Terms of Use of SHIMA eStore

 

These terms of use (these “Terms”) set forth the terms and conditions for using the SHIMA eStore operated by SHIMA SEIKI MFG., LTD. (“Shima Seiki”) on a certain website (the “Website”). Customers who use the Website need to create a user registration for the Website after accepting the provisions of these Terms.

 

Article 1. Scope of these Terms

These Terms apply to the Individual Agreements (defined in Article 4.2) and any and all commercial relationships relating to the use of the Website by a User (defined in Article 2.2). In case of any conflict between any Individual Agreement and these Terms, the provisions of the Individual Agreement shall have priority.

 

Article 2. User Registration

1. A customer who intends to use the Website shall agree to comply with these Terms and apply for a user registration by submitting the necessary information for the registration (the “Registration Information”) to Shima Seiki in accordance with the procedure set forth in these Terms.
2. If an application for the user registration referred to in Paragraph 1 above is made, then Shima Seiki shall determine in accordance with its criteria whether or not to register the registration applicant, and notify the registration applicant of the result. Registration applicants to whom Shima Seiki provides notice of rejection of their application for registration may not use the Website. Registration applicants to whom Shima Seiki provides notice of acceptance of their application for registration may use the Website after Shima Seiki’s completion of the user registration procedure concerning such registration applicant (a person for whom the user registration procedure has been completed is referred to as a “User”).
3. Shima Seiki may reject an application for user registration without being obligated to disclose the reason for the rejection if it finds that any of the following is applicable to the relevant registration applicant:

(a)     All or any part of the Registration Information submitted to Shima Seiki is found to be false, erroneous or incomplete;

(b)    Shima Seiki finds that the registration applicant breached or is likely to breach these Terms;

(c)     The registration applicant is a minor or an adult ward, who has not obtained the relevant consent from his/her legal representative or guardian;

(d)    Shima Seiki finds that the registration applicant is an anti-social force (meaning any organized crime group (boryokudan), any member or quasi-member of boryokudan, any corporation related to boryokudan, professional troublemaker at stockholders' meetings (sokaiya) or any other group or individual that seeks economic profit by using violence, force or fraudulent method;

(e)     The registration applicant was suspended from use of the Website or other services provided by Shima Seiki in the past; or

(f)     Shima Seiki otherwise considers it inappropriate to permit the user registration.

 

Article 3. Management of User ID and Password

1. Each User shall manage, at its own responsibility, the user ID and password for the Website issued by Shima Seiki upon completion of the user registration procedure. Shima Seiki will not bear any responsibility for any mistake in using the same, any unauthorized use thereof by a third party, or similar act, unless such mistake, unauthorized use, or similar act is caused by the willful act or gross negligence of Shima Seiki.
2. In no event may any User assign or loan his/her/its user ID and password to a third party or share the same with a third party. When someone logs in to the Website by entering a certain user ID in combination with the relevant password, Shima Seiki will deem that the User who is registered with such user ID is using the Website.
3. If it is found that a certain user ID and password are being used by a third party, the relevant User shall immediately notify Shima Seiki to that effect and follow Shima Seiki’s instructions.

 

Article 4. Individual Agreement

1. By logging in to the Website, a User may apply for the use of any software offered by Shima Seiki on the Website. Shima Seiki shall notify the User of whether or not such application is accepted by sending notice to the email address registered by the User.
2. In connection with the use of the software referred to in Paragraph 1 above, the User shall execute a separate software license agreement to set forth the contents of the license granted by Shima Seiki to the User, limitations of use, payment terms and other commercial terms. In addition, concerning the use of the software referred to in Paragraph 1, the User shall consent to the relevant terms of software use established by Shima Seiki (https://e-store.shimaseiki.com/software-terms-of-use). The software license agreement and the terms of software use are collectively referred to as an “Individual Agreement.” Conclusion of an Individual Agreement shall take place when the user registration procedure for the Website is completed for the User, the above-mentioned software license agreement is executed between the User and Shima Seiki, and the User consents to the above-mentioned terms of software use. The User may not use the software downloaded from the Website until an Individual Agreement is concluded.
3. If any of the following is applicable to the User, Shima Seiki may cancel the Individual Agreement without giving any prior notice to the User:

   (a)     It is found that the User breached or is likely to breach the Individual Agreement;

   (b)    Any event set forth in Article 8 occurred;

   (c)     The User deleted his/her/its registration in accordance with the provisions of Article 9; or

   (d)    It is otherwise considered that the relationship of trust between Shima Seiki and the User has been damaged.

4. In cancelling the Individual Agreement as set forth in Paragraph 3, Shima Seiki shall not be liable for any damage that may occur to the User or any other third party.

 

Article 5. Copyright and Intellectual Property Rights

Any copyright or other intellectual property right pertaining to product pictures or other contents provided on the Website (the “Contents”) shall belong to the legitimate owner of the right, such as Shima Seiki or the person providing the relevant Contents. Users may not duplicate, reproduce, alter or otherwise make any secondary use of the Contents without permission.

 

Article 6. Prohibited Acts

In using the Website, Users are prohibited from doing any of the following:

(a)     any act that is in violation of laws and regulations or public policy;

(b)    any act relating to a criminal act;

(c)     any act that infringes any copyright, trademark right or other intellectual property right in and to the Website or the software used in accordance with an Individual Agreement;

(d)    any act to damage or disturb the functions of Shima Seiki’s servers or networks;

(e)     any act that is likely to disturb the operation of the Website or any other service of Shima Seiki;

(f)     any act or attempted act of improper access;

(g)    any act to collect or accumulate personal information or the like of any other User;

(h)    any act of pretending to be any other User;

(i)      any act to directly or indirectly provide benefits to an anti-social force in connection with the Website or any other service of Shima Seiki; or

(j)      any other act that Shima Seiki considers inappropriate.

 

Article 7. Temporary Suspension, etc. of the Website’s Operation

1. If Shima Seiki finds that any of the following events has occurred, it may temporarily suspend or stop the operation of the Website without giving any prior notice to Users:

   (a)     Any maintenance or update of the computer system relating to the Website is conducted;

   (b)    The system is overloaded due to excessive access or any other unpredicted cause;

   (c)     It becomes difficult to operate the Website due to a force majeure event, such as earthquake, lightning, fire, interruption of power supply or natural disaster;

   (d)    It becomes necessary to ensure the security of Users;

   (e)     Any suspension of the services of a telecommunication operator;

   (f)     Any computer, communication system or the like stops operation due to an accident; or

   (g)    Shima Seiki otherwise considers it difficult to operate the Website.

2. Shima Seiki shall not be liable for any inconvenience or damage that any User or third party may suffer due to suspension or stoppage of the Website’s operation for whatever reason.

 

Article 8. Limitation of Use by Users and Deletion of Registration

1. If any of the following is applicable to a User, Shima Seiki shall be entitled to impose on the User a limitation with respect to his/her/its use of the Website in whole or in part or delete his/her/its registration as a User without any prior notice:

   (a)     The User breached any provision of these Terms or the Individual Agreement;

   (b)    All or any part of the Registration Information submitted to Shima Seiki is found to be false, erroneous or incomplete;

   (c)     The credit card provided by the User for settlement of fees is suspended from use;

   (d)    There is any default in payment of fees or the like;

   (e)     The User files a petition for commencement of a bankruptcy proceeding, civil rehabilitation proceeding, corporate reorganization proceeding, special liquidation proceeding or any similar proceeding, or Shima Seiki otherwise finds that the User is insolvent;

   (f)     The User fails to respond to Shima Seiki’s communication within 30 days;

   (g)    The User has not used the Website for one year after the last use; or

   (h)    Shima Seiki otherwise considers it inappropriate to permit the use of the Website.

2. Shima Seiki shall not be liable for any inconvenience or damage that any User or third party may suffer due to the action taken by Shima Seiki under this article for whatever reason.

 

Article 9. Deletion of Registration

Any User may delete his/her/its user registration on the Website in accordance with a certain procedure designated by Shima Seiki.

 

Article 10. No Warranty; Disclaimer

1. Shima Seiki does not warrant that the Website is free from any defect in practice or under any law (including but not limited to lack of safety, reliability, accuracy, completeness, effectiveness, or fitness for a particular purpose, deficiency concerning security or the like, error or bug or infringement of rights or the like).
2. Shima Seiki shall not be liable for any damage that any User may suffer due to the use of the Website.
3. Shima Seiki shall not be liable for any transaction, communication, dispute or the like that may arise between Users or between any User and a third party in connection with the Website. If any damage is caused to a third party due to a User’s use of the Website, and such third party raises a claim for damages or any other claim, the User shall settle the claim at its responsibility, while Shima Seiki will not be involved in, or be liable for, any dispute concerning such claim for damages or any other claim.

 

Article 11. Consumer Contract Act, etc.

Even if any disclaimer provisions concerning the responsibility of Shima Seiki set forth in these Terms are held invalid under the Consumer Contract Act or any other law, or Shima Seiki is liable for damages toward a User for any reason in connection with these Terms, the scope of such liability for damages (except for the liability for damages arising from any willful act or gross negligence of Shima Seiki; the same rule shall apply in this article) shall be limited to direct damages among the damages caused to the User, without including any indirect or special damages, such as any loss of profit (including the cases where Shima Seiki or the User predicted or should have been able to predict the occurrence of such damage). The amount to be compensated under the liability for damages shall not exceed the total amount paid, within 180 days prior to the occurrence of the event causing the liability for damages, by the User to Shima Seiki in accordance with the Individual Agreement executed between the User and Shima Seiki (limited to the Individual Agreement that caused the liability for damages).

 

Article 12. Changes to the Website, etc.

Shima Seiki shall be entitled to change the Website in whole or in part or stop provision of the Website in whole or in part without giving any notice to Users, and shall not be liable for any damage that such change may cause to Users.

 

Article 13. Amendment of these Terms of Use

1.  When Shima Seiki amends these Terms, it shall set the effective date, and disseminate to Users its intension to amend these Terms, the details of these Terms after the amendment and the effective date, and also notify Users of such information by email. The amended Terms shall apply as of the effective date.
2. If the amendment of these Terms as described in Paragraph 1 above is not permitted because of any provision of law or regulation, Shima Seiki shall obtain consent from Users by the method designated by Shima Seiki.

 

Article 14. Handling of Personal Information

Shima Seiki will appropriately handle the personal information of Users to be acquired through the use of the Website in accordance with the “Privacy Policy” of Shima Seiki (https://e-store.shimaseiki.com/privacy-policy-cookie-restriction-mode), and Users shall agree to Shima Seiki handling their personal information in accordance with the Privacy Policy.

 

Article 15. Confidentiality

Users shall not publicize or disclose to any third party, the business, technical or any other information of Shima Seiki which may be known to them through the use of the Website (except for information in the public domain).

 

Article 16. Notice or Communication

Any notice or communication between a User and Shima Seiki shall be given or sent by the method designated by Shima Seiki. Unless a User has provided notice of a change of his/her/its contact information in accordance with the method separately designated by Shima Seiki, Shima Seiki will give notice to or send communication to such User’s contact address, telephone number or the like in the user registration for the Website as of the date of such notice or communication. If any such notice or communication is given or sent as described above, Shima Seiki may deem that such notice or communication has reached the relevant User at the time it should have reasonably reached him/her/it.

 

Article 17. Prohibition of Assignment of Rights and Obligations

Users may not assign to any third party, or provide for security, their status under these Terms, the Individual Agreement, or the Privacy Policy for these Terms (collectively, the “Use Agreement”), or any right or obligation under the Use Agreement, without the prior written approval of Shima Seiki.

 

Article 18. Severability

If any article or paragraph, or any part thereof, of the Use Agreement is held invalid or unenforceable under the Consumer Contract Act or any other applicable laws, regulations or the like, any portions of the Use Agreement other than the provisions held invalid or unenforceable shall continue to be in full force and effect.

 

Article 19. Governing Law/Jurisdiction

1. These Terms shall be governed by and construed in accordance with the laws of Japan.
2. The court with competent jurisdiction over the location of the headquarters of Shima Seiki shall have the exclusive jurisdiction over any dispute arising in connection with these Terms or the use of the Website.

 

 

Supplementary Provision

Established and enforced on 1^st, March, 2021,