ModelHarbor Terms of Service

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Last modified: January 6th, 2025

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Introduction

These terms of service ("Terms") provide rules that govern your access to or use by you ("you" or "your") of the website modelharbor.com ("Website"), our APIs, and other services (the Website, our APIs and other services we provide are collectively referred to in these Terms as the "Services") provided by New Information Technology Co., Ltd. ("Company", "we", "our", and "us"). Any breach of these Terms may result in suspension or termination of your access to the Services.

ModelHarbor in Few Words (TLDR):

  1. We provide scalable, easy-to-use, production-ready APIs to the top open-source AI models as well as inference infrastructures for running custom models.
  2. Our platform provides production-ready solutions, allowing users to run AI models using an API.
  3. In addition to our Terms, each open-source model we provide is subject to its own license rights, terms and conditions, to which you are subject.
  4. We understand that inputs you provide to our API and outputs it generates are your private data. We will not store, sell or train using this data. We might sometimes store, for a limited period of time, the input and outputs to API calls for debugging purposes.
  5. For Microsoft Azure AI models (including GPT 4.1 and o4-mini), we proxy requests through Microsoft Azure AI services. Microsoft does not use your data to train their models, but they may temporarily store your data for debugging purposes in accordance with Microsoft's data handling policies.
  6. You may use the Services for any legal commercial purposes unless specifically prohibited below.

By accessing and using the Services, you represent that you are at least 18 years old, you acknowledge and agree that you have read and understood these Terms, and you agree to be bound by these Terms. By using or accessing the Services, you represent and warrant that you have the legal authority and capacity to agree to these Terms as an individual or on behalf of a company. If you do not agree to all of these Terms, do not access or use the Website or use the Services.

We provide the Services to you conditioned upon your accepting all of the Terms, without modification. We reserve the right to change any of these Terms at our sole discretion. Upon doing so, we will update this page and may provide you with email notice of the modification. Any changes to these Terms will take effect immediately from the date of publication. You should check these Terms periodically for changes and you can determine when these Terms were last revised by referring to the "Last Updated" reference at the top of these Terms. Any modification shall be effective immediately upon the uploading of modified Terms. You indicate your agreement to comply with, and be bound by, any such modification by continuing to use or access the Services after modified Terms are posted. If the modified Terms are not acceptable to you, your sole recourse is to discontinue your use of the Services. If you do not agree with a change, cease any and all access and use of the Services.

We may, but are not obligated to, notify you of any material changes through your user account for the Services ("Account").

You and we agree that any future disputes between you and us will be resolved by binding, individual arbitration. In arbitration, the parties waive any right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding, and you will only be permitted to seek relief (including monetary, injunctive, and declaratory relief) on an individual basis.

Services

To access and use our Services, you must create an account and maintain a sufficient pre-paid balance. Our pricing varies based on the models used, and usage fees will be deducted from your pre-paid balance. You agree to ensure your account maintains a sufficient balance to cover your usage of the Services. Your access to the Services may be suspended or limited if your balance falls below the required amount or becomes negative.

Refund Policy:

If you have wrongly topped up and wish to request a refund for the amount, you can partially or fully refund the amount that you remain in the balance within 7 days from the date of the top-up.

We reserve the right to modify the payment terms.

We reserve the right to change or discontinue any of the Services from time to time. We will provide you notice within a reasonable time before discontinuing a material functionality of a Service that we make generally available to customers and that you are using. We will not be obligated to provide such notice under this Section if the discontinuation is necessary to (a) address an emergency, or risk of harm to the Services or Us, (b) respond to claims, litigation, or loss of license rights related to third party intellectual property rights, or (c) comply with law, but should any of the preceding occur We will provide you with as much prior notice as is reasonably practicable under the circumstances.

If you have registered for and opened an Account through the Website, you are entirely responsible for maintaining the confidentiality of your Account information, including your password, API keys and other authentication information, and for any and all activity that occurs under your Account. You agree to notify the Company immediately of any unauthorized use of your Account or password, or any other breach of security.

However, you will remain responsible for losses incurred by Us or by any other party due to your knowingly or inadvertently permitting unauthorized use of your Account or your Account information. You may not use anyone else's ID, password or account at any time. We cannot and will not be liable for any loss or damage arising from your failure to comply with these obligations. Registration for any account is void where the user lacks the requisite eligibility for registration or if such registration is otherwise prohibited.

We may change or discontinue any Services at any time. When commercially reasonable, we will provide you with sufficient prior notice before discontinuing or changing a material functionality of the Services, however, there may be situations, such as business interruptions or regulatory changes, when we cannot provide prior notice.

We encourage you to review our Privacy Policy, located at our privacy page.

Required Conduct

While using the Services, you will comply with all applicable laws, rules and regulations. Your use of the Service is conditioned on your compliance with the rules of conduct set forth in these Terms; any failure to comply may also result in termination of your access to the Service pursuant to the paragraph entitled "Suspension or Termination of Access".

Prohibited Conduct

While using the Services, you shall not, and shall not permit any user to:

Suspension or Termination of Access

Notwithstanding any provision to the contrary in these Terms, you agree that We may, in our sole discretion and with or without prior notice, for any or no reason, suspend or terminate your Account, your access to any or all of the Services and/or block your future access to the Services.

We shall not be liable to you or any third party for any termination of your access to any part of the Services. The rights and obligations of these Terms which by their nature should survive, shall so survive any termination of your use of any of the Services.

Termination

You may terminate your Account for any reason or no reason by providing us notice. Upon the termination date, all your access to your Account and, our Services will cease and you will remain responsible for all fees and charges you have incurred through the termination date.

You may not terminate your Account until you have paid any and all past due invoices as well as any usage that is outstanding up until the day of termination. Upon paying any amounts due, you may close your Account by using the "delete" functionality provided on our Website. For fraud prevention purposes, we may store your Account data and information for thirty (30) days after you closed it in accordance with this paragraph. Thereafter, we will delete your data and information completely.

Information You Submit to or Through our Services

In furtherance of the Services, you may submit data, content, materials, or requests into the models through ModelHarbor ("Submissions"). You retain any intellectual property rights over such Submissions, which will remain private. By uploading, submitting or otherwise transmitting data, requests or other materials into the models through our Services, you hereby grant (or warrant that the owner of such rights has expressly granted) to ModelHarbor the right to use such Submissions to be process through our Service, for debugging purposes, and for other internal uses only. We do not own your Submissions or any data provided by you. We will not store, sell or train on your Submissions, unless you explicitly requested a model to be trained or fine-tuned using our Services. We might store some Submissions for a limited time for the purpose of debugging our Services.

For each Submission, you represent and warrant that you have all rights necessary for you to grant the license granted in the prior paragraph, and that such Submission, and your provision thereof to and through the Services, does not violate any privacy, publicity, contractual, intellectual property, or other right or rights of any person or entity or otherwise violate any applicable laws, rules or regulations. You acknowledge that ModelHarbor may have ideas or materials already under consideration or development that are or may be similar to your Submissions and that you are not entitled to any form of compensation or reimbursement from Us in connection with your Submissions. You agree to be fully responsible for, and to pay any and all royalties, fees, damages, and any other monies owing any person or entity by reason of, any Submission you provide to the Services. We reserve the right to terminate access to all or any part of the Services for anyone we suspect to be an infringer of our or any third party's intellectual property rights of any kind whatsoever.

Intellectual Property

With the exception of open-source elements and user content generated by our Services, we own all rights, title and interest (including intellectual property rights) in and to the Website, the Services, all other information, content, user interfaces, graphics, registered or unregistered trademarks, logos, images, artwork, videos, and documents, and the design, structure, selection, coordination, expression, "look and feel" and arrangement of such materials, made available through the Website ("ModelHarbor IP"). ModelHarbor IP may not be modified, copied, distributed, framed, reproduced, downloaded, displayed, posted, or sold in any form and/or by any means, in whole or in part, unless permitted by these Terms. We grant you a non-exclusive, non-transferable, revocable, limited license to access and use ModelHarbor IP for the purpose of using the Services. This license shall automatically terminate if you breach these Terms or if your Account is deleted. We may terminate your Account and license at any time, for any reason.

Should you provide any feedback, such as suggestions, comments, recommendations or other inputs about the Services, you hereby grant us a worldwide, royalty free, irrevocable, perpetual license to use and otherwise incorporate any such feedback in connection with the Services. You agree that providing such feedback does not give you any rights in the Services even if we proceed to implement such feedback and derive financial benefits from it.

The Digital Millennium Copyright Act of 1998 (the "DMCA") provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law.

If you believe in good faith that materials available on the Services infringe your copyright, you (or your agent) may send Us a notice requesting that we remove the material or block access to it. If you believe in good faith that someone has wrongly filed a notice of copyright infringement against you, you may send a counter-notice to Us under applicable provisions of the DMCA. Please note that substantial penalties under U.S. copyright law may be levied against any filer of a false counter-notice. See 17 U.S.C. § 512(c)(3), available at https://www.copyright.gov/title17/92chap5.html for details.

Notices and counter-notices should be sent to us by email at info@modelharbor.com.

You should note that if you knowingly misrepresent in your notification that the material or activity is infringing, you will be liable for any damages, including costs and attorneys' fees, incurred by us or the alleged infringer as the result of our relying upon such misrepresentation in removing or disabling access to the material or activity claimed to be infringing. We encourage you to consult your legal advisor before filing a notice or counter-notice.

In accordance with the DMCA and other applicable law, Company may at our discretion limit access to the Sites and/or terminate the accounts of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.

Links and Third-Party Content

In addition to open-source models, from time-to-time, we may, at our discretion, host or provide links to products, services, websites, web pages and other content of third parties (collectively "Third-Party Content"). The inclusion or display of any open-source models, link to, or the hosting of, any Third Party Content is provided solely as a convenience to our users, including you, and does not imply affiliation, endorsement, approval, control or adoption by us of the Third-Party Content. We make no claims or representations regarding, and accept no responsibility or liability for, Third-Party Content including without limitation its quality, accuracy, nature, ownership or reliability. Your use of Third-Party Content is at your own risk. When you use Third-Party Content or leave the Services to access Third Party Content via a link, you should be aware that our policies, including the Privacy Policy, no longer govern. You should review the applicable terms and policies, including privacy and data gathering policies, of any open-source models or website to which you navigate from the Services. By accessing and/or using Third-Party Content, you agree to be bound to the applicable terms of use and policies.

Microsoft Azure AI Models

When you use Microsoft Azure AI models (including GPT 4.1 and o4-mini) through our Services, your requests are proxied through Microsoft Azure AI services. Your use of these models is subject to Microsoft's terms of service and privacy policies in addition to our Terms. Microsoft does not use your data to train their models, but they may temporarily store your data for debugging and service improvement purposes as outlined in Microsoft's data handling policies. By using these models, you acknowledge and agree to Microsoft's data handling practices.

Warranties and Liability

Disclaimer of Warranties.

TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES AND ANY OTHER CONTENT, MATERIAL OR SERVICES PROVIDED BY US OR OUR SUPPLIERS ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTY OR GUARANTEES OF ANY KIND. WE OR OUR SUPPLIERS MAKE NO REPRESENTATIONS OR WARRANTIES IN CONNECTION WITH THE SERVICES, INCLUDING, BUT NOT LIMITED TO, THE QUALITY, SUITABILITY, TRUTH, ACCURACY OR COMPLETENESS OF ANY CONTENT, INFORMATION, PRODUCT OR SERVICE CONTAINED ON OR PROVIDED THROUGH THE SERVICES, AND EXPRESSLY DISCLAIM ALL REPRESENTATIONS AND WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT OF THIRD-PARTY RIGHTS. WE OR OUR SUPPLIERS DO NOT REPRESENT OR WARRANT THAT THE SERVICES ARE ERROR FREE OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT DEFECTS WILL BE REMEDIED. WE OR OUR SUPPLIERS MAKE NO WARRANTY REGARDING THE QUALITY, ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS, OR RELIABILITY OF ANY PART OF THE SERVICES. WE DO NOT GUARANTEE THAT OUR THE SERVICES WILL BE UNINTERRUPTED, SECURE, OR OPERATE AT ANY PARTICULAR SPEED. WE OR OUR SUPPLIERS MAY SUSPEND, WITHDRAW, DISCONTINUE OR CHANGE ALL OR ANY PART OF OUR SERVICES WITHOUT NOTICE. WE OR OUR SUPPLIERS MAY MAKE IMPROVEMENTS AND/OR CHANGES TO FEATURES, FUNCTIONALITY OR CONTENT ON THE SERVICES AT ANY TIME.

Exclusion of Liability.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WE OR OUR SUPPLIERS BE LIABLE TO YOU OR ANY THIRD PARTY UNDER ANY THEORY OF LIABILITY (WHETHER IN CONTRACT, TORT, NEGLIGENCE, OR OTHERWISE) FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES OR ANY LOSSES RESULTING FROM BUSINESS INTERRUPTION, LOST PROFITS, LOSS OF BUSINESS OPPORTUNITY, GOODWILL, OR REPUTATION ARISING FROM YOUR USE OF THE SERVICES OR INABILITY TO USE THE SERVICES, OR ANY OTHER CONTENT, OR MATERIAL ON THE SERVICES, EVEN IF WE OR OUR SUPPLIERS HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WE OR OUR SUPPLIERS SHALL HAVE NO LIABILITY WHATSOEVER FOR THE ACCURACY, COMPLETENESS, OR OTHERWISE FOR CLAIMS ARISING FROM CONTENT THAT YOU PROVIDE TO US.

Limitation of Liability.

NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THESE TERMS, OUR AND OUR SUPPLIERS' AGGREGATE LIABILITY TO YOU FOR ANY LOSS OR DAMAGE SUFFERED BY YOU AND ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SERVICES AND THESE TERMS, WHETHER IN CONTRACT, TORT OR NEGLIGENCE OR IN ANY OTHER WAY SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY YOU FOR THE SERVICES GIVING RISE TO SUCH LIABILITY IN THE TWELVE MONTHS PRECEDING THE FIRST INCIDENT OUT OF WHICH LIABILITY AROSE. IF NO FEES ARE PAID, OUR AND OUR SUPPLIER'S LIABILITY TO YOU IS LIMITED TO $1,000.

SOME JURISDICTIONS DO NOT PERMIT THE FOREGOING EXCLUSIONS. IN SUCH CASE THE ABOVE EXCLUSIONS AND LIMITATIONS WILL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

Indemnification

YOU AGREE TO INDEMNIFY AND HOLD HARMLESS US, OUR SUPPLIERS, SHAREHOLDERS, PARTNERS, EMPLOYEES, CONTRACTORS, AGENTS AND AFFILIATES FROM AND AGAINST ANY CLAIMS ASSERTED BY A THIRD PARTY, IN CONTRACT, TORT, NEGLIGENCE, OR ANY OTHER CLAIM ARISING FROM: (1) YOUR USE OF THE SERVICES; (2) ANY CONTENT YOU UPLOAD TO THE SERVICES; (3) YOUR CONDUCT IN CONNECTION WITH THE SERVICES; (4) YOUR BREACH OF THESE TERMS OR ANY AGREEMENT THAT YOU ENTER INTO WITH US; AND (5) YOUR VIOLATION OF ANY LAW OR THE RIGHTS OF ANY THIRD PARTY IN CONNECTION WITH THE SERVICES. YOU WILL NOT BE REQUIRED TO INDEMNIFY AND HOLD US OR ANY OTHER INDEMNIFIED PARTY HARMLESS TO THE EXTENT ANY CLAIMS RESULT EXCLUSIVELY FROM OUR OWN NEGLIGENT CONDUCT.

Our rights to indemnification are conditioned on us: (1) giving you reasonable notice of the claim, and (2) providing you with reasonable cooperation at your request and expense. We may participate in the claim's defense at our sole cost and expense. You shall not enter into any settlement that adversely affects our interests without our prior written approval, which is not to be unreasonably withheld. We are not responsible for any settlement which we do not approve in writing. No delay or failure in providing notice or cooperation by us shall relieve you of your indemnification obligations unless such failure materially impairs your ability to defend the relevant claim.

Legal Disputes And Arbitration Agreement

Any dispute, claim or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be determined by arbitration in Nonthaburi, Thailand before one arbitrator. The arbitration shall be administered by JAMS pursuant to its Comprehensive Arbitration Rules and Procedures and in accordance with the Expedited Procedures in those Rules. Judgment on the Award may be entered in any court having jurisdiction. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction. The parties understand that, absent this mandatory provision, they would have the right to sue in court and have a jury trial. They further understand that the right to discovery may be more limited in arbitration than in court.

You and we each further agree that any arbitration shall be conducted in our respective individual capacities only and not as a class action or other representative action, and you and we each expressly waive our respective right to file a class action or seek relief on a class basis.

Notwithstanding the parties' agreement to resolve all disputes through arbitration, either party may seek relief in a small claims court in Nonthaburi, Thailand for disputes or claims within the scope of that court's jurisdiction.

General

The Terms and the relationship between each user and ModelHarbor shall be governed by the laws of Thailand without regard to its conflict of law provisions. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.

If any provision of the Terms is found by a court of competent jurisdiction to be invalid or unenforceable, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms remain in full force and effect.

A party may only waive its rights under these Terms by a written document executed by both parties. Our failure to insist on or enforce strict performance of these Terms shall not be construed as a waiver by Us of any provision or any right we have to enforce these Terms, nor shall any course of conduct between Us and you or any other party be deemed to modify any provision of these Terms.

None of your rights or duties under these Terms may be transferred, assigned or delegated by you without our prior written consent, and any attempted transfer, assignment or delegation without such consent will be void and without effect. We may freely transfer, assign or delegate any of our rights or duties under these Terms.

Subject to the foregoing, these Terms will be binding upon and will inure to the benefit of the parties and their respective representatives, heirs, administrators, successors and permitted assigns.

No provision of these Terms is intended for the benefit of any third party, and the parties do not intend that any provision should be enforceable by a third party.

Our relationship is an independent contractor relationship, and neither these Terms nor any actions by either party may be interpreted as creating an agency or partnership relationship.

Nothing in these Terms shall be construed to obligate Us to enter into or engage with you on any commercial transaction.

If you are provided access to any Services, you acknowledge that these may be subject to regulation by local laws and applicable government agencies which prohibit export or diversion of certain products or information about products to certain countries and certain persons. You represent and warrant that you will not export or re-export such Services, content or product related thereto in violation of these regulations.

You acknowledge that your breach of any of the provisions of these Terms may cause immediate and irreparable harm to Us for which we may not have an adequate remedy in money damages. We will therefore be entitled to obtain an injunction against such breach from any court of competent jurisdiction immediately upon request and will be entitled to recover from you the costs incurred in seeking such an injunction. The availability or exercise of our right to obtain injunctive relief will not limit our right to seek or obtain any other remedy.

You agree that we will not be liable for delays, failures, or inadequate performance of the Services resulting from conditions outside of our reasonable control, including but not limited to natural disasters or other acts of God, failure of telecommunications networks or any other network or utility, threatened or actual acts of terrorism or war, riots, labor strikes, or governmental acts or orders.

Contact Us

In order to resolve a complaint regarding the Service or to receive further information regarding use of the Service, please contact us at:

New Information Technology Co., Ltd.
110/42 Village No. 3 Rattanathibet Road, Sai Ma
Mueang Nonthaburi, Nonthaburi 11000
Thailand
Phone: +66 2594 3334 - 5
Email: info@modelharbor.com
Website: https://www.nti.co.th