CHAPTER I GENERAL PROVISIONS
The Company and its users shall exercise their rights and perform their obligations under these Terms with good faith.
The terms used in these Terms have the following meanings:
(a)“Site” means the website and CLI the Company operates. It includes other websites, or mobile applications used in smartphones or mobile communication devices that are notified by the Company later. The Website includes a forum website for handling inquiries and grievances that arise during usage of PeriFlow, a manual document website for explaining how to use PeriFlow, and a service website for using PeriFlow Services.
(b)“Member” means a person who is entitled to use the Services by agreeing to these Terms and is classified as either a General Member or a Social Member.
(c)“General Member” means a person who agrees to these Terms, joins as a member in accordance with the procedures set by the Company, and uses the Services provided by the Company.
(d)“Social Member” means a person who uses the Services provided by the Company by receiving qualifications to use the Services using his/her social accounts, such as Google and GitHub.
(e)“Member ID” means, at the time of membership sign up, (1) a username created by a Member in a combination of letters and numbers to identify the Member; or (2) an e-mail address that the Member has registered for membership.
(f)“Password” means a combination of letters and numbers that a Member has created and registered on the Site to identify whether the user is the same person as the signed Member, and to protect the Member’s information on the Site.
(g)“Membership Withdrawal” means an act of a Member terminating the Service Agreement.
(h)“Dataset” means a grouping of data files.
(i)“Datastore” means a repository of datasets. Members can upload Datasets on their computers to the Datastore, or through the provision of access to the Company, create Datasets by connecting their own cloud repositories (where datasets are uploaded) to the Datastore.
(j)“Organization” means a group of Members who can collaborate with each other to use the Services and pay service fees.
(k)“Project” means a Member group set up under the Organization to achieve a specific purpose, and the Project is the unit that generates service fees.
(l)“Workspace” means a workspace that combines Members’ work environment elements, such as source codes, commands, container images, and the path to the Dataset. Members can use the stored workspace for the development and deployment of artificial intelligence.
(m)“Credential” means unique value information that confirms Member’s access privileges in a third-party service used by the Member.
(n)“Job” means a unit of job execution for the development and deployment of artificial intelligence, such as artificial intelligence learning and reasoning.
(o)“Predefined Job” means a job in which some or all of the settings required for learning are defined by the Company. Predefined Job may be used after further discussion and a separate agreement with the Company.
(p)“Deployment” means a unit of job that deploys artificial intelligence model to virtual machine etc. for its use in the inference Service.
(q)“Checkpoint” means a file in which the parameter values of an artificial intelligence model are structured and stated.
(r)“Service Credit” means the credit the Company grants to its Members, expressed in USD, and one (1) credit is valued at $1 (one dollar). Service Credit shall be paid if the Company fails to comply with the service level under the separate Service Level Agreement due to reasons attributable to the Company, or if the service promotion is in progress.
The terms not defined in these Terms shall have the respective meanings prescribed to them in the Site guide, relevant laws and regulations, or otherwise, commercial practices.
3. Display and Effect of Terms
The Company shall display these Terms on a separately connected screen within the PeriFlow Services or provide a pop-up screen, etc. so that users are aware of these Terms.
The effect of the warning messages presented on the screen when the users use the Services shall be the same as the effect of these Terms.
The Company may, if necessary, determine the matters to be applied to individual services (the “Individual Terms and Conditions”) and notify them through the Site, etc. If the Individual Terms and Conditions are amended, the contents of Article 4 shall apply mutatis mutandis.
These Terms shall apply to all Services that the Company provides to Members through the Site. However, if Individual Terms and Conditions are applied, or if the service is provided on a separate internet site operated by the Company, the Individual Terms and Conditions or the terms and conditions of the relevant site shall take precedence.
Matters not specified in these Terms shall be governed by the Act on the Regulation of Terms and Conditions, the Framework Act on Electronic Documents and Transactions, the Digital Signature Act, other relevant laws and regulations, detailed guidelines for the use of Services set by the Company, and general commercial practices.
4. Amendment to the Terms
The Company may amend the Terms to the extent that they do not violate relevant laws and regulations, such as the Act on the Regulation of Terms and Conditions.
If the Company intends to amend these Terms, the revised Terms shall be announced on the Site seven (7) days prior to the effective date, specifying the effective date and the reason for the amendment. However, if the amendments are made unfavorably to Members, at least 30 days advance notice shall be provided to the Members.
If a Member has not explicitly expressed his/her intention to reject the amended Terms by the effective date of the revised Terms, he/she shall be deemed to have approved the amended Terms. Members who do not agree to the amended Terms may freely terminate the Service Agreement at any time.
If the Company intends to transfer the contractual relationship (including related rights and obligations) under these Terms by means of business transfer, etc. in accordance with the procedures set forth in the relevant laws and regulations, it shall be deemed that the Member has consented to the transfer when: (1) the Company notified the Member of such fact individually or publicly; and (2) the Member has failed to express his/her intention of refusal to consent for 30 days. If a Member does not agree to this paragraph or refuses to give consent under this paragraph, the Service Agreement under these Terms may be terminated at any time.
CHAPTER II MEMBERS
5. Membership Sign up and Consent
If a user who intends to become a member (“Applicant”) agrees to the Terms and signs up for membership in accordance with the procedures set by the Company in each of the following, the service agreement shall be established when the Company approves the application and the completion of membership sign up is indicated in the application process (“Service Agreement”).
(a)General Member: An Applicant may sign up for membership by filling in his/her membership information (ID, password, position, telephone number, etc.) in accordance with the form set by the Company.
(b)Social Member: An Applicant may sign up for membership through registration of his/her social account by allowing the Company to access the Applicant’s social account on such social platform.
In principle, the Company approves the membership sign up for the application of the Applicant. However, the Company may not approve the application falling under each of the following subparagraphs:
(a)(In case the Applicant is a corporation) where such corporation or position of controller who has actually conducted the application process for the corporation cannot be verified;
(b)Where the details of the application for Service Agreement are falsely stated;
(c)Where an application is filed by an Applicant who is in competition with the Services;
(d)Where the Applicant intends to use the Services for unlawful purposes;
(e)Where a Member, whose Service Agreement was terminated due to a cause attributable to the Member, reapply for the membership; and/or
(f)Where it is difficult for the Company to approve the application of the Applicant due to other reasons attributable to the Applicant.
If an application for the use of Services falls under any of the following subparagraphs, the Company may withhold the consent until the grounds for restriction on acceptance have been removed:
(a)Where Service-related facilities are insufficient;
(b)Where technical problem exists ; and/or
(c)Where it is difficult for the Company to approve the application due to any other reasons attributable to the Company.
A Member who creates an Organization after membership sign up (“Organization Owner”) may perform all activities for use of the Services on behalf of the Organization, and the effect of all activities of the Organization Owner within the Site shall belong to the relevant Organization. The Company may request the Member to submit materials or information necessary to confirm whether the Member (who is the Organization Owner) is able to represent the Organization, and if the Organization Owner fails to comply, the Company may not allow the creation of the Organization or may delete the Organization.
6. Withdrawal and Disqualification of Members
When a Member intends to terminate the Service Agreement (“Withdrawal of membership”), the Member himself/herself may apply for the withdrawal of membership on the Site or by e-mail, and the Company shall immediately process the withdrawal of membership. The Member himself/herself shall be responsible for the disadvantages caused by the withdrawal.
If a Member falls under any of the following subparagraphs, the Company may restrict or suspend his/her membership in an appropriate manner or terminate the Service Agreement:
(a)Where the Member has registered false information when he/she applies for membership sign up;
(b)Where the Member threatens the order of electronic commerce by interference with the use of Services by a third party or use of information of a third party without permission, etc.;
(c)Where the Member infringes on the rights, honor, credit or other legitimate interests of the Company or any other Member, or commits any act in violation of the relevant laws and regulations of the Republic of Korea, good morals, and other social order;
(d)Where an order such as attachment or provisional attachment with regard to a Member is issued by a court, or a request for suspension of use is made from an agency with the authority to investigate;
(e)Where the Company restricts or suspends membership of a Member and the Member repeats the same act at least twice or the ground for restriction or suspension is not corrected within ten (10) days; and/or
(f)Where the Member breaches condition of these Terms.
If the Company terminates the Service Agreement, it shall notify the Member and give him/her an opportunity to explain himself/herself before terminating the membership. However, if there are reasons prescribed by these Terms or the operating policy of the Site, an explanation period may not be granted.
If the Company has cancelled or terminated the Service Agreement pursuant to Article 6.2, the Company may claim damages against the Member. However, the foregoing shall not apply where the Member proves that there is no reason attributable to himself/herself.
The Company prohibits Members’ sharing of their accounts. Even if a third party uses a Member’s account and violates the Terms during account sharing, sanctions may be applied to the Member himself/herself or to the Member’s account. Further, the Company may also apply sanctions for violations of the Terms to: (1) the user who abets other users in violation of the Terms or conspires with other users to violate the Terms; and/or (2) the user who aids other users’ violation of the Terms or unfairly benefited from such violations.
7. Notification to Members
The Company may notify its Members via the Site, email, text message (SMS), or phone.
As for the notice to all Members, the Company’s posting on the Site may be deemed as a notice pursuant to the Article 7.1.
The Company shall not be liable if the contact information of the Member is not correct or if the Member fails to receive such notice due to the Member’s refusal to receive or unconfirmation.
CHAPTER III SERVICE PROVISION AND USAGE FEES
SECTION 1 General Provisions on Services
8. Details and Procedures of the Service
The Services provided by the Company are as follows (The Company may add services as needed):
(a)service related to the development and deployment of artificial intelligence; and
(b)Other related ancillary services.
The details and procedures of the Service shall be stipulated in the separate manual document provided by the Company.
9. Restrictions on the Use and Provision of Services
In principle, the Services continues for a year around 24 hours a day unless there is no operational or technical problem.
The Company may restrict or suspend temporarily all or part of the Services if there exists reasonable reasons such as regular inspection, maintenance, replacement, etc., which cause disruption of the Service.
All or part of Services may be restricted or suspended: (1) in the event of war, accident, natural disaster, or national emergency equivalent thereto; (2) in the event of a power outage, overuse of Services, etc. which makes normal Services impossible; and/or (3) in the event of other force majeures.
If the Company restricts or suspends the Services temporarily under Article 9.2, the Company shall make notification to the Members. However, this shall not be the case if it is impossible to give prior notice due to Service interruption for reasons beyond the control of the Company.
The Company shall indemnify for any damages suffered by the Members or a third party due to the temporary suspension of the Services under Article 9.2. Provided that the Company shall not indemnify for any damages if it proves that there is no reason attributable to the Company.
Service levels warranted by the Company and compensation for non-maintenance are subject to a separate Service Level Agreement (SLA).
The Company may allow the Members to access beta test, test use, trial, preview version, beta public release, etc. (“Beta-version Services”) by disclosing them to the Members. Beta-version Services shall be provided “as-is”, “with all faults”, and shall be excluded from all warranties provided in the SLA. The availability, features, and functionality of the Beta-version Services shall be considered confidential information of the Company, and the Members shall not share or disclose them to any third party. The Company has the right to discontinue the Beta-version Services at any time without notice, and shall not be liable to the Members for such action.
The Company may change, discontinue, or deprecate any part, or all, of the Services, or change or remove features or functionality of the Services. In this case, the Member may withdraw from membership, and the Member’s continued use of the Services is deemed acceptance of the above changes.
SECTION 2 Calculation and Payment of Service Fees
10. Calculation of Service Fees
Members shall be charged monthly service fees in USD from the 1st to the end of each month, unless otherwise agreed by the parties. If a Member pays the service fees in Korean won, not in USD, it will be paid in Korean won with Kookmin Bank (KB)’s final USD cash purchase rate on the last day of the month (if not the bank’s business day, the immediately preceding business day).
If the provision of Services starts in the middle of the month, the service fees shall be calculated daily from the start date to the end of the month in which the start date falls.
The Company shall, in principle, charge the service fees in deferred payment, but if there is a separate agreement, payment of the service fees shall be subject to such separate agreement.
11. Payment of Service Fees
When creating an Organization, the owner of the Organization shall register the means of payment for the payment of service fees.
The Organization shall pay the service fees to the Company in one of the following methods:
(a)Payment via Service Credit;
(c)Credit Card Payments (Easy Payment); and/or
(d)Other means of payment available by the payment gateway company designated by the Company, such as payment by other electronic payment methods.
The Company shall send a service fee statement to the Organization Owner. If the Organization has an objection to the service fees, etc., it may raise an objection to the Company within ten (10) days, and the Company shall investigate the validity of such objection and notify the Organization of the investigation results.
If an Organization does not pay service fees, the Company may not provide the Services to the Organization.
Organizations are primarily responsible for the payment of service fees, and if Organizations do not pay service fees, the Company may secondarily charge the Organization Owner for service fees.
Since the Company does not directly process the payment of the fees, the Company shall not be liable for any information entered in connection with the payment of the fees and any disadvantages incurred in connection with such information unless there is any reason attributable to the Company.
In principle, disputes arising between Members and payment gateways company shall be resolved directly by both of them. The Company shall not be responsible for the foregoing matters, and the terms and conditions of the payment gateway company shall take precedence over such matters.
12. Refund and Deduction of Service Fees
If the Organization has overpaid or erroneously paid service fees, etc., the Company shall return the overpaid amount or erroneously paid amount to the Organization. However, if the Organization agrees or does not respond to the Company’s return notice, the Company may claim the amount by deducing the same amount from the next month’s service fees.
CHAPTER IV DUTIES OF PARTIES
13. Obligations of the Company
The Company shall not engage in any activities that are prohibited by relevant laws and regulations and the Terms or that are contrary to good morals, and shall endeavor to provide the Services in continuous and stable manner.
If the opinions or complaints raised by the Members are objectively justified, the Company shall immediately take actions according to appropriate procedures. However, where there are difficulties in handling the matters immediately, the Company shall notify the Members of the grounds therefor and the processing schedule.
14. Obligations of Members
Members shall faithfully be familiar with the manual or guide provided by the Company, make necessary settings for the use of the Services accordingly, and use the Services to prevent excessive load.
Members shall use the Services with data that the Members have the right to use. Members shall ensure that the Members and/or the Company do not infringe the intellectual property rights, etc. of any third party by the Members’ use of the data within the Services, and the Members shall be solely responsible for any and all risks and liabilities caused by the Members’ use of such data. Members shall ensure that no personal information is included in the information stored in the Services.
Members shall carefully manage stored information (Credentials, container images, Checkpoints, Datasets, Projects, Organizations, etc.). Even if the stored information is deleted or damaged due to a Member’s negligence, the Company shall not be obligated to restore it.
Members shall not engage in each of the followings:
(a)Registering false information when applying for membership or changing the membership status;
(b)Falsely changing the information posted on the Site;
(c)Infringing on the intellectual property rights, etc. of the Company or any other third party;
(d)Defaming or obstructing the business of the Company and any other third party;
(e)Using IDs of other Members without permission;
(f)Transmitting or posting information (computer programs, etc.) that is prohibited to be transmitted or posted by relevant laws and regulations;
(g)Posting or sending articles by disguising or impersonating an employee or manager of the Company or by misusing the name of another person;
(h)Publishing or sending data containing software viruses, other computer codes, files, or programs designed to interfere with or destroy the normal operation of computer software, hardware, or telecommunications equipment;
(i)Hacking or running similar hacking program or interfering with normal operation by using the Services (for example, hacking or virus dissemination, DDoS attack, etc.);
(j)Performing excessive automated tasks that burden the operation of the Services;
(k)Decompiling, reverse engineering, or disassembling the component software of the Services;
(l)Copying, selling, renting, transferring, distributing, modifying, or creating any portion of the Services;
(m)Providing the Services to any third party as the Member’s product or service;
(n)Using Services or results of Services for illegal or unethical purposes;
(o)Causing failure to the system that measures the service usage of the Members, causing the service fee to be underestimated through the avoidance of such system, or engaging in any action that allows the Members to exceed the use limits;
(p)Acquiring and divulging confidential information (source code, etc.) of the Company or a third party using the Services;
(q)Collecting, storing, or disclosing information about other Members without the consent of the data subject;
(r)Violating the Terms or other policy regarding the Services prescribed by the Company;
(s)Disclosing or posting obscene or violent messages, images, voices, or other information contrary to public morals;
(t)Other acts deemed inappropriate by the Company, such as providing information that distorts the facts; and/or
(u)Other acts in violation of the relevant laws and regulations or the policy of the Company.
The Member himself/herself shall be responsible for the disadvantages caused by the Member’s false or misrepresentation of the Member information, and the Company shall not be responsible for this.
If a Member has committed an act falling under paragraph 4 of this Article, the Company may take the following measures. However, the actions that the Company may take are not limited to the following subparagraphs, and the illegal acts of the Member to which the Company may take measures are not limited to the cases under paragraph 4 of this Article:
(a)Restriction on use of certain services;
(b)Termination of the Service Agreement; and/or
(c)Claim for damages.
A Member shall be liable for damages suffered by the Company, other Members, or third parties due to reasons attributable to him/her.
A Member shall comply with the relevant laws and regulations, Terms, detailed guidelines for use, guidance on the use of the Services, and the public notice announced by the Company in connection with the Services, and shall check them from time to time.
Members shall cooperate with the Company to ensure that the Company can provide the Services safely, and shall respond actively to Company’s request if the Company requests an explanation for Member’s violation of these Terms.
15. Obligation to Membership IDs and Passwords
In principle, a Member shall be responsible for the management of his/her Member ID and password.
Members shall not allow any third party to use their Member ID and Password, and the Member shall be responsible for all consequences of such allowance.
If a Member recognizes that his/her member ID and password has been stolen or used by a third party, he/she shall immediately notify the Company and follow the Company’s guidance. If a Member delays the above notification to the Company, the Company shall not be obligated to compensate for damages caused by such delay.
16. Deletion of Posts or Contents
A Member shall be liable for damage or other problems to himself/herself or another person caused by his/her posts or his/her use of other Member’s posts and the Company shall not be liable for them.
If the contents posted by a Member falls under any of the following subparagraphs, the Company may delete or modify it without prior notice or consent. However, the Company shall not be obligated to delete such information:
(a)Where the posting period exceeds the posting period prescribed by the Company;
(b)Where there is a request from a person to whom the authority is duly delegated;
(c)Where information posted by the Member infringes on the reputation, rights, etc. of a third party;
(d)Where the information posted by the Member violates the Terms, other policy for Services, the relevant laws and regulations, etc.;
(e)Where a dispute may arise in connection with the Company, the Member and/or a third party;
(f)Where an administrative agency or the press raises an issue, or where a complaint brings or is likely to bring negative effect on the Company; and/or
(g)Where there are any other reasonable grounds.
17. Copyright Owner and Related Rights and Obligations
All rights and responsibilities for posts created by Members shall be vested in the Members who have posted them.
Copyright and other intellectual property rights to the work produced by the Company shall be vested in the Company.
A Member shall not use the information obtained in the course of the use of the Company’s Services for profit by means of reproduction, transmission, publication, distribution, broadcasting or other means without the prior consent of the Company, or allow a third party to use such information.
The Company may use, reproduce, modify, publish, or distribute the following posts posted by its Members on the Site for marketing purposes related to the provision of its Services. However, the Company shall process the information to the extent that it does not include personal information when using the post, and protect the rights of the author as much as possible:
(a)Profile information of Organization;
(b)Reviews prepared by Members (including text and photos); and/or
(c)Other contents prepared and posted by Members in the course of using the Service.
A Member may request the Company to report and take necessary measures if his/her copyright had been infringed within the Service, and the Company shall take measures in accordance with the relevant laws and regulations.
The Company may delete the post without prior notice, or take measures against the publisher, such as restricting the use of certain services within the Services and terminating the Service Agreement, in the following cases:
(a)Where the post violates the relevant laws and regulations;
(b)Where the post infringes on another person’s rights, reputation, credit or other legitimate interests;
(c)Where the post contains malicious code or data that may cause malfunction of information and communications devices;
(d)Where the post violates public order or social morals; and/or
(e)Where the post is deemed to hinder the smooth progress of Services provided by the Company.
CHAPTER V OTHER
18. Prohibition of Transfer
A Member shall not lend, transfer, donate, etc. his/her right to use the Services to another person, nor pledge it.
The Company shall not be liable for any dispute or damage caused by its Members in violation of these Terms.
The Company shall not be liable for any damages incurred to its Members if the facilities-based telecommunications business operators under the Korean Telecommunications Business Act (including cases in which the internet services provided through cables) have suspended telecommunications services or failed to provide them normally or if the Company is unable to provide Services due to a natural disaster or force majeure equivalent thereto.
The Company shall not be liable for any failure of Services, data loss, problems in relation to development and deployment caused by any reason attributable to the Member, such as negligence in management and operation.
The Company shall not be liable for any damage caused by the Member’s provision of his/her information and account (member ID, password, etc.) to another person or leakage due to the Member’s negligence in management.
The Company shall not be liable for any failure of its Members to obtain the results expected through the Services or any loss incurred by the data obtained through the Services.
The Company shall not be responsible for any legal, moral, and ethical issues relating to the deliverables created by the Services.
20. Compensation for Damages
If one of the parties has caused any damage to the other party due to its breach of its obligations under these Terms, the party attributable shall compensate the other party for the damage suffered.
21. Protection of Personal Information of Membersƒ
In order to protect the personal information of its Members, the Company shall comply with the relevant laws and regulations, such as the Information Protection and the Personal Information Protection Act, and shall obtain the consent of the relevant data subject when collecting personal information of its Members.
Neither Company nor its Members shall disclose to any third party any trade secret, personal information, or credit information (hereafter in this Article, “Confidential Information, etc.”) of the other party they have learned in the course of using the Services. However, the foregoing shall not apply where an administrative agency requests the disclosure of information on the basis of other laws and regulations or discloses information in accordance with a court ruling.
If the Company or a Member provides or divulges Confidential Information, etc. of the other party to a third party without the prior consent of the data subject, the Company and the Member shall compensate the data subject for all damages caused thereby.
The Company and its Members shall promptly return to the other party or destroy and delete all documents, drawings, other documents, or electronic or optical recording media in which Confidential Information, etc. is entered or recorded, along with all copies, upon the termination of the Services (including cancellation, termination or expiration of the agreement term) or at the request of the other party.
If the Company or Member fails or neglects to perform the obligations under this Article, the other party may refuse to perform such obligations under these Terms.
This Article shall remain in effect for three (3) years after the termination of the Service Agreement.
23. Jurisdiction and Applicable Law
Matters not provided for in these Terms and interpretation of these Terms shall be governed by the laws of the Republic of Korea and commercial practices.
Any disputes between the Company and the Member in relation with the Services shall be finally settled in an arbitration as below:
(a)Arbitral Institution: The Korean Commercial Arbitration Board.
(b)Arbitration Rules: arbitration rules determined by the arbitral Institution.
1. Enforcement date
These Terms shall enter into force on September 13, 2022.