Chapter 1General
Article 1(Purpose and Scope of Application)
1.The purpose of these Terms of Use (these “Terms”) is to prescribe the rights and obligations between the providers and the user (“User”) of the GPU computing infrastructure service “GPUSOROBAN” (the “Service”) provided by HIGHRESO Inc. (“HIGHRESO”) and HIGHRESO Kagawa Inc. (“HIGHRESO Kagawa;” HIGHRESO and HIGHRESO Kagawa shall hereinafter collectively be referred to as the “Companies”) on the Companies’ website, and the terms and conditions of use of the Service.
Please note that while the Service includes both the service provided by HIGHRESO and the AI supercomputer cloud service provided by HIGHRESO Kagawa, these Terms shall apply to the User only regarding the User’s contractual relationship with the relevant provider, either HIGHRESO or HIGHRESO Kagawa, i.e., the party providing the Service to be used by the User, and no contractual relationship shall be formed between the User and the non-relevant provider, either HIGHRESO or HIGHRESO Kagawa, i.e., the party not providing the Service to be used by the User.
2.These Terms shall commonly apply to all Users who use the Service.
3.Under the Service, individual terms such as terms and conditions, precautions, or software license terms (the “Individual Conditions”) may be prescribed in relation to individual services and functions that may be offered within the Service (the “Individual Services”). When using the Individual Services, the User shall check the Individual Conditions on each occasion and agree that the Individual Conditions constitute part of these Terms before using the Individual Services.
4.The User shall understand and comply with these Terms.
Article 2(Amendment of these Terms)
1.the Companies may change these Terms by announcing or notifying in advance the contents of the revised Terms and the timing of the change by posting on the Company's website or by any other method deemed appropriate by the Companies, and the revised Terms shall apply on and after the date of change.
(1)if the amendment to these Terms conforms to the general interest of the users of the Service; or
(2)if the amendment to these Terms does not run afoul of the purpose of these Terms, and it is reasonable in light of the circumstances concerning the amendment such as the necessity of the amendment, the appropriateness of the details of the amended conditions, and the details of the amendment.
2.When the Companies change privacy policy, the Companies shall comply with laws and regulations, such as obtaining the consent of the individual in cases where such consent is required by law.
Chapter 2Service Use Agreement
Article 3(Service Use Agreement)
1.An individual or corporation wishing to use the Service may apply to the Companies for the use of the Service after agreeing to these Terms and providing the Companies with the registration information designated by the Companies.
2.The Companies shall determine whether or not to approve applications from an individual or corporation submitted pursuant to the preceding paragraph, based on the Companies’ standards. At the time of approval by the Companies, a service use agreement (the “Service Use Agreement”) based on these Terms shall be formed between the individual or corporation and the Companies.
3.If the Companies do not approve the use of the Service, the Companies shall not be obligated to explain the reason to the individual or corporation that applied for the use.
4.The Companies may deny approval for the use of the Service if any of the conditions set forth in the following items applies to the individual or corporation that has applied for the use of the Service:
(1)the application for the Service includes false information or omissions or errors in its descriptions;
(2)the applicant does not have a valid email address;
(3)the application is made in the name of a non-existent person or another individual/corporation;
(4)the applicant is a minor, an adult ward, a person under curatorship, or a person under assistantship, and has not obtained consent from their legal representative, guardian, curator, or assistant.
(5)the applicant has previously violated these Terms or any agreements or the like relating to any of the Companies’ services, is/was subject to usage restriction (deletion or hiding of data, temporary suspension of use) or cancellation of the Service Use Agreement regarding all or part of the Service at present or in the past, or is related to an individual/corporation that meets any of the above criteria;
(6)the Companies reasonably determine that the applicant constitutes anti-social forces, etc., (an organized crime group, organized crime group member, right-wing organization, anti-social forces, or other similar persons), or is interacting with or involved with anti-social forces, etc., including cooperating with or being involved in the maintenance, operation, or management of anti-social forces, etc., through the provision of funds or other means; and
(7)if the Companies reasonably determine that the use of the Service is not appropriate.
5.If the Companies enable a User to use the Service immediately upon the registration for the Service, a Service Use Agreement based on these Terms as its basis shall be formed between the User and the Companies upon completion of registration for use. However, in this case, the Companies shall have the right to revoke the Service Use Agreement if any of the conditions set forth in the items of the preceding paragraph applies to the User.
Article 4(Change of Registration Information)
1.If there is any change in the registration information, the User shall notify the Companies without delay using the method designated by the Companies, and shall ensure that the validity of the registration information is continuously maintained.
2.If the User incurs damage due to circumstances such as the inability to receive notifications from the Companies to the User as a result of the User failing to perform the obligation set forth in the preceding paragraph, the Companies shall not be liable for any of such damage.
Article 5(ID and Password)
1.The User shall strictly manage the ID and password used for the use of the Service at the User’s own responsibility and shall not divulge them to, or otherwise allow them to be known by, a third party.
2.The User shall not allow a third party to use, or assign, lend or otherwise transfer to a third party, the ID and password.
3.Use of the Service with the ID or password shall be deemed to be use of the Service by the User, and the User shall be responsible for all such use. In addition, the User shall be solely liable for any disadvantage resulting from the ID or password being inadequately managed, divulged, or otherwise allowed to be known.
Article 6(Suspension of Service, etc.)
1.The Companies may suspend or interrupt the provision of all or part of the Service without prior notice to the User under any of the following circumstances:
(1)if the Companies implements planned or emergency maintenance of the system, communication lines, etc.;
(2)if it becomes difficult to provide the Service due to a failure of the system, communication lines, etc., or excessive access concentration ;
(3)if it becomes difficult to provide the Service due to attacks or wrongful acts by a third party, including unauthorized access, hacking, etc.;
(4)if it becomes difficult to operate the Service due to natural disasters such as earthquakes, typhoons, floods, storms, and lightning strikes, or power outages, outbreaks of infectious diseases, wars, civil disturbances, riots, or other force majeure;
(5)If the provision of the Service becomes impossible or difficult (including cases of practical difficulty) due to orders, guidance, etc. by administrative or judicial agencies;
(6)if the User violates any of the provisions of these Terms, or if the Companies reasonably determine that there is a risk of such violation, and the Companies conducts the suspension or interruption only regarding the User;
(7)if the User does not respond, without delay, to the Companies’ inquiries or other communications requesting a reply; and
(8)if it otherwise becomes difficult to continue to provide the Service due to unforeseen circumstances.
2.In addition to the circumstances set forth in the preceding paragraph, the Companies may suspend the provision of all or part of the Service by issuing a public notice on the website that grants a period of advance notice or by notifying the User directly.
3.The User agrees in advance that the Companies shall not be liable for any damages arising from the suspension or interruption of the provision of all or part of the Service in accordance with this Article.
Article 7(Cancellation, etc.)
1.The Companies may delete or hide the data, temporarily suspend the use of the Service, or cancel the Service Use Agreement regarding the User without prior notice or demand under any of the following circumstances:
(1)if the User violates any of the provisions of these Terms;
(2)if it is found that the registration information contains false information, or if the identity of the User cannot be verified;
(3)if the User has become subject to suspension of payment or has become insolvent, or if a petition for commencement of bankruptcy proceedings, civil rehabilitation proceedings, corporate reorganization proceedings, special liquidation, or similar proceedings has been filed regarding the User;
(4)if the User has not used the Service for six months or more;
(5)if the User does not respond to the Companies’ inquiries or other communications requesting a reply for 30 days or more;
(6)if any of the items of Article 3, paragraph 4 applies; or
(7)if the Companies deem it inappropriate for the User to use the Service or for the Service Use Agreement to continue.
2.If any of the circumstances set forth in the items of the preceding paragraph applies, any obligations owed by the User to the Companies shall become immediately due and payable as a matter of course, and the User shall immediately pay to the Companies the obligations in full.
Article 8(Termination)
1.The User may terminate the Service Use Agreement pursuant to the rules prescribed by the Companies.
Article 9(Change and Termination of the Service)
1.The Companies may change the content of the Service or terminate the provision of the Service for their own reasons.
2.In the event that the Companies terminate the provision of the Service, the Companies shall give prior notice to the User.
Chapter 3Fees
Article 10(Payment of Fees)
1.The Service is a paid service, and the User shall pay the prescribed fees to the Companies together with national and local consumption taxes. The type, amount, and calculation method of the fees, as well as the payment method therefor shall be separately designated by the Companies on their websites or through other methods, in addition to being included in these Terms.
2.If the User fails to pay fees or other monetary debts to the Companies, the User shall be obligated to pay the Companies delay damages at the rate of 14.6% per annum (calculated on a prorated daily basis of 365 days per year).
3.The tax rates for the calculation of national and local consumption taxes shall be those prescribed by laws.
Article 11(Modification of Fees)
1.The Companies may modify the fee rates at any time. However, if the Companies intend to increase the fees, the Companies shall notify the User thereof at least one month prior to the effective date of the new rates, and if the User does not implement the procedures for terminating the Service Use Agreement by the effective date, the User shall be deemed to have agreed to the revised fee rates.
Article 11-2(Fees Applicable when Users Utilize the Service via the Companies’ Partners)
1.This chapter shall not apply to Users who receive the Service (as modified by any additions or alterations to the content of the Service) pursuant to an agreement executed between the User and a sales partner to whom the Service is entrusted by the Companies, in which case, the User shall pay fees to the sales partner in accordance with such agreement.
Chapter 4Provision of Service
Article 12(Provision of the Service)
1.The Companies shall provide the Service in good faith pursuant to these Terms.
2.Details of the Service shall be set forth in these Terms and the Companies’ website.
Article 13(Ownership of Rights)
1.The Companies shall own the copyright, design right, trademark right, and any other intellectual property rights (the “Intellectual Property Rights”) regarding anything uploaded for the use of the Service, except for the following:
(1)the User’s material data and original files uploaded for the Service (the “Uploaded Data”); and
(2)data the User created by using the Service based on the Uploaded Data (the “Created Data”).
2.All the Intellectual Property Rights of the Companies’ websites, the Service, and all products, technologies, and programs relating thereto belong to the Companies or third parties that have licensed them to the Companies. The User shall not unjustly reproduce, obtain, or repurpose them without the permission of the Companies, and in the event that such an act is committed, the User shall be liable to compensate for all damage (including reasonable attorney’s fees) incurred by the Companies as a result thereof.
3.If an error occurs during the use of the Service, the User shall allow the Companies to use the data set forth in (1) and (2) of paragraph 1 of this article for the purpose of improving the Service, as an exception.
Article 14(Data Storage)
1.The Service is not an online storage service, and the Companies shall not be obligated to store any Uploaded Data or Created Data of the User. The User shall store the data at their own responsibility.
Article 15 (Disclaimer)
1.The Companies do not warrant the following, nor shall they be liable therefor:
(1)the Service fits the specific purpose of the User;
(2)the Service has the functions, commercial value, accuracy, and usefulness expected by the User;
(3)the Service will be available continuously and permanently;
(4)the Service is complete and free from malfunctions;
(5)the Service properly operates when it is used with any other hardware, software, system, or data;
(6)incompleteness, malfunctions, or defects of the Service, if any, will be corrected; and
(7)the Service or anything made available by the Service is free of viruses or other harmful elements.
2.The User shall resolve any disputes that may arise between the User and either other Users or third parties regarding the Service or the websites of the Companies at the User’s own responsibility.
Article 16(Scope of Coverage)
1.The Companies shall not be liable to compensate for such portion of damage incurred by the User in relation to the Service due to reasons attributable to the Companies that exceeds the usage fee payable for the previous month immediately prior to the occurrence of the damage; further, the Companies shall not be liable to compensate for any incidental, indirect, special, or future damage, or for damage relating to lost profits. However, the above shall not apply if the Companies have committed intentional misconduct or have been grossly negligent.
2.Under these Terms, the reasons set forth in the following items shall be deemed reasons not attributable to the Companies (however, reasons not attributable to the Companies shall not be limited to these reasons), and the Companies shall not be liable for any damage incurred by the User due to these reasons:
(1)implementation of planned or emergency maintenance of systems, communication lines, etc.;
(2)a failure of the system, communication lines, etc., or excessive access concentration;
(3)attacks or wrongful acts by a third party, including unauthorized access, hacking, etc.;
(4)malfunctions of the User’s equipment or related items;
(5)malfunctions of the software (including that prepared by the Companies or the User);
(6)changes in the User’s environment, malfunctions in the settings made by the User to the Service environment, computers, etc.;
(7)improper or unauthorized operations;
(8)natural disasters such as earthquakes, typhoons, floods, storms, and lightning strikes, or power outages, outbreaks of infectious diseases, wars, civil disturbances, riots; and
(9)an orders, guidance, etc. by administrative or judicial agencies due to which the provision of the Service becomes impossible or difficult (including cases of practical difficulty).
2.The provisions of this Article shall apply regardless of the nature of the cause of liability, such as default or tort, and shall apply to all of the liability of the Companies in connection to the Service.
Article 17(Confidentiality)
1.The User and the Companies shall treat any information received from the other party in relation to the Service as confidential information and shall not disclose or divulge it to a third party, except with the prior written consent of the other party.
However, the above shall not apply if any of the following items applies:
(1)if the information becomes publicly available through no fault of the party that received the information;
(2)if information is obtained by the party from a third party on a non-confidential basis;
(3)if the information had been duly held by the party before it was obtained from the other party;
(4)if the information has been developed by the party independently of the information of the other party; or
(5)if the party is obligated to disclose the information to a public agency pursuant to laws or regulations.
2.The User and the Companies shall comply with the obligations set forth in this article for additional three years after the termination of the Service Use Agreement.
Article 18(Handling of User Information)
1.The Companies will handle the User’s information in accordance with the provisions of the Privacy Policy separately prescribed by the Companies.
2. The User agrees in advance that the Companies will handle the User’s information in accordance with the Companies’ privacy policies.
3.The Companies will be able to use the information, data, etc. provided by the User to the Companies for purposes such as improving the Companies’ services, or to provide it to third parties, respectively, as statistical information in a form that does not identify individual Users.
4.The User agrees in advance that the Companies will use the usage status of the Service and other information obtainable in relation to the User’s use of the Service for purposes such as improving the Companies’ services, and shall not raise any objection thereto.
Article 19(Prohibited Matters)
1.In relation to the use of the Service, the User shall not engage in any of the acts set forth in the following items:
(1)acts that violate laws or regulations;
(2)using the Service to influence others’ decisions or behavior by such means as deceiving, confusing, or manipulating the psychology of others, including by spreading false, incorrect, or biased information;
(3)criminal acts, or using the Service for the purpose of promoting or facilitating crimes;
(4)using the Service for the purpose of infringing on human rights of others, such as (i) discrimination and harassment based on race, ethnicity, religion, nationality, origin, gender, gender identity, sexual orientation, age, disability status, disease, etc., and (ii) forced labor, child labor, etc.;
(5)using the Service for military purposes (excluding the use for purposes relating to defense of Japan);
(6)creating, transmitting, storing, or distributing content that is illegal, harmful, or fraudulent, or that infringes upon the rights of a third party;
(7)acts that contravene public order and good morals;
(8)acts that infringe upon the Intellectual Property Rights, portrait right, privacy right, honor, or other rights or interests of a third party;
(9)transmitting information that contains computer viruses or other harmful computer programs to a third party;
(10)engaging in activities that place excessive loads on the network, system, etc. relating to the Service;
(11)reverse engineering, or other acts of analysis, of the software or other system provided by the Companies;
(12)acts that may interfere with the provision of the Service;
(13)attacking the network, system, etc. of the Companies or a third party, including by obtaining unauthorized access thereto;
(14)impersonating a third party;
(15)wrongfully obtaining, misusing, or divulging the IDs or passwords of other users of any services provided by the Companies;
(16)promoting, advertising, solicitating, or marketing the Service in a manner not authorized in advance by the Companies;
(17)providing benefits to antisocial forces, etc.;
(18)making false declarations to the Companies;
(19)acts that directly or indirectly cause or facilitate any of the acts set forth in the preceding items; or
(20)any other acts that the Companies reasonably deem inappropriate.
Article 20(Deletion of the Uploaded Data, etc.)
1.The User shall have completed deletion of the Uploaded Data and the Created Data at the User’s responsibility at the time the Service Use Agreement is terminated.
2.the Companies may delete instances in accordance with the following items; and if the instance is deleted, all of the Uploaded Data and the Created Data shall become unretrievable:
(1)For monthly payment agreements (including individual long-term agreements):
The Companies may delete instances following the termination of the relevant agreement.
(2)For variable-fee agreements:
the Companies may delete instances after 45 days from the User’s operation of deletion or suspension of said instances.
3.Notwithstanding the termination of the Service Use Agreement, the Companies may retain the information set forth in the following items:
(1)information used for customer management, business partner management, and billing management;
(2)information related to inquiries and questions regarding the Service; and
(3)information that the Companies are authorized to use under the Service Use Agreement;
4.The Companies shall not be obligated to store the data set forth in the preceding paragraph, and may delete the data at any time without providing notification.
Article 21(Elimination of Anti-Social Forces, etc.)
1.At the time of commencement of the Service Use Agreement and during the term thereof, the User represents that neither the User nor any of its representatives, officers, or persons substantially controlling its management in the case of a corporation falls under the category of antisocial forces, etc. (which includes organized crime groups, organized crime group members, companies associated with an organized crime group (bouryokudan-kankei-kigyou), corporate extortionists (sokaiya), rogue persons or groups that claiming to besocial activists (shakai undo hyobo goro), and organized special intellectual crime groups (tokushu chinou boryoku shudan)). Further, the User undertakes that it will not fall under the category of antisocial forces, etc. in the future.
2.If the Companies determine that an investigation is necessary to determine the applicability of the preceding paragraph, the Companies may request that the User cooperate with the investigation at any time, regardless of whether before or after the commencement of the Service Use Agreement, and the User shall submit any necessary materials for the investigation.
3.In the event that the User violates the provisions of this article, the Companies may cancel the Service Use Agreement and all agreements relating thereto without making any demand or undertaking other procedures. In this case, the Companies shall not be required to provide compensation or indemnification to the User even if damage is incurred by the User. In addition, in the event that any damage is incurred by the Companies, the User shall compensate for the damage.
Chapter 5Miscellaneous
Article 22(Notices, etc.)
1.Inquiries, communications, or notices (“Notices” in this article) from the User to the Companies and Notices from the Companies to the User (including Notices relating to amendments of these Terms) shall be made using the method designated by the Companies.
2.If the Companies send Notices to the email address or other contact address having been registered by the User, the User shall be deemed to have received any Notices sent to such address.
Article 23(Transfer, etc. of Contractual Status, etc. )
1.The User shall not be entitled to transfer or provide as security to a third party, or otherwise dispose of, any of its status, rights, and obligations under the Service Use Agreement, without the Companies’ prior written consent.
2.In the event that the Companies transfer the business relating to the Service to another company, the Companies may transfer any of their status, rights, and obligations under the Service Use Agreement in relation to the business transfer.
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Article 24(Severability)
1.In the event that all or part of any of the provisions of these Terms are held invalid pursuant to laws, regulations, or other rules, the remaining provisions of these Terms shall remain valid and in effect.
Article 25(Governing Law and Jurisdiction)
1.These Terms and the Service Use Agreement shall be governed by the laws of Japan.
2.Any dispute arising out of or in connection with these Terms or the Service Use Agreement shall be subject to the exclusive jurisdiction of the Tokyo District Court or the Tokyo Summary Court, by agreement.
Date of Enactment: March 5, 2020
Date of Revision: October 10, 2024
Date of Revision: May XX, 2025
Individual Conditions
If the User uses the Remote Workstation service the Companies provide, Individual Conditions set forth in Article 1, paragraph 3 of the Terms of Use of GPUSOROBAN include without limitation the following:
(i)End User License Terms (Microsoft)Download URL
(ii)End User License Agreement (Splashtop)Download URL
Date of Update: May 24, 2023
Date of Update: May XX, 2025