Article 1 (Purpose)
In the event you engage SMS for the Data Migration Services, you shall read and agree to the terms and conditions prescribed.
Article 2 (Definitions)
- “Site” means the website that is managed and operated by SMS under the name of “MIMS CIS”.
- “Service” means the cloud-type business support system for clinics provided by SMS to Users on the Site and various devices that are used for web service applications and stand-alone applications related to the Site, and all services and information that are provided through the system.
- “User Name” means a unique name for each User issued by SMS upon use of the Service in order to identify Users.
- “Password” means a character string for identifying Users through a cross-check with the User Name upon use of the Service.
- “User(s)” means a user of the Service who is authenticated based on the User Name and the Password.
- “Paid Service” means Service that is provided for a fee.
- “Free Trial Period” means a period where the Service is provided for free; specifically, the period from the contract start date to the day before the start date of the Paid Service.
- “Beta Version Provision Period” means a period where the Service is offered for trial use to Users in the developmental stage in order to improve the function, performance, usability, design and other aspects through feedback from Users, and shall end on the day that is displayed on the Site by SMS as the end date of the Beta Version Provision Period.
Article 4 (Handling of Personal Information)
Article 5 (System Environment)
Any purchase and configuration of equipment related to the system environment of terminals or the like required for the use of the Service shall be made at the responsibility and expense of Users. SMS shall not be responsible for any problems arising from the equipment used in the system environment.
Article 6 (Management of User Name and Password)
- Users may not share their User Name and Password with a third party, or lease or disclose the same to a third party.
- If a User breaches the provision of the preceding paragraph, SMS may delete the User Name and Password of the User at its own discretion, and SMS shall not be liable even if the User or a third party consequently suffers any damage.
- Users are responsible for managing their User Name and Password.
Article 8 (Scope of Warranty)
- SMS shall provide the Service to Users “as is” and “as available” as established by SMS, and cannot comply with any request for additional services from Users; provided, however, that, this does not mean SMS is denying its efforts to improve the Service, and SMS shall accept opinions from Users regarding the Service at all times.
- SMS shall not in any way warrant the matters listed below, and shall not be liable in any way for damage suffered by Users or third parties therefrom:
- contents of the Service conform to all requirements of Users or are beneficial;
- a part or all of the Service will not be suspended, discontinued or abolished;
- contents of the Service will not be changed or deleted;
- the Service will be provided in a timely manner;
- the Service is safe;
- the Service is free from errors;
- the Service is free from defects;
- the acts conducted by Users by using the Service will conform to the specific purpose of Users;
- information stored in the Server and Other Equipment will not be lost; and
- Users will be able to achieve positive results, such as the streamlining of business activities, by using the Service.
- SMS may in certain cases delete the information stored by Users at its own discretion. SMS shall not be liable in any way for any damage suffered by Users or third parties caused by or in relation to the deletion of information stored by Users. Furthermore, in principle, SMS shall not deal with any complaints by Users or third parties regarding the deletion of information.
- SMS shall strictly store and manage the information stored by Users and take particular care for protection of such information. SMS shall exert efforts for restoring the stored information or restoring the Service to the extent that such restoration is technically possible in the case where a part or all of the information of Users or their patients stored in the Server and Other Equipment is lost or falsified by a third party or the Service is suspended; provided, however, that, SMS shall not be liable for any damage suffered by Users or third parties arising from the divulgence, loss or falsification of information stored by Users or the suspension of the Service unless it is resulting from SMS’s willful act or gross negligence.
- SMS shall not be liable in any way for any damage to computers and other equipment and data of Users or third parties caused by or in relation to the use of the Service unless it is resulting from SMS’s willful act or gross negligence.
- SMS shall not be responsible in any way regarding compliance of the texts, images and other information stored by Users with the internal rules of corporations or organizations to which such Users or third parties belong.
Article 9 (Prohibited Matters)
The Service prohibits the following acts upon the use of the Service. If SMS confirms that a User is conducting any of the prohibited acts, SMS may, at its own discretion, take necessary and appropriate measures such as warning to the User, deletion of information stored on the Site, and deletion of the user registration. The authority to decide the measures to be taken shall solely belong to SMS, and SMS shall not accept any inquiries or complaints concerning SMS’s decision.
- Act that infringes or may infringe patent rights, utility model rights, design rights, trademark rights, copyrights, trade secrets and other intellectual property rights of SMS or third parties.
- Act that infringes or may infringe the property, privacy rights or portrait rights of third parties.
- Act that is in violation of public order and morality or laws and regulations.
- Criminal act or involvement in a criminal act.
- Use of the Service by impersonating others or use of the Service for commercial business without SMS’s permission.
- Collection or disclosure of the personal information of others without a consent or through fraudulent means.
- Act that sends harmful computer programs or files containing viruses.
- Other acts that SMS considers to be inappropriate based on rational grounds such as an act of obstructing or hindering the operation of the Service or the use of the Service by others.
Article 10 (Service Fee and Contract Period)
- Users shall pay SMS’s prescribed service fee (“Service Fee”) upon the use of the Paid Service.
- The Service shall become the Paid Service if a User agrees to the shift to the Paid Service before the expiration date of the Free Trial Period and the Service Fee shall be incurred from the day following the expiration date of the Free Trial Period.
- The Service Fee shall be as stipulated in the “Price List” posted on the website of the Service. SMS may revise the Service Fee at its own discretion without a prior approval of Users, and Users shall use the Service after understanding that the Service Fee may be revised in the manner described above; provided, however, that, SMS shall promptly notify Users upon revision of the Service Fee.
- Revision of the Service Fee shall come into force at the time that the price list of the new Service Fee is displayed on the website of the Service.
- The contract term after the start of the Paid Service shall be on a monthly basis (the period from the start date of each contract term to the day immediately preceding the day which corresponds to the start day in the following month shall be deemed one (1) month, and if the following month does not include such corresponding day, the period up to the end of the following month shall be deemed one (1) month), and the contract term shall be automatically renewed for the following month unless the User separately requests the cancellation of the Paid Service by sending an email to SMS’s email address (email@example.com), which is used for accepting cancellation requests, before the expiration of the contract term. When a User makes a cancellation request, the contract shall end as of the expiration of the remaining contract term, and SMS shall not refund or discount the Service Fee for the period from the day that the cancellation request was made on a pro-rate basis.
- The Service Fee shall be charged in units of one (1) month contract terms reckoned from the start date of the Paid Service, and the Service Fee shall not be calculated on a pro-rate basis even when a User concludes a contract in the middle of a month.
- If a User delays the payment of the Service Fee, the User shall pay a delinquency charge at a rate of 14.6% per annum or the applicable statutorily mandated rate if the rate provided herein is deemed excessive.
Article 11 (Settlement)
- If SMS considers that an event corresponding to any one of the following items has occurred, SMS may, based on its own discretion, prohibit or suspend the use of the Service or take other necessary measures without notification to Users:
- impairment or infringement of the reputation, credibility or privacy of SMS or third parties, or there is a possibility thereof;
- infringement of the copyrights or other intellectual property rights of SMS or third parties, or there is a possibility thereof;
- loss of, damage to or leakage of the system or data of SMS or third parties, or there is a possibility thereof;
- unauthorized use of the User Name and the Password, or there is a possibility thereof;
- an illegal act, an act of inciting or facilitating an illegal act, or an act that may result in such act;
- an act of obstructing SMS from providing the Service, or an act that may result in such act;
- an act of obstructing or hindering the use of the Service by a third party, or an act that may result in such act;
- delay in payment of the Service Fee by a User; or
- other events based on which SMS considers necessary to prohibit or suspend the use of the Service or take other necessary measures.
- If SMS takes measures against a User such as prohibiting or suspending the use of the Service, SMS shall not be obligated to disclose the reason thereof to the User.
Article 13 (Copyrights, etc.)
- Copyrights in the texts, images, videos, music, voices and programs configuring the Service shall belong to SMS.
- Users may not reprint, replicate, analyze, modify, translate, lease, sell, distribute or create derivative works in connection with the rights set out in the preceding paragraph without the approval of SMS or the author.
Article 14 (Disclaimer)
- If a dispute arises between Users of the Service, the dispute shall be resolved between such Users, and SMS shall not take any measures or be responsible in any way.
- If a User infringes the rights of others (impair the reputation of others, infringe the privacy rights of others, disclose personal information of a third party without consent, violate the Copyright Act, etc.), User must settle the claim for such infringement at its own responsibility and expense, and SMS shall not take any measures or be responsible in any way.
- SMS shall not take any measures or be responsible in any way for any direct or indirect damage suffered by Users or third parties arising from the loss or leakage of data by Users or the use of the Service for any purpose other than the intended purpose.
- SMS shall not be liable in any way for any damage suffered by Users or third parties arising from the leakage, loss or falsification of information by a third party, unless it is resulting from SMS’s willful act or gross negligence.
- SMS shall not be liable in any way for any damage suffered by Users or third parties arising from the delay, suspension, change, termination, registration, prohibition of use, or suspension of use of the Service, unless it is resulting from SMS’s willful act or gross negligence.
- SMS shall not be liable in any way for any damage suffered by Users or third parties arising from the termination of the Service during the Beta Version Provision Period.
- SMS shall not be liable in any way for any damage arising from the lack of capacity to provide the Paid Service due to the drastic increase in the number of users or other reasons.
- SMS shall not be liable in any way for any indirect, incidental, punitive or derivative damage arising in relation to the Service (including, but not limited to, the delay, non-performance or suspension of the Service).
Article 15 (Suspension of Service)
SMS may, at its own discretion, suspend the provision of the Service by notifying Users before or after the suspension if any of the following items applies.
- SMS considers that the maintenance, inspection or servicing of the Server and Other Equipment is necessary.
- SMS considers that the suspension of the Service and Other Equipment is necessary as a means for preventing the infection of computer viruses.
- Provision of the Service becomes impossible due to a large-scale disaster or other force majeure.
- SMS otherwise determines that the suspension of the Service is necessary from an operational or technical perspective.
Article 16 (Termination of Service)
- SMS may change the contents of all or a part of the Service or suspend the provision of the Service without prior notice to Users whenever it deems necessary; provided, however, that, SMS shall promptly notify Users to such effect.
- Users shall use the Service after understanding and acknowledging that there is a possibility that the Service may be terminated during the Beta Version Provision Period.
- On termination of the Service, SMS shall within 2 months from the date of termination notice, return the following information to the User and delete the information from its Server and Other Equipment, except as may be required by applicable law to retain such information:
- Personal information related to the User, its patients and clinic-related personnel;
- Medical Information as described under Article 4(2) in Excel format;
- SMS shall place/store the information as described under Article 16(3) in the Server and Other Equipment in a state where such information can be downloaded by Users from a URL designated by SMS for a period of one (1) month upon signing the user acceptance form provided by SMS, and may thereafter delete such information from the Server and Other Equipment upon request for deletion by User or in SMS’s sole discretion.
Article 17 (Compensation for Damage)
Article 18 (Governing Law and Agreed Jurisdiction)
Updated on 9 July 2018