Growsari Mobile Application Terms and Conditions of Use
PLEASE READ THIS END USER SOFTWARE LICENSE AGREEMENT (“LICENSE”) CAREFULLY BEFORE CLICKING THE “ACCEPT” BUTTON OR DOWNLOADING OR USING THE GROWSARI MOBILE APPLICATION (“APPLICATION”) ACCOMPANYING THIS LICENSE.
BY CLICKING THE “ACCEPT’ BUTTON OR DOWNLOADING OR USING THE APPLICATION, YOU ARE ENTERING INTO AND AGREEING TO BE BOUND BY THE TERMS OF THIS LICENSE.
IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENSE, DO NOT CLICK THE “ACCEPT” BUTTON OR DOWNLOAD OR USE THE APPLICATION.
This is a legal agreement between you (“You”) and GROWSARI, INC. and/or GROWSARI ENTERPRISE, INC. (hereinafter referred to as “GROWSARI” or “The Company”), stating the terms that govern Your use of the Application.
By accepting the terms and conditions, You hereby warrant and represent that You are at least eighteen (18) years old and have the legal capacity to register and use this Application.
i. The mobile software Application accompanying this License, including, without limitation, any software code, scripts, interfaces, graphics, displays, text, documentation, and other components,
ii. Any updates, modification or enhancements to the items listed in subsection (i); and
iii. Any specific website of the Application directs You to via any browser located on an iPhone or such other mobile device.
You may hereunto use this Application to purchase products as part of and connected with Your day-to-day business operations, to get and use E-LISTA program to pay for Your orders to and purchases from the Company, and to provide services available in the Application to Your customers, in accordance with the terms and conditions of this License, the Usage Rules and applicable laws and regulations.
The GrowCoins Wallet is a reloadable e-money service under a closed-loop system available only to registered users of the Application. It may not be used make payments to or receive payments from third parties. It is not withdrawable in cash: cash ins and/or cash outs through other e-wallet platforms. It is not meant to be a bank account and is therefore not covered by the Philippine Deposit Insurance Corporation (PDIC). Any load or deposit made therein does not earn interest nor would be a form of investment. The same is subject to the rules and regulations of the Bangko Sentral Ng Pilipinas, the Anti-Money Laundering Act (“AMLA”), as amended, Republic Act No. 10173 otherwise known as the Data Privacy Act of 2012, its implementing rules and regulations, issuances and advisories of the National Privacy Commission (“Data Privacy Laws”).
* Transaction and Wallet balance limits are assigned or changed by the Company, at its discretion, pursuant to applicable laws, subject to fifteen (15) days prior notice to You. Limits are applied on a per account/wallet basis.
* Violation of the terms of usage of the GrowCoins wallet shall subject the user’s account to suspension or termination at the sole discretion of GROWSARI.
License Grant and Restrictions on Use.
1. License Grant. Company grants You a revocable, non-exclusive, non- transferable, limited right to install and use the Application on a single Mobile Device owned and controlled by You, and to access and use the Application on a single Mobile Device owned and controlled by You, and to access and use the Application on such Mobile Device strictly in accordance with the terms and conditions of this License, the Usage Rules and any service agreement connected with Your Mobile Device. (collectively, the “Related Agreements”).
2. Restrictions on use. You shall use the Application strictly in accordance with the terms of the Related Agreements and shall not:
a.) decompile, reverse, engineer, disassemble, attempt to derive the source code of, or decrypt the Application;
b.) make any modification, adaptation, improvement, enhancement, translation or derivative work from the Application;
c.) violate any applicable laws, rules or regulations in connection with Your access or use of the Application;
d.) remove, alter or obscure any proprietary notice (including any notice of copyright or trademark of the Company or its affiliates, partners, third party partners, suppliers or the licensors of the Application;
e.) use the Application for any revenue generating endeavor (other than those provided by the Company), commercial enterprise, or other purpose for which it is not designed or intended;
f.) install, use or permit the Application to exist on more than one Mobile Device at a time or on any other mobile device or computer or collude with others to allow the Application to exist in more than one Mobile Device at a time or on any other mobile device or computer;
g.) distribute the Application to multiple mobile devices;
h.) make the Application available over a network or other environment permitting access or use by multiple mobile devices or users at the same time;
i.) use the Application for creating a product, service, or software that is, directly or indirectly competitive with or in any way substitute for any services, product or software offered by the Company,
j.) use the Application to send automated queries to any website or to send any unsolicited commercial e-mail; or
k.) use any proprietary information or interfaces of the Company or other intellectual property of the Company in the design, development, manufacture, licensing or distribution of any applications, accessories or devices for use with the Application.
Intellectual Property Rights.
1. Rights to Application. You acknowledge and agree that the Application and all copyrights, patents, trademarks, trade secrets and other intellectual property rights associated therewith are, and shall remain, the property of the Company. Furthermore, you acknowledge and agree that the source and object code of the Applications and the format, directories, queries, algorithms, structure and organization of the Application are the intellectual property and proprietary and confidential information of the Company and its Affiliates, licensors and suppliers. Except as expressly stated in this license, You are not granted any intellectual property rights in or to the Application by implication, estoppel or other legal theory and all rights in and to the application not expressly granted in the License are hereby reserved and retained by the Company. You acknowledge and agree that due to the unique nature of the Company’s trademarks, service marks, logos and intellectual property, there is no adequate remedy at law for any breach of its obligations hereunder, that any such breach may allow You or any third party to unfairly compete with the Company resulting in irreparable harm to the Company, and therefore, upon any such breach, infringement, or any threat thereof, the Company shall be entitled to appropriate equitable relief in addition to whatever remedies it might have at law. Among other things, in the event of a breach or threatened breach of any of the provisions of this Agreement, the Company shall, upon proof to the satisfaction of a court of competent jurisdiction have, among other rights and remedies, the right to enjoin, preliminarily and permanently, You and any other person from any such infringement; and You and Your agents, employees and representatives from violating or threatening to violate this Agreement and to have this Agreement specifically enforced. You will notify the Company in writing immediately upon the occurrence of any such breach or other breach of which it is aware.
2.Third Party Software. The Application may utilize or include third party software that is subject to open source and third party license terms (Third Party Software). You acknowledge and agree that Your right to use such Third Party Software as part of the Application is subject to and governed by the terms and conditions of the open source or third party licenses shall control with regard to Your use of the relevant third party software. In no event, shall the Application or components thereof be deemed to be “open source” or “publicly available” software.
3. Company’s Marks. You are not authorized to use the Company trademarks in any advertising, publicity or in any other commercial manner without prior written consent of Company, which may be withheld for any or no reason.
4. Infringement Acknowledgment. You and Company acknowledge and agree that, in the event of a third party claim that the Application or Your possession or use of the Application infringes any third party’s intellectual property rights, You and not the Company, will be responsible for the investigation, defense, settlement, and discharge of any such claim of intellectual property infringement. You will, however, promptly notify the Company in writing of such a claim.
Restriction or Transfer.
You may not rent, lease, lend, sublicense or transfer the Application, this License or any of the rights granted hereunder. Any attempted transfer in contravention of this provision shall be null and void and of no force or effect.
Use of Information.
A. Consent to Use Information. You hereby consent to the collection, storage and use, by the Company, its subsidiaries, affiliates and agents information, including but not limited to, Personal Data (as defined in Data Privacy Laws) (the “Information”), for the purpose of providing its services, including but not limited to fraud and risk management, marketing and promotional activities, communications relating to services, customer experience management, service improvement, and statistical, analytical and research purposes.
Without limiting the generality of the foregoing, the Information shall include, without limitation, the following types of information and data: names, mobile numbers, addresses, search requests, search results, patterns, data and suggestions based on user actions. Depending on the service used, additional Information may be requested.
You attest that the Information that You provided to us is true and correct and when You provide us with the Personal Data of third parties, You warrant that You have obtained their written consent for the Company to use, process and store their information, as required under applicable Data Privacy Laws.
As a general rule, the Information will be treated as being confidential but non-proprietary, unless You willingly consent to the waiver of its confidentiality. In the event that You have waived the confidentiality of Your information, the same shall now be treated as non-confidential and non-proprietary and the Company therefore assumes no Obligation to protect the same (except as required under Data Privacy Laws for Personal Data) from disclosure and will be free to reproduce, use, and distribute the Information to others without restriction. We will also be free to use any ideas, concepts, know- how or techniques contained in the Information for any purpose or whatsoever including, without limitation, developing, manufacturing and marketing products and services incorporating such Information.
B. Data Sharing. You hereby consent to and authorize the Company to share and disclose any Information You have provided to its subsidiaries, affiliates, agents, partners, third party partners, for the purpose of providing its services, including but not limited to fraud and risk management, marketing and promotional activities, communications relating to the Company’s services, customer experience management, service improvement, and statistical, analytical and research purposes.
You further consent to and authorize the disclosure and sharing by the Company, its subsidiaries, affiliates and agent to partners (including third party partners) the Information You have provided including but not limited to data usage records, promo subscriptions, know-your-client (KYC) data, registration data and transaction data.
D. Rights of Data Subject. In addition to Your rights set forth in Data Privacy Laws, You have the right to access, correct, object, remove and transport Your Information.
E. Other Relevant Information. The Application does not collect precise data about the location of Your mobile device. The products ordered/purchased are to be delivered to the location of Your sari-sari store as registered.
Prices of items made available in the Application may likewise vary and/or change anytime with or without any prior notice. The Company shall not be liable if You are unable to acquire the latest changes in prices of the items found therein.
Third Party Content and Services.
A. General. You acknowledge that the Application permits access to products, services, web sites, advertisements, promotions, recommendations, advice, information, materials and “text blasts”, created and provided by advertisers, publishers, content partners, marketing agents, vendors, and other third parties (“Third Party Content and Services”).
B. Disclaimer. You acknowledge that the Company does not investigate, monitor, represent or endorse the Third Party Content and Services (including any third party websites available through the Application). Furthermore, Your access to and use of the Third Party Content and Services is at Your sole discretion and risk. The Company and its affiliates, partners, third party partners, suppliers, and licensors shall have no liability to You arising out of or in connection with Your access to and use of the Third Party Content and Services, whether express, implied or statutory, including, without limitation, the implied warranties of merchantability or fitness for a particular purpose, and any representation, warranty or guaranty regarding the availability, quality, reliability, features, appropriates, completeness, or legality of the third party content and services.
C. Third Party Terms of Service. You acknowledge and agree that Your access to and use of the Third Party Content and Services and any correspondence or business dealings between You and any third party located using the Application are governed by, and require Your acceptance of, the terms and service of such third party, including, without limitation, any terms, privacy policies, conditions, representations, warranties or disclaimers contained therein.
Furthermore, You acknowledge and agree that the Third Party Content and Services and any related third party terms of service are subject to change by the applicable third party at its sole discretion and without any prior notice. You assume all risks arising out of or resulting from Your transaction of business over the Internet and with any third party, and You agree that the Company and its affiliates, partners, third party partners, suppliers, and licensors are not responsible or liable for any loss or result of the presence of information about or links to such advertisers or service providers. Furthermore, You acknowledge and agree that You are not being granted a license to:
1. the Third Party Content and Services;
2. any products, services, processes or technology described in or offered by the Third Party Content and Services;
3. any copyright, trademark, patent or any other intellectual property rights in the Third Party Content and Services; or
4. any products, services, processes, or technology described or offered therein.
D. Endorsements. You acknowledge and agree that the provision of access to any Third Party Content and Service shall not constitute or imply any endorsement by the Company or its affiliates of such Third Party Content and Services. The Company reserves the right to restrict or deny access to any Third Party Content and Services otherwise accessible through the Application, although the Company has no obligation to restrict or deny access even if requested by You.
E. Inappropriate Materials. You understand that by accessing and using the Third Party Content and Services, You may encounter information, materials, and subject matter:
1. that You or others may deem offensive, indecent or objectionable;
2. which may or may not be identified as having explicit language; or
3. that automatically and intentionally appears in search results, as a link or reference to objectionable material.
Notwithstanding the foregoing, You agree to the Third Party Content and services at Your sole risk and that Company and its affiliates, partners, third party partners, suppliers, and licensors shall have no liability to You for information, material or subject matter that is found to be offensive, indecent or objectionable.
6. Use of Third Party Content and Services.
You agree that the Third Party Content and Services contain proprietary information and material that is owned by the Company and its affiliates, partners, suppliers, and licensors and is protected by applicable intellectual property and other laws, including, without limitation, pursuant to copyright, and that you will not use such proprietary information or materials in any way whatsoever except for permitted use of the Third Party Content and Services. No portion of the Third Party Content and Services may be reproduced in any form or by any means. You agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on the Third Party Content and Services, in any manner, and You shall not exploit the Third party Content and Services in any unauthorized way whatsoever, including, without limitation, by trespass or burdening network capacity. You agree that You will not use any Third Party Content and Services in a manner that would infringe or violate the rights of any other party, and that Company is not in any way responsible for any such use by You.
Terms and Termination.
1. Terms. This license shall be effective until terminated.
2. Termination. The Company may, in its sole absolute discretion, at any time and for any or no reason, suspend or terminate the License and the rights afforded to You hereunder with or without prior notice. Furthermore, if You fail to comply with the terms and conditions of this License, then this License and any rights afforded to You hereunder shall terminate automatically, without any notice or other action by the Company. Upon termination of this license, You shall cease all use of the Application and uninstall the Application.
Disclaimer of Warranties.
YOU ACKNOWLEDGE AND AGREE THAT THE APPLICATION IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND THAT YOUR USE OF OR RELIANCE UPON THE APPLICATION AND BY ANY THIRD PARTY CONTENT AND SERVICES ACCESSED THEREBY IS AT YOUR SOLE RISK AND DISCRETION. THE COMPANY AND ITS AFFILIATES, PARTNERS, THIRD PARTY PARTNERS, SUPPLIERS AND LICENSORS HEREBY DISCLAIM ANY AND ALL REPRESENTATIONS, WARRANTIES, AND GUARANTEES REGARDING THE APPLICATION AND THIRD PARTY CONTENT AND SERVICES, WHETHER EXPRESS, IMPLIED OR STATUTORY, AND INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTIBILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
FURTHERMORE, COMPANY AND ITS AFFILIATES, PARTNERS, THIRD PARTY PARTNERS, SUPPLIERS, AND LICENSORS MAKE NO WARRANTY THAT
- THE APPLICATION OR THIRD PARTY CONTENT AND SERVICES WILL MEET YOUR REQUIREMENTS;
- THE APPLICATION OR THIRD PARTY CONTENT AND SERVICES WILL BE UNINTERRUPTED, ACCURATE, RELIABLE, TIMELY, SECURE OR ERROR- FREE;
- THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR ANY OTHER MATERIAL ACCESSED OR OBTAINED BY YOU THROUGH THE APPLICATION WILL BE REPRESENTED OR MEET YOUR EXPECTATIONS; OR
- ANY ERRORS IN THE APPLICATION OR THIRD PARTY CONTENT AND SERVICES WILL BE CORRECTED, NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE COMPANY OR FROM THE APPLICATION SHALL CREATE ANY REPRESENTATION, WARRANTY OR GUARANTY.
FURTHERMORE, YOU ACKNOWLEDGE THAT THE COMPANY HAS NO OBLIGATION TO CREATE ANY ERRORS OR OTHERWISE SUPPORT OR MAINTAIN THE APPLICATION.
LIMITATION OF LIABILITY.
UNDER NO CIRCUMSTANCES SHALL THE COMPANY OR ITS AFFILIATES, PARTNERS,THIRD PARTY PARTNERS, SUPPLIERS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES ARISING OUT OF OR IN CONNECTION WITH YOUR ACCESS OR USE OF OR INABILITY TO ACCESS OR USE THE APPLICATION OR ANY THIRD PARTY CONTENT AND SERVICES, WHETHER OR NOT THE DAMAGES WERE FORESEEABLE AND WHETHER OR NOT THE COMPANY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, COMPANY’S AGGREGATE LIABILITY TO YOU (WHETHER UNDER CONTRACT,TORT, STATUTE OR OTHERWISE) SHALL NOT EXCEED THE AMOUNT OF PHP 3,000.00. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
You shall indemnify, defend and hold harmless the Company and its affiliates, partners, third party partners, suppliers, and licensors, and each of their respective officers, directors, agents and employees, (the ‘Indemnified Parties’) from and against any claim, proceeding, loss, damage, fine, penalty, interest and expense, (including without limitation, fees, attorney’s fees, and other professional advisors) arising out of or in connection with the following:
- Your access to or use of the Application or Third Party Content and Services;
- Your breach of this license;
- Your violation of law;
- Your negligence or willful misconduct;Your violation of the rights of a third party, including the infringement by you of any intellectual property or misrepresentation of any proprietary right or trade secret of any person or entity. These obligations will survive any termination of the License.
Company does not warrant that the Application will be compatible or interoperable with Your mobile device or any other piece of hardware, software, equipment or device installed on or used in connection with Your mobile device. Furthermore, You acknowledge that compatibility and interoperability problems can cause the performance of Your mobile device to diminish or fail completely, and may result in permanent the damage to Your mobile device, loss of data located on Your mobile device, and corruption of the software and files located on Your mobile device. You acknowledge and agree that the Company and its affiliates, partners, third party partners, suppliers and licensors shall have no liability to You for any losses suffered from or arising in connection with compatibility or interoperability problems.
You acknowledge that You and not the Company, are responsible for addressing any third party claims relating to Your use or possession of the Application and agree to notify the Company of any third party claims relating to the application of which You become aware. Furthermore, You hereby release and forever discharge the Company from any and all liability/ies resulting from Your use or possession of the Application, including, without limitation to the following:
- any product liability claims;
- any claim that the Application fails to conform to any applicable or regulatory requirement; and
- any claim arising under consumer protection or similar legislation.
- Governing Law. This License shall be deemed to take place in the Philippines and shall be governed and construed in accordance with the laws of the said country excluding its conflict of law principles. Any disputes arising from this License shall be adjudicated in the Courts of Pasig City or Taguig City, to the exclusion of all other venues. This License shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the Application of which is expressly excluded.
- Severability. If any provision of this License is held to be invalid or unenforceable with respect to a party, the remainder of the License, or the Application of such provision to persons other than those to whom it is held invalid or unenforceable shall not be affected and each remaining provision of this License shall be valid and enforceable to the fullest extent as permitted by law.
- Waiver. Except as provided herein, the failure to exercise a right or require performance of an obligation under this License shall not affect a party’s ability to exercise such right or require such performance at any time thereafter nor shall the waiver of a breach constitute waiver of any subsequent breach.
- Modification or Amendment. Company can modify or amend the terms of this License by posting a copy of the modified or amended license on the company’s website at www.growsari.com or by updating the terms and conditions uploaded in the Application. You will be deemed to have agreed to any such modification or amendment by ticking I agree to the terms and conditions of use of the Growsari Mobile Application and Your decision to continue using the Application following the date in which the modified or amended license is posted on the company’s website.
- Survival. The following sections of this license and any other provisions of this license which by their express language or by their context are intended to survive the termination of this License shall survive such termination: 1, 2.2, 3.4, 5, 7, 8,9,10,11,12, and 13.
- Assignment. Except as permitted in section 4, You shall not assign this license or any rights or obligations herein without the prior written consent of the Company and any attempted assignment in contravention of this provision shall be null and void and of no force and effect.
- Entire agreement. This license including the documents incorporated herein by reference constitute the entire agreement with respect to the use of the Application licensed hereunder and supersedes all prior or contemporaneous understandings regarding such matter.
Last update : 25 November 2022