TERMS OF USE AND PURCHASE
This Terms of Use and Purchase (“Terms”) governs your activities on our website https://ninjamart.com/ (“Ninja Mart Website”) and Ninja Mart application (“Ninja Mart App”), as well as your purchase of goods from us – Nin Sing Logistics Company Limited (a company with its enterprise code of 0312087302 and its registered address at 117/2D1 Ho Van Long, Tan Tao Ward, Binh Tan District, Ho Chi Minh City, Vietnam). Upon your download or access to Ninja Mart Website or Ninja Mart App or you place any purchase order with us, you agree that this Terms, along with our other terms, conditions, and policies posted on Ninja Mart Website, Ninja Mart App and/or communicated to you by other means from time to time, apply to you and your purchase of our goods. In the event that you use Ninja Mart Website or Ninja Mart App and/or purchase goods on behalf of an agency or organization, you ensure that you have sufficient authority to represent that agency or organization in agreeing to this Terms.
We reserve the right to modify, supplement or replace this Terms. From the time we update the modified, supplemented, or replaced version on Ninja Mart Website, Ninja Mart App and/or other communication means to you, that version will be binding and applicable to all your activities on Ninja Mart Website, Ninja Mart App and any goods purchase that you order thereafter. We are not obligated to give notice or provide you with any reason for any modified, supplemented, or replaced version.
TERMS OF PURCHASE
1. Supply of goods.
1.1. You can place orders for goods with us via our App, in written order, by email, message or through our salesperson.Subject to our inventory of your ordered goods and the balance of the purchasing credit we offered you at the time we receive the orders, we can accept all or a part of your order. Only parts of orders accepted by us will be valid and binding on us.
1.2. We supply you with the goods as it is provided to us by our manufacturers or suppliers. We make no commitment that the goods will (i) be suitable for your intended purposes; (ii) be free of defects from the manufacturer and/or by a reason not caused by us; and (iii) come with a warranty from us or its manufacturer.
2. Delivery of goods.
2.1. We will notify you of the estimated time of delivery in advance and will deliver the goods to you in accordance with the delivery details provided by you.
2.2.You have the right to inspect the goods upon our delivery and you will refuse to receive the goods only if the goods are not in quality or quantity specified in orders accepted by us. After you receive the goods and/or sign delivery notes, we are deemed as successfully fulfilled our obligations under the accepted order and this Terms of Purchase. Any of your requests to return the goods or complaints in relation to the goods and orders (including but not limited to incorrect order, insufficiency of goods, defects, or expiration of goods) thereafter will not be accepted.
2.3. If we cannot reach you or you do not receive delivered goods within 01 hour from when the goods arrive at your delivery address, we will leave the goods and capture a picture of the goods placed at the location you designated, and we will be deemed as completed the delivery and will not re-deliver, refund or take any responsibilities to you.
2.4. From the moment you receive the goods and/or sign the delivery note, all risks related to the goods will be transferred to you.
3. Invoice Payment.
3.1. Upon receiving our delivery, you shall immediately pay the total value of the delivered order, less any discount offered by us in writing. If payment is made to us in any means other than cash, you will only be considered to have fulfilled the payment obligation upon that payment is credited in our company bank account.
3.2. We may at our sole discretion offer you a purchasing credit in writing. In this case, any unpaid order value under the credit must be paid by you within 30 days from its respective delivery date. If your aggregated value of unpaid orders at any time exceeds the credit, we will have the right to reject any subsequent order you place or suspend the delivery of any accepted order until you make payment as per this clause.
3.3. We reserve the right to hold the title to the goods until their value has been paid in full.
3.4. We can charge interest on any non-payment or late payment by you at the rate of 0.05% per day on the overdue amount.
4. Your warranties.
4.1. You are in full legal authority and capacity to enter into this agreement with us for yourself or for the agency or organization that you represent.
4.2. You purchase the goods for the purpose of reselling them. You solely and at your own costs are responsible for and keep us harmless from all disputes and complaints from your customers and other third parties in connection with such resales.
4.3. You shall keep confidential and not disclose to anyone the rates, terms and our performance under this Terms of Purchase.
4.4. You will comply with all applicable personal data and privacy laws and, in any event, provide to us with personal and delivery information that are collected legally and accurately. By providing personal data to us, you agrees that we may use the personal data in accordance with our Privacy Policy available at https://ninjamart.com/vi/, and for us to share such personal data with affiliates or third parties and/or transmit such personal data overseas to such parties for such purposes.
4.5. You shall indemnify us and our affiliates, and any of our participating merchant partners, as well as their officers, directors, employees, successors, agents, and affiliates, for any and all claims, damages, losses and causes of action (including legal fees) arising out of your breach of this Terms of Purchase.
5. Our Liabilities.
5.1. Unless otherwise stipulated in our other applicable terms that may apply to you, our total liabilities arising from or related to this Terms of Purchase or in tort shall not exceed the value of the order that gives rise to the respective complaints or claims, provided that such order is accepted by us and its value is fully paid by you. This limitation of liability applies to all claims, complaints arising from or related to each order and may not be aggregated with your other orders.
5.2. We shall not be responsible for any direct, indirect or consequential damages or loss incurred by you, your personnel, your affiliates or any third party due to our inability to perform or complete our obligations under this Terms of Purchase due to force majeure events, or defects of the goods caused by its manufactures or suppliers, or the use of goods by the ones buying them from you.
6. Miscellaneous.
6.1. We may assign, transfer or novate any obligations or benefits under this Terms of Purchase without your written consent.
6.2. All waivers in relation to this Terms of Purchase are legally valid only if they are given in writing.
6.3. This Terms of Purchase will be governed by the laws of Vietnam. Any dispute arising from or in connection with this Terms of Purchase or in tort between You and us will be referred to competent courts in Ho Chi Minh City, Vietnam to resolve.
TERMS OF USE
1. Ninja Mart App Account.
1.1. Upon acceptance of this Terms of Use, you may create and/or use an account on Ninja Mart App, which you acknowledge and irrevocably agree to be our proprietary software platform and web-based portal for you to place and track goods purchase orders with us.
1.2. You shall not create or have control and/or custody over multiple Ninja Mart App Account. In particular, each mobile number may only be linked to one App account.
1.3. You are responsible for safeguarding and the regular checking of your Ninja Mart App Account.
2. Your warrants. In addition to your warrants under the Terms of Purchase, you further warrant that:
2.1. Only you or your authorized representatives may use Ninja Mart App solely for the purpose of placing and tracking goods purchase orders. We are not liable for any person’s wrongful use of your account unless we had directly caused such wrongful use.
2.2. You will provide all complete and truthful details (including Your personal details, if required) as reasonably required by us.
2.3. You will not use Ninja Mart App to carry out any illegal or unethical acts or for any abusive, illegal or unethical purposes.
2.4. You shall not use our trademarks, logos or other intellectual property rights without our prior written consent.
2.5. You shall treat any information you have received or possessed as result of this Terms of Use, as confidential and will not use such information other than for the purposes of which it was given.
3. End-user license.
3.1. You agree that Ninja Mart Website and Ninja Mart App are software products proprietary to and owned by us and/or our affiliates and will not (i) use them for an illegal or immoral purpose; (ii) modify or adapt Ninja Mart Website and Ninja Mart App without our prior written consent; or (iii) reverse engineer or copy Ninja Mart Website and Ninja Mart App for any purpose whatsoever.
3.2. We grant you a limited license to use Ninja Mart Website and Ninja Mart App for the sole purpose of ordering, receiving and managing orders and services provided by us and companies affiliated to us.
3.3. You agree that you do not have the permission to permit any third parties, other than your authorized personnel, to access or use Ninja Mart Website and Ninja Mart App.
3.4. We reserve the right to change, upgrade or discontinue part or all of Ninja Mart Website or Ninja Mart App or any of Ninja Mart Platforms (including service features), at any time and without notice to you.
3.5. We do not warrant or guarantee that Ninja Mart Website or Ninja Mart App would be secure, corrupt-free or virus-free. Ninja Mart Website and Ninja Mart App are provided on an ‘as-is’ basis and we are not obliged to rectify any bugs or provide any software-related maintenance or updates.
3.6. We may in our discretion suspend access to Ninja Mart Website or Ninja Mart App for maintenance and upgrades.
3.7. If the use of Ninja Mart Website or Ninja Mart App is unavailable by reason of a force majeure event, our obligation under this Terms of Use shall be immediately suspended for the period that the force majeure event subsists, and nor we shall be liable to you for any losses and damages whatsoever.
4. Our limitation of liability.
4.1. Except where we expressly committed to in this Terms of Use, we are not liable to you and your employees, officers, affiliates, contractors, clients in respect of any direct or indirect losses and damages in association with the use of Ninja Mart Website and Ninja Mart App.
4.2. If our above exclusion of liabilities is considered as invalid or unlawful by competent courts, our liability to you and your employees, officers, affiliates, contractors, clients in association with the use of Ninja Mart Website and Ninja Mart App will be limited to the amount of VND 1,000,000. Where you have purchases of goods from us, our total liabilities under both this Terms of Use and the Terms of Purchase will be limited to the maximum set forth in the Terms of Purchase.
5. The provision regarding the governing laws and settlement authority under the Terms of Purchase is incorporated into this Terms of Use by reference in this clause.