Welcome to Hangzhou Yangyi Medical Technology Co., Ltd. These Terms of Service ("Terms") constitute a legally binding agreement between you and Hangzhou Yangyi Medical Technology Co., Ltd. ("Yangyi Medical," "we," "us," or "our") governing your access to and use of www.yangyi.shop (the "Site") and the services provided by us. By accessing or using our Site or Services, you agree to be bound by these Terms.

1. Acceptance of Terms

By using our Site or Services, you confirm you are at least 18 years of age and have the legal capacity to enter into a binding agreement. If using on behalf of an organization, you represent that you have authority to bind that organization. If you do not agree, you must immediately cease using our Site and Services.

2. Services Description

Yangyi Medical provides computer systems design and integration services, including but not limited to systems architecture, cloud engineering, cybersecurity, data engineering, DevOps, network design, and digital transformation consulting, with a focus on serving healthcare and life sciences organizations. The specific scope, deliverables, milestones, timelines, and fees for any engagement will be detailed in a separate Statement of Work (SOW) or Service Agreement. In the event of any conflict between these Terms and a Service Agreement, the Service Agreement shall prevail.

3. Intellectual Property Rights

3.1 Ownership of Site Content

All content on our Site is the exclusive property of Yangyi Medical or its licensors and is protected by applicable intellectual property laws. You may not reproduce, distribute, modify, or create derivative works without our prior written consent.

3.2 Ownership of Deliverables

Upon full payment, we assign to you all rights in deliverables specifically developed for you. We retain a non-exclusive, royalty-free license to use generalized methodologies, tools, and know-how developed during service provision.

3.3 Feedback

If you provide feedback or suggestions, you grant us a perpetual, irrevocable, worldwide, royalty-free license to use such feedback.

4. User Obligations and Acceptable Use

You agree to use the Site and Services only for lawful purposes. Prohibited activities include:

• Violating any applicable laws or regulations, including healthcare data protection laws (e.g., HIPAA, PIPL).
• Attempting unauthorized access to our systems or user accounts.
• Uploading viruses, malware, or other malicious code.
• Interfering with the integrity or performance of our Site or Services.
• Using automated means to access or copy our Site without permission.
• Impersonating any person or entity.
• Collecting user data without proper consent.

5. Client Responsibilities

• Accurate Information: Provide accurate, current, and complete information necessary for the performance of Services.
• Timely Cooperation: Grant timely access to systems, networks, personnel, and facilities as reasonably required.
• Payment: Make all payments in accordance with the fee schedule in the applicable Service Agreement.
• Confidentiality: Maintain confidentiality of any proprietary information disclosed during the engagement.
• Compliance: Ensure your use of our Services complies with all applicable laws, including healthcare data protection regulations.
• Third-Party Consents: Obtain all necessary consents for us to access or process third-party systems or data.

6. Fees and Payment Terms

Fees shall be as set forth in the applicable Service Agreement. All fees are non-refundable except as expressly provided. Payment terms are net 30 days from invoice date. We reserve the right to suspend Services if fees remain unpaid for more than 15 days past due. All fees are exclusive of applicable taxes.

7. Confidentiality

Both parties agree to maintain confidentiality of any proprietary or confidential information disclosed during the course of business. The receiving party shall use the Confidential Information solely for the purpose of performing its obligations, protect it with reasonable care, limit access to those with a need-to-know, and not disclose it to third parties without prior written consent. These obligations survive termination for five (5) years.

8. Limitation of Liability

8.1 Disclaimer of Warranties

OUR SITE AND SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT ANY WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT UNINTERRUPTED, ERROR-FREE, OR SECURE OPERATION.

8.2 Limitation of Liability

IN NO EVENT SHALL YANGYI MEDICAL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING OUT OF THE USE OR INABILITY TO USE THE SERVICES.

8.3 Cap on Liability

OUR TOTAL LIABILITY SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY YOU DURING THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

8.4 Exceptions

Nothing in these Terms excludes or limits liability for death or personal injury caused by negligence, fraud, willful misconduct, or liability that cannot be excluded by applicable law.

9. Indemnification

You agree to indemnify and hold harmless Yangyi Medical from any claims arising out of your use of the Services in violation of these Terms, your violation of applicable law, or your infringement of third-party rights.

10. Termination

Either party may terminate a Service Agreement in accordance with its terms. Either party may terminate these Terms upon 30 days' written notice of a material breach that remains uncured. We may suspend or terminate access immediately if you violate these Terms, engage in fraudulent or illegal activity, or if required by law. Upon termination, your access to Services will cease. Sections 3, 7, 8, 9, and 11 shall survive termination.

11. Governing Law and Dispute Resolution

11.1 Governing Law

These Terms shall be governed by the laws of the People's Republic of China.

11.2 Dispute Resolution

Any dispute shall first be resolved through good-faith negotiations. If not resolved within 30 days, either party may submit the dispute to binding arbitration administered by CIETAC in accordance with its rules. The arbitration shall be conducted in Hangzhou, Zhejiang.

12. Force Majeure

Neither party shall be liable for failure to perform obligations (except payment) due to circumstances beyond reasonable control, including acts of God, war, terrorism, pandemics, and government actions.

13. General Provisions

13.1 Entire Agreement

These Terms, together with any Service Agreement, constitute the entire agreement between the parties.

13.2 Amendments

We may modify these Terms. Changes will be posted here. Your continued use after changes constitutes acceptance.

13.3 Severability

If any provision is found invalid, the remaining provisions continue in full force.

13.4 Assignment

You may not assign these Terms without our written consent. We may assign without restriction.

14. Contact Information

Hangzhou Yangyi Medical Technology Co., Ltd.
Address: Room 417, East Side, No.588 Chengnan Road, Tonglu County, Hangzhou, Zhejiang, China
Email: support@yangyi.shop
Phone: 18744261769
Legal Department: legal@yangyi.shop