caused by the willful misconduct or negligence of the Company.
Matters not stipulated
For any matter not provided herein or any question regarding the interpretation hereof, the User shall contact the Company and follow its instructions. If such matters are not resolved, the parties hereto shall endeavor to promptly resolve them through deliberation, guided by the principles of good faith and trust.
Language
The Japanese version of these Terms of Use shall be the original. Even if an English translation of these Terms of Use is made for reference purposes, only the Japanese original shall be effective as a contract and such English translation shall not be effective.
Governing law and jurisdiction
These Terms of Use shall be construed in accordance with the laws of Japan. Any dispute arising between the User an the Company shall be submitted to the exclusive jurisdiction of the Tokyo Summary Court or the Tokyo District Court as the court of first instance, depending on the details of the dispute.