1. INTRODUCTION
   1. The terms & conditions (refer to as “Terms & Conditions”) will apply to any purchase the Customer (refer to as “Customer”, “you” or “your”) make from Celeste (S) Pte Ltd (individually and collectively refer to “Celeste”, “we”, “us” or “our”) or Online Store Platform ("Store").
   2. All terms and conditions described in these Terms & Conditions are subject to change at Celeste’s discretion without prior notice.
2. USER ACCESS, ORDER AND PAYMENT
   1. You are required to create a user login and password (“User Access”) as part of the registration process prior to making an order in the Store.
   2. The User Access may only be used by authorized representatives of the Customer. Any order placed using User Access shall be deemed as a valid order and is binding on you. You shall acknowledge such transaction and shall fully settle all payments and costs incurred from any transaction in the Store using the User Access.
   3. You shall ensure that the User Access will only be used by representatives authorized by you, having the authority to act on your behalf to make any transaction through the Store.
   4. You shall represent and warrant that (i) information supplied to the Celeste as a reference to issue the User Access to Celeste is true, correct, and complete; (ii) you have the valid and required licenses and permits to perform the transaction to purchase the products through the Store by using the User Access in accordance with the prevailing laws and regulations; (iii) You are purchasing such Celeste Product for supply by retail sale to your patients only and (iv) You shall pay charges incurred by you the amounts in effect at the time incurred, including all applicable taxes for all transaction made using the User Access. We will need to verify your account before issuing the User Access to you.
   5. You shall be responsible for all charges incurred through the use of your User Access regarding the purchase of the products, which shall be paid by you within the timeframe as determined by Celeste. You agree to keep the User Access confidential and to notify the Company within 24 hours of any unauthorized use of the User Access or your account. Celeste will endeavor to cancel any unauthorized orders notified by you.
3. PLACING AN ORDER
   1. When you place an order in the Store, your order is deemed as an offer to purchase products from us. We reserve the right to reject your order without any reason. Your order is accepted when we inform you that we have accepted your order. Each order accepted by us shall constitute a separate contract.
   2. Products purchased online may be out of stock even after order confirmation. Celeste will contact you to offer alternatives or a refund if we are unable to fulfill your order.
   3. No cancellation of order is allowed by you once your order has been accepted.
   4. Celeste reserves the right to cancel any order and refund you the price of any Product(s) for which you have paid without interest (in lieu of delivery or supply of such product/s). This applies even after we have confirmed your order and payment has been received by us.
4. PRICE
   1. The price of Celeste Product is as displayed in the Store, except in case of error.
   2. If we discover an error in the price of a Product you have ordered, we will inform you as soon as possible. You have the option to either proceed with your order at the corrected price or cancel your order. If you are uncontactable, we reserve the right to cancel your order and to refund you accordingly if payment has been received by us, if necessary.
   3. All prices are in Singapore dollars, inclusive of Goods and Services Tax.
5. RISK AND TITLE
   1. Any risk of damage to, or loss of, the Celeste Products shall pass to you upon the delivery.
   2. Notwithstanding delivery and the passing of risk in the Celeste Products or any other provision of these Terms & Conditions, title to the Celeste Products shall (i) remain with Celeste until we have received full payment by you, and (ii) be subject to any retention of title rights granted by Celeste.
6. RETURN AND EXCHANGE
   1. Goods sold unless in situations where a warranty is in place, are non-exchangeable and non-refundable.
7. LIABILITY
   1. Celeste would do our best to provide accurate information for all Celeste Products in the Store. However, all data or information on our Store are offered or provided on an “as-is” and “as available” basis. We do not warrant that the description, images, prices, availability, and any other information of the Products stated in our Store are accurate and complete. We are not liable in any way for inaccuracy and incompleteness in relation to the description, images, prices, and availability of Celeste Products or any data or information on our Store.
   2. Except to the extent required by any applicable law, Celeste will not be liable to any person for any loss or damage that may arise from the use of or reliance on any content or information displayed on the Celeste Online Store.
   3. Celeste will not be liable to you or any party for any damages, losses, expenses, or costs whatsoever (including without limitation, any death, injury, or consequential damages, or economic loss or opportunity loss) arising out of or in connection with your order and/or purchase of Celeste Products, or reliance on any information, materials or online services provided at our Store, regardless of the form of action and even if Celeste had been advised as to the possibility of such damages. This exclusion clause shall take effect to the fullest extent permitted by law.
   4. Celeste shall in no event be liable for any death, injury, direct, indirect, special, exemplary, incidental, consequential, or other indirect damages or costs of any kind suffered or incurred by you under any circumstance/s.
   5. In any event, and notwithstanding anything contained in these terms & conditions, our maximum aggregate liability in contract, tort (including negligence or breach of the statutory duty) or otherwise arising out of or in connection with your order and/or purchase of Celeste Products shall be limited to the price of the Celeste Products ordered and/or purchased from our Store.
   6. Notwithstanding the foregoing, nothing in the Terms of Sale (a) excludes, restricts, or modifies any condition, warranty, right or liability implied in these terms and conditions (including any condition, warranty, right, or liability imposed by the Unfair Contracts Terms Act (Cap. 396)), where to do so is illegal or would render any provision hereof void; or (b) shall limit or exclude any liability for death or personal injury caused by our negligence.
8. INTELLECTUAL PROPERTY
   1. All content included in or made available through our Store, including but not limited to information, communications, software, graphics, images, videos, and sounds (the “Materials”), including all copyright and any other proprietary rights, are property of Celeste, its content providers and/or third-party licensors. All rights are reserved.
   2. The Materials may not be reproduced, modified, transferred, distributed, republished, downloaded, posted, or transmitted in any form or by any means including but not limited to electronic, mechanical photocopying, or recording without prior written consent by Celeste. You are not, without prior written consent by Celeste, permitted to use any Materials in any form, including as a hyperlink, whether directly or indirectly, on any other server or website. Without prejudice to the foregoing, you agree that the Materials contained within or available through Celeste Online Store may not be used for commercial purposes or distributed commercially.
   3. The trademarks, service marks, trade names, and logos (“Trade Marks”) used or appearing on Celeste Online Store are property of Celeste, its affiliates, or third-party licensors. You are not permitted, without our prior written consent, to use any Trade Marks in any form, including as a hyperlink to the Store or any other website.
9. LINK
   1. Celeste may at times, include links to other websites. These links, however, do not imply that Celeste endorses these websites. We are not responsible for the content of these websites. We do not make any representation or warranty that these websites do not infringe the intellectual property rights of any person. We are not authorizing the reproduction of material found on these websites.
10. DATA PROTECTION
    1. Any personal data you transmit to us will be collected, used and/or disclosed in accordance with our Privacy Policy.
11. INDEMNITY
    1. You agree fully to indemnify, defend and hold Celeste harmless from and against any and all claims, liability, damages, losses, costs and expenses, including legal fees, arising out of any (i) breach of the Terms & Conditions, (ii) any liabilities arising out of the use of Celeste Online Store, and (iii) any violation of any law or the rights of a third party, either directly by you or indirectly by any other person using your account and/or your personal information.
12. OTHER TERMS
    1. Any delay or failure to insist upon strict performance of any provision hereof shall not be deemed a waiver of Celeste’s rights and remedies. The invalidity of any provision of the terms & conditions shall not adversely affect the validity or enforceability of the remaining provisions.
    2. The Terms & Conditions supersedes all prior representations, understandings, and agreements (if any) between you and Celeste.
    3. Any term or condition, or part thereof, that is declared or adjudged to be illegal, invalid, prohibited or unenforceable under any applicable law in any jurisdiction shall be ineffective to the extent of such illegality, invalidity, prohibition or unenforceability without invalidating, vitiating or rendering unenforceable, the remaining terms or conditions of the Terms & Conditions, and any such illegality, invalidity, prohibition or unenforceability in any jurisdiction shall not invalidate, vitiate or render unenforceable any such condition in any other jurisdiction.
    4. Celeste shall not be liable to you for loss or damage resulting from delay or failure to perform our obligations under the Terms of Sale, either in whole or in part, when the same is due to causes beyond our reasonable control, including but not limited to civil war, insurrections, strikes, riots, fires, floods, explosions, earthquakes, serious accidents or any acts of God, government regulations, epidemics, quarantine or labor trouble resulting in cessation, slowdown or interruption of work. In the event of the same, our obligations herein shall be extended for the periods of such circumstances only so far as they affect the performance of our obligations under the Terms & Conditions.
    5. The Terms & Conditions, any right, obligation, and license granted herein may be assigned or transferred by Celeste to you without restriction, but may not be assigned or transferred by you.
    6. Clauses 2, 3, 5, 7, 9, 10, and 11 in the Terms of Sale shall survive expiration or termination of the Terms & Conditions.
    7. Any person who is not a party to any agreement governed by these terms and conditions has no right to enforce any of the terms of such agreement.
    8. The Terms & Conditions shall be governed by and construed under the Laws of Singapore. You agree to submit to the exclusive jurisdiction of the courts of Singapore in relation to and/or in connection with the Terms & Conditions

Updated: 11 December, 2023