1. About These Terms

• These Terms of Service (hereinafter referred to as the "Terms") establish the conditions for using Jeliq (hereinafter referred to as the "Service") provided by Neurobase Inc. (hereinafter referred to as the "Company") between the users of the Service (hereinafter referred to as "Users") and the Company.
• To use the Service, you must agree to these Terms. By using the Service, you are deemed to have agreed to these Terms.
• The Service is an application development tool that utilizes large language models, providing application design, code generation, build and deployment, and other development support functions.

2. Amendments

• The Company may modify these Terms at any time. Unless otherwise specified by the Company, modified Terms shall take effect from the time they are displayed on the Service.
• When modifying these Terms, the Company will notify Users of the implementation timing and content of the modifications through display on the Service or other appropriate methods.
• By continuing to use the Service after modifications to these Terms, Users are deemed to have given valid and irrevocable consent to the modified Terms. If you do not agree to the modified Terms, please immediately discontinue use of the Service.

3. Definitions

The following terms used in these Terms shall have the meanings defined below:

• "Company" means Neurobase Inc. (headquartered in Chiyoda-ku, Tokyo, Japan).
• "Service" means Jeliq and all related services provided by the Company.
• "User" means any natural person (individual) or legal entity who agrees to these Terms and uses the Service. AI systems, bots, and other automated systems cannot themselves become Users and must use the Service under the management of a natural person or legal entity. For Service usage by automated systems, the natural person or legal entity managing such use shall bear all responsibility.
• "Account" means the credentials assigned to each User for using the Service.
• "Subscription Agreement" means the contract for continuous use of the Service by Users for a specified period.
• "Credits" means the units independently defined by the Company to track and manage AI model usage for each User.
• "Monthly Credits" refers to credits granted according to the user's subscription plan.
• "Additional Credits" refers to credits that users can purchase additionally.
• "Initial Credits" refers to credits that are first granted to users upon new membership registration.
• "Management Console" means the web-based interface provided by the Service for Users to interact with AI models and create/manage generated content.
• "Application" means individual software programs developed or generated by Users using the Service. Multiple applications can be linked to each User account, and each application is managed independently.
• "AI Model" means large language models and trained parameters (weight coefficients) provided by the Company or third parties used to create generated content in the Service.
• "Input Content" means information such as text, software code, and user prompts that Users input or provide to the Service.
• "Generated Content" means program code, documents, and other deliverables generated by the Service's AI models in response to Input Content.
• "Service Content" means systems (interfaces, algorithms, database structures, and other technical elements), documentation, logos, system prompts, and other information (excluding Input Content and Generated Content) provided by the Company in the Service.
• "Intellectual Property Rights" means copyrights, patent rights, utility model rights, trademark rights, design rights, and other intellectual property rights (including rights to obtain these rights or apply for their registration).

1. Minimum Age Requirements

• To use the Service, you must be at least 18 years old or have reached the age of majority in your jurisdiction, whichever is higher.
• If a minor who has not reached the age specified in the preceding paragraph wishes to use the Service, they must be of an age where they can consent to share their data under applicable law and must obtain consent from their parent or legal guardian.

2. Corporate Use Conditions

• When using the Service on behalf of a company, the User represents and warrants that they have the legal authority to bind that company to these Terms.
• If information provided while using the Service as a company representative is found to be false, or if it is discovered that the User lacks legal authority, the Company may immediately suspend or delete the account.

3. Restricted Regions and Circumstances

• Use of the Service is prohibited or restricted in the following regions or circumstances:
• Anti-social forces (defined as organized crime groups, their members, quasi-members, affiliated companies, corporate racketeers, or other groups or individuals who pursue economic benefit through violence, intimidation, or fraudulent means), or when the Company determines that a User has any connection or involvement with anti-social forces through funding or other means of support, operation, or management
• Use by countries, regions, organizations, or individuals subject to sanctions under Japanese Foreign Exchange and Foreign Trade Law and other related regulations
• Use from regions where transactions with the Company are legally prohibited
• If it is discovered that a User falls under any of the restricted regions or circumstances specified in the preceding paragraph, the Company may immediately suspend or delete the User's account.
• Users represent and warrant that they do not fall under any of the restricted regions or circumstances specified in the preceding paragraphs when using the Service.

4. Verification and Cancellation of Eligibility

• The Company may verify whether Users meet the eligibility requirements specified in this Article.
• The Company may cancel a User's eligibility without prior notice if the User:
• Is found to not meet the eligibility requirements specified in this Article
• Is found to have provided false information
• Is otherwise deemed inappropriate as a user by the Company

1. Account Creation

• To use the Service, Users must create an account using the method specified by the Company.
• When creating an account, Users must comply with the following:
• Provide true and accurate information
• Not provide false or inaccurate information
• Not register by impersonating others
• Not create multiple accounts (unless explicitly permitted by the Company)
• The Company may refuse account creation in the following cases:
• When provided information is determined to be false, incorrect, or insufficient
• When the application is from someone whose account was previously suspended or terminated due to violations of these Terms
• When the Company otherwise deems it inappropriate

2. Account Management

• Users shall set up and manage their passwords under their own responsibility and comply with the following:
• Set a password with sufficient strength
• Change passwords periodically
• Not disclose, lend, or share passwords with third parties
• Take necessary measures to prevent password leakage
• Users must immediately notify the Company if:
• They discover or suspect unauthorized use of their account
• They recognize or suspect password leakage
• Their account information becomes known to third parties
• The Company shall not be liable for any damages arising from unauthorized use of accounts, except in cases of willful misconduct or gross negligence by the Company.

3. Maintenance of Account Information

• Users shall maintain the information registered at account creation (email address, contact information, etc.) in an up-to-date and accurate state.
• If there are any changes to registered information, Users shall promptly follow the Company's specified procedures to update the information.
• The Company shall not be liable for any damages arising from failure to update registered information.

• Users shall not engage in any of the following activities when using the Service:
• Attempting unauthorized access to the system
• Bypassing or disabling security features
• Circumventing access restrictions
• Evading geographical restrictions using VPNs
• Transferring, lending, or selling accounts
• Sharing accounts with others
• Improper management or sharing of passwords
• Creating multiple accounts (unless explicitly permitted by the Company)
• Impersonating others
• Providing false or inaccurate information
• Tampering with registration information
• Transmitting malware, viruses, trojans, etc.
• Using programs that damage the Service
• Executing harmful programs
• Transmitting regulated information requiring special protection (HIPAA, PCI-DSS, GLBA, etc.)
• Inappropriate transmission of sensitive personal information
• Improper handling of confidential information
• Infringing copyrights, patents, trademarks, etc.
• Removing proprietary notices or labels
• Violating license terms
• Violating privacy rights
• Engaging in defamation or slander
• Transmitting content that infringes on third-party rights
• Placing excessive load on the Service
• Compromising Service stability
• Interfering with normal Service operation
• Unauthorized resale of the Service or accounts (unless explicitly permitted by the Company)
• Reselling licenses (unless explicitly permitted by the Company)
• Using the Service to develop competing products
• Using the Service for benchmarking purposes
• Violating applicable laws and regulations
• Violating export control laws
• Accessing from sanctioned countries
• Violating data protection regulations
• Engaging in activities contrary to public order and morality
• Using patents for improper rights assertions or abuse (so-called "patent trolling") of this service
• Any other activities deemed inappropriate by the Company
• If Users violate any of the prohibited activities above, the Company may take the following measures:
• Temporary suspension or deletion of accounts
• Restriction or suspension of Service use
• Demands for correction of violations
• Implementation of legal measures
• Claims for damages
• The measures in the preceding paragraph may be implemented at the Company's discretion without prior notice.
• Users shall be liable for any damages incurred by the Company or third parties due to violations of this Article.
• Users shall promptly report to the Company if they discover any activities that violate this Article. The Company shall investigate reported activities and take appropriate measures.

1. Pricing Plans

• The Service offers the following plans:
• Starter Plan
• Professional Plan
• Enterprise Plan
• Specific details, feature limitations, and pricing for each plan are defined on the Company website (https://jeliq.ai/pricing).
• Users may choose monthly or annual payment options. Annual payments may be eligible for discounts as determined by the Company.

2. Credits

• Credits are consumed based on the input and output data size (token count) when using AI models.
• Initial credits expire six months from the date of membership registration.
• The amount of monthly credits varies by pricing plan.
• Monthly credits expire one month from the date of allocation.
• Additional credits expire six months from the purchase date.
• Credits are consumed in order of earliest expiration date, prioritizing monthly credits before additional credits.
• AI model usage is restricted when credit balance reaches zero or below.
• Negative credit balances will be automatically replenished either at the time of additional credit purchase or next monthly credit allocation.

3. Payment Terms

• Users shall pay fees through one of the following methods:
• Credit card
• Bank transfer (Enterprise plan only)
• Other payment methods specified by the Company
• Payment processing is conducted through payment processors designated by the Company.
• Users must agree to the terms and conditions of the payment processor.

4. Subscription Agreement

• Subscription agreements automatically renew unless cancelled by the User.
• Renewals occur according to the selected payment cycle (monthly or annual).
• Initial billing occurs at the start of the subscription.
• Subsequent billing occurs regularly according to the selected payment cycle.
• Plan upgrades can be made at any time.
• Downgrades take effect from the next renewal date.
• Plan changes can only be processed through the management console.

5. Cancellation

• Subscription cancellations can only be processed through the management console.
• Cancellation requests must be submitted by the day before the next renewal date.
• The Company does not provide refunds for any fees already received, regardless of reason. This applies to mid-term cancellations, including annual plan cancellations, with no refunds for remaining periods.

6. Late Payment and Non-Payment

• In case of late payment, the Company may take the following measures:
• Service suspension
• Account suspension
• Subscription agreement termination
• Account deletion

7. Price Revisions

• The Company may modify pricing plans at any time.
• The Company will notify Users of price revisions via email, Service notification, or other appropriate methods at least 30 days in advance.
• Continued use of the Service after price revisions constitutes acceptance of the new pricing.

8. Special Offers and Campaigns

• The Company may offer special pricing or discounts to specific Users.
• Terms, conditions, and duration of special offers will be specified individually.
• Special offers cannot be combined with other offers unless explicitly stated.

9. Taxation

A. Domestic Transactions (Japan)

• The following provisions apply to individuals residing in Japan or Japanese corporations:
• Service fees are displayed in Japanese Yen (JPY) including consumption tax
• Consumption tax for domestic transactions will be properly handled according to law
• The Company will issue qualified invoices for transactions

B. International Transactions (Non-Japan Residents or Corporations)

• The following provisions apply to individuals residing outside Japan or non-Japanese corporations:
• Service fees are displayed in US Dollars (USD), excluding taxes (VAT, withholding tax, etc.)
• Users are responsible for taxes (VAT, withholding tax, etc.) according to their local laws
• Users are responsible for tax payments and declarations required by their local laws
• Exchange rate fluctuation risks in cross-border transactions are borne by the User
• All gains or losses from exchange rate fluctuations belong to the User
• Users must cooperate with document submission requirements under various tax laws; service may be restricted or suspended if required documents are not submitted

1. AI Model Usage Conditions

• The Service creates generated content based on user input content using AI models provided by the Company or third parties.
• Users shall comply with the following when using AI models:
• Comply with these Terms and applicable laws
• Not infringe on third-party rights
• Not misuse AI models

2. Input Content Transmission and Processing

• Users agree to transmit input content to the Company's systems when using the Service.
• The Company or third parties providing AI models may use transmitted input content for:
• Creating generated content
• Improving and enhancing service quality
• Statistical analysis (limited to non-personally identifiable format)
• Users can limit the use of input content by the Company or third parties to only content generation by selecting Opt-out Mode.

3. Use of Generated Content

• The Company or third parties providing AI models may use generated content for:
• Improving and enhancing service quality
• Statistical analysis (limited to non-personally identifiable format)
• Users shall not use generated content for:
• Illegal purposes or purposes contrary to public order and morality
• Purposes that infringe on third-party rights
• Purposes that damage the reputation of the Company or the Service
• The Company may request deletion or suspend use of generated content if it determines the content violates the preceding paragraph.
• Users can restrict the use of generated content by the Company or third parties by selecting Opt-out Mode.

4. Opt-out Mode

• When Opt-out Mode is enabled, the Company or third parties providing AI models will use input content or generated content only for content generation, not for AI model training or service improvement.
• Users can toggle Opt-out Mode on/off through the management console. However, Opt-out Mode availability may be restricted based on the user's plan.
• Opt-out Mode settings are applied on a per-application basis.

5. No Quality Guarantee

• Users understand and accept that AI models have the following limitations:
• Possibility of errors or misleading information in output
• Potential inclusion of discrimination or bias
• Lack of real-time information
• Limitations in interpreting emotions and nuances
• Limitations in creativity and originality
• Limitations in handling tasks requiring complex reasoning or judgment
• Possibility of similar generated content being output to different users
• The Company makes no warranties regarding the Service and generated content, including:
• Accuracy or completeness
• Fitness for specific purposes
• Commercial value
• Non-infringement of third-party intellectual property rights
• Users shall use the Service and generated content "as is."

6. Risk Allocation

• Users bear all risks associated with the use of generated content.
• Users are responsible for performing the following before using generated content:
• Verifying content appropriateness and accuracy
• Checking for third-party rights infringement
• Confirming fitness for intended use
• Conducting necessary testing
• The Company shall not be liable for any damages resulting from failure to perform the above verifications.

1. Ownership of Service Content

• All intellectual property rights related to the Service and Service Content belong to the Company or third parties who have licensed them to the Company.
• The Company reserves all rights, including intellectual property rights such as patents, utility models, designs, trademarks, copyrights, and know-how related to the Service and Service Content.
• Users are only granted the right to use the Service and Service Content under these Terms and do not acquire any intellectual property rights or other rights related to the Service or Service Content.

2. License

• The Company grants Users a non-exclusive, non-transferable, non-sublicensable license to use the Service in accordance with these Terms.
• This license is valid only during the Service usage period and automatically terminates upon cancellation or account deletion.

3. Trademark and Copyright Protection

• Trademarks, logos, service names, and other marks related to the Service belong to the Company or their rightful owners.
• Users may not use these trademarks without prior written consent from the Company.
• The Company may take necessary measures to protect the Service and Service Content under copyright law and other intellectual property laws.

4. Ownership and Use of Input Content

• Intellectual property rights for Input Content submitted by Users to the Service generally belong to the Users.
• The Company shall not be liable if Input Content infringes third-party intellectual property rights.

5. Ownership and Use of Generated Content

• Intellectual property rights for Generated Content created through the Service generally belong to Users.
• The Company shall not be liable if Generated Content infringes third-party intellectual property rights.
• If Generated Content is similar or identical to the Company's existing intellectual property rights, the Company's rights take precedence for such portions.
• Users may use Generated Content for commercial or non-commercial purposes and have the right to modify, reproduce, and distribute it.
• Users shall not use Generated Content to infringe the rights of the Company or third parties. Users use Generated Content at their own risk, and the Company bears no responsibility for any damages or issues arising from such use.
• Users shall respect third-party intellectual property rights included in Generated Content and obtain necessary permissions.
• The Company assumes no responsibility for the use of Generated Content and makes no warranties regarding its quality, accuracy, legality, or usefulness.

6. Feedback

• "Feedback" means suggestions, improvements, reports, other information, and evaluation information about Generated Content that Users provide to the Company.
• Feedback includes all information regardless of format, including verbal, written, online forms, and electronic data sent via the management console.
• All rights related to Feedback provided by Users belong to the Company.
• Users agree to transfer copyright and other intellectual property rights related to Feedback to the Company and not to exercise moral rights.
• The Company has no obligation to pay compensation or other consideration to Feedback providers.
• The Company may use Feedback for service improvement, new feature development, and other business purposes.
• The Company may freely modify and edit Feedback without User consent.
• The Company may independently determine whether to adopt Feedback and has no obligation to do so.

7. Open Source Handling

• The Service may include open source software.
• Use of each open source software is subject to applicable license terms.
• The Company complies with open source software license terms and provides necessary information.

8. Third-Party Licenses

• Third-party content, technology, and other elements included in the Service are subject to respective rights holders' terms of use.
• Users are responsible for complying with these third-party license terms.
• The Company strives to provide appropriate information about third-party licenses.

9. Response to Rights Infringement

• If the Company determines the Service infringes third-party intellectual property rights, it will promptly take necessary action.
• In case of rights infringement claims, the Company may suspend part or all of the Service at its discretion.

1. Service Provision

• The Company provides the Service "as is" and makes no warranties regarding its completeness, accuracy, reliability, usefulness, or other aspects.
• The Company makes no warranties regarding continuous service provision, absence of errors or bugs, or uninterrupted service.
• The Company does not guarantee that the Service is compatible with all information terminals.

2. Scope of Service Quality Guarantee

• The Company makes no warranties regarding the Service and Generated Content concerning:
• Fitness for purpose
• Quality and accuracy
• Legal risks
• Security risks
• Consequences of use

3. Data Preservation

• While the Company strives to perform regular backups of data on the Service, it does not guarantee complete preservation.
• Users shall be responsible for maintaining separate backups of important data.
• The Company assumes no responsibility for data loss, corruption, or tampering.

4. Maintenance

• The Company may conduct regular or emergency maintenance to ensure stable service provision.
• While the Company will endeavor to provide advance notice when maintenance causes temporary service suspension or interruption, this may not be possible in emergencies.
• The Company assumes no responsibility for damages arising from maintenance.

5. Disclaimers

• The Company makes no warranties regarding the accuracy, completeness, or usefulness of the Service and Generated Content.
• The Company assumes no responsibility if Generated Content infringes third-party rights.
• Users shall resolve any disputes with third parties arising from use of the Service or Generated Content at their own responsibility and expense.
• Except as expressly provided in these Terms, the Company makes no warranties of any kind, whether express or implied, regarding the Service.
• The Company disclaims all implied warranties regarding the Service, including merchantability, fitness for a particular purpose, and non-infringement.
• The Company makes no guarantee that the Service will meet Users' specific purposes or have expected functionality, commercial value, accuracy, or usefulness.

6. Limitation of Liability

• Except as expressly provided in these Terms, the Company shall not be liable to Users for any damages or other liability.
• The Company shall not be liable for any damages arising from use or inability to use the Service.
• To the maximum extent permitted by law, the Company's total liability for damages related to the Service shall be limited to the amount of fees paid by the User to the Company in the month when the direct cause of such damages occurred.
• The Company shall not be liable for any indirect, special, incidental, consequential damages, or lost profits related to the Service.
• The Company shall not be liable for any damages arising from Service interruption due to earthquakes, fires, floods, power outages, epidemics, wars, terrorist acts, labor disputes, or other force majeure events.

1. Voluntary Termination

• Users may terminate the Service at any time by following the prescribed procedures through the management console.
• For paid plans, cancellation procedures must be completed by the day before the next renewal date.
• The agreement terminates upon expiration of the contract period after completion of cancellation procedures.

2. Forced Termination

• The Company may immediately terminate this agreement without prior notice if the User:
• Violates these Terms
• Is found to have provided false registration information
• Delays payment
• Engages in actions that damage the Company's reputation
• Is found to have connections with anti-social forces
• Is otherwise deemed inappropriate by the Company to continue using the Service
• The Company shall not be liable for any damages incurred by Users due to termination under the preceding paragraph.

3. Automatic Termination

• This agreement shall automatically terminate if:
• The User dies or the corporation is dissolved
• The Company terminates the Service
• The Service becomes impossible to provide due to force majeure

4. Post-Termination Measures

• User accounts are suspended immediately upon termination.
• Accounts are permanently deleted 30 days after suspension.
• Deleted accounts cannot be restored.
• Users must immediately pay any outstanding fees at the time of termination.
• No refunds will be provided for remaining periods in annual plans, even in cases of early termination.
• Payment obligations survive termination.
• Access rights to the Service expire upon termination.
• The Service cannot be used by any means after access rights expire.
• Reuse through creation of new accounts requires Company approval.

1. Governing Law

• These Terms shall be governed by and interpreted in accordance with Japanese law.
• The Tokyo District Court shall have exclusive jurisdiction as the court of first instance for all disputes relating to the Service.
• These Terms explicitly exclude the application of the United Nations Convention on Contracts for the International Sale of Goods (Vienna Sales Convention).