Provider Agreement

Bio-Alai® Provider Agreement

 

This agreement is applicable to any business or individual involved in the resale or administration of My-Alai™ Multisystem Support and all other products or services from Bio-Alai®.

Providers are advised to carefully review the Terms & Conditions in this Agreement before entering into or continuing with a transactional agreement with Bio-Alai®.

In registering to become a Bio-Alai® Provider you agree to the Terms and Conditions as outlined in this Agreement.

Definitions

“Agreement” refers to the Bio-Alai Provider Agreement

“Seller” refers to Bio-Alai®.

“Provider”, “Account” and/or “Buyer” refers to all companies selling Bio-Alai® products or utilizing Bio-Alai® service products in their practice.

Ordering Information

Orders may be placed online 24/7 through your online Bio-Alai® Provider Account. Only one ordering Account will be available per location. Completed online orders once submitted will be shipped in order of receipt Monday – Friday 8:00am – 5:00pm AEST, excluding holidays. We require 24 hours to process orders prior to shipping. Processing time does not include weekends or holidays.

There are minimum opening order requirements for all new accounts. Please check with your Sales Representative for details. You can place your order directly using your online Provider Account access.

Buyer has the right to examine the goods purchased upon receipt. If Buyer should believe that it has received defective Products, Buyer must contact Seller immediately and without any undue delay.

Seller’s total liability to Buyer, if any, whether in contract or tort or otherwise, arising out of its sale of any Products, shall not exceed the price paid by the Buyer for the Products giving rise to the liability.

Exchanges are accepted on qualified, unopened, and unused retail products which may be returned within 30 days of purchase for a full refund or credit on the account.

There is a 20% Restocking Fee on product returns. All returns must be made within 30 days of Order.

Defective items will be exchanged for new products once your sales representative is notified, and the defective items are returned to Bio-Alai® for inspection. We may require photos and/or lot code references to start exchange process. Returned items must be deposited at shipping office before action will be taken by Bio-Alai® based on the shipped condition or quality of the goods received. Such notice must specify in detail the particulars of the claim. Failure to provide such notice within the requisite time period constitutes irrevocable acceptance of the goods for any claim for damages.

Non-Diversion Outside of Territory

You do not have permission to sell Bio-Alai® products purchased domestically outside of Australia. Any shipping outside of the Australia is prohibited. Our Customers outside of the Australia must order directly from indicated distributors. Product cannot be brought in from other countries and sold in these areas without advanced, written permission.

Dispensing and Selling Integrity

When you become a Provider of Bio-Alai® you agree to comply with indicated dispensing and usage directions. All Accounts agree to adhere to labelled expiration dates noted on packaging. In the case of any adverse events witnessed in office or reported by user, you agree to notify Bio-Alai® directly through our customer service phone number, online form, and/or by contacting your sales representative immediately. Providers shall use best efforts to market all Bio-Alai® products in compliance with the provisions of applicable law and regulations. Providers shall use for marketing purposes only marketing materials (such as banners, rack cards, tent cards, fliers, digital assets, and the like) provided by Seller. Providers shall not use any materials for marketing purposes that are designated by Bio-Alai® for educational purposes, such as clinical white papers, etc.

Payment Information

Payment for all products shall be made in full upon ordering. Bio-Alai® accepts payments by Credit Card, Debit Card, or Paypal.

Online Selling

The recommended retail price is the recommended minimum advertised price. Please refer to pricing guides in your Provider Portal.

All Bio-Alai® products require the oversight of a dispensing physician or licensed professional for safe and optimal results. By entering into this agreement with Bio-Alai®, you agree to NOT resell any Bio-Alai® products on any online platforms, such as Amazon, eBay. If it is found that Bio-Alai® product is sold without our explicit permission, the account will immediately be suspended. Bio-Alai® will pursue legal action if it is determined that unlawful reselling of Bio-Alai® products occurs on any online marketplace.

Providers may request to add Bio-Alai® products to their e-commerce store.

Promotional Retail Online Pricing may be approved no more than two times per calendar year. All online promotional discounts must be approved up to 36 hours in advance by Bio-Alai® and discount must not exceed 10%. If online promotion is combined with multiple products or other brands, the discount must not exceed 10%. Pricing may be adjusted in shopping cart only. We do not allow advertised strike throughs or discounted pricing posted on ecommerce site without approval.

Buyer shall comply with all laws and regulations governing, or otherwise applicable to, the import, sale, or marketing of the Products, including, without limitation, all laws and regulations governing competition, restrictive practices, and sales of the Products. In addition, Buyer certifies that it is in compliance with all applicable laws relating to: (1) its status as a physician or a medical practice; (2) sale of over-the-counter products to patients; and, (3) any appearance before governmental agencies and instrumentalities.

Shipping Standards

Bio-Alai® product orders are processed Monday – Friday from 8:00am – 5:00pm, EAST, excluding holidays. Allow 24 hours for order processing prior to shipment.

Express shipping will be billed to Account at actual cost.

Overnight shipping costs will vary, and this service may not always be available. Please contact your Sales Representative for details. Bio-Alai does not take responsibility for delays with shipping company.

All purchases valued over $1000 will require signature confirmation upon delivery. If someone is unavailable to sign for the package at the destination, the package will be held at the nearest currier office for pickup. The addressee will need to pick up with photo ID.

You can email your sales representative if you prefer not to require signature confirmation for deliveries valued over $1000. In such cases, Bio-Alai® is not responsible for any missing packages as we cannot guarantee delivery.

Any product damaged in transit must be noted within 24 hours of delivery.

Consent Forms

Consent Forms received from Bio-Alai® are intended to be utilized as templates only. Please consult with your legal team for any legal advice regarding these forms.

Regulatory Actions

Providers agree that you will not attempt to register products with any government agency nor to initiate any other process with foreign or domestic regulatory authority without the prior expressed consent of Bio-Alai®. Providers further agree to direct any inquiry or communication from any regulatory authority to Bio-Alai®.

Marketing and Supply

Providers agree to advertise and supply Bio-Alai® in accordance with revelant laws and regulations in the jurisdiction under which the Provider practices.  Providers must comply with the CMA Marketing Supply Code of Practice which is included in the Provider Portal

Data Sharing

We would like to send you leads from time to time. If you would not like to receive leads from us, please let your Sales Representative know.

We encourage sharing images, videos, and testimonials from your patients. Please tag #Bio-Alai® when posting success stories to your social media sites. Be sure all patients have given proper, signed consent.

Relationship of Parties

Seller and the Buyer are independent parties. These Terms & Conditions shall not constitute or be construed as creating a partnership or joint venture between the parties, nor shall it make either party an agent or legal representative of the other for any purpose whatsoever. Nothing in these Terms & Conditions will obligate Seller to continue to sell Products to Buyer.

Attorneys’ Fees

If either party commences an action against the other to interpret or enforce any obligation based upon these Terms & Conditions, or as a result of a breach by the other party of any obligation based upon these Terms & Conditions, the party prevailing in such matter shall be entitled to recover from the non-prevailing party reasonable attorneys’ fees, costs, and expenses, incurred by the prevailing party in connection with said action.

Dispute Resolution

This Agreement outlines that if a dispute occurs, a mutually acceptable arbitrator will be tasked with assisting to resolve the dispute. It also states that both parties will continue to fulfill their part of the original agreement until a decision is made.

Indemnification

To the fullest extent permitted by applicable law, Buyer will indemnify, release, defend and hold harmless Seller, its subsidiaries, affiliates, licensees and assigns, and their respective officers, directors, agents, representatives, subcontractors and employees, whether acting in the course of their employment or otherwise (each, an “Indemnified Party”), from all claims, demands, losses, damages, liabilities, judgments, costs (including reasonable attorneys’ fees), expenses, liens or actions (collectively, “Claims”) incurred by or asserted against an Indemnified Party, in any manner arising out of or relating to Buyer’s performance or failure to perform its obligations, Buyer’s breach of any of the representations, certifications or covenants contained in these Terms and Conditions, including without limitation, claims relating to death, personal injury, or damage to property.

Applicable Law

By their execution, the parties hereto have agreed to all of the Terms & Conditions of this Agreement effective as of the last date of signature or digital acceptance, and each signatory represents that it has the full authority to enter into this Agreement and to bind her/his respective party to all of the Terms & Conditions herein.

Provider Agreement Amendments

Bio-Alai® may make amendments to this Agreement at any time. The most current agreement will always be available to reference at Bio-Alai.com. The most current Agreement supersedes any other previous Agreement, including oral agreements.

 

Copyright

 

Copyright for all Bio-Alai® resources (including text, graphics, logos, icons, sound recordings and software) is owned or licensed by us. Other than for the purposes of the Australian Copyright Act 2006 and similar legislation which applies in your location, and except as expressly authorised by these terms and conditions, or in any other written agreement between you and us, you may not:

1. adapt, reproduce, store, distribute, print, display, perform, publish, or create derivative works from any part of this site
2. commercialise any information, products or services obtained from any part of our website, Bio-Alai® personalised nutrition plan or related services, without our prior written permission.

 

All Bio-Alai® intellectual property is protected by copyright.  Bio-Alai® has approved the use of intellectual property in the Provider Portal as well as website content with the understanding the copyright will be assigned to Bio-Alai®.

 

Trademarks

 

Except where otherwise specified, any word or device to which the ™ or ® symbol is attached is a Trademark owned or licensed by us. If you use any Trademarks in reference to our Services, you must seek our express authorisation. You must not use the Trademarks in:

1. or as the whole or part of your own trademarks
2. connection with activities which are not ours
3. a manner which may be confusing, misleading, or deceptive
4. a manner that disparages us or our information or services,

 

 

Intellectual property

 

You acknowledge that all the trademarks, trade names, logos, copyrights, patents, and any other related intellectual property rights associated with our website, Bio-Alai® personalised nutrition plans or related services(including text, graphics, logos, icons, sound recording and software) or our services, or owned or licensed by us will remain our sole property.

Our website, and any content made available on or through it (“Intellectual Property”) is owned or licensed by Bio-Alai®.

You may access and download the material on our website to the extent necessary as part of the Services. You must not otherwise copy, replicate, distribute, republish, reproduce, alter, modify, translate, adapt, create derivative works, perform, publicly display or otherwise exploit such Intellectual Property in whole or in part, without our written permission.

You must not link to, frame or mirror any part of the website without our express written authorisation.

You acknowledge that we may make changes to any part of our website or its content from time to time.

 

 

Resources

 

Resources refers to tests, biological trackers and external service provider such as wellness, health or nutrition coaches, medical doctors, allied health professionals and psychologist, that are included in the Bio-Alai® "Resources" document provided to clinics and practitioners.

 

Bio-Alai® may recommend Resources such as testing, biological or external service providers to assist clients.  Bio-Alai® has no affiliation with these Resources their products and/or services have not been assessed for efficacy, accuracy or safety.  By agreeing to these Terms and Conditions, you agree to;

1. A) perform due diligence prior to enlisting the help of  a resource or external service provider
2. B) enter into a legal agreement with the  service provider where relevant, with indemnification and non-solicitation clauses in place.  
3. C) Indemnify Bio-Alai for any damages or losses incurred as a result of enlisting the resource.