Farmasee PH Terms & Conditions
Welcome to Farmasee PH “The Platform”.
Please read these terms and conditions carefully. The following Terms of Use govern your use and access of the Platform (defined below) and the use of its services. By accessing the Platform and/or using its services, you agree to be bound by these Terms of Use. If you do not agree to these Terms of Use, do not access and/or use this Platform or its services. Access to and use of password protected and/or secure areas of the Platform and/or use of the Services are restricted to Customers with accounts only. You may not obtain or attempt to obtain unauthorized access to such parts of this Platform and/or Services, or to any other protected information, through any means not intentionally made available by us for your specific use. If you are below 18 years old: you must obtain consent from your parent(s) or legal guardian(s), their acceptance of these Terms of Use and their agreement to take responsibility for:
(a) your actions;
(b) any charges associated with your use of any of the Services or purchase of Products; and
(c) your acceptance and compliance with these Terms of Use. If you do not have consent from your parent(s) or legal guardian(s), you must stop using/accessing this Platform and using the Services.
1. GENERAL USE OF SERVICES AND/OR ACCESS OF PLATFORM
1.1 Guidelines to the use of Platform and/or Services: You agree to comply with any and all the guidelines, notices, operating rules and policies and instructions pertaining to the use of the Services and/or access to the Platform, as well as any amendments to the aforementioned, issued by us, from time to time. We reserve the right to revise these guidelines, notices, operating rules and policies and instructions at any time and you are deemed to be aware of and bound by any changes to the foregoing upon their publication on the Platform.
1.2 Restricted activities: You agree and undertake NOT to:
(a) impersonate any person or entity or to falsely state or otherwise misrepresent your affiliation with any person or entity;
(b) use the Platform or Services for illegal purposes;
(c) attempt to gain unauthorized access to or otherwise interfere or disrupt other computer systems or networks connected to the Platform or Services;
(d) post, promote or transmit through the Platform or Services any Prohibited Materials;
(e) interfere with another’s utilization and enjoyment of the Platform or Services;
(f) use or upload, in any way, any software or material that contains, or which you have reason to suspect that contains, viruses, damaging components, malicious code or harmful components which may impair or corrupt the Platform’s data or damage or interfere with the operation of another Customer’s computer or mobile device or the Platform or Services; and
(g) use the Platform or Services other than in conformance with the acceptable use policies of any connected computer networks, any applicable Internet standards and any other applicable laws.
1.3 Availability of Platform and Services: We may, from time to time and without giving any reason or prior notice, upgrade, modify, suspend or discontinue the provision of or remove, whether in whole or in part, the Platform or any Services and shall not be liable if any such upgrade, modification, suspension or removal prevents you from accessing the Platform or any part of the Services.
1.4 Right, but not obligation, to monitor content: We reserve the right, but shall not be obliged to:
(a) monitor, screen or otherwise control any activity, content or material on the Platform and/or through the Services. We may in our sole and absolute discretion, investigate any violation of the terms and conditions contained herein and may take any action it deems appropriate;
(b) prevent or restrict access of any Customer to the Platform and/or the Services;
(c) report any activity it suspects to be in violation of any applicable law, statute or regulation to the appropriate authorities and to co-operate with such authorities; and/or
(d) to request any information and data from you in connection with your use of the Services and/or access of the Platform at any time and to exercise our right under this paragraph if you refuse to divulge such information and/or data or if you provide or if we have reasonable grounds to suspect that you have provided inaccurate, misleading or fraudulent information and/or data.
1.5 Privacy Policy: Your use of the Services and/or access to the Platform is also subject to the Privacy Policy as set out Here.
1.6 Terms & Conditions of Sale: Purchases of any Product would be subject to the Terms & Conditions Of Sale.
1.7 Additional terms: In addition to these Terms of Use, the use of specific aspects of the Materials and Services, more comprehensive or updated versions of the Materials offered by us or our designated sub-contractors, may be subject to additional terms and conditions, which will apply in full force and effect.
2. USE OF SERVICES
2.1 Application of this Clause: In addition to all other terms and conditions of these Terms of Use, the provisions in this Clause 2 are the additional specific terms and conditions governing your use of the Services.
2.2 Restrictions: Use of the Services is limited to authorized Customers that are of legal age and who have the legal capacity to enter into and form contracts under any applicable law. Customers who have breached or are in breach of the terms and conditions contained herein and Customers who have been permanently or temporarily suspended from use of any of the Services may not use the Services even if they satisfy the requirements of this Clause 2.2.
2.3 General terms of use: You agree:
(a) to access and/or use the Services only for lawful purposes and in a lawful manner at all times and further agree to conduct any activity relating to the Services in good faith; and
(b) to ensure that any information or data you post or cause to appear on the Platform in connection with the Services is accurate and agree to take sole responsibility for such information and data.
2.4 Product description: While we endeavor to provide an accurate description of the Products, we do not warrant that such description is accurate, current or free from error.
2.5 Prices of Products: All Listing Prices are subject to taxes, unless otherwise stated. We reserve the right to amend the Listing Prices at any time without giving any reason or prior notice.
3. CUSTOMERS WITH FARMASEE PH ACCOUNTS
3.1 Username/Password: Certain Services that may be made available on the Platform may require creation of an account with us or for you to provide Personal Data. If you request to create an account with us, a Username and Password may either be:
(a) determined and issued to you by us; or
(b) provided by you and accepted by us in our sole and absolute discretion in connection with the use of the Services and/or access to the relevant Platform. We may at any time in our sole and absolute discretion, request that you update your Personal Data or forthwith invalidate the Username and/or Password without giving any reason or prior notice and shall not be liable or responsible for any Losses suffered by or caused by you or arising out of or in connection with or by reason of such request or invalidation. You hereby agree to change your Password from time to time and to keep the Username and Password confidential and shall be responsible for the security of your account and liable for any disclosure or use (whether such use is authorized or not) of the Username and/or Password. You should notify us immediately if you have knowledge that or have reason for suspecting that the confidentiality of the Username and/or Password has been compromised or if there has been any unauthorized use of the Username and/or Password or if your Personal Data requires updating.
3.2 Purported use/access: You agree and acknowledge that any use of the Services and/or any access to the Platform and any information, data or communications referable to your Username and Password shall be deemed to be, as the case may be:
(a) access to the relevant Platform and/or use of the Services by you; or
(b) information, data or communications posted, transmitted and validly issued by you.
You agree to be bound by any access of the Platform and/or use of any Services (whether such access or use are authorized by you or not) and you agree that we shall be entitled (but not obliged) to act upon, rely on or hold you solely responsible and liable in respect thereof as if the same were carried out or transmitted by you. You further agree and acknowledge that you shall be bound by and agree to fully indemnify us against any and all Losses attributable to any use of any Services and/or or access to the Platform referable to your Username and Password.
4. INTELLECTUAL PROPERTY
4.1 Ownership: The Intellectual Property in and to the Platform and the Materials are owned, licensed to or controlled by us, our licensors or our service providers. We reserve the right to enforce its Intellectual Property to the fullest extent of the law.
4.2 Restricted use: No part or parts of the Platform, or any Materials may be reproduced, reverse engineered, decompiled, disassembled, separated, altered, distributed, republished, displayed, broadcast, hyperlinked, mirrored, framed, transferred or transmitted in any manner or by any means or stored in an information retrieval system or installed on any servers, system or equipment without our prior written permission or that of the relevant copyright owners. Subject to Clause 4.3, permission will only be granted to you to download, print or use the Materials for personal and non-commercial uses, provided that you do not modify the Materials and that we or the relevant copyright owners retain all copyright and other proprietary notices contained in the Materials.
4.3 Trademarks: The Trademarks are registered and unregistered trademarks of us. Nothing on the Platform and in these Terms of Use shall be construed as granting, by implication, estoppel, or otherwise, any license or right to use (including as a meta tag or as a “hot” link to any other website) any Trademarks displayed on the Services, without our written permission or any other applicable trademark owner.
5. OUR LIMITATION OF RESPONSIBILITY AND LIABILITY
5.1 No representations or warranties: The Services, the Platform and the Materials are provided on an “as is” and “as available” basis. All data and/or information contained in the Platform, the Services or the Materials are provided for informational purposes only. No representations or warranties of any kind, implied, express or statutory, including the warranties of non-infringement of third party rights, title, merchantability, satisfactory quality or fitness for a particular purpose, are given in conjunction with the Platform, the Services or the Materials. Without prejudice to the generality of the foregoing, we do not warrant:
(a) the accuracy, timeliness, adequacy, commercial value or completeness of all data and/or information contained in the Platform, the Services or the Materials;
(b) that the Platform, the Services or that any of the Materials will be provided uninterrupted, secure or free from errors or omissions, or that any identified defect will be corrected;
(c) that the Platform, the Services or the Materials are free from any computer virus or other malicious, destructive or corrupting code, agent, program or macros.
6. YOUR SUBMISSIONS AND INFORMATION
6.1 Submissions by you: You grant us a non-exclusive license to use the materials or information that you submit to the Platform and/or provide to us, including but not limited to, questions, reviews, comments, and suggestions (collectively, “Submissions”). When you post comments or reviews to the Platform, you also grant us the right to use the name that you submit or your Username in connection with such review, comment, or other content. You shall not use a false e-mail address, pretend to be someone other than yourself or otherwise mislead us or third parties as to the origin of any Submissions. We may, but shall not be obligated to, publish, remove or edit your Submissions.
6.2 Consent to receive e-mails: You give your full, free, and unequivocal consent and authority to the collection, processing and use by us of any information provided by you (including Personal Data) for the purposes of sending informational and promotional e-mails and any and all communications, notices, updates and other information to you. Your agreement to the provisions of this Clause 6.2 shall constitute your consent for the purpose of the provisions of any spam control laws (whether in Philippines or elsewhere). You may subsequently opt out of receiving promotional e-mails by emailing us at [email protected].
6.3 You understand that Farmasee PH may be required by government agencies to disclose certain information in connection with any audit or investigation. You understand that we are not required to contest any demand made by an (government) authority for such information. Information will only be given upon informing you beforehand.
6.4 Privacy Policy: You acknowledge that you have read and agree to the Privacy Policy and consent to our collection, use and disclosure of your Personal Data for the purposes as set out in the Privacy Policy.
7. TERMINATION
7.1 Termination by us: In our sole and absolute discretion, we may with immediate effect terminate your use of the Platform and/or Services and/or disable your Username and Password. We may bar access to the Platform and/or Services (or any part thereof) for any reason whatsoever, including a breach of any of these Terms of Use or where if we believe that you have violated or acted inconsistently with any terms or conditions set out herein, or if in our opinion or the opinion of any regulatory authority, it is not suitable to continue providing the services relating to the Platform.
7.2 Termination by you: You may terminate these Terms of Use by giving seven days’ notice in writing and sending to [email protected].
8. NOTICES
8.1 Notices from us: All notices or other communications given to you if:
(a) communicated through any print or electronic media as we may select will be deemed to be notified to you on the date of publication or broadcast; or
(b) sent by post or left at your last known address will be deemed to be received by you on the day following such posting or on the day when it was so left.
8.2 Notices from you: You may only give notice to us in writing sent to our designated address or e-mail address, and we shall be deemed to have received such notice only upon receipt. While we endeavor to respond promptly to notices from you, we cannot guarantee that we will always respond with consistent speed.
8.3 Other modes: Notwithstanding Clauses 8.1 and 8.2, we may from time to time designate other acceptable modes of giving notices (including but not limited to e-mail or other forms of electronic communication) and the time or event by which such notice shall be deemed given.
9. GENERAL
9.1 Cumulative rights and remedies: Unless otherwise provided under these Terms of Use, the provisions of these Terms of Use and our rights and remedies under these Terms of Use are cumulative and are without prejudice and in addition to any rights or remedies we may have in law or in equity, and no exercise by us of any one right or remedy under these Terms of Use, or at law or in equity, shall (save to the extent, if any, provided expressly in these Terms of Use or at law or in equity) operate so as to hinder or prevent our exercise of any other such right or remedy as at law or in equity.
9.2 No waiver: Our failure to enforce these Terms of Use shall not constitute a waiver of these terms, and such failure shall not affect the right later to enforce these Terms of Use. We would still be entitled to use our rights and remedies in any other situation where you breach these Terms of Use.
9.3 Severability: If at any time any provision of these Terms of Use shall be or shall become illegal, invalid or unenforceable in any respect, the legality, validity and enforceability of the remaining provisions of this Agreement shall not be affected or impaired thereby, and shall continue in force as if such illegal, invalid or unenforceable provision was severed from these Terms of Use.
9.4 Governing law: Use of the Platform and/or the Services and these Terms of Use shall be governed by and construed in accordance with Philippine law. If any dispute arises in connection with these Terms of Use, the Parties shall attempt, in fair dealing and in good faith, to settle such dispute. If the Parties are not able to reach an amicable settlement pursuant to the preceding section they shall try to agree on an appropriate ADR proceeding (for example mediation, conciliation, expert determination, dispute board, adjudication). If they do not reach agreement on the appropriate ADR proceeding within 14 days after failure of the settlement negotiations or if the dispute is not settled through an ADR proceeding within a period of two months after initiation of the ADR preceding, each Party may initiate an arbitration proceeding pursuant to the following paragraph.
All disputes arising out of or in connection with the present contract, including any question regarding its existence, validity or termination, shall be finally settled in accordance with the rules of the Philippine Dispute Resolution Center, Inc. (“PDRCI”) for the time being in force, which rules are deemed incorporated by reference into this clause. The arbitral tribunal shall consist of three arbitrators to be chosen in accordance with the rules of the PDRCI. The seat of arbitration shall be the Philippines. The procedural law of this seat applicable to commercial arbitration proceedings shall apply where the Rules are silent. The language to be used in the arbitration proceedings shall be English.
9.5 Amendments: Farmasee PH may vary the terms and conditions of these Terms & Conditions of Sale, such variation to take effect on the date Farmasee PH specifies through the above means. If you use the Platform or the Services after such date, you are deemed to have accepted such variation. If you do not accept the variation, you must stop accessing or using the Platform and the Services and terminate these Terms & Conditions of Sale.
9.6 Correction of errors: Any typographical, clerical or other error or omission in any acceptance, invoice or other document on our part shall be subject to correction without any liability on our part.
9.7 Currency: Money references under these Terms of Use shall be in Philippine Peso.
9.8 Language: In the event that these Terms of Use are executed or translated in any language other than English (“Foreign Language Version”), the English language version of these Terms of Use shall govern and shall take precedence over the Foreign Language Version.
9.9 Entire agreement: These Terms of Use shall constitute the entire agreement between you and us relating to the subject matter hereof and supersedes and replaces in full all prior understandings, communications and agreements with respect to the subject matter hereof.
9.10 Binding and conclusive: You acknowledge and agree that any records (including records of any telephone conversations relating to the Services, if any) maintained by us or our service providers relating to or in connection with the Platform and Services shall be binding and conclusive on you for all purposes whatsoever and shall be conclusive evidence of any information and/or data transmitted between us and you. You hereby agree that all such records are admissible in evidence and that you shall not challenge or dispute the admissibility, reliability, accuracy or the authenticity of such records merely on the basis that such records are in electronic form or are the output of a computer system, and you hereby waive any of your rights, if any, to so object.
9.11 Assignment: You may not assign your rights under these Terms of Use without our prior written consent. We may assign our rights under these Terms of Use to any third party.
9.12 Force Majeure: We shall not be liable for non-performance, error, interruption or delay in the performance of its obligations under these Terms of Use (or any part thereof) or for any inaccuracy, unreliability or unsuitability of the Platform’s and/or Services’ contents if this is due, in whole or in part, directly or indirectly to an event or failure which is beyond our reasonable control.
SCHEDULE 1
1. Definitions and Interpretation
Definitions. Unless the context otherwise requires, the following expressions shall have the following meanings in these Terms of Use:
1.1 “Customer” pertains to regular Customers that create their accounts for the sole purpose of purchasing Farmasee PH products.
1.2 “Intellectual Property” means all copyright, patents, utility innovations, trademarks and service marks, geographical indications, domain names, layout design rights, registered designs, design rights, database rights, trade or business names, rights protecting trade secrets and confidential information, rights protecting goodwill and reputation, and all other similar or corresponding proprietary rights and all applications for the same, whether presently existing or created in the future, anywhere in the world, whether registered or not, and all benefits, privileges, rights to sue, recover damages and obtain relief or other remedies for any past, current or future infringement, misappropriation or violation of any of the foregoing rights.
1.3 “Farmasee PH”, “we”, “our” and “us” refer to Farmasee PH, a company incorporated pursuant to the laws of Philippines and having its registered address at 3rd Floor, Dencris Business Center, Manila S RD, Calamba, Laguna.
1.4 “SRP” means the price of Products listed for sale to Customers, as stated on the Platform.
1.5 “Losses” means all penalties, losses, settlement sums, costs (including legal fees and expenses on a solicitor-client basis), charges, expenses, actions, proceedings, claims, demands and other liabilities, whether foreseeable or not.
1.6 “Materials” means, collectively, all web pages on the Platform, including the information, images, links, sounds, graphics, video, software, applications and other materials displayed or made available on the Platform and the functionalities or services provided on the Platform.
1.7 “Order” means your order for Products sent through the Platform in accordance with the Terms & Conditions of Sale.
1.8 “Password” refers to the valid password that a Customer who has an account with Farmasee PH may use in conjunction with the Username to access the relevant Platform and/or Services.
1.9 “Personal Data” means data, whether true or not, that can be used to identify, contact or locate you. Personal Data can include your name, e-mail address, billing address, shipping address, phone number and credit card information. “Personal Data” shall be deemed to include any data that you have provided to us when placing an Order, regardless of whether you have an account with us.
1.10 “Platform” means the website operated and/or owned by Farmasee PH which is presently located at the following URL: www.farmasee.ph.
1.11 “Privacy Policy” means the privacy policy in a separate document see “Privacy Policy”.
1.12 “Product” means a product available for sale to Customers on the Platform.
1.13 “Prohibited Material” means any information, graphics, photographs, data and/or any other material that:
(a) contains any computer virus or other invasive or damaging code, program or macro;
(b) infringes any third-party Intellectual Property or any other proprietary rights;
(c) is defamatory, libelous or threatening;
(d) is obscene, pornographic, indecent, counterfeited, fraudulent, stolen, harmful or otherwise illegal under the applicable law; and/or
(e) is or may be construed as offensive and/or otherwise objectionable, in our sole opinion.
1.16 “Terms & Conditions of Sale” means the terms and conditions governing a Customer’s purchase of the Products.
1.17 “Terms of Use” means the recitals, All Clauses and any Schedules to these terms and conditions.
1.18 “Trademarks” means the trademarks, service marks, trade names and logos used and displayed on the Platform.
1.19 “Username” refers to the unique login identification name or code which identifies a Customer who has a Farmasee PH account.
1.20 “Gift Voucher” means a voucher given to Customers that may be exchanged with corresponding discounts and/or free items pursuant to its separate terms and conditions.
1.21 “you” and “your” refer to the Customers over the age of 18 or otherwise under the supervision of a parent or legal guardian.
Interpretation: Any reference in these Terms of Use to any provision of a statute shall be construed as a reference to that provision as amended, re-enacted or extended at the relevant time. In the Agreement, whenever the words “include”, “includes” or “including” are used, they will be deemed to be followed by the words “without limitation”. Unless expressly indicated otherwise, all references to a number of days mean calendar days, and the words “month” or “monthly” as well as all references to a number of months means calendar months. Clause headings are inserted for convenience only and shall not affect the interpretation of these Terms of Use. In the event of a conflict or inconsistency between any two or more provisions under these Terms of Use, whether such provisions are contained in the same or different documents, such conflict or inconsistency shall be resolved in favor of Leads International Corporation and the provision which is more favorable to Leads International Corporation shall prevail.
2. Terms and Conditions of Sale
Unless otherwise defined, the definitions and provisions in respect of interpretation set out in Schedule 1 will apply to these Terms & Conditions of Sale.
2. Purchase or Redemption of Products
2.1 Your compliance: You agree to comply with any and all the guidelines, notices, operating rules and policies and instructions pertaining to the purchase of Products through the Platform, as well as any amendments to the aforementioned, issued by Farmasee PH (whether as part of use of the Platform or in relation to the purchase of Products, on behalf of Farmasee PH), from time to time. Farmasee PH reserves the right to revise these guidelines, notices, operating rules and policies and instructions at any time and you are deemed to be aware of and bound by any changes to the foregoing upon their publication on the Platform.
2.2 Product description: While Farmasee PH seeks to provide an accurate description of the Products, it does not warrant that such description is accurate, current or free from error. In the event that the Product you receive is of a fundamentally different nature from the Product as described on the Platform and which you have ordered, Clause 6 of these Terms & Conditions of Sale shall apply.
2.3 Placing your Order: You may place an Order by completing the Order form on the Platform and clicking on the “Submit Order/Place Order” button. Farmasee PH will not accept Orders placed in any other manner. You shall be responsible for ensuring the accuracy of the Order.
2.4 Redeeming Products using Gift Vouchers: You agree that all gift vouchers used are valid for redemption and whose control numbers will be deemed used upon receipt or products redeemed. All redeemed products will also constitute as an Order in Farmasee PH.
2.5 All Orders will be deemed to be irrevocable and unconditional upon transmission through the Platform and Farmasee PH shall be entitled (but not obliged) to process such Order(s). You may request to cancel or amend the Order which Farmasee PH will endeavor to give effect to on a commercially reasonable effort basis. However, notwithstanding the foregoing, Farmasee PH is not obliged to give effect to any request to cancel or amend any Order.
2.6 Farmasee PH reserves the right to refuse or cancel any order for any reason at any given time. You may be asked to provide additional verifications or information, including but not limited to phone number and address, before we accept the order.
2.7 Intellectual Property:
2.7.1 Unless the prior written consent of Farmasee PH has been obtained, the Customer shall not remove or alter the trade marks, logos, copyright notices, serial numbers, labels, tags or other identifying marks, symbols or legends affixed to any Products.
2.7.2 The Customer agrees and acknowledges that the Product Materials shall remain the property of Farmasee PH or its licensors. The Customer further agrees that any and all Intellectual Property embodied in or relating to the Product Materials shall remain the sole and exclusive property of Farmasee PH or its licensors.
3. Delivery of Products
3.1 Address: Delivery of the Products shall be made to the address you specify in your Order by Farmasee PH.
3.2 Shipping & packing charges: Shipping and packing charges shall be as set out in the Order.
3.3 Tracking: You may track the status of the delivery at the online portal of Farmasee PH’s chosen courier. Tracking numbers may be asked from Farmasee PH by emailing your request at [email protected].
3.4 Delivery timeframe: You acknowledge that delivery of the Products is subject to availability of the Products. Farmasee PH will make every reasonable effort to deliver the Product to you within the delivery timeframe stated on the relevant page on which the Product is listed, but you acknowledge that while stock information on the Platform is updated regularly, it is possible that in some instances a Product may become unavailable between updates. All delivery timeframes given are estimates only and delays can occur. If the delivery of your Product is delayed, Farmasee PH will inform you accordingly via e-mail and your Product will be dispatched as soon as it becomes available to Farmasee PH. The time for delivery shall not be of the essence, and Farmasee PH shall not be liable for any delay in delivery whatsoever caused.
3.5 Deemed receipt: In the event you do not receive the Product by the projected delivery date and provided that you inform Farmasee PH within 3 days immediately from such projected delivery date, Farmasee PH will try, to the best of Farmasee PH’s ability, to locate and deliver the Product. If Farmasee PH does not hear from you within 3 days from such projected delivery date, you shall be deemed to have received the Product subject to your rights under Philippine law.
3.6 Customer’s failure to take delivery: If the Customer fails to take delivery of the Products (otherwise than by reason of any cause beyond the Customer’s reasonable control or by reason of Farmasee PH’s fault) then without prejudice to any other right or remedy available to Farmasee PH, Farmasee PH may terminate the Customer Contract.
4. Prices of Products
4.1 Standard Retail Price and Distributor Price: The price of the Products payable by a Customer shall be the SRP or DP at the time at which the Order placed by the Customer or Distributor is transmitted to Farmasee PH (through the Platform). Farmasee PH is determined to provide the most accurate pricing information on the platform to its customers and distributors. However, errors may still occur, such as cases when the price of an item is not displayed correctly on the website. As such, Farmasee PH reserves the right to refuse or cancel any order. In the event that an item is mispriced, Farmasee PH may, at its own discretion, either contact you for instructions or cancel your order and notify you of such cancellation. Farmasee PH shall have the right to refuse or cancel any such orders whether or not the order has been confirmed and your credit card or bank account charged.
4.2 Taxes: All Listing Prices are subject to taxes, unless otherwise stated. Farmasee PH reserves the right to amend the Listing Prices at any time without giving any reason or prior notice.
5. Payment
5.1 General: You may pay for the Product using any of the payment methods prescribed by Farmasee PH from time to time. When you place an Order, actual payment will be only charged upon Farmasee PH’s acceptance of your Order and formation of a Customer Contract. All payments shall be made to the available payment methods authorized by Farmasee PH.
5.2 Additional terms: The payment methods may be subject to additional terms as prescribed by Farmasee PH from time to time.
5.3 Payment methods: You agree that you are subject to the applicable user agreement of your payment method. You may not claim against Farmasee PH, for any failure, disruption or error in connection with your chosen payment method. Farmasee PH reserves the right at any time to modify or discontinue, temporarily or permanently, any payment method without notice to you or giving any reason.
5.4 Invoicing: Farmasee PH may invoice you upon the due date of any payment under a Customer Contract.
5.5 Failure to pay: If the Customer or Distributor fails to make any payment pursuant to the terms and conditions of the payment method elected or payment is cancelled for any reason whatsoever, then without prejudice to any other right or remedy available to Farmasee PH, Farmasee PH shall be entitled to cancel the Customer Contract or suspend delivery of the Products until payment is made in full.
5.6 Refund of Payment:
5.6.1 All refunds shall be made via the original payment mechanism and to the person who made the original payment, except for Cash on Delivery, where refunds may be made via bank transfer provided that complete and accurate bank account details are provided to us.
5.6.2 We offer no guarantee of any nature for the timeliness of the refunds reaching your account. The processing of payment may take time and it is subject to the respective banks and/or payment provider internal processing timeline.
5.6.3 All costs associated with the refund process imposed by the processing bank and/or payment provider shall be borne by us.
5.6.4 All refunds are conditional upon our acceptance of a valid return of the Product.
5.6.5 We reserve the right to modify the mechanism of processing refunds at any time without notice.
6. Returns/Repairs/Replacements
6.1 Return Policy: All returns must be done in accordance with the instructions set out in the Return Policy. Farmasee PH is not obliged to agree to any return unless all such instructions are followed to Farmasee PH’s satisfaction. Should Farmasee PH agree to the return, Farmasee PH will deliver the replacement Product to your specified address.
6.2 Permitted returns: Subject to Clause 6.1, within 14 days and/or 7 days, depending on the product, from the date of delivery of the Product, you may return a Product when you:
6.2.1 receive a product that is fundamentally different in nature from the Product specified in the Customer Contract;
6.2.2 receive a faulty or damaged Product;
6.2.3 receive a product that is not as advertised on the platform;
6.2.4 wrong item is delivered;
6.2.5 receive a product that has missing parts/items
6.3 Risk of damage or loss: Risk of damage to or loss of the Products shall pass to the Customer at the time of delivery, or if the Customer wrongfully fails to take delivery of the Products, the time when Farmasee PH has tendered delivery of the Products.
6.3.1 Customer must first send an email to [email protected] regarding their product placement and concern with the following information: full name, order number, contact details, full address, and a video of the item being unboxed in its original courier packaging, and the product concern that warrants return or replacement.
6.3.2 Customer agrees to provide all the information for Farmasee PH to deem the item worthy of return or replacement. If any of the needed information are not sent, Customer agrees and acknowledges that Farmasee PH will not accept the request for product return or replacement.
6.3.4 Should the product need to be returned to Farmasee PH, Customer agrees to shoulder all necessary fees in order to return the item at the agreed delivery location and delivery contact between Farmasee PH and Customer. Customer agrees to send the tracking number of the item to Farmasee PH as part of the due process.
6.3.5 Customer agrees and acknowledges that in cases of product return or replacement, Farmasee PH will not refund their payment, but will replace the product that was requested for return or replacement.
6.4 Risk of damage or loss: Risk of damage to or loss of the Products shall pass to the Customer at the time of delivery, or if the Customer wrongfully fails to take delivery of the Products, the time when Farmasee PH has tendered delivery of the Products.
7. Questions and complaints
If you have any questions or complaints, you may contact Farmasee PH by sending an email to [email protected] with your inquiry and Farmasee PH will have a representative get in touch with you as soon as possible.
8. Termination
8.1 Cancellation by you: You may cancel the Customer Contract before Farmasee PH dispatches the Products under such Customer Contract by written notice to Farmasee PH at [email protected]. If the Products have already been dispatched, you may not cancel the Customer Contract but may only return the Products in accordance with Clause 6.
8.2 Cancellation by Farmasee PH: Without prejudice to any other right of termination elsewhere in these Terms & Conditions of Sale, Farmasee PH, may stop any Products in transit, suspend further deliveries to the Customer and/or terminate the Customer Contract with immediate effect by written notice to the Customer or Distributor on or at any time after the occurrence of any of the following events:
8.2.1 the Products under the Customer Contract being unavailable for any reason;
8.2.2 the Customer being in breach of an obligation under the Customer Contract;
8.2.3 the Customer passing a resolution for its winding up or a court of competent jurisdiction making an order for the Customer’s winding up or dissolution;
8.2.4 the making of an administration order in relation to the Customer or the appointment of a receiver over or an encumbrancer taking possession of or selling any of
the Customer’s assets; or
8.2.5 the Customer making an arrangement or composition with its creditors generally or applying to a Court of competent jurisdiction for protection from its creditors.
9. Risk and property of the Goods
9.1 Risk of damage to or loss of the Goods shall pass to the Customer at the time of delivery or if the Customer wrongfully fails to take delivery of the Goods, the time when Farmasee PH has tendered delivery of the Goods.
9.2 Notwithstanding delivery and the passing of risk in the Goods or any other provision of these Conditions the property in the Goods shall not pass to the Customer until Farmasee PH has received in cash or cleared funds payment in full of the price of the Goods and all other goods agreed to be sold by Farmasee PH to the Customer for which payment is then due.
9.3 The Customer or Distributor agrees with Farmasee PH that the Customer or Distributor shall immediately notify Farmasee PH of any matter from time to time affecting Farmasee PH’s title to the Goods and the Customer shall provide Farmasee PH with any information relating to the Goods as Farmasee PH may require from time to time.
9.4 Until such time as the property in the Goods passes to the Customer or Distributor (and provided the Goods are still in existence and have not been resold) Farmasee PH shall be entitled at any time to demand the Customer to deliver up the Goods to Farmasee PH and in the event of non-compliance, Farmasee PH reserves its right to take legal action against the Customer or Distributor for the delivery of the Goods and also reserves its right to seek damages and all other costs including but not limited to legal fees against the Customer or Distributor.
9.5 The Customer or Distributor shall not be entitled to pledge or in any way charge by way of security for any indebtedness any of the Goods which remain the property of Farmasee PH but if the Customer does so all moneys owing by the Customer to Farmasee PH shall (without prejudice to any other right or remedy of Farmasee PH) forthwith become due and payable.
9.6 The Customer or Distributor shall indemnify Farmasee PH, all of its respective officers, employees, directors, agents and contractors against all loss damages costs expenses and legal fees incurred by the Customer or Distributor in connection with the assertion and enforcement of Farmasee PH ‘s rights under this condition.
10. Limitation of liability
10.1 Sole remedies of customer: The remedies set out in Clause 6 are the Customer’s and Distributor’s sole and exclusive remedies for non-conformity of or defects in the products.
10.2 Maximum Liability: Notwithstanding any other provision of these terms & conditions of sale, Farmasee PH’s maximum cumulative liability to you or to any other party for all losses under, arising out of or relating to the sale of products under each customer contract, will not exceed the sums that you have paid to Farmasee PH under such customer contract.
11. General
11.1 Cumulative rights and remedies: Unless otherwise provided under these Terms & Conditions of Sale, the provisions of these Terms & Conditions of Sale and Farmasee PH’s rights and remedies under these Terms & Conditions of Sale are cumulative and are without prejudice and in addition to any rights or remedies Farmasee PH may have in law or in equity, and no exercise by Farmasee PH of any one right or remedy under these Terms & Conditions of Sale, or at law or in equity, shall (save to the extent, if any, provided expressly in these Terms & Conditions of Sale or at law or in equity) operate so as to hinder or prevent Farmasee PH’s exercise of any other such right or remedy as at law or in equity.
11.2 Severability: If at any time any provision of these Terms & Conditions of Sale shall be or shall become illegal, invalid or unenforceable in any respect, the legality, validity and enforceability of the remaining provisions of this Agreement shall not be affected or impaired thereby, and shall continue in force as if such illegal, invalid or unenforceable provision was severed from these Terms & Conditions of Sale.
11.3 Rights of third parties: A person or entity who is not a party to these Terms & Conditions of Sale shall have no right under any legislation in any jurisdiction to enforce any term of these Terms & Conditions of Sale, regardless of whether such person or entity has been identified by name, as a member of a class or as answering a particular description. For the avoidance of doubt, nothing in this Clause shall affect the rights of any permitted assignee or transferee of these Terms & Conditions of Sale.
11.4 Governing law: These Terms & Conditions of Sale shall be governed by, and construed in accordance with the laws of Philippines.
11.5 If any dispute arises in connection with these Terms of Use, the Parties shall attempt, in fair dealing and in good faith, to settle such dispute. If the Parties are not able to reach an amicable settlement pursuant to the preceding section they shall try to agree on an appropriate ADR proceeding (for example mediation, conciliation, expert determination, dispute board, adjudication). If they do not reach agreement on the appropriate ADR proceeding within 14 days after failure of the settlement negotiations or if the dispute is not settled through an ADR proceeding within a period of two months after initiation of the ADR preceding, each Party may initiate an arbitration proceeding pursuant to the following paragraph.
All disputes arising out of or in connection with the present contract, including any question regarding its existence, validity or termination, shall be finally settled in accordance with the rules of the Philippine Dispute Resolution Center, Inc. (“PDRCI”) for the time being in force, which rules are deemed incorporated by reference into this clause. The arbitral tribunal shall consist of three arbitrators to be chosen in accordance with the rules of the PDRCI. The seat of arbitration shall be the Philippines. The procedural law of this seat applicable to commercial arbitration proceedings shall apply where the Rules are silent. The language to be used in the arbitration proceedings shall be English.
11.6 Amendments: Farmasee PH may vary the terms and conditions of these Terms & Conditions of Sale, such variation to take effect on the date Farmasee PH specifies through the above means. If you use the Platform or the Services after such date, you are deemed to have accepted such variation. If you do not accept the variation, you must stop access or using the Platform and the Services and terminate these Terms & Conditions of Sale.
11.7 Correction of errors: Any typographical, clerical or other error or omission in any acceptance, invoice or other document on Farmasee PH’s part shall be subject to correction without any liability on Farmasee PH’s part.
11.8 Currency: Money references under these Terms & Conditions of Sale shall be in Philippine Pesos.
11.9 Language: In the event that these Terms & Conditions of Sale is executed or translated in any language other than English (“Foreign Language Version”), the English language version of these Terms & Conditions of Sale shall govern and shall take precedence over the Foreign Language Version.
11.10 Entire agreement: These Terms & Conditions of Sale shall constitute the entire agreement between you and Farmasee PH relating to the subject matter hereof and supersedes and replaces in full all prior understandings, communications and agreements with respect to the subject matter hereof.
11.11 Binding and conclusive: You acknowledge and agree that any records (including records of any telephone conversations relating to the Services, if any) maintained by us or our service providers relating to or in connection with the Platform and Services shall be binding and conclusive on you for all purposes whatsoever and shall be conclusive evidence of any information and/or data transmitted between us and you. You hereby agree that all such records are admissible in evidence and that you shall not challenge or dispute the admissibility, reliability, accuracy or the authenticity of such records merely on the basis that such records are in electronic form or are the output of a computer system, and you hereby waive any of your rights, if any, to so object.
11.12 Assignment: You may not assign your rights under these Terms of Use without our prior written consent. We may assign our rights under these Terms of Use to any third party.
11.13 Force Majeure: We shall not be liable for non-performance, error, interruption or delay in the performance of its obligations under these Terms of Use (or any part thereof) or for any inaccuracy, unreliability or unsuitability of the Platform’s and/or Services’ contents if this is due, in whole or in part, directly or indirectly to an event or failure which is beyond our reasonable control.