Terms of Service

Introduction

Welcome to Suisei, a service provided by Midwave, Inc. (“Midwave,” “we,” “our,” or “us”). These Terms of Service (the “Terms”) govern your access to and use of Suisei’s platform and related services (collectively, the “Service”), available at https://suisei.ai.

By using the Service, you agree to these Terms. If you do not agree, you may not use the Service.

“You” or “your” refers to you or the entity you represent. By agreeing to these Terms, you confirm that you have the authority to do so and accept these Terms on behalf of yourself or the entity.

Acceptance of Terms

Your agreement with us includes these Terms and any other policies or agreements referenced herein. By using the Service, you agree to comply with and be bound by these Terms. If you do not agree to these Terms, you are prohibited from accessing or using the Service.

Changes to Terms

We reserve the right to amend these Terms at any time. Changes will take effect immediately upon being posted on our website. You are encouraged to review the Terms periodically for updates. Your continued use of the Service after any revisions means you accept the updated Terms.

Service Description

Suisei, provided by Midwave, Inc., is a software platform designed to facilitate the creation, customization, and deployment of AI agents. The platform integrates Large Language Models (LLMs) and Retrieval-Augmented Generation (RAG) to serve as an AI workspace.

Accounts

When you create an account with us, you guarantee that you are at least 18 years old and that the information you provide is accurate, complete, and current at all times. Providing false, incomplete, or outdated information may lead to the termination of your account without notice.

You are responsible for maintaining the confidentiality of your account credentials, including your password, and for restricting access to your computer and account. You agree to accept responsibility for any activities or actions that occur under your account or password, whether through our Service or a third-party service. You must notify us immediately if you become aware of any breach of security or unauthorized use of your account.

You may not use as a username the name of another person or entity or that is not lawfully available for use, a name or trademark that is subject to any rights of another person or entity other than you, without appropriate authorization. You may not use as a username any name that is offensive, vulgar or obscene.

We reserve the right to refuse service, terminate accounts, remove or edit content, or cancel orders at our sole discretion.

Prohibited Uses

You may use the Service only for lawful purposes and in accordance with these Terms. You agree not to:

Violate any applicable laws or regulations.
Infringe upon or misappropriate the rights of others, including intellectual property or privacy rights.
Exploit, harm, or harass individuals, including exposing minors to harmful content.
Use the Service to distribute offensive, defamatory, or objectionable content.
Misrepresent your identity or affiliation with any entity.
Interfere with or disrupt the Service, including introducing harmful software or launching attacks (e.g., DoS).
Attempt unauthorized access to the Service, its systems, or other accounts.
Use bots, crawlers, or similar automated tools to extract data without permission.
Use the Service if you are under 18 years old or lack the authority to agree to these Terms.

You may face suspension or termination of your account for failure to comply with these Terms.

Intellectual Property

The Service and its original content (excluding user-provided content), features, and functionality are the exclusive property of Midwave, Inc. and its licensors. You may not use, reproduce, or distribute any content from the Service without prior written permission.

User-generated content remains the property of the user. However, by posting or sharing content through the Service, you grant Midwave a worldwide, royalty-free license to use, display, and modify such content to provide and promote the Service.

Privacy

Your use of the Service is also governed by our Privacy Policy, which outlines how we collect, use, and protect your personal information.

Purchases and Subscriptions

Purchases

If you wish to purchase any product or service made available through the Service (“Purchase”), you may be required to provide certain information relevant to your Purchase, including, without limitation, your credit card number, the expiration date of your credit card, your billing address, and your shipping information.

You represent and warrant that you have the legal right to use any credit card or other payment method in connection with any Purchase and that the information you provide is accurate, complete, and current.

We may use third-party services to facilitate payments and the completion of Purchases. By submitting your payment information, you authorize us to provide this information to the necessary third parties for payment processing.

We reserve the right to refuse or cancel any order at any time for reasons including, but not limited to, product or service availability, errors in the description or pricing of the product or service, errors in your order, or other reasons.

We also reserve the right to refuse or cancel an order if we suspect fraud, unauthorized activity, or illegal transactions.

Subscriptions

Some parts of the Service are billed on a subscription basis (“Subscription(s)”). Subscription fees are billed in advance on a recurring and periodic basis (“Billing Cycle”), which may be monthly or annual, depending on the subscription plan selected.

At the end of each Billing Cycle, a Subscription will automatically renew under the same conditions unless canceled by you or terminated by us. You may cancel your Subscription renewal through your online account management page or by contacting our support team.

A valid payment method, such as a credit card, is required to process payment for a Subscription. You must provide accurate and complete billing information, including your full name, address, state, zip code, telephone number, and a valid payment method. By submitting this payment information, you authorize us to charge all Subscription fees incurred through your account to any such payment instruments.

If automatic billing fails for any reason, we will issue an electronic invoice, and you must manually complete payment within the specified deadline to avoid disruption of your Subscription.

Fee Changes

We may modify Subscription fees at any time, at our sole discretion. Any changes to Subscription fees will become effective at the end of the then-current Billing Cycle.

Reasonable prior notice will be provided to give you an opportunity to cancel your Subscription before the changes take effect.

Your continued use of the Service after fee changes become effective constitutes your agreement to pay the modified Subscription fees.

Refunds

Except when required by local consumer protection laws or other applicable regulations, paid Subscription fees are non-refundable.

Limitations of Liability

To the fullest extent permitted by law, Midwave, Inc. shall not be liable for any indirect, incidental, consequential, or punitive damages arising from or related to your use of the Service. This includes, but is not limited to, loss of profits, data, or other intangible losses resulting from your inability to use the Service, unauthorized access to your data, or other matters related to the Service.

Midwave’s liability for any direct damages is limited to the amount you paid for the Service in the twelve (12) months preceding the incident. These limitations apply regardless of the form of action, whether based on contract, tort, or otherwise.

Some jurisdictions do not allow the exclusion or limitation of liability for certain damages, so these limitations may not apply to you.

Termination

We reserve the right to suspend or terminate your account and access to the Service for any reason, including violation of these Terms. Upon termination, any rights or obligations that by their nature should survive termination will remain in effect. This includes, but is not limited to, outstanding payment obligations, intellectual property rights, disclaimers, and limitations of liability.

Governing Law

These Terms are governed by the laws of Japan. Any disputes arising from these Terms shall be resolved under the exclusive jurisdiction of the Tokyo District Court.