Jidoka-sha
Terms and Conditions
Last updated: January 8, 2026
Binding Agreement
These Terms and Conditions constitute a legally binding agreement between you (the "Client" or "User") and Jidoka-sha (the "Company," "we," "us," or "our") governing your engagement with our services, website, and related offerings. By accessing our services or entering into a service agreement with us, you acknowledge that you have read, understood, and agree to be bound by these terms.
If you are entering into this agreement on behalf of an organization, you represent that you have the authority to bind that organization to these terms. If you do not have such authority or do not agree with these terms, you must not proceed with using our services.
User Obligations and Responsibilities
As a user of our services, you agree to fulfill the following obligations:
1. Compliance with Laws
You must comply with all applicable laws, regulations, and industry standards when using our services. This includes but is not limited to:
- • Japanese data protection and privacy laws.
- • Employment and labor regulations affecting automation implementation.
- • Industry-specific regulations applicable to your organization.
- • Intellectual property rights and licensing requirements.
2. Accurate Information
You are responsible for providing accurate, complete, and current information when engaging our services. This includes:
- • Truthful representation of your organization, operations, and automation needs.
- • Accurate process documentation and operational data necessary for assessments.
- • Prompt notification of any material changes affecting our services.
- • Valid contact information and authorized representatives.
3. Prohibited Conduct
You agree not to engage in any of the following prohibited behaviors:
- ✕ Misusing our advisory services for unlawful or unethical purposes.
- ✕ Attempting to reverse engineer, decompile, or extract our methodologies without permission.
- ✕ Sharing confidential information received from us with unauthorized parties.
- ✕ Using our services to harm, harass, or discriminate against individuals or groups.
- ✕ Interfering with or disrupting the delivery of services to other clients.
- ✕ Soliciting our employees for employment during and within 12 months after engagement.
4. Confidentiality
You acknowledge that you may receive confidential information about our methodologies, approaches, and business practices during our engagement. You agree to maintain the confidentiality of such information and not disclose it to third parties without our prior written consent. This obligation survives the termination of our engagement.
5. Cooperation Requirements
Effective service delivery requires your active cooperation. You agree to:
- • Provide timely access to necessary personnel, systems, and documentation.
- • Respond to requests for information within agreed timeframes.
- • Assign qualified staff to collaborate on automation initiatives.
- • Review and provide feedback on deliverables in a timely manner.
Disclaimers and Warranties
Advisory Nature of Services
Our services are advisory in nature. We provide recommendations, assessments, and designs based on our professional judgment and available information. However:
- ⚠ We do not guarantee specific outcomes, cost savings, or performance improvements from automation initiatives.
- ⚠ Implementation results depend on numerous factors beyond our control, including organizational readiness, resource availability, and execution quality.
- ⚠ Our recommendations are based on information provided by you and our professional assessment at the time of delivery.
- ⚠ Actual implementation may require adjustments based on changing conditions and requirements.
No Warranty of Results
Our services are provided "as is" without warranties of any kind, either express or implied. We specifically disclaim:
Implied Warranties
We make no warranties of merchantability, fitness for a particular purpose, or non-infringement regarding our services.
Outcome Guarantees
We do not warrant that automation implementations will achieve specific financial, operational, or efficiency targets.
Uninterrupted Service
We do not guarantee continuous, uninterrupted, or error-free delivery of services.
Third-Party Solutions
We do not warrant the performance, reliability, or suitability of third-party technologies or vendors we may recommend.
Professional Judgment
Our recommendations represent our professional opinion based on the information available at the time of assessment. Business conditions, technology capabilities, and organizational circumstances change over time, which may affect the applicability of our recommendations. You are responsible for determining whether and how to implement our advice based on your specific circumstances and risk tolerance.
Limitation of Liability
Maximum Liability Cap
To the fullest extent permitted by law, our total liability for any claims arising from or related to our services shall not exceed the total fees paid by you to us during the 12 months preceding the event giving rise to the claim.
Exclusion of Consequential Damages
Under no circumstances shall we be liable for:
- • Indirect or Consequential Damages: Including lost profits, lost revenue, lost business opportunities, or business interruption.
- • Implementation Failures: Losses arising from unsuccessful implementation of automation recommendations.
- • Third-Party Actions: Damages resulting from actions or omissions of third-party vendors, contractors, or service providers.
- • Data Loss: Loss or corruption of data, even if we have been advised of the possibility of such damages.
- • Opportunity Costs: Costs associated with alternative actions or decisions you might have made.
Client Responsibilities
You acknowledge that automation outcomes depend significantly on factors under your control, including the quality of implementation, organizational change management, technical infrastructure, and staff training. We shall not be liable for losses resulting from inadequate implementation, insufficient resources, or organizational resistance to change.
Indemnification
You agree to indemnify, defend, and hold harmless Jidoka-sha, its officers, directors, employees, contractors, and agents from and against any claims, damages, obligations, losses, liabilities, costs, or expenses arising from:
- • Your violation of these Terms and Conditions or any applicable laws or regulations.
- • Your implementation of automation recommendations, including employment-related claims or operational disruptions.
- • Your breach of confidentiality obligations or misuse of our intellectual property.
- • Any inaccurate or incomplete information you provide that affects our service delivery.
- • Third-party claims arising from your use of automation technologies we recommended.
This indemnification obligation survives the termination of our service agreement and continues for claims arising from actions taken during the term of our engagement.
Force Majeure
Neither party shall be liable for any failure or delay in performing obligations under these terms due to circumstances beyond their reasonable control, including but not limited to:
Natural Events
Acts of God, earthquakes, floods, fires, storms, or other natural disasters.
Government Actions
War, terrorism, civil unrest, government restrictions, or regulatory changes.
Infrastructure Failures
Power outages, telecommunications failures, or internet disruptions.
Pandemic or Health Crisis
Public health emergencies, epidemics, or quarantine requirements.
If a force majeure event continues for more than 60 days, either party may terminate the affected service agreement upon written notice.
Dispute Resolution
Informal Resolution
Before initiating formal legal proceedings, the parties agree to attempt to resolve any disputes through good faith negotiations. Either party may initiate the informal resolution process by providing written notice to the other party describing the nature of the dispute and proposing a resolution.
Mediation
If informal negotiations do not resolve the dispute within 30 days, the parties agree to attempt resolution through mediation before a mutually agreed upon mediator in Tokyo, Japan. Each party shall bear its own costs of mediation, with the mediator's fees split equally.
Legal Proceedings
If mediation is unsuccessful, disputes shall be resolved through the courts of Tokyo, Japan, in accordance with Japanese law. Both parties consent to the exclusive jurisdiction of these courts.
Governing Law and Jurisdiction
These Terms and Conditions shall be governed by and construed in accordance with the laws of Japan, without regard to its conflict of law provisions. Any legal action or proceeding arising under these terms shall be brought exclusively in the courts located in Tokyo, Japan.
By agreeing to these terms, you waive any objection to venue or inconvenient forum with respect to proceedings in Tokyo courts.
Severability
If any provision of these Terms and Conditions is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make it enforceable, or if such modification is not possible, the provision shall be severed from these terms. The remaining provisions shall continue in full force and effect.
Amendment of Terms
We reserve the right to modify these Terms and Conditions at any time. Material changes will be communicated to active clients via email. Continued use of our services following notification of changes constitutes acceptance of the revised terms. We recommend reviewing these terms periodically to stay informed of any updates.
Questions or Concerns
If you have questions about these Terms and Conditions or need clarification on any provision, please contact us:
Email: info@domain.com
Phone: +81 3 3241-5963
Address: 3-9-7 Nihonbashi-Honcho, Chuo-ku, Tokyo 103-0023, Japan
Acknowledgment
By using our services, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions. You further acknowledge that these terms, together with our Privacy Policy, Terms of Service, and any service-specific agreements, constitute the complete and exclusive agreement between you and Jidoka-sha regarding your use of our services.