Welcome to the Terms & Conditions (these "Terms") for www.uniphar.ie (the “Website”) operated by Uniphar Plc ("Uniphar", "we", “our” or "us"). We are registered in Ireland under company number 224324, and with our registered office at 4045 Kingswood Road, Citywest Business Park, County Dublin.
Please read these Terms carefully before you start to use the Website. By using the Website, you indicated that you accept these Terms, our Privacy Statement and our Cookies Policy and that you agree to abide by them. If you do not agree to these Terms, please do not use the Website.
1. These Terms
1.1 In order to become a Customer ("Customer" or "you") of the Website and to enjoy the service provided and features available on the Website ("Uniphar Services"), you must read and accept all these Terms and the Privacy Statement. By browsing, accessing or using the Website or by using any facilities or services made available through it or by transacting through or on it, you are agreeing to these Terms. Uniphar may require that you agree to additional terms and conditions as part of any registration process and/or for particular service/product offerings, which Uniphar may make available to you from time to time. Nothing in these Terms shall be deemed to confer any third-party rights or benefits. If you do not agree to be bound by these Terms, you may not use the Uniphar Services.
1.2 Uniphar may modify these Terms from time to time without notice to reflect changes in market conditions affecting our business, changes in payment methods, changes in technology, changes in relevant laws and regulatory requirements and changes in our system. Such modification shall be effective upon posting by Uniphar on the Website. You agree to be bound by any changes to these Terms when you use the Uniphar Services after any such modification is posted on the Website. It is therefore important that you review these Terms regularly to ensure you are updated as to any changes.
2. Use of Uniphar Services
2.1 Your use of all the Uniphar Services is governed by these Terms. Uniphar may at its absolute discretion refuse you access to the Website or the Uniphar Services and/or cancel/terminate your registration without prior notice for any reason and you shall not be entitled to any compensation in respect of cancellation/termination of your registration.
2.2 You must be 18 years of age or over to use the Website and/or the Uniphar Services and to make any purchases.
2.3 Use of the Website or Uniphar Services requires a connection to the Internet and appropriate telecommunication infrastructure. We are not liable for any costs you may incur from use of such.
2.4 The Website may not be used in connection with any commercial endeavours except those that are specifically endorsed or approved by Uniphar. Illegal and/or unauthorised use of the Uniphar Services is prohibited. Unauthorised commercial advertisements, affiliate links and other forms of solicitation may be removed from Customer accounts without notice and may result in termination of Customer privileges. Appropriate legal action will be taken for any illegal or unauthorized use of the Uniphar Services. You are prohibited from selling, trading or otherwise transferring your Uniphar account to another party.
2.5 You will need to register to use the online ordering platform of the Website by creating an account with Uniphar using a valid email address. This is so that we can provide you with easy access to your personal section of the Website. You can register either directly with us by contacting email@example.com or if you have an account currently you can login here www.uniphar.ie and update your account details. If you choose to create an account with us, you agree to provide only accurate, complete registration information, and you will keep that information up-to-date if it changes. When you register to become a Customer, you need to submit your name and a valid email address. You are solely responsible for maintaining the confidentiality of your account, and you are fully responsible for all activities that occur under your account. You agree to notify Uniphar immediately if you suspect any unauthorized use of your account or any other breach of security. You shall be responsible for all activity occurring under your registration details and account. Uniphar cannot and will not be liable for any loss or damage arising from your failure to comply with this section. Any accounts which have been registered with another person's email address or with temporary email addresses may be closed without notice. We may require users to re-validate their accounts if we suspect use of an invalid email address.
2.6 Uniphar disclaims any and all responsibility in relation to any offers made available on the Website and any goods or services supplied in relation to it to the maximum extent permissible by law. Neither Uniphar nor its officers, employees or Affiliates may be held liable whether in relation to contract, warranty, tort (including negligence), product liability, tax matters or any other form of liability for any claim, damage or loss, arising from or relating to the provision of all or any goods or services sold or agreed to be supplied in connection with the Website.
2.7 Third party merchants (the “Merchants”) may advertise goods and services on the Website from time to time. It is at the Merchant’s sole discretion to determine whether advertised packages can be used in conjunction with any other promotions, vouchers, third party certificates or coupons.
3. Customer Responsibility
3.1 You warrant that all information you provide on registration and contained as part of your account on this Website is true, complete and accurate and that you will promptly inform us of any changes to such information by updating the details in your account.
3.2 It is your responsibility to ensure that any services, content or information available through the Website or the Uniphar Services meet your specific requirements.
3.3 You agree to be bound, where applicable, by the Merchants' own applicable terms and conditions, in relation to their own supply of their goods and services.
3.4 You agree to act in a responsible and legal manner when using the Uniphar Services. You shall comply with all applicable laws, regulations and rules and undertake not to use the Uniphar Services for any unlawful purpose, for the commission of any offense or crime under the laws of any jurisdiction to which access is obtained through the Website or in a manner which is likely to cause harm, offense or nuisance to any other Internet user.
3.5 You agree not to use the Website to:
3.5.1 post content that is patently offensive and promotes racism, bigotry, hatred or harm of any kind against any group or individual;
3.5.2 post content that contains violence, or offensive subject matter;
3.5.3 post or promote information that you know is false or misleading or promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libellous;
3.5.4 post content or initiate communications which are unlawful, libellous, abusive, obscene, discriminatory or otherwise objectionable;
3.5.5 post content that furthers or promotes any criminal activity or enterprise or provides instructional information about illegal activities;
3.5.6 create a false identity on the Website, impersonate any person or entity or falsely state or otherwise misrepresent yourself, your name, your age or your affiliation with any person or entity;
3.5.7 use the Website for any illegal purpose, criminal or tortious activity, including but not limited to, fraud, spamming, spimming, sending of viruses or other harmful files, copyright infringement, patent infringement or theft of trade secrets;
3.5.8 upload, post, email, transmit or otherwise make available any content or initiate communications which include information that you do not have the right to disclose or make available under any law or under contractual or other relationships (such as proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements) or which infringes any intellectual property rights;
3.5.9 upload, post, email, transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes or any other form of solicitation;
3.5.10 upload, post, email, transmit or otherwise make available any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programmes or similar computer code, files or programs designed to interrupt, destroy, limit or adversely affect the functionality of any computer software or hardware or telecommunications equipment;
3.5.11 attempt to gain unauthorised access to the Website, in particular the non-public areas, the server on which the Website is stored or any server, computer or database connected to the Website;
3.5.12 attack the Website via a denial-of-service attack or a distributed denial-of-service attack;
3.5.13 interfere with or disrupt the Uniphar Services or servers or networks connected to this Website, or disobey any requirements, procedures, policies or regulations of networks connected to this Website;
3.5.14 display on the Website or use in connection with the Website any pirated software or any copyrighted materials or counterfeit materials without the permission of the copyright holder;
3.5.15 display on the Website or use in connection with the Website any materials which in any way infringe the copyright, other intellectual property rights or proprietary rights of a third party or which may otherwise render Uniphar liable to the payment of damages to any third party.
3.6 Uniphar reserves the right to investigate and take appropriate legal action against anyone who, in our opinion, violates this provision, including, without limitation, reporting you to appropriate law enforcement authorities.
3.7 We reserve the right to remove or suspend any material posted which is, in its sole opinion, in breach of this clause, or which it suspects to be in breach of this clause at its absolute discretion. Uniphar shall be entitled to terminate your registration for breach of this clause.
4.1 Other than personally identifiable information, which is covered under our Privacy Statement, any material you transmit or post to the Website shall be considered non-confidential and non-proprietary.
4.2 You understand that by posting materials and/or information on the Website or otherwise providing materials to Uniphar via any media, you are granting us an irrevocable non-exclusive license to use such materials and information for any purpose in the course of offering the Uniphar Services.
4.3 You represent and warrant that: (i) you own the materials and/or information posted by you on or through the Uniphar Services or otherwise have the right to grant the license set forth in this section 4, and (ii) the posting of your materials and/or information on or through the Uniphar Services does not violate the privacy rights, publicity rights, copyrights, contract rights, moral rights, intellectual property rights or any other rights of any person. You agree to pay for all royalties, fees and any other monies owing to any person by reason of any content posted by you to or through the Uniphar Services.
4.4 You are permitted to print and download limited extracts from the Website for your own personal use provided that:
4.4.1 no documents or related graphics on the Website are modified in any way;
4.4.2 no graphics on the Website are used separately from corresponding text; and
4.5 Uniphar’s copyright and trade mark notices and this permission notice appear in all copies. Our status (and that of any identifying contributors) as the authors of any material on the Website must always be acknowledged.
4.6 You must not modify the paper or digital copies of any materials you have printed off or downloaded in any way, and you must not use any illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text.
4.7 You must not use any part of the materials on the Website for commercial purposes without obtaining prior written consent to do so from us or our licensors.
4.8 If you print off, copy or download any part of the Website in breach of these Terms, your right to use the Website will cease immediately and you must, at our option, return or destroy any copies of the materials you have made.
5. Intellectual Property
5.1 The Website contains intellectual property, which is the proprietary property of Uniphar ("Uniphar IP"). This includes, but is not limited to, copyrights, trade marks, information about technology, and other proprietary rights, and may be provided in the form of text, graphic, audio and video downloads, links or source codes. Uniphar retains the rights to the Uniphar IP and reserves all rights in respect of same.
5.2 Subject to these Terms, we grant you a non-exclusive, non-transferable, limited, revocable right to access and use the Website and the material displayed thereon. However, no right, title or interest in any such materials will be granted or transferred to you as a result of any permitted use of such materials.
5.3 All materials incorporated in or accessible through the Website, including, without limitation, text, photographs, images, graphics, illustrations, logos, button icons, audio clips, video clips, software and other content, and the compilation, collection, arrangement and assembly thereof (including the look and feel of the Website), are owned, controlled or licensed by Uniphar, or by the original creators of such materials or their permitted licensors. Such materials may be used only for viewing the Website in the ordinary course or as a resource for using the Uniphar Services through the Website. Any other use of such materials, including any copying, reproduction, modification, sale, distribution, extraction, re-use, transmission, republication, downloading, display, posting, performance or other exploitation thereof by any means or medium without the prior written permission of the copyright owner is strictly prohibited.
5.4 In respect of all content or material that you submit or post on the Website:
5.4.1 you grant us a worldwide, irrevocable, non-exclusive, royalty-free license to use, reproduce, adapt, publish, translate and distribute such material in any media, together with the right to sub-license such rights; and
5.4.2 you confirm that you have obtained the consent of any individual identified in such material to the posting of the material on the Website.
5.5 The Uniphar IP is provided by Uniphar on an "as is" basis, and Uniphar expressly disclaims, to the extent permitted by applicable law, any or all warranties, express or implied, including without limitation warranties of merchantability and fitness for a particular purpose, with respect to any Uniphar IP. To the extent permitted by applicable law, Uniphar excludes any or all responsibility and /or liability for any damages or loss of any kind whatsoever with respect to the Uniphar IP whether any of the foregoing are, without limitation, indirect, incidental, special, punitive, consequential or of any other kind whatsoever.
6. Suspension and Termination
6.1 We will determine, in our discretion, whether there has been a breach of these Terms through your use of the Website. When a breach of these terms has occurred, we may take such action as we deem to be appropriate.
6.2 You agree that Uniphar may, with or without cause and/or prior notice, immediately terminate your Uniphar account and/or your access to any Uniphar Services, or take any or all of the following actions:
6.2.1 immediate, temporary or permanent withdrawal of your right to use the Website;
6.2.2 refusal to post or publish any material provided by you on the Website;
6.2.3 immediate, temporary or permanent removal of any contribution, posting or material uploaded by you to the Website;
6.2.4 issue a warning to you;
6.2.5 legal proceedings against you for reimbursement of all costs on an indemnity basis (including but not limited to, reasonable administrative and legal costs resulting from the breach);
6.2.6 further legal action against you; and/or
6.2.7 disclosure of such information to law enforcement authorities as we reasonably feel is necessary.
6.3 Without limiting the foregoing, the following will lead to a termination by Uniphar of your use of the Uniphar Services: (a) breaches or violations of these Terms or other incorporated Uniphar agreements or guidelines, (b) requests by law enforcement or other government agencies, (c) an express request by you, (d) suspicion of fraud or (e) unexpected technical issues or problems.
6.4 Termination of your Uniphar account includes removal of access to all offerings within the Uniphar Services and may also exclude you from further use of the Uniphar Services. Furthermore, you agree that all terminations shall be made at Uniphar’s sole discretion and that Uniphar shall not be liable to you nor any third party for any termination of your account or access to the Uniphar Services.
6.5 We exclude liability for actions taken in response to breaches of these Terms. The responses described in these Terms are not limited and we may take any other action we reasonably deem appropriate.
7.1 By accepting these Terms, you agree to indemnify, keep us indemnified and otherwise hold harmless Uniphar, its officers, employees, agents, subsidiaries, affiliates and other partners from any direct, indirect, incidental, special, consequential or exemplary damages, and all other losses, costs, changes, demands, proceedings, and actions, howsoever incurred by Uniphar arising from any claims or legal proceedings which are brought or threatened against us by any person resulting from (i) your use of the Uniphar Services; (ii) unauthorized access to the Uniphar Services or (iii) any breach of these Terms by you or any other matter relating to the Uniphar Services.
7.2 In the event that your contributions to the Website infringe any rights of any third party, you shall, at your own expense and at our discretion, either obtain the right to use such contribution or render such contribution free from infringement
8. Disclaimers and Limitations of Liability – IMPORTANT – YOUR ATTENTION IS DRAWN TO THIS SECTION
8.1 Unless otherwise agreed by us in writing, the material and content displayed on the Website is provided “as is” without any guarantees, conditions or warrantees as to its accuracy or other terms of any kind. To the extent permitted by law, we, other members of our group of companies, our offers and directors and third parties connected to us hereby exclude:
8.1.1 all conditions, warranties and other terms which may otherwise be implied by statute, common law or the law of equity, including without limitation:
(a) that the Website and Uniphar Services are of satisfactory quality, accurate, timely, fit for a particular purpose or need, or non-infringing;
(b) that the Website will meet your requirements, is error-free, without interruption or available at all times
(c) that the results obtained from using the Website, including any services or deals, will be effective reliable accurate or meet your requirements;
(d) warranties as to privacy and security other than as stated in our Privacy Statement;
(e) that you will be able to access or use the Website or Uniphar Services at times or locations of your choosing; and
(f) any warranties on the basis of oral or written information given by a Uniphar representative.
8.1.2 any liability for any direct, indirect, consequential, special, incidental or exemplary loss or damage incurred by any user in connection with the Website or in connection with the use, or results of the use of the Website, any websites linked to them and any materials posted on them, including without limitation any liability for:
(a) loss of income or revenue;
(b) loss of business;
(c) loss of profits or contracts;
(d) loss of anticipated savings, the use of money or opportunity;
(e) loss of data;
(f) loss of goodwill or reputation;
(g) wasted management, office time or personnel time;
(h) work stoppage, computer failure or malfunction, or
(i) any other loss or damage of any kind, howsoever arising and whether caused by tort (including negligence), breach of contract or otherwise, even if foreseeable.
8.2 Nothing in this section 8 affects our liability for death or personal injury arising from our negligence, nor our liability for fraudulent misrepresentation, nor any other liability which cannot be excluded or limited under applicable law.
8.3 While Uniphar endeavours to ensure that the Website is normally available 24 hours a day, Uniphar is not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of any email or players due to technical problems or traffic congestion on the internet or on any of the Uniphar Services or combination thereof, including any injury or damage to your or to any person's computer related to or resulting from participation in connection with the Uniphar Services. Access to the Website may be suspended temporarily and without notice in the case of system failure, maintenance or repair or for reasons beyond Uniphar’s control.
8.4 Uniphar will use reasonable endeavours to correct any errors or omissions as soon as practicable upon notification of them. However, we do not guarantee that the Uniphar Services or the Website will be free of faults and we do not accept liability for any errors or omissions. In the event of an error or fault, you should report it by email to: firstname.lastname@example.org.
8.5 Uniphar reserves the right at any time to modify or discontinue, temporarily or permanently, the Website with or without notice. You agree that Uniphar shall not be liable to you or any third party for any modification, suspension or discontinuation of the Uniphar Services.
9. Governing Law
The Irish courts will have exclusive jurisdiction over any claim arising in respect of, or related to, the Website although we retain the right to bring proceedings against you for breach of these Tems in your country of residence or any other relevant country. These Terms will be governed by and construed in accordance with the laws of Ireland.
This Website may contain links to other websites. If you use these links, you leave the Website. Uniphar is not responsible for the content, intellectual property rights, accuracy or opinions expressed on such websites. Inclusion of any linked website on the Website does not imply approval or endorsement of the linked website by Uniphar. When you access these third-party sites, you do so at your own risk.
11. Linking to the Website
11.1 You may link to the website homepage provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in anyway so as to suggest any form of association, approval or endorsement on our part where none exists.
11.2 You may not mirror, screen scrape or otherwise reproduce all or any part of the website on any other site. Unless otherwise authorised in writing by us, you may not suggest any form of association, approval or endorsement of any website on our part.
11.3 If you wish to make use of material on the Website other than set out above, please address your request to email@example.com.
12. General Terms
12.1 These Terms, which incorporate the Uniphar Privacy Statement, as well as our Cookies Policy, and any notices raised by us on our Website from time to time constitute the entire agreement between you and Uniphar regarding the use of this Website and the Uniphar Services.
12.2 The failure of Uniphar to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision.
12.3 We may revise these Terms at any time by amending this page. You are expected to check this page from time to time to take notice of any changes we have made, as they are binding on you. Some of the provisions contained in these Terms may also be superseded by provisions or notices published elsewhere on the Website.
12.4 These Terms operate to the fullest extent permissible by law. If any provision of these Terms is unlawful, void or unenforceable, that provision is deemed severable from these Terms and does not affect the validity and enforceability of any remaining provisions. These Terms are personal to Uniphar and you.
12.5 You may not assign, novate, sub-contract or otherwise transfer its part or all of these Terms, without the prior written consent of Uniphar.
12.6 Nothing in these Terms shall create or be deemed to create a partnership, joint venture agency or employment relationship of any kind between you and Uniphar.
12.7 Uniphar shall not be liable for delay or failure to perform any of its obligations under these Terms where and to the extent that such delay or failure results from any circumstances beyond its reasonable control.
12.8 Unless otherwise stated in these Terms, notices to be given to either party shall be in writing and shall be delivered by hand, electronic mail (other than, if you are sending a notice to us for the purpose of legal process) sent by fax or by pre-paid post, to you at the address you supplied to us or to us at our registered office.
13. Contacting Uniphar
.Please contact us at firstname.lastname@example.org with any questions regarding these Terms or material which appears on our Website
14. Exceptional Returns