July 1, 2025
These Cloud Automator Service Terms of Use (hereinafter referred to as "these Terms of Use") shall apply to all persons (hereinafter referred to as "Contractors") who use the "Cloud Automator" service (hereinafter referred to as "the Service") provided by Serverworks Co., Ltd. (hereinafter referred to as "the Company").
If the Company changes these Terms of Use, the Company shall specify the effective date of the revised Terms of Use, and the Company shall announce in advance the fact that these Terms of Use will be changed, the contents of the revised Terms of Use, and their effective date on the Company's website. If the Contractor does not agree to the changes to these Terms of Use, the Contractor may terminate this Agreement until the changes to these Terms of Use become effective. However, if the Contractor uses the Service after the changes to these Terms of Use, the Contractor shall be deemed to have agreed to such changes. Unless otherwise specified, the revised Terms of Use shall become effective from the announced effective date.
Unless otherwise stipulated in these Terms of Use, the Contractor shall establish a usage agreement based on these Terms of Use (hereinafter referred to as "this Usage Agreement") and be able to use the Service by inputting the necessary information specified by the Company and by the Contractor agreeing to these Terms of Use. However, if the Contractor falls under any of the following items, the Company may not accept the Contractor's application for use:
The Contractor shall be obligated to (1) register true and accurate information and (2) correct registered content to keep it up-to-date with respect to the Contractor's registration information for the Service.
The Contractor shall bear all responsibility for the use and management of the Service's login ID and password. If a login is made with a combination of login ID and password that matches the Contractor's registration information for the Service, the Company shall deem the use to be by the Contractor who registered that login ID.
5.1 To provide the Service, the Company shall retain the Contractor's Amazon Web Services account information (Account Number, Access Key ID, and Secret Access Key, collectively referred to as "AWS Account Information") within the Service for the purposes of (1) enabling the Contractor to directly use Amazon Web Services provided by Amazon Web Services, Inc. (hereinafter referred to as "Amazon Web Services") through the functions of the Service, and (2) checking the operating status of servers running on Amazon Web Services (hereinafter referred to as "AWS Servers") and displaying and managing them within the Service.
5.2 The Contractor shall consent to the Company implementing necessary permission settings for the provision of the Service.
5.3 The Company shall use the Contractor's AWS Account Information solely for the purposes of this Article and shall not use it in any manner inconsistent with the functions of the Service.
6.1 Regarding AWS Servers operated using the Service, the Contractor shall comply with the terms and conditions stipulated by Amazon Web Services, Inc., and the Company shall bear no responsibility whatsoever. The Contractor shall be responsible for performing backup, monitoring, and other settings or operational confirmations related to such AWS Servers.
6.2 The Contractor shall bear all costs related to the use of the Service (including costs for equipment and devices, software, etc., telecommunication line usage fees, and Amazon Web Services usage fees, etc.).
All intellectual property rights and all other rights related to the Service (including, but not limited to, programs used to provide the Service and accompanying documents) shall belong to the Company. The Contractor shall not, by the Contractor themselves or through a third party, perform or attempt to perform reproduction, compilation, reverse engineering, analysis, modification, alteration, or creation of derivative works, etc., of the source code, documents, or other copyrighted works used by the Company to provide the Service.
The Company prohibits the following acts (including acts that induce them and preparatory acts) when using the Service. If the Contractor violates these, the Company shall have the right to enjoin such acts and the right to claim damages for the losses incurred by the Company due to such acts or for the equivalent amount of profits gained by the Contractor, considering them as damages suffered by the Company:
9.1 The Contractor shall comply with instructions deemed necessary by the Company for the smooth provision of the Service if such instructions are given by the Company.
9.2 The Contractor may not transfer all or part of the rights and obligations related to the use of the Service, or any other contractual status, or offer them as security, or otherwise dispose of them to a third party without the prior written consent of the Company.
9.3 If a claim, demand, or lawsuit is made or filed by a third party against the Company regarding the Contractor's individual use of the Service, the Contractor shall resolve such claim, demand, or lawsuit at the Contractor's own responsibility and expense. Furthermore, if the Company incurs expenses or pays compensation in relation to such claims, demands, or lawsuits, the Contractor shall bear the expenses and damages (including attorney's fees paid by the Company) paid by the Company.
10.1 The Contractor shall pay the usage fees for the Service (hereinafter referred to as "Usage Fees, etc.") claimed by the Company for the period from the start date of use to the end of the month in which the termination date of the usage agreement falls. Even if the first month of use is less than one month, no pro-rata calculation shall be made.
10.2 Even if the Contractor is unable to use the Service due to suspension, cessation, or other reasons for the provision of the Service during the contract period of the usage agreement, the Contractor shall pay the Usage Fees, etc., for the contract period.
10.3 The Contractor shall pay the Usage Fees, etc., by the method designated by the Company by the due date specified by the Company, in accordance with the Company's instructions. Any bank transfer fees or other expenses required for payment shall be borne by the Contractor.
10.4 Regardless of the Contractor's usage status of the Service, the Company will not refund any already paid Service usage fees.
If the Contractor fails to pay the Usage Fees, etc., even after the specified payment due date, the Contractor shall pay as late payment charges an amount calculated at an annual rate of 3% for the number of days from the day following the specified payment due date until the day preceding the payment date.
12.1 The Company may cancel or terminate this Usage Agreement in the following cases:
12.2 If this Usage Agreement for the Service is canceled or terminated based on the preceding paragraph, the Company shall delete the Contractor's data, content, or login ID, etc. If the Contractor has registered multiple login IDs, the Company may take measures under this Article against all such IDs even if only one login ID falls under the preceding paragraph.
12.3 Even if the Contractor incurs damages due to the Company's cancellation or termination of this Usage Agreement for the Service, or deletion of the Contractor's data, content, or login ID based on this Article, the Company shall bear no responsibility whatsoever.
13.1 The Company may, with prior notice to the Contractor, suspend or restrict the use of the Service for regular or temporary inspection (including repair and improvement), or when the Company deems it necessary due to changes in communication circumstances on the Internet or for reasons related to the Company's systems.
13.2 If, due to unavoidable circumstances, prior notice to the Contractor as stipulated in the preceding paragraph cannot be given, the Company may suspend or restrict the use of the Service or change the service content without prior notice.
13.3 Even if the Contractor incurs damages due to the Company's suspension, usage restriction, or change of service content based on this Article, the Company shall bear no responsibility whatsoever.
14.1 If the Contractor wishes to terminate this Usage Agreement, the Contractor may terminate this Usage Agreement by notifying the Company to that effect by the method designated by the Company. If the Contractor owes any debts to the Company at the time of termination, the Contractor shall naturally lose the benefit of time for all debts owed to the Company and shall immediately pay all debts to the Company.
14.2 After the termination of this Usage Agreement, the Company shall delete all data related to the Contractor stored within the Service by the method designated by the Company.
If the Contractor wishes to contact the Company, the Contractor shall do so via the inquiry page within the Service or by email to the email address designated by the Company. The Company shall, in principle, respond to inquiries from the Contractor only by email.
The Company may outsource operations related to the Service to a third party designated by the Company.
17.1 Each function of the Service is provided by the Company as it is available at the time of provision. The Company makes no warranties whatsoever to the Contractor regarding the Service, including that the Service is suitable for the Contractor's specific purpose, has expected functions, achieves expected results, will not cause defects, will not be interrupted, and regarding the results of use. Furthermore, the Company may change the content or specifications of the Service, or suspend or discontinue its provision, without prior notice to the Contractor.
17.2 The Company shall bear no responsibility whatsoever, regardless of the reason, even if the Contractor's or a third party's programs or data are lost or damaged due to the use of the Service.
THE SCOPE OF THE COMPANY'S LIABILITY FOR DAMAGES TO THE CONTRACTOR REGARDING THE SERVICE OR THESE TERMS OF USE, ETC., SHALL BE LIMITED TO DIRECT AND ORDINARY DAMAGES ACTUALLY INCURRED BY THE CONTRACTOR THAT ARE DIRECTLY CAUSED BY REASONS ATTRIBUTABLE TO THE COMPANY OR BY THE COMPANY'S BREACH OF THE USAGE AGREEMENT, ETC. THE AMOUNT OF DAMAGES SHALL IN NO EVENT EXCEED THE USAGE FEES PAID BY THE CONTRACTOR FOR THE SERVICE FOR THE PAST 12 MONTHS (OR THE PERIOD IF LESS THAN 12 MONTHS) UP TO THE MONTH PRECEDING THE OCCURRENCE OF SUCH DAMAGE. THE COMPANY SHALL NOT BE LIABLE FOR DAMAGES ARISING FROM CAUSES NOT ATTRIBUTABLE TO THE COMPANY, DAMAGES ARISING FROM SPECIAL CIRCUMSTANCES REGARDLESS OF WHETHER THE COMPANY FORESAW THEM, LOST PROFITS, OR INDIRECT DAMAGES.
The Contractor shall keep confidential any non-public information disclosed by the Company to the Contractor in relation to the Service, which the Company requests to be treated as confidential, except with the prior written consent of the Company.
20.1 The Company's handling of personal information shall be governed by the Company's Privacy Policy (https://www.serverworks.co.jp/en/ir/privacy-policy.html), and the Contractor agrees that the Company will handle the Contractor's personal information in accordance with this Privacy Policy.
20.2 The purposes of obtaining and using personal information regarding the provision of the Service are as follows:
20.3 The Company obtains the Contractor's IP address and cookies for the following purposes in order to provide the Service, and the Contractor agrees to this:
21.1 "History and identification information" refers to information other than personal information, including the services and functions used by the Contractor, the history of AWS servers in operation, usage times, usage methods, usage environment, age, occupation, referrer URL, and AWS account information.
21.2 The Company acquires history and identification information when the Contractor uses the Service.
21.3 The Company uses history and identification information for the following purposes:
In providing the Service, the Company may acquire statistical information on the AWS and Google Cloud servers operated by the Contractor. The Company may, at its discretion, use and disclose such statistical information in a form that does not identify individuals.
In providing the Service, the Company may use third-party services as listed in the separate sheet to share the Contractor's personal information with these third-party services. The Contractor agrees to share personal information with the third-party services listed in the separate sheet, that shared Contractor personal information will be managed according to the privacy policy stipulated by the third party, and that the Company bears no responsibility whatsoever for shared Contractor's personal information.
24.1 The Company may suspend, restrict, change, or terminate the Service due to the Company's circumstances.
24.2 When the Company terminates the Service, the Company shall notify or announce the termination at least three months in advance, except in unavoidable circumstances.
24.3 Even if the provision of the Service is terminated under this Article, the Contractor shall not be exempted from obligations based on this Agreement.
24.4 Even if the Contractor incurs damages due to the Company's suspension, usage restriction, change, or termination of the Service based on this Article, the Company shall bear no responsibility whatsoever.
Even if any provision of these Terms of Use or a part thereof is determined to be invalid or unenforceable by applicable laws or regulations, the remaining provisions of these Terms of Use and the remaining parts of the provisions determined to be invalid or unenforceable shall continue to be in full force and effect. The Company and the Contractor shall endeavor to modify such invalid or unenforceable provision or part to the extent necessary to make it lawful and enforceable, and to ensure the equivalent meaning, legal, and economic effect of such invalid or unenforceable provision or part.
The formation, effectiveness, and interpretation of this Usage Agreement shall be governed by Japanese law. Furthermore, any dispute arising out of or in connection with this Usage Agreement and the use of the Service between the Company and the Contractor shall be subject to the exclusive jurisdiction of the Tokyo Summary Court or the Tokyo District Court as the court of first instance.