Acceptance of Terms
Welcome to SME.COM.PH, a website powered by PDB SME Solutions, Inc. (SME SOLUTIONS). SME Solutions provides its service to you, subject to the following Terms of Use, which may be updated by us from time to time without prior notice. The following describes the terms on which you can use our site. Please read them carefully.
Eligibility
To use the eMarketplace you must be able to form legally binding contracts under applicable law. If you are underage or otherwise do not qualify, you may not use the eMarketplace.
Content Supplied By You
("Your Content" means any information you provide to us during registration, building or changing your website, in any public message area, in any email or attachment, or otherwise.)
You are solely responsible for Your Content. You undertake that Your Content, will not:
- infringe any third party's copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy;
- violate any law, statute, ordinance or regulation (including without limitation those governing export control, consumer protection, unfair competition, anti-discrimination or false advertising), or cause such violation by PDB SME Solutions, Inc.;
- be defamatory, trade libelous, unlawfully threatening or unlawfully harassing;
- be obscene or pornographic;
- contain any viruses or other malicious elements; or
- include any links which you do not have the right to include. We reserve the right to take any action with respect to such information we deem necessary or appropriate in our sole discretion if we believe it may create liability for us or may cause us to lose (in whole or in part) the services of our ISPs or other suppliers.
PDB SME Solutions, Inc., through SME.COM.PH, will use information collected through its site to provide you with the products and services you requested. We will also use information we collected to identify you, to communicate with you and to help us respond to your questions. From time to time PDB SME Solutions, Inc. contracts with other entities to perform specific services for PDB SME Solutions, Inc., and you agree to allow us to disclose Your Content, and any personal data about you contained in Your Content, to them, to the extent reasonably necessary for them to perform those services.
INDEMNITY
You agree to indemnify and hold PDB SME Solutions, Inc. officers, agents, co-branders or other partners, and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of Content you submit, post, transmit or make available through the Service, your use of the Service, your connection to the Service, your violation of the Terms of Use, or your violation of any rights of another.
WARRANTY
Specific limited warranties are given elsewhere in these terms in relation to particular services. Save as so expressly set out, we and our suppliers provide the PDB SME Solutions, Inc. website and our services "as is" and without any warranties, conditions or other terms, express or implied, statutory or otherwise, including without limitation any terms as to quality, fitness for purpose, or non-infringement, and all such terms which would otherwise be included are hereby excluded to the fullest extent permitted by law. Also, we do not promise continuous, uninterrupted or secure access to the SME.COM.PH website, and operation of our site may be affected by numerous factors beyond our control. However, if you are a consumer, YOUR STATUTORY RIGHTS ARE NOT AFFECTED.
LIMIT OF LIABILITY
Nothing in this agreement is intended to limit or exclude any liability on the part of PDB SME Solutions, Inc. where and to the extent that applicable law prohibits such exclusion or limitation. In particular, if you are a consumer YOUR STATUTORY RIGHTS ARE NOT AFFECTED.
Subject to the previous paragraph, in no event shall we or our suppliers be liable for any: lost profits; lost sales; lost business; lost opportunity; lost information; lost anticipated savings; lost or wasted time; or special, indirect or consequential damages (however arising, including as a result of negligence) arising out of or in connection with these Terms of Use.
COMPLIANCE WITH LAWS
You will comply with all applicable laws, statutes, ordinances and regulations in connection with your use of the SME.COM.PH website.
MISCELLANEOUS
If any provision of these Terms of Use is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. These Terms of Use sets forth the entire understanding and agreement between us with respect to the subject matter hereof.
NOTICE
Notices to you may be made via either email or regular mail. We may also provide notices of changes to the Terms of Use or other matters by displaying notices or links to notices to you generally on the website.
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Additional Terms for the Use of the SME.COM.PH Shopping Mall
CONDUCT OF BUSINESS
You undertake that neither the merchandise offered for sale at your individual website, nor the advertising or selling of it, will:
- infringe any third party's copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy;
- violate any law, statute, ordinance or regulation (including without limitation those governing export control, consumer protection, unfair competition, anti-discrimination or false advertising), or cause such violation by PDB SME Solutions, Inc.;
- be defamatory, trade libelous, unlawfully threatening or unlawfully harassing;
- contain any viruses or other malicious elements; or
- include any links which you do not have the right to include.
You agree to offer merchandise for sale in good faith, i.e. so that in general you will be able to meet orders placed at the prices and in the sizes, colors etc. offered. You will not arbitrarily delay or refuse to accept and/or fulfill orders placed by visitors. You will not operate any covert 'Dutch auction' or other system whereby you secretly ascertain who will pay most and fill only some orders on that basis.
PRIVACY OF CUSTOMERS
You will comply with applicable Data Protection laws, including without limitation by holding suitable registrations for your activities. You will not disclose any personal data about any of your customers or potential customers to any third party, except in accordance with Data Protection laws, your registrations, and consistently with PDB SME Solutions, Inc. public statements on Privacy.
OTHER MERCHANTS
You may politely draw attention to any true differences in price, etc. which you can support objectively. However, in the interests of all, you will not refer negatively to other Merchants, or their merchandise etc. as such conduct may cause the other Merchant to take action against you in law.
NON-PHILIPPINE CUSTOMERS
Laws governing some customers may differ from Philippine laws. It is your responsibility to ensure that selling or advertising your merchandise to non-Philippine customers complies with their laws also. As one example, a medicine may require prescription in a foreign country where it is 'over the counter' in the Philippines. You are responsible for checking that your activities are all lawful.
FEEDBACK
You agree that we may operate or introduce feedback mechanisms to enable us to evaluate the visitor opinions on you, and that we may terminate the agreement if the proportion of feedback which is negative exceeds a level set objectively by us.
By accepting feedback, you are agreeing that customers may make statements about your conduct which you regard as untrue. In any such case, if you contact PDB SME Solutions, Inc. by email, giving full details, we will conduct a brief investigation and may discount the offending statement(s). Provided we investigate (but whether or not we discount the statement) you hereby waive any right you might otherwise have against PDB SME Solutions, Inc. in connection with such statements, any resulting termination and losses resulting. You accept that PDB SME Solutions, Inc. cannot control such statements and it is not practicable to conduct full, detailed, investigations.
ADVERTISING
You may advertise the existence of your website in any advertising media, but such advertisements will comply with all applicable laws and codes of conduct and will contain only neutral or positive references to the PDB SME Solutions, Inc., SME.COM.PH, and other Merchants. Links may be constructed from other parts of the web direct to your website, but such visitors will not be allowed to link on to any other parts of our site other than our home page. However, specific agreements between you and other Merchants allowing links to each other's websites may be made, at your sole risk.
TERMINATION OF RIGHTS
We can terminate your presence in the SME.COM.PH without prior notice if in our sole judgement
- you are not operating with a high standard of business ethics,
- your continued presence may damage the reputation of the SME.COM.PH or PDB SME Solutions, Inc. in the eyes of visitors or any class of visitors,
- your presence in SME.COM.PH has exposed us to liability or loss (notwithstanding the indemnity you have given above), or there is a serious possibility that it will in future,
iv. your site, merchandise, services, business dealings or methods of doing business breach (or may lead to the breach of) any law or regulation, or
- you are in breach of these terms as they relate to SME.COM.PH or PDB SME Solutions, Inc. You acknowledge that the ability on our part rapidly to terminate individual Merchants without risk of liability is essential for the well-being of SME.COM.PH or PDB SME Solutions, Inc., and therefore you waive any claim against us for loss arising out of such termination.
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