Terms of Service

Use terms for the hosted XMemo service provided by Yonro Co., Ltd., written for public users, ChatGPT reviewers, and MCP clients while matching the implemented authentication, tenant isolation, and abuse-protection boundaries.

These Terms are a legally binding agreement between you and Yonro Co., Ltd.; no director, employee, officer, shareholder, or contractor is personally a party or liable under these Terms.
Use the service only through approved public, REST, MCP, SDK, and authenticated control-plane surfaces.
Keep scoped credentials in environment variables or secret stores; never embed them in public URLs or client-side code.
Respect rate limits, tenant boundaries, and acceptable-use controls.
Use XMemo only for memory, recall, workflow handoff, and governance data that you have the right to process.

Provider, acceptance, and eligibility

XMemo is provided by Yonro Co., Ltd. By creating an account, checking the registration agreement box, connecting an authorized client, or using the service, you agree to these Terms and the Privacy Notice.

You must be at least 16 years old, or the minimum age required to form a binding contract in your jurisdiction, whichever is higher.
If you use XMemo for an organization, you represent that you have authority to bind that organization.
The sole contracting party and liability-bearing entity is Yonro Co., Ltd. as a corporation, not any individual director, employee, officer, shareholder, or contractor.
We may record the timestamp, IP-derived request metadata, and Terms/Privacy version accepted during account creation or material updates.

Account access and credentials

Users are responsible for protecting account sessions, invite codes, OAuth grants, API keys, and MCP bearer tokens. Operators may revoke or rotate credentials during abuse, compromise, or offboarding events.

Browser operators should use HttpOnly console/user sessions instead of raw API-key flows.
Machine automation should use scoped REST or MCP credentials issued for the intended tenant and purpose.
Credential sharing across tenants, customers, or unapproved agents is not permitted.

ChatGPT and MCP use

ChatGPT and MCP clients may connect to XMemo only through approved OAuth, hosted MCP, REST, SDK, or local secret-store flows.

Do not require users or reviewers to paste raw bearer tokens into public app listings, screenshots, or shared prompts.
Tools must truthfully describe their read, write, destructive, and open-world behavior.
Users remain responsible for reviewing what they ask an agent to save, update, redact, or delete.

AI output and user responsibility

XMemo is an assistive memory, recall, and workflow tool. It does not provide legal, medical, financial, tax, employment, security, or other professional advice.

Memory storage, recall, reflection, summarization, and connected-agent behavior may be incomplete, outdated, inaccurate, or inappropriate for a particular decision.
You are responsible for independently verifying outputs before relying on them and for reviewing what your agents save, update, redact, disclose, or delete.
Do not use XMemo as the sole basis for high-risk decisions where law, contract, safety, or professional standards require human review or independent verification.

Acceptable use

The service is designed for agent memory, recall, workflow handoff, and governance. Abuse controls protect public onboarding, auth, control-plane, data-plane, and MCP endpoints.

Do not bypass rate limits, probe other tenants, scrape public onboarding routes, or attempt cross-tenant access.
Do not store unlawful content, malware, credential dumps, or data you do not have rights to process.
Do not use XMemo to make automated decisions where law or contract requires human review unless your deployment adds the required controls.

Customer content and intellectual property

You retain ownership of memory content that you or your authorized agents provide. You grant Yonro a worldwide, non-exclusive, royalty-free license to host, store, process, transmit, display, secure, troubleshoot, and improve that content only as needed to operate XMemo and fulfill your instructions.

You must have the rights and permissions needed to submit, store, process, and share content through XMemo.
The XMemo software, product design, documentation, service names, logos, and related intellectual property belong to Yonro or its licensors.
You may not copy, reverse engineer, resell, or use XMemo in a way that violates law, these Terms, or applicable license restrictions.

Third-party services

XMemo relies on or integrates with third parties, including AI providers, ChatGPT or MCP clients, Stripe, identity providers, cloud hosting, database, observability, release, and support providers.

Third-party services are outside Yonro's control. Their availability, behavior, policy changes, security incidents, incorrect output, or outages do not constitute Yonro's breach.
Your use of third-party services is governed by their own terms, privacy notices, security commitments, and account settings.
Yonro is not responsible for losses caused by third-party services except to the extent liability cannot be excluded under applicable law.

Fees, renewals, and refunds

Paid plan prices, billing cycles, included usage, taxes, and payment methods are shown at purchase or in a customer order form. Subscriptions renew for the selected period unless cancelled before renewal.

Payments may be processed by Stripe or another payment provider and are subject to the provider's terms.
Refunds are handled under the Specified Commercial Transactions Act notice and any mandatory consumer rights that apply.
You are responsible for taxes, payment-method validity, and timely cancellation of paid plans.

Service boundary and support

Public product and legal pages are informational. Production operators must still pass configured readiness gates, backup/restore runbooks, incident response procedures, and customer-specific contractual review before broad launch.

Support requests can be filed through the public support channel linked from this site.
Operators may suspend, rate-limit, rotate, or revoke access when necessary to protect users, tenants, or the service.
Approved marketplace listings may add reviewer instructions, demo accounts, screenshots, and recordings, but they must not include secrets or private customer data.

Data loss, backups, and availability

We use commercially reasonable security, backup, and reliability practices, but XMemo is provided as an online service and cannot guarantee zero data loss, corruption, downtime, unauthorized access, or uninterrupted availability.

You should keep independent copies of important memory data, exports, records, and business-critical information.
Backup, restore, retention, export, and deletion capabilities may depend on your plan, deployment mode, tenant settings, and customer agreement.
To the maximum extent permitted by law, liability for data loss, corruption, inaccessibility, or downtime is limited by the liability cap below.

Disclaimer of warranties

The service is provided AS IS and AS AVAILABLE. To the maximum extent permitted by law, Yonro disclaims all express, implied, and statutory warranties, including merchantability, fitness for a particular purpose, non-infringement, accuracy, security, availability, and uninterrupted or error-free operation.

No public page, demo, documentation, roadmap, support response, or marketplace listing creates a warranty unless expressly stated in a signed written agreement.
Some jurisdictions do not allow certain warranty exclusions, so these exclusions apply only to the maximum extent permitted by law.

Limitation of liability

To the maximum extent permitted by law, Yonro and its directors, employees, officers, shareholders, contractors, suppliers, and licensors will not be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, revenue, goodwill, data, business interruption, or substitute services, even if a remedy fails of its essential purpose and even if Yonro was advised of the possibility of such damages.

Subject to the mandatory exceptions below, Yonro's total cumulative liability for all claims relating to the service or these Terms will not exceed the amount you paid Yonro for XMemo in the 12 months before the event giving rise to the claim, or US$100 (or its equivalent in your billing currency, such as Japanese yen) if you paid less than that amount, whichever is greater.
The cap applies in aggregate across all claims and regardless of legal theory, including contract, tort, negligence, strict liability, statute, or otherwise.
These limits do not apply to, and nothing in these Terms excludes or limits, liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, willful misconduct, gross negligence, or any other liability that cannot lawfully be excluded or limited.
For consumers, the exclusions and the cap apply only to the extent permitted by the mandatory consumer-protection law of the consumer's place of residence, including the Japan Consumer Contract Act, EU and UK consumer law; any non-waivable mandatory right prevails over this section, as described in the consumer terms section.

Indemnification

To the extent permitted by law, you will defend, indemnify, and hold harmless Yonro and its directors, employees, officers, shareholders, contractors, suppliers, and licensors from third-party claims, losses, liabilities, damages, penalties, and reasonable costs, including legal fees, arising from your use of XMemo.

This includes claims arising from your content, your agents' actions, your breach of these Terms, your violation of law, your infringement or misappropriation of rights, or your unauthorized use of the service.
Yonro may control the defense of any claim that could affect the service, settlement obligations, or public statements.

Consumer terms and mandatory rights

If you use XMemo as a consumer (for personal purposes outside a trade, business, or profession), this section applies in addition to, and prevails over any conflicting part of, these Terms. Nothing here removes mandatory rights you have under the consumer-protection law of your country of residence.

EEA and UK consumers normally have a 14-day right to withdraw from a distance contract for a paid plan. Because XMemo is supplied immediately, by starting paid use you expressly request immediate performance and acknowledge that, to the extent permitted by law, your right of withdrawal is lost once the service has been fully performed.
Japan consumers: the refund, cancellation, payment, and disclosure terms in our Specified Commercial Transactions Act notice apply, and any clause that would be void under the Japan Consumer Contract Act does not apply to you.
Statutory guarantees, unfair-terms protections, and remedies that cannot be excluded by law (including under the UK Consumer Rights Act and EU consumer law) remain available regardless of the disclaimers and limitations in these Terms.
Where applicable law so provides, consumers may bring or defend proceedings in the courts of, and under the mandatory law of, their place of residence; the arbitration and class-action provisions below apply to consumers only to the extent they are enforceable.

Suspension, termination, and changes

You may stop using XMemo or close your account at any time. Yonro may suspend, limit, or terminate access to protect users, tenants, the service, or legal compliance, including when we reasonably believe there is abuse, compromise, non-payment, or breach.

After termination, access to the service may stop, but deletion, backup, audit, billing, dispute, and legal-retention handling follow the Privacy Notice and applicable agreement.
We may update these Terms. Material changes will be notified through the service, email, or public page update where practical, and continued use after the effective date means acceptance.
We are not responsible for delay or failure caused by events beyond reasonable control, including natural disasters, war, labor disputes, cyberattacks, government action, upstream outages, or infrastructure failure.

Governing law and dispute resolution

These Terms are governed by the laws of Japan, without regard to conflict-of-law rules and excluding the UN Convention on Contracts for the International Sale of Goods. Before starting any formal proceeding, you and Yonro agree to first attempt to resolve the dispute informally by contacting legal@xmemo.dev and allowing 30 days to reach a resolution.

Business users (non-consumers): disputes are subject to the exclusive jurisdiction of the Aomori District Court (Yonro's home prefecture) as the court of first instance; alternatively, either party may elect final and binding arbitration administered by the Japan Commercial Arbitration Association (JCAA) seated in Japan, conducted in English or Japanese before one arbitrator.
United States users: except for qualifying individual small-claims matters, disputes are resolved by final and binding individual arbitration administered by the American Arbitration Association (AAA) under its applicable Consumer or Commercial Rules, conducted in a mutually convenient US location or by videoconference; the U.S. Federal Arbitration Act governs the agreement to arbitrate.
Class-action waiver: to the fullest extent permitted by law, claims may be brought only in an individual capacity and not as a plaintiff or class member in any class, collective, consolidated, or representative action. If this waiver is held unenforceable for a particular claim, that claim proceeds in court rather than arbitration. US users may opt out of arbitration by emailing legal@xmemo.dev within 30 days of first accepting these Terms.
Consumers: nothing in this section deprives you of the protection of mandatory provisions, or of the right to bring or defend proceedings in the courts, of your country of residence where applicable law so requires; the arbitration and class-action terms apply to consumers only to the extent enforceable against them.
If any provision is unenforceable, the remaining provisions remain in effect. These Terms, the Privacy Notice, and any signed order form or enterprise agreement are the complete agreement for the service.

Provider and contracting party: Yonro Co., Ltd. (corporate number 3420001017436), Shinagawa-cho 1-4, Hirosaki, Aomori, Japan. This public text is a risk-control baseline and should be finalized by counsel before paid launch.