Terms of Service

Overview

The service is operated by UBIVELOX PHILIPPINES, INC. (“Ubivelox”, “"we", "us" and "our"). Ubivelox offers this service, including all information, tools and services available from Ubivelox to you, the user, conditioned upon your acceptance of all terms, conditions, policies and notices stated here.

This Ubivelox Terms of Service ("Terms of Service") governs your use of the service and your access to and use of the service we provide (the "Service" or "Services").

Please read these Terms of Service carefully before accessing or using the Service. By using any part of the Service, you agree to be bound by these Terms of Service. If you do not agree to all the terms and conditions of this agreement, then you may not or use the Service or any part thereof. If these Terms of Service are considered an offer, acceptance is expressly limited to these Terms of Service.

By purchasing something from us, you engage in our “Service” and agree to be bound by the following terms and conditions (“Terms of Service”, “Terms”), including those additional terms and conditions and policies referenced herein and/or available by hyperlink. For the avoidance of doubt, any reference to “Service” also includes the products traded and/or sold by Ubivelox. For the avoidance of doubt, any reference to “product” has the same meaning as “Service” as defined herein. These Terms of Service apply to all users of the site, including without limitation users who are browsers, vendors, customers, merchants, and/ or contributors of content.

Governing Law

These Terms of Service and any separate agreements whereby we provide you Services shall be governed by and construed in accordance with the laws of the Republic of the Philippines

In the event that any provision of these Terms of Service is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms of Service, such determination shall not affect the validity and enforceability of any other remaining provisions.

Service Eligibility

To use the Services, you agree that:

1. You are an individual or a company in good standing under Philippine laws;
2. You have full legal capacity and power to:
   1. Own its property and to carry on its business; and
   2. Enter into this agreement and to carry out the transactions that it contemplates;
3. You have taken all action that is necessary or desirable to authorize or enable entry into this agreement and to carry out the transactions contemplated;
4. You have the authority or hold authorization that is necessary or desirable to:
   1. enable it to properly execute this agreement and to carry out the transactions that it contemplates;
   2. ensure that this agreement is legal, valid, binding and admissible in evidence; or
   3. enable it to properly carry on its business as it is now being conducted, and it is complying with any conditions to which any of these authorizations is subject;
5. this agreement constitutes your legal, valid and binding obligations, enforceable against you in accordance with its terms (except to the extent limited by equitable principles and laws affecting creditors' rights generally);
6. neither your execution of this agreement nor your carrying out of the transactions that this agreement contemplates, does or will:
   1. contravene any law to which it or any of its property is subject or any order of any government agency that is binding on it or any of its property;
   2. contravene any authorization granted to you under law;
   3. contravene any agreement binding on you or any of your property;
   4. (in case of a juridical entity) contravene your Articles of Incorporation or By-Laws or the powers or duties of your directors; or
   5. require you to make any payment or delivery in respect of any financial indebtedness before you would otherwise be obliged to do so;
7. there are no reasonable grounds to suspect that you will not be able to pay your debts as and when they become due and payable; and
8. you are not entering into this agreement as trustee of any trust or settlement.

You may not use our products for any illegal or unauthorized purpose nor may you, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright laws). You shall hold us harmless and indemnify us for any contravention of laws or unauthorized purposes arising from your use of our Service. You must not transmit any worms or viruses or any code of a destructive nature. A breach or violation of any of the Terms will result in an immediate termination of your Services.

Your Account

If you become a registered user, you will provide true, accurate and complete registration information and, if such information changes, you will promptly update the relevant registration information.

During registration, you will create a username and password (an "Account"). You are responsible for maintaining the confidentiality of your password and account, if any, and are fully responsible for any and all activities that occur under your password or account.

You agree to (a) immediately notify us of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session when accessing our Products. We will not be liable for any loss or damage arising from your failure to comply with this Section.

Payment

We reserve the right to refuse any order or request for service you place with us. We may, in our sole discretion, limit or cancel quantities purchased or services provided per person or per order. These restrictions may include orders placed by or under the same customer account, the same credit card, and/or orders that use the same billing and/or shipping address. In the event that we make a change to or cancel an order, we may attempt to notify you by contacting the e-mail and/or billing address/phone number provided at the time the order was made. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers or distributors.

You agree to provide current, complete and accurate purchase and account information for all purchases made at our store. You agree to pay all fees and applicable taxes incurred by you or anyone using an Account registered to you. You agree to promptly update your account and other information, including your email address and credit card numbers and expiration dates, so that we can complete your transactions and contact you as needed.

Notices and Messages

You agree that we will provide notices and messages to you in the following ways:

1. within the Service, or
2. sent to the contact information you provided us (e.g., email, mobile number, physical address).

You agree to keep your contact information up to date. Please review your settings to control and limit messages you receive from us.

Rights and Limits

As between you and Ubivelox, you own the information that you submit or post to the Service, and you are only granting Ubivelox a worldwide, transferable and sublicensable right to use, copy, modify, distribute, publish and process, information that you provide through our Service, without any further consent, notice and/or compensation to you or others. These rights are limited in the following ways:

1. You can end this license for specific information by deleting such information from the Services, or generally by closing your account, except (a) to the extent you shared it with others as part of the Service and they copied, or stored it, or (b) for the reasonable time it takes to remove from backup and other systems, or (c) where the information is necessary for the provision of the Service.
2. We will not include your information in advertisements for the products and services of third parties to others without your separate consent (including sponsored content). However, if you use a Service feature, we may mention that with your name or photo to promote that feature within our Services, subject to your settings.
3. You agree that we may access, store, process and use any information and personal data that you provide in accordance with the terms of the Privacy Policy and your choices (including settings).
4. You acknowledge that we reserve the right to discontinue the Services, in whole or in part, at any time. When using the Services, you agree to comply with all applicable national and local laws including, without limitation, copyright law. Except as expressly permitted in these Terms of Service, you may not use, reproduce, distribute, create derivative works based upon, publicly display, publicly perform, publish, transmit, or otherwise exploit Website Content for any purpose whatsoever without obtaining prior written consent from us or, in the case of third-party content, its respective owner. You acknowledge that you do not acquire any ownership rights by using Website Content.
5. You acknowledge that we reserve the right to discontinue the Services, in whole or in part, at any time. When using the Services, you agree to comply with all applicable national and local laws including, without limitation, copyright law. Except as expressly permitted in these Terms of Service, you may not use, reproduce, distribute, create derivative works based upon, publicly display, publicly perform, publish, transmit, or otherwise exploit Website Content for any purpose whatsoever without obtaining prior written consent from us or, in the case of third-party content, its respective owner. You acknowledge that you do not acquire any ownership rights by using Website Content.
6. You agree to fully cooperate with us to investigate any suspected or actual activity that is in breach of these Terms of Service.
7. You agree to only provide content or information that does not violate the law nor anyone’s rights (including intellectual property rights). You also agree that your profile information will be truthful.

In addition to other prohibitions as set forth in these Terms of Service, you are prohibited from using the Service: (a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (e) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (f) to submit false or misleading information; (g) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service or of any related website, other websites, or the Internet; (h) to collect or track the personal information of others; (i) to spam, phish, pharm, pretext, spider, crawl, or scrape; (j) for any obscene or immoral purpose; or (k) to interfere with or circumvent the security features of the Service or any related website, other websites, or the Internet. We reserve the right to terminate your use of the Service or any related

website for violating any of the prohibited uses without further reference or notice to you. For the avoidance of doubt, we shall not be in any way responsible or a party to your violation of any of the prohibited uses.

Service Availability

We reserve the right in our sole discretion and at any time and for any reason, to modify or discontinue any aspect or feature of the Website or to modify these Terms of Service. In addition, we reserve the right to provide you with operating rules or additional terms that may govern your use of the Website generally, unique parts of the Website, or both. Any Additional Terms that we may provide to you will be incorporated by reference into these Terms of Service. To the extent any Additional Terms conflict with these Terms of Service, the Additional Terms will control.

Modifications to these Terms of Service or Additional Terms will be effective immediately upon notice, either by posting on the Website or by notification by email or conventional mail. It is your responsibility to review the Terms of Service and the Website from time to time for any changes or Additional Terms. Your access and use of the Website or any Site following any modification of these Terms of Service or the provision of Additional Terms will signify your assent to and acceptance of the same.

General Conditions

We reserve the right to refuse service to anyone for any reason without further reference or notice to you at any time.

We will, insofar as it is reasonable, ensure that your personal data and/or information does not contravene the Data Privacy Act of the Philippines R.A. 10173.

You agree not to use, reproduce, prepare derivative works from, display, further develop, duplicate, copy, sell, resell, or commercially exploit any portion of the Service, use of the Service, or access to the Service or any contact on the website through which the service is provided, without express written permission by us. The headings used in this agreement are included for convenience only and will not limit or otherwise affect these Terms.

Modifications

We may modify these terms, our Privacy Policy, our Cookies Policy, and our Content Policy from time to time. If we make material changes to it, we will provide you notice through our Services, or by other means, to provide you the opportunity to review the changes before they become effective. We agree that changes cannot be retroactive.

You can review the most current version of the Terms of Service at any time at this www.ubivelox.com.ph . We reserve the right, at our sole discretion, to update, change or replace any part of these Terms of Service by posting updates and changes to our website. If you object to any changes, you may close your account. Your continued use of or access to our website or the Service following the posting of any changes to these Terms of Service constitutes acceptance of those changes

Limits

Ubivelox reserves the right to limit your use of the Services, including the number of your connections and your ability to contact other Members. Ubivelox reserves the right to restrict, suspend, or terminate your account if you breach this agreement or the law or are misusing the Services.

Intellectual Property Rights

Ubivelox reserves all of its intellectual property rights in the Services. Trademarks and logos used in connection with the Services are the trademarks of their respective owners. Ubivelox trademarks, service marks, graphics and logos used for our Services are trademarks or registered trademarks of Ubivelox.

No Warranty

Ubivelox makes no representation or warranty about the services, including any representation that the Services will be uninterrupted or error-free, and provides the services (including content and information) on an “as is” and “as available” basis. To the fullest extent permitted under applicable law, Ubivelox disclaims any implied or statutory warranty, including any implied warranty of title, accuracy of data, non-infringement, merchantability or fitness for a particular purpose.

We reserve the right, but are not obligated, to limit the sales of our products or Services to any person, geographic region or jurisdiction. We may exercise this right on a case-by-case basis. We reserve the right to limit the quantities of any products or services that we offer. All descriptions of products or product pricing are subject to change at any time without notice, at the sole discretion of us.

We reserve the right to discontinue any product at any time. Any offer for any product or service made on this site is void where prohibited. We do not warrant that the quality of any products, services, information, or other material purchased or obtained by you will meet your expectations, or that any errors in the Service will be corrected.

Exclusion of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW (AND UNLESS UBIVELOX HAS ENTERED INTO A SEPARATE WRITTEN AGREEMENT THAT OVERRIDES THIS CONTRACT), UBIVELOX WILL NOT BE LIABLE IN CONNECTION WITH THIS CONTRACT FOR LOST PROFITS OR LOST BUSINESS OPPORTUNITIES, REPUTATION (E.G., OFFENSIVE OR DEFAMATORY STATEMENTS), LOSS OF DATA (E.G., DOWN TIME OR LOSS, USE OF, OR CHANGES TO, YOUR INFORMATION OR CONTENT) OR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES.

The limitations of liability in this Section are part of the basis of the bargain between you and Ubivelox and shall apply to all claims of liability (e.g., warranty, tort, negligence, contract and law) even if Ubivelox has been told of the possibility of any such damage, and even if these remedies fail their essential purpose.

Indemnification

You agree to release, indemnify and hold Ubivelox and its affiliates and their officers, employees, directors and agents (collectively, "Indemnitees") harmless from any from any and all losses, damages, expenses, including reasonable attorneys' fees, rights, claims, actions of any kind and injury (including death) arising out of or relating to your use of the Website, any User Content, your connection to the Website, your violation of these Terms of Service or your violation of any rights of another. Notwithstanding the foregoing, you will have no obligation to indemnify or hold harmless any Indemnitee from or against any liability, losses, damages or expenses incurred as a result of any action or inaction of such Indemnitee.

Arbitration Agreement

1. Agreement to Arbitrate: This Dispute Resolution by Binding Arbitration section is referred to in this Terms of Service as the "Arbitration Agreement." You agree that any and all disputes or claims that have arisen or may arise between you and Ubivelox, whether arising out of or relating to this Terms of Service (including any alleged breach thereof), the Website, any aspect of the relationship or transactions between us, shall be resolved exclusively through final and binding arbitration, rather than a court, in accordance with the terms of this Arbitration Agreement, except that you may assert individual claims in small claims court, if your claims qualify.
2. Pre-Arbitration Dispute Resolution: Ubivelox is always interested in resolving disputes amicably and efficiently, and most customer concerns can be resolved quickly and to the customer's satisfaction by emailing customer support at inquiry@ubivelox.com.ph.
3. Arbitration Procedures: Arbitration will be conducted by a neutral arbitrator in accordance with the Alternative Dispute Resolution Act of 2004. The arbitrator must also follow the provisions of these Terms of Use. All issues are for the arbitrator to decide, including, but not limited to, issues relating to the scope, enforceability, and arbitrability of this Arbitration Agreement.
4. Confidentiality: All aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator will be privileged and confidential, in accordance with Section 9 of the Alternative Dispute Resolution Act of 2004. However, a privilege arising from the confidentiality of information may be waived in a record, or orally during a proceeding by the mediator and the mediation parties.
5. Severability: If a court or the arbitrator decides that any term or provision of this Arbitration Agreement is invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Arbitration Agreement shall be enforceable as so modified. The remainder of the Terms of Use will remain in effect.

Termination

These Terms of Service are effective unless and until terminated by either you or us. You may terminate these Terms of Service at any time by notifying us that you no longer wish to use our Services, or when you cease using our site. If in our sole judgment you fail, or we suspect that you have failed, to comply with any term or provision of these Terms of Service, we also may terminate this agreement at any time without notice and you will remain liable for all amounts due up to and including the date of termination; and/or accordingly may deny you access to our Services (or any part thereof).

The failure of us to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision. These Terms of Service and any policies or operating rules posted by us on this site or in respect to The Service constitutes the entire agreement and understanding between you and us and govern your use of the Service, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms of Service).