These Terms and Conditions (hereinafter "Terms") are an agreement between you (hereinafter "Customer," "you") and JCMwave GmbH, Bolivarallee 22, 14050 Berlin, Germany (hereinafter "Provider," "we," "us").
By registering for an account, accessing the website at https://optimizer.jcmwave.com (the "Website"), or using our Python or MATLAB clients (the "Clients") and related services (collectively, the "Service"), you acknowledge that you have read, understood, and agree to be bound by these Terms. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these Terms.
To use the Service, you must register an account using a valid email address and a secure password. You agree to provide accurate and complete information and to keep this information updated.
You have the option to enable Two-Factor Authentication (2FA) for your Account. If enabled, you are responsible for configuring and securing your 2FA method. The Provider cannot be held liable for loss of access due to misconfigured or lost 2FA credentials.
You are solely responsible for maintaining the confidentiality of your Account credentials and API Tokens. You are fully responsible for all activities that occur under your Account. You must immediately notify the Provider of any unauthorized use of your Account or any other security breaches.
JCMoptimizer is a cloud-based service that provides machine learning functionalities, such as Bayesian optimization, via Servers. The Service includes a Website for account management and documentation; Servers; downloadable Clients for Python and MATLAB; and an API for programmatic interaction.
The Service is offered in different subscription tiers (including a free tier). The specific limitations for each tier, including but not limited to the number of parallel Servers, accumulated server runtime, maximum RAM per server, and storage quota for Study Data, are defined on the pricing page on our Website. The Provider reserves the right to modify these limitations with reasonable notice. Each started Server accounts to the accumulated server runtime with at least one minute, even if the server is shut down immediatly.
The Provider will endeavor to ensure the availability of the Service but does not guarantee uninterrupted or error-free operation. The Service is provided "as is" and "as available."
Access to the Service is provided on a subscription basis. A free tier with limited resources is available. The Provider reserves the right to modify or discontinue the free tier at any time.
Payments for subscriptions are processed via our third-party payment provider, Stripe. By subscribing to a paid plan, you agree to Stripe Services Agreement available at https://stripe.com/legal/ssa. These may be modified by Stripe from time to time. As a condition of the Service enabling payment processing services through Stripe, you agree to provide accurate and complete information about yourself and your business, and you authorize the Provider to share this information with Stripe.
Subscriptions automatically renew at the end of each billing cycle (for example, monthly or yearly) until canceled by you. You can cancel your subscription at any time through your Account settings. Cancellation will take effect at the end of the current billing period.
You agree to use the Service only for lawful purposes and in accordance with these Terms. You are prohibited from using the Service:
To violate any applicable German or international law or regulation.
To infringe upon any intellectual property rights.
To transmit, or procure the sending of, any advertising or promotional material, including any "junk mail," "chain letter," "spam," or any other similar solicitation.
To engage in any activity that interferes with or disrupts the integrity or performance of the Service (or the data contained therein), including overloading the infrastructure.
# 5.2. Prohibited Technical Activities
You specifically agree not to:
Reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code of the Service or any underlying software.
Use the Service to build a competitive product or service.
Use the API in a manner that exceeds reasonable request limits or imposes an excessive load on our infrastructure.
Attempt to gain unauthorized access to the Service, other Accounts, or our computer systems or networks.
The Provider owns and shall retain all intellectual property rights, title, and interest in and to the Service, the Website, the Clients, the API, the JCMoptimizer software, and all related documentation. These Terms grant you no right, title, or interest in any intellectual property owned by the Provider.
The Provider claims no ownership rights over your Study Data. You retain all intellectual property rights you define, the parameter spaces you configure, and the results generated from your Studies. By uploading Study Data to the Service, you grant the Provider the limited, non-exclusive license necessary to host, process, and generate the Service's output for you.
You agree that the Provider may collect and use anonymized, aggregated data derived from the use of the Service for the purposes of improving the Service, conducting benchmarks, and for statistical analysis. This aggregated data will not identify you or your confidential information.
The processing of personal data is governed by our separate Privacy Policy, which is incorporated into these Terms by reference.
The Service and all Study Data are hosted on servers located in Germany and Finland, operated by our sub-processor, Hetzner. This ensures compliance with the European Union's General Data Protection Regulation (GDPR).
For B2B customers who require it, a Data Processing Agreement (DPA) compliant with Art. 28 GDPR is available upon request. Please contact info@jcmwave.com to obtain a copy.
During an active subscription, you can manage, download, and delete your Study Data via the Service.
Upon termination of your subscription or a downgrade to a lower tier that exceeds the new storage limits:
The Provider will grant a 30-day grace period for you to download your Study Data.
After the 30-day period, the Provider is authorized to permanently delete all your Study Data.
It is your sole responsibility to secure your data before the end of this grace period. The Provider shall have no liability for any deleted data after this period.
To the fullest extent permitted by applicable German law, the Provider shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits or revenues, whether incurred directly or indirectly, or any loss of data, use, goodwill, or other intangible losses.
The total aggregate liability of the Provider for all claims arising out of or related to these Terms shall be limited to the greater of (a) one hundred Euros (€100) or (b) the total amount of fees paid by you to the Provider in the twelve (12) months preceding the event giving rise to the claim.
You agree to indemnify, defend, and hold harmless the Provider, its affiliates, and its respective officers from and against any and all claims, damages, obligations, losses, liabilities, costs, and expenses (including but not limited to attorney's fees) arising from: (i) your use of and access to the Service; (ii) your violation of any term of these Terms; (iii) your violation of any third-party right, including any intellectual property right; or (iv) any Study Data submitted by you.
These Terms remain in effect while you use the Service.
You may terminate your Account at any time by sending a clear request to info@jcmwave.com.
We may suspend or terminate your Account and access to the Service immediately, without prior notice or liability, if you breach these Terms. Upon termination, your right to use the Service will cease immediately.
These Terms and any dispute arising out of or in connection with them shall be governed by and construed in accordance with the laws of the Federal Republic of Germany, excluding its conflicts of law principles and the UN Convention on Contracts for the International Sale of Goods (CISG).
In the event of a dispute, the parties agree to first attempt to resolve the matter through mediation at a recognized mediation body in Berlin, Germany before initiating court proceedings.
If mediation is unsuccessful, all disputes shall be subject to the exclusive jurisdiction of the courts of Berlin, Germany.
If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions will remain in full force and effect.
The Provider reserves the right, at its sole discretion, to modify or replace these Terms at any time. We will provide at least 30 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion. By continuing to access or use our Service after those revisions become effective, you agree to be bound by the revised terms.
Questions about these Terms should be sent to us at: info@jcmwave.com.