Term 1 (Purpose)
These Terms of Service govern the use of the AutoSavings service (hereinafter referred to as the “Service”) provided by OpsNow Co., Ltd. (hereinafter referred to as the “Company”) as part of the OpsNow platform. The purpose of these Terms is to define the rights, obligations, and other necessary matters between the Company and the customer (hereinafter referred to as the “Customer”), who has agreed to the OpsNow Terms of Service and wishes to additionally use the Service.
Term 2 (Conclusion and Effectiveness of the Service Agreement)
1. The service agreement for the AutoSavings service is established when the Customer agrees to these Terms, applies to use the Service, and the Company accepts the application.
2. Any matters not stipulated in these Terms shall be governed by the OpsNow Terms of Service, relevant laws and regulations, and the Service Operation Policy on the website (if applicable).
Term 3 (Provision of the Service)
1. This Service is an automated cost-saving solution that analyzes the Customer’s cloud usage patterns and automatically purchases Reserved Instances (hereinafter “RI”) and Savings Plans (hereinafter “SP”) to reduce costs. When savings are generated, the Company charges a portion of the savings as the service fee.
2. RI and SP commitments are subject to the policies of the cloud service provider offering the RI and SP.
Term 4 (Risks Associated with the Use of the Service)
1. The Customer acknowledges and agrees to all risks associated with the use of this Service as outlined in this Article and proceeds with the application for use accordingly.
2. If the Customer has entered into an AWS Enterprise Discount Program (EDP) agreement, reduced usage costs resulting from this Service may lead to a shortfall penalty under the EDP agreement. The Customer is solely responsible for this penalty, and the Company assumes no liability or obligation for compensation.
3. Even after termination or cancellation of the Service, the RI and SP commitments under the Customer’s account may remain valid. The handling of such commitments is as follows:
3.1 RI: The Company will attempt to resell the RI through the Marketplace. If unsold after a certain period, the Company may assume ownership of the remaining RIs.
3.2 SP: Since SPs are fundamentally owned and managed by the Customer, the Company bears no responsibility for acquiring or transferring SPs.
4. Due to the nature of RI and SP commitments being tied to the Customer’s account, transfers to third parties are restricted. Upon termination or cancellation of the Service, the Customer retains full responsibility for managing the RI and SP commitments associated with their account.
Term 5 (Service Fees)
1. Details of the service fees and any changes thereto will be posted on the Company’s service website.
2. The service fee is calculated on a monthly basis, from the 1st day to the last day of each month.
3. The Company will bill the service fee for this Service together with the OpsNow service fee, and the Customer must pay the service fee for this Service along with the OpsNow service fee.
4. The service fee is calculated based on the following criteria:
4.1 Savings Calculation CriteriaThis Service analyzes the Customer’s On-Demand usage patterns and automatically purchases RI and SP commitments to reduce costs. Savings are calculated based on the actual cost reduction shown on the billing statement compared to On-Demand pricing. Savings are calculated separately based on the scope of RI and SP application.
4.2 Service Fee Calculation and Billing CriteriaService fees may be charged regardless of the Customer’s usage status of this Service. This is due to the structure and application method of RI and SP commitments, based on the following reasons:
5. Even after termination or cancellation of the Service, if savings continue to occur due to valid RI or SP commitments that were previously purchased, the corresponding service fees may still be charged. This is because the savings benefits secured through the RI or SP commitments are still effectively applied to the Customer.
Term 6 (Disclaimer of Liability)
The Service automatically purchases RI or SP commitments based on optimization algorithms. The Company shall not be held liable in the following cases:
1. Non-utilization of commitments or resulting losses due to external factors such as changes in the Customer’s business operations, reduced cloud usage, or fluctuations in exchange rates
2. Overlap with the Customer’s EDP agreement or incurrence of shortfall penalties
3. Losses arising from non-utilization of the Service or inability to transfer commitments
