Terms of Use

THE ORANGEVALLEY.SG WEBSITE (“THE SITE”) IS OWNED, MANAGED AND/OR OPERATED BY ORANGE VALLEY HEALTHCARE PTE LTD (“OVH”). BY ACCESSING THE SITE OR USING ANY INFORMATION OR SERVICES FOUND IN THE SITE, YOU AGREE TO BE BOUND BY THE FOLLOWING TERMS AND CONDITIONS WHICH MAY BE CHANGED, UPDATED OR OTHERWISE AMENDED FROM TIME TO TIME.

The terms “you” or “user” refers to any person who accesses the Site, purchases the products and/or makes use of the services through the Site. Use of the Site’s web pages following the posting of any changes to these Terms and Conditions constitutes acceptance of those changes by the user.

1. SITE CONTENT

1.1 The content of the Site includes, but is not limited to information, data, software, photographs, graphics, videos, text, images, illustrations, maps, typefaces, sounds, names, logos, trade and service marks, links and other material (collectively referred to as “the Content”) that are protected by copyright or other proprietary rights in both Singapore and elsewhere, such rights being valid and protected in all forms, media and technologies now existing or hereinafter developed. The selection, coordination, arrangement, integration and enhancement of the Content are subject to copyrights or patents held by or licensed to OVH.

1.2 You may not modify, remove, delete, augment, add to, publish, transmit, participate in the transfer or sale of, create derivative works from, or in any way exploit any of the Content, in whole or in part. You may view and download a copy of the Content on the Site solely for your personal and non-commercial purposes. No right, title or interest in any material downloaded from the Site is transferred to you as a result of such downloading or copying. Any other use of the Site or the Content is strictly prohibited, unless the written permission of OVH is first obtained.

1.3 No part or parts of the Content may be reproduced, broadcasted, framed, hyperlinked or transmitted in any manner or by any means or stored in an information retrieval system without the prior written consent of OVH.

1.4 You may not reproduce, retransmit, disseminate, sell, distribute, publish, broadcast, circulate or commercially exploit the information or the services found on the Site in any manner whatsoever without the prior written consent of OVH, or use such information or services for any unlawful or unauthorised purpose.

1.5 If you violate any of these Terms and Conditions, your permission to use any of the Content automatically terminates and you must immediately destroy any copies you have made of the Content.

2. DISCLAIMERS

2.1 OVH does not warrant or represent that your use of the Site will not infringe the rights of third parties.

2.2 All information and materials found on the Site are for purposes of information only and are not meant to substitute any advice provided by your own physician or other medical professionals. You should not use the information and materials found on the Site for the purpose of diagnosis or treatment of a health condition or disease or for the prescription of any medication. You should read carefully all product packaging. If you have or suspect that you have a medical problem, you should promptly consult your own physician and medical advisers.

2.3 The Site may contain links to web sites maintained by other people and/or companies. OVH does not monitor the content on these sites nor does OVH have the ability to control these sites. For these reasons, OVH explicitly disclaims any responsibility for the accuracy, content, availability of information, copyright compliance, legality or decency of material contained in sites that are linked to or from the Site from third parties not associated with OVH and you irrevocably waive any claim against OVH with respect to such sites. OVH does not endorse or make any representations whatsoever as to the content of third party sites included in the Site whether or not such link was created by OVH.

2.4 OVH provides the use of the Site on an “as is” and “as available” basis. OVH disclaims all warranties of any kind, whether express or implied, including but not limited to any warranty that:-

2.4.1 Your use of the Site will be error-free, free from computer viruses, secure, timely, uninterrupted or will meet your requirements, or

2.4.2 Any material you download from the Site or otherwise obtained through the use of the Site will not cause damage to or impeded the functions of your computer system or result in loss of data; or

2.4.3 The products or services made available or purchased through the Site will meet your expectations or are fit for a particular purpose or merchantable or of satisfactory quality; or

2.4.4 The content is accurate, authentic, adequate, applicable, timely, complete or reliable.

2.5 None of the Content or any statement made on or obtained through the Site or any oral or written communication between you and OVH (including e-mail or any other electronic communication) shall create or give rise to any warranty unless expressly stated in these Terms and Conditions.

 

3. SALE CONTRACTS

3.1 Definitions

Except where the context otherwise requires, any reference in these Terms and Conditions to:-

3.1.1 “Contract” means the contract for the sale of Products by OVH to the Customer evidenced by a Purchase Order duly accepted by OVH.

3.1.2 “Customer” means the person whose order to purchase Products has been duly accepted by OVH.

3.1.3 “Products” means any goods or services and information which are advertised on the Site for the Customer’s placement of Purchase Order.

3.1.4 “Purchase Order” means the order made by a Customer for the purchase of a Product or Products.

3.1.5 “Purchase Order Form” means a form made available on the Site in the form of an electronic record to be used by the Customer for the making of orders for a Product or Products.

3.1.6 “Supplier” means the vendor from whom OVH may procure the Product or Products for sale to the Customer.

3.2 Acknowledgement and Acceptance of Terms

The provision of the following services to the Customer:-

3.2.1 the sale of Products to the Customer pursuant to the Agreement;

3.2.2 the provision of information via the Site;

3.2.3 the facilitation of the delivery of Products;

3.2.4 the provision of such services as may be made available to the Customer which may be provided via the Site from time to time; and

3.2.5 the provision of any other services as may be ancillary to the above or such other services which OVH may provide to the Customer shall be conditional on the Customer’s acceptance of and compliance with these Terms and Conditions. The above services are also subject to any operating rules or policies that may be introduced or implemented by OVH from time to time.

3.3 Contract for Purchase of Products

3.3.1 All orders for Products offered for sale on the Site may only be made on a Purchase Order Form, the format of which shall be specified and made available by OVH on the Site for use by the Customer and which may be changed from time to time. Acceptance of the Purchase Order by OVH will constitute the Contract between the Customer and OVH.

3.3.2 OVH shall not be bound to accept any particular Purchase Order. No Contract shall come into existence until OVH has accepted the Purchase Order. OVH reserves the right not to accept any Purchase Order for any reason whatsoever.

3.3.3 A Contract is subject to OVH being able to procure the Product or Products ordered by the Customer, from the relevant Supplier.

3.3.4 In the event OVH is unable to meet a Customer’s Purchase Order and provide the Customer with the Product or Products ordered by the Customer for any reason whatsoever, including but without limitation to a shortage of stocks of the Product or Products, OVH shall inform the Customer accordingly and refund the Customer the amount paid by the Customer for the Product or Products in question where payment by the Customer was made by credit card, to reverse or nullify such payment. In such event, the Contract shall terminate and neither party shall have any claim whatsoever against the other with respect to the Contract, these Terms and Conditions and the Product or Products in question.

3.3.5 With respect to certain Products, OVH may set down additional terms and conditions, which are specific to the sale of such Products, and such specific terms and conditions shall apply to any Contract for the sale of these Products. In the event of any conflict between these specific terms and the Terms and Conditions within Clause 3, the specific terms shall prevail.

3.3.6 Any attempt by the Customer to alter any part of these Terms and Conditions or of the Terms and Conditions within this clause, shall not have any effect whatsoever, and shall under no circumstances bind OVH in any way whatsoever.

3.4 Payment

3.4.1 All payments to be made by Customers under each and every Contract shall be by way of credit card, unless alternative modes of payment have been approved by OVH.

3.4.2 All amounts payable by a Customer to OVH under a Contract shall be inclusive of goods and services tax (“GST”).

3.4.3 Payments in cash shall also be acceptable if made immediately upon delivery.

3.4.4 Unless specified otherwise, all payments shall be in Singapore Dollars.

3.5 Delivery

3.5.1 OVH shall effect delivery of Products within the Republic of Singapore only, which for the avoidance of doubt, consists of the island or mainland of Singapore excluding Sentosa and the Brani islands.

3.5.2 OVH shall use its best endeavours to effect delivery within seven (7) working days in Singapore from the date of OVH’s acceptance of the Purchase Order from the Customer provided that payment for the Product or Products has been made in full to OVH.

3.5.3 The Customer shall ensure that only persons eighteen (18) years and above may take delivery of the Products at the address provided by the Customer to OVH to which the Product or Products is/are to be delivered.

3.5.4 If a Customer fails to take delivery of Products or fails to enable OVH to make delivery (whether by refusal or failure of the Customer to provide OVH with any instructions, licence, authorisation or other documentation or information or to appoint a person eighteen (18) years and above to enable OVH to deliver the Products), OVH may attempt to make a re-delivery of the Products, in which event a redelivery charge as may be determined by OVH from time to time, may be charged to the Customer in respect of such re-delivery and payable as a debt due within seven (7) days from the date of such re-delivery or alternatively, OVH may store the Products and charge the Customer any expenses incurred for such storage, including but not limited to costs of insurance, handling, administration and other costs incurred in respect of the Products or otherwise dispose of the Products in such manner as OVH deems fit, in which case, the Customer shall have no claims whatsoever against OVH in respect of such disposal.

3.5.5 OVH shall not be liable for any losses, damages or expenses sustained by the Customer or any other person in consequence of any delays in delivery of a Product if such delivery is delayed at the Customer’s request or owing to the Customer’s refusal or inability to take delivery of the Product by reason of a lack of reasonable access to the address or place for delivery of the Product or of causes beyond the reasonable control of OVH. If delivery is so delayed or cancelled, the Customer shall not be entitled to cancel the Contract.

3.6 Product Quality

3.6.1 OVH shall not be liable for any defects in a Product unless the Customer shall, within five (5) days after delivery of the Product, have given OVH notice, verbally or in writing, of the matters complained of.

3.6.2 OVH’s liability for breach of a condition or warranty is limited in the case of the Products to, at OVH’s election, either the replacement of the Products with equivalent products or the payment of the cost of replacement of the Products or of acquiring equivalent Products.

3.6.3 Any Product may be returned by a Customer to OVH within five (5) days from the date of the delivery of the said Product to the Customer for a refund or exchange of the said Product for another Product (“Replacement Product”) provided that the Product is returned unused in its original condition and in its original box and packing material, together with all ancillary items and materials, including but not limited to instruction leaflets, spare parts, accessories and manuals, which are provided with or are part of the Product. Should any of the aforesaid items, parts or materials be missing from the Product on return to OVH, OVH reserves the right to charge the Customer a fee in respect of each item, part or material which is missing from the returned Product. The Customer shall also bear any difference in price where the returned Product is of lower value than the Replacement Product.

3.6.4 Upon verification by OVH that a Product returned by a Customer is intact, unused and in its original condition, OVH will make the requisite refund or replace the Product in accordance with its Refund Policy referred to in Clause 12.1(d). Such refund shall be made at the absolute discretion of OVH, whose decision is final and binding. In the interests of protecting the hygiene and safety of the Products, OVH reserves the right to refuse the return of any Product which has been used or damaged whilst in the Customer’s possession.

3.6.5 All pictorial representations (including the specifications and colours) of the Products are to be treated as indicative only and OVH shall not be liable if the Products do not comply with such pictorial representations.

3.7 Title and Risk

3.7.1 Property and title in the Products will not pass to the Customer until OVH’s receipt of full payment for the Products in cash or by way of cleared funds and the Products have been delivered to the Customer.

3.7.2 The Customer shall hold the Products delivered as fiduciary agent and as bailee for and on behalf of OVH until full payment is received in accordance with Clause 3.7.1 above.

3.7.3 The risk in the Product shall pass to the Customer from the moment the Products leave the premises of OVH or its supplier or such other location where the Products may be stored.

4. REGISTRATION

4.1 You must be registered as a member of the Site in order to order and purchase Products on the Site. Once registered, you will no longer be required to provide certain information required for the purchase of Products on your subsequent access to the Site and placements of future Purchase Orders on the Site. Each user is entitled to register for one (1) account only.

4.2 Upon submitting your registration form, you warrant that all information you are required to furnish about yourself is at all times true, accurate, current and complete. You also warrant that you have legal capacity to bind yourself to the Terms and Conditions herein. You further undertake to maintain and update your membership records as soon as any change in your particulars occurs.

4.3 You have the sole responsibility of maintaining the confidentiality and security of your Login Name and the Password upon registration. You may not use a Login Name or e-mail address which breaches the intellectual property rights or other proprietary rights of any person or entity. OVH reserves the right to prohibit the use of any Login Name or e-mail address which OVH, in its sole discretion, deems inappropriate. You agree to maintain the integrity of the Site and of the Content by exercising proper judgment and following standard good practice. If it comes to your attention or you suspect that there has been unauthorised use of your Password or any other security breach, you undertake to inform OVH immediately.

4.4 OVH may, at its sole discretion, temporarily or indefinitely suspend or terminate your membership of and access to the Site or any part thereof if OVH has reasonable belief or suspicion that you provided OVH with false, misleading, outdated and incomplete information upon registration or if you are in breach of the Terms and Conditions herein or if OVH is unable to verify or authenticate any information you have furnished. OVH is under no obligation to determine conclusively that you are indeed in breach of these Terms and Conditions before taking any such action.

4.5 All information and particulars provided by you upon registration or upon placing a Purchase Order shall be governed by the terms of OVH’s Privacy Policy. OVH consistently takes reasonable steps in accordance with the Privacy Policy, which is incorporated into these Terms and Conditions by reference.

4.6 As a registered member of the Site, you will be wholly responsible for the use of your membership account, whether or not you have authorised such use by a third party. In the event a third party places Purchase Orders on behalf of a member or otherwise uses a member’s account for whatever purpose, including but not limited to an adult child placing Purchase Orders on behalf of his or her parent or otherwise using his or her parent’s membership account, the member shall be deemed to be wholly responsible for the third party’s use of his membership account, whether or not such use has been duly authorised.

5. RESTRICTIONS ON EMPLOYEES OF ORANGE VALLEY HEALTHCARE

Employees of OVH and their immediate relatives are prohibited from participating in any activity, including but not limited to contests, competitions, polls and games conducted on the Site. Any employee of OVH or any of their immediate relatives, who, in contravention of this clause, participates in such activity, shall not be entitled to any of the benefits attributed to such activities.

6. INDEMNITY

You agree to defend, indemnify and hold OVH harmless against all claims, expenses [including legal expenses (on a full indemnity basis) and those of other professionals], loss and damages of any nature whatsoever and howsoever made or incurred by a third party as a result of or in connection with your breach of any of these Terms and Conditions, your posting of any materials, your use of or access to the Site (or any part thereof), your violation of any third party rights or any harm or detriment caused by you to a third party. In the event OVH is required to defend any claims made by third parties, you agree to cooperate and assist in mounting and sustaining OVH’s defence to the best of your ability including furnishing to OVH all relevant evidence in your possession.

7. EXCLUSION AND LIMITATION OF LIABILITY

7.1 OVH is not liable, under any circumstances, for any claims, expenses [including legal expenses (on a full indemnity basis) and those of other professionals], losses or damages (including but not limited to direct, indirect, special, incidental, consequential or exemplary damages) whether based on contract, tort (including negligence) or any other legal cause of action, even if OVH has been advised or the possibility of such claims, expenses, losses or damages. Any liability arising from or in connection with the following is expressly excluded:-

7.1.1 Your reliance on or use of any of the content or facility included in the Site;

7.1.2 Your use of or inability to use the Site due to technical failures or otherwise;

7.1.3 Unauthorised use of your membership account and/or password;

7.1.4 Your dealings with any third party on or through the use of the Site; or

7.1.5 Your use of any credit or charge card to effect any transaction under this Agreement.

7.2 OVH’S liability to you or any third party is, in any event, limited to the sum of S$100.00. This clause shall take effect to the fullest extent permitted by law.

8. POSTING OF INFORMATION AND/OR MATERIAL BY YOU

8.1 For the purposes of these Terms and Conditions, to “post” materials, advertisements or communications on the Site means to upload, transmit, communicate, disseminate, distribute, make available, display, publish, provide links to any materials, or to knowingly assist in the doing or to offer to do any of these acts. “Postings” shall accordingly refer to materials, advertisements or communications posted by way of any of these acts.

8.2 You agree not to do the following:-

8.2.1 impersonate any person or entity, misrepresent any affiliation with any person or entity, falsify or delete any of the Content, to create false addresses or material, whether by misappropriating the use of handles, nicknames, user-ids or otherwise;

8.2.2 post any content that is defamatory, sacrilegious, offensive, unlawful, false, misleading or that harasses, threatens, harms or a detriment to any person, violates his privacy or is in the nature of chain letters, pyramid schemes, spam, junk e-mail or that is otherwise objectionable;

8.2.3 post any material that inhibits OVH’s administration of and use by others of the Site or that contains software viruses or any other computer code, files or programs designed to interrupt, destroy, surreptitiously intercept any system, data or personal information or that limits the functionality of any computer software or hardware or telecommunications equipment or do anything to undermine the security, integrity or operation of the Site and the Content; and

8.2.4 cheat, commit fraud or otherwise contravene any laws of the Republic of Singapore which may be in force from time to time, including but not limited to any applicable Code of Practice or Regulation relating to electronic communications or the Internet.

8.3 You acknowledge that the Internet is not a secure environment and that others may read, view and/or download your Postings without your knowledge.

8.4 OVH may, at any time and at its sole discretion, remove, edit, refuse to post, block access to or take some other course of action with respect to the whole or part of your Postings if OVH has a reasonable suspicion or belief that you are in breach of these Terms and Conditions. OVH is not obliged to determine conclusively that you are indeed in breach of these Terms and Conditions before taking any such action.
8.5 Subject to our Privacy Policy, you will automatically grant OVH a royalty-free, perpetual, irrevocable, non-exclusive licence to use, reproduce, modify, publish, edit, translate, distribute, perform and display the Postings alone or as part of other works in any form, media or technology, whether now known or hereafter to be developed, and to sub-license such rights through multiple tiers of sub licensees.

9. FORCE MAJEURE

9.1 On the occurrence of a Force Majeure, the Party seeking to be excused from the performance of this Agreement (except for performance of payment obligations under this Agreement) shall be excused from such performance for the duration of the Force Majeure provided that such Party:-
a. immediately notifies the other Party of the occurrence, estimated extent and duration of the Force Majeure;
b. uses its best endeavours to avoid or mitigate the effect of the Force Majeure; and
c. as soon as reasonably possible after the end of the Force Majeure event, that Party shall notify the other Party that the Force Majeure event has ended and shall resume performance of its obligations under this Agreement.9.2 “Force Majeure” means any event:-
a. which was not reasonably foreseeable or the extent of which was not reasonably foreseeable by either Party at the date of this Agreement and which was beyond the reasonable control of the Party seeking to be excused from the performance of this Agreement;
b. which was not due to the default or negligence of that Party; and
c. which prevented or delayed that Party’s performance of its obligations under this Agreement, including without limitation to an act of God, war, hostility, invasion, act of foreign enemies, rebellion, revolution, civil war, strike and lockout.

9.3 In the event the Force Majeure event continues for a period exceeding one hundred and twenty (120) days consecutively, despite all efforts of the affected Party to mitigate the effects of the Force Majeure, then either Party may at any time thereafter, upon giving notice to the other, elect to terminate this Agreement.

9.4 In any of the events mentioned in Clause 9.1 herein, the Parties shall for the duration of such event be relieved of any obligation under this Agreement as is affected by the event except that the provisions of this Agreement shall remain in force with regard to all other obligations under this Agreement which are not affected by the event.

10. NO AGENCY

Nothing in this Agreement shall be deemed to constitute a partnership between OVH and you or constitute any party the agent or representative of the other party or otherwise entitle either party to have any authority or right to assume any obligation of any kind, express or implied on behalf of the other party or bind or commit the other party for any purpose in any way whatsoever.

11. NOTICES

11.1 All notices and other communications from OVH to you shall be in writing and may be conducted by e-mail to the e-mail address you furnished to OVH during registration or that furnished by you when prompted to do so in the course of using any of the facilities made available on the Site. Notice is deemed to be given twenty-four (24) hours after an e-mail has been sent. OVH may also choose to give you notice by registered post to the address which you furnished during registration, in which case notice is deemed to be given three (3) days after the date of posting, regardless whether such notice is returned undelivered.

11.2 Except as expressly stated otherwise, your communications and notices to OVH shall also be given in writing to OVH.

11.3 It is your sole responsibility to ensure that your electronic mailbox is in proper working order for any communications with OVH. You are liable for any resulting damage, expense, loss or risk from or other consequence of any failure in the operation of your electronic mailbox.

12. ADDITIONAL TERMS

12.1 The following documents/notices are incorporated by reference:-
a. Privacy Policy;
b. Delivery Policy;
c. Payment Policy; and
d. Refund Policy;12.2 In the event of any conflict between the terms or provisions of the documents/notices listed in Clause 12.1 above and these Terms and Conditions, these Terms and Conditions shall prevail.

13. ASSIGNMENT

Subject to the other provisions of this Agreement, all the Terms and Conditions herein shall be binding upon and inure to the benefit of the parties and their respective heirs, successors, permitted assigns and successors-in-title except that:-
a. no party may assign this Agreement in whole or in part thereof without the prior written consent of the other party, which consent shall not be unreasonably withheld;
b. any permitted assignee or transferee shall agree in writing to comply with all Terms and Conditions of this Agreement; and
c. any assignment shall not exceed the existing scope of this Agreement.

14. GOVERNING LAW

14.1 This Agreement shall be deemed to be made in Singapore and shall be subject to, governed by, interpreted and construed in accordance with the laws of the Republic of Singapore for every intent and purpose.

14.2 You hereby agree to submit irrevocably to the nonexclusive jurisdiction of the Courts of the Republic of Singapore to settle any and all disputes in connection with this Agreement.

14.3 The application of the United Nations Convention on Contracts for the International Sale of Goods 1980 to this Agreement is hereby expressly excluded.

15. ENTIRE AGREEMENT

You expressly acknowledge that you have read this Agreement and understood its provisions. You further agree and acknowledge that you understand that this Agreement constitutes the entire agreement between OVH and you with respect to the subject matter hereof and that it supersedes all prior or contemporaneous proposals, agreements, negotiations, representations, correspondence, warranties, commitments or understandings and all other communications (whether written or oral, express or implied) entered into prior to this Agreement in respect of the matters dealt with in it.

16. MISCELLANEOUS

16.1 Where the context so admits, words importing the singular meaning shall be deemed to include the plural meaning and vice versa, words importing the masculine gender only shall include the feminine or neuter gender and vice versa, and words denoting natural persons shall include corporations and firms and all such words shall be construed interchangeably in that manner.

16.2 The clauses, paragraph headings and marginal notes herein have been inserted for ease of reference and guidance only and shall not be deemed to define, limit, construe or describe the scope or intent of the sections or clauses hereof, nor shall they in any way affect these Terms and Conditions.

16.3 Any delay or failure on OVH’s part to take action against any breach of these Terms and Conditions by you does not constitute a waiver of any kind of OVH’s rights, now or in the future, under these Terms and Conditions.

16.4 All such electronic records of any Purchase Order and any other electronic record relating to a Contract, the Site, these Terms and Conditions or any service, product or service contemplated hereunder as may be maintained by OVH shall be conclusive evidence of the contents thereof. The Customer agrees to the admission as evidence in any court of competent jurisdiction such electronic records and further agrees not to challenge or dispute the authenticity or accuracy thereof.

16.5 The Site is based in Singapore. We make no claims that the Content is appropriate or may be downloaded outside Singapore. Access to the Content may not be legal by certain persons or in certain countries. If you access the Site from any country outside Singapore, you do so at your own risk and are responsible for compliance with the laws of your jurisdiction.