Terms & Conditions

These terms and conditions are the terms and conditions upon which we offer you access to our website www.shopdental.co.nz and the display and review of any products. These terms and conditions should be read in conjunction with our privacy policy.
If you do not accept these terms and conditions you must not visit our website or use the service provided by it.
References to “we” or “our” are to Flowlibe Limited (trading as Shop Dental) and “you” or “your” is to any person who visits our website in any capacity.

We reserve the right to amend these terms and conditions from time to time, without further notice, these terms and conditions are Version 1-dated 2 February 2016.

1. Our service 

1.1 Through our website, we provide a platform for suppliers of dental products (“suppliers”) to expose their products to dental practices (“purchasers”) throughout New Zealand.
1.2 We do not take any part in the sale of products, other than by providing our website as a venue for suppliers to display their product range and for dental professionals to review and select products for purchase.

1.3 Where any item is bought and sold, the contract for sale and purchase of that item is formed between the supplier and the purchaser directly. We are not agent for either the supplier or the purchaser and do not participate in any sale or transaction. Payment for any product is made directly to the supplier and delivery of the product is made directly to the purchaser, we shall not be responsible for arranging payment for or delivery of any item.

1.3.1 Returns, refunds and cancellation of transactions are solely between the supplier and purchaser.

1.4 All sale and purchase transactions take place entirely at your own risk. You agree that we shall take no responsibility or liability for any misconduct of any other person.

1.5 We give no undertakings, representations, or warranties in relation to products sold or displayed on the website, including:

(a) the design, quality, safety, or legality of any product;

(b) as to the accuracy or truth of the descriptions of any product; or

(c) that any item, will meet any specific requirements or expectations.

1.6 We give no undertakings, representations, or warranties in relation to:

(a) the solvency, credit worthiness or ability of either a supplier or purchaser to complete a sale and purchase transaction, including credit card transactions; or

(b) the identity of any supplier or purchaser.

1.7 By registering with us as a supplier or purchaser you will be deemed to have read and accepted these terms and conditions, no variation to these terms and conditions will be accepted unless specifically agreed to in writing.

2. Disclaimer

2.1 You accept, acknowledge and agree that:

(a) the use of our website is at your role risk;

(b) in entering into any agreement to purchase any product displayed, as a purchaser you are is relying entirely on their own judgement and that we shall not be liable for and make no guarantee as to the quality, merchantability, fitness for purpose, reliability, or functionality of any product, or the time of delivery of any product;

(c) while we will do our best to make sure that our website is available, we cannot guarantee that it will always be uninterrupted or that your access will be error-free, or that any files available for download will be error-free or free from viruses, faults or defects;

(d) links or references to other websites are provided for your convenience only. Other websites are not under our control. We have not reviewed them and we do not endorse or assume responsibility for the contents of any other website; and

(e) responsibility for the content of any advertisements appearing on our website (including hyperlinks to suppliers own websites) rests solely with the suppliers. The placement of such advertisements on our website does not constitute our recommendation or endorsement of the advertised product. Each supplier is solely responsible for any representation made in connection with its advertisement and products.

3. Obligations of suppliers

3.1 All suppliers are required to register with us by completing our on-line registration form, which is available at: www.shopdental.co.nz We reserve the right to terminate registration with us at any time.

3.2 All suppliers:

(a) must only enter product descriptions or images that are accurate and not misleading (including by omission), current, complete, and include all relevant information about the product, terms of sale, payment terms, shipping methods and who bears the cost of shipment. We reserve the right to remove any listing which we deem unsuitable or in breach of these terms and conditions;

(b) warrant that they have provided complete, accurate and current information when registering as a supplier and that that information will be keep up to date;

(c) must ensure they hold the copyright or are otherwise licensed to use any images add to product listings;
(d) must promptly forward the products sold to the purchaser following completion of a sale;
(e) must quote their products in New Zealand dollars and include Goods and Services Tax in the price; and
(f) must not charge unreasonable amounts for shipping and packaging costs.
3.3 As a supplier registered with us, in consideration for access to our website, as a platform to display your range of products, a monthly cash commission equal to 1% of all products sold by you, as a supplier, to purchasers obtained through our website, is due and payable by the 20th of each month in respect of all products sold within the previous month. We shall issue each supplier with our invoice for services within 5 business days of the commencement of each month.
3.4 No supplier shall seek to complete the sale of any product generated as a result of our website so as to avoid the payment of any commission.

3.5 Commissions charged by us are final, no refunds will be provided where products are returned or rejected by purchasers.

4. Obligations of purchasers

4.1 All purchasers are required to register with us by completing our on-line registration form, which is available at: www.shopdental.co.nz We reserve the right to terminate registration with us at any time.

4.2 To be registered with us as a purchaser, you (your practice) must:
(a) be registered in New Zealand to practice as a dental professional. We reserve the right to request proof of registration; and
(b) have registered with those suppliers from whom you intend to make any purchase and had your account details verified by them.
4.3 For access to our “product page”, you are required to register.  There is no annual subscription fee.
4.4 Failure to make payment on time may result in your access being withdrawn without notice.
4.5 You must make full and prompt payment to the suppliers for any item you purchase, or at such other times and dates as are agreed with them.

5. Intellectual property

5.1 Unless otherwise shown, we own all the proprietary and other intellectual property rights in the material on this website.

5.2 The name, “Shop Dental” [and the logo] are the property of Flowlibe Limited. You must not use any of our trade marks in anyway without our permission.

6. Liability

6.1 To the maximum extent permitted by law, any and all liability and responsibility to you or any other person under or in connection with these terms and conditions, or in connection with the services, our website, any supplier or purchasers acts or omissions, or your use of or inability to use, the services or our website, is excluded regardless of whether such liability arises in contract, tort (including negligence), equity, breach of statutory duty or otherwise. Our liability and responsibility is excluded in respect of any and all loss or damage, whether direct or indirect, including, without limitation, loss of profits, loss of data, loss of business or anticipated savings, general and special damages, and consequential and incidental loss.

7. Indemnity

7.1 By visiting our website, you agree to release, indemnify and keep us indemnified from and against all actions, claims, costs (including legal costs and expenses), losses, proceedings, damages, liabilities, or demands suffered or incurred by us to any person arising out of or in connection with your failure to comply with these terms and conditions, your failure to complete a sale and purchase transaction, or a matter arising out of the description, use or function of any product purchased in connection with or through our website.

8. Security

8.1 While we will take such security measures as are reasonable in the circumstances to protect information provided to us from unauthorised access, transmission of information over the internet or stored on webpages cannot be guaranteed as secure or free from the threat of theft or publication by hackers.

9. Disputes

9.1 We are not a party to any sale or transaction between a supplier and purchaser, you agree not to involve, or attempt to involve, us in any dispute or in the resolution of disputes that arise between you as a supplier or as purchaser (as applicable) as a result of the service we provide.

10. General

10.1 We will use our reasonable endeavors to ensure the availability of our website, subject to any downtime required for maintenance; however we take no responsibility for any system unavailability or for any loss that is incurred as a result of our website being unavailable. We assume no responsibility for the corruption of any data or information held by us.

10.2 You must not damage, interfere with or harm our website or our services, or any network, or system underlying or connected to them, or attempt to do so.

10.3 Without limiting any other rights and remedies available to us, we may limit your activities on the website, remove any product descriptions, postings or other content, issue a warning to you, suspend or terminate your use of our website, if we consider it appropriate.
10.4 These terms and conditions supersede all previous conditions, understandings, commitments, agreements and representations whatsoever whether oral or written, and constitutes the entire agreement, between us and you, relating to the subject matter of these terms and conditions.
10.5 New Zealand law governs our website and our service, you submit to the non-exclusive jurisdiction of the Courts of New Zealand.