Dispensing practice terms

1. Introduction and definitions

1. Dermalhealthpractice™ (“the Service”) is designed to provide value to our Authorised Dispensing Practices (“you”, “your” and “ADP”) by allowing greater continuity of healthy skincare for your customers.
2. Your existing and new customers have the opportunity to purchase DermExcel™ products from Dermalhealthstore™ (“the Store”).
3. With Dermalhealthstore™, we aim to deliver a solution that enables your customers to access what they want – efficacious skincare products with the quality they demand, from wherever they are.
4. With Dermalhealthpractice™, we offer your practice visibility of the skincare purchased across all enrolled customers, and a better understanding of their needs.
5. These Terms of Use (“Terms”) govern your use of the websites of Dermal Health Science (Pty) Ltd, located at www.dermalhealthpractice.com, www.dermalhealth.store and www.dermalhealth.co.za, and any mobile applications (the “Site”), and the services provided by Dermal Health Science (Pty) Ltd (“Dermal Health Science™”, “we” or “our”).
6. Do not agree to these Terms unless you both fully understand and accept each provision.
7. Access to Dermalhealthpractice™ is limited to our Authorised Dispensing Practices, and we reserve the right to withdraw, suspend, cancel or amend the Services for any reason and without notice.

2. Authorised Dispensing Practices

1. An Authorised Dispensing Practice is a practice that is fully approved and registered with Dermal Health Science™.
2. Everything at Dermal Health Science™ starts with our Authorised Dispensing Practices. Our DermExcel™ products are exclusively available through ADPs.
3. The ADP forms part of the Dermal Health Science™ dispensing practice network that retails a sufficient amount of DermExcel™ products.
4. A sufficient amount of DermExcel™ products means having one of each DermExcel™ product consistently on your shelf and available for customers to purchase directly from you as their preferred practice.
5. A practice should maintain a minimum of R5 000 in monthly sales to be listed as an ADP on the various digital platforms of Dermal Health Science™.
6. Our digital and social media platforms (Dermal Diagnosis™, the Dermal Health Science™ websites and Dermalhealthstore™), as well as the public communications of our brand ambassadors, are designed to direct customers to your practice. It is therefore a continuing requirement to have sufficient products available at your practice for customers to purchase.
7. Dermal Health Science™ reserves the right to remove your practice from our ADP network if these requirements are not met.

3. Dermalhealthstore™

1. The ADP will receive a free online store where its customers can conveniently purchase DermExcel™ products.
2. Once a Dermalhealthstore™ visitor registers and selects their preferred practice (ADP), they become an authorised online customer.
3. That customer is then linked to the ADP they selected (see section 4).
4. Customers will be able to purchase and replenish their DermExcel™ products from Dermalhealthstore™, and the ADP will receive the online sales profit from that purchase (subject to section 6).
5. Dermal Health Science™ is responsible for delivering the products to your authorised online customers.
6. Dermal Health Science™ is responsible for any return queries and requests received from authorised online customers.
7. Your customers receive a secure and comprehensive platform that includes:
   (a) a personal profile (username, password, delivery addresses and ADP);
   (b) a help desk (questions and queries are directed to Dermal Health Science™ or the ADP); and
   (c) a customer education platform (training videos on the use of their products).
8. The ADP will receive the online sales profit (defined in section 6) on all purchases made by customers who chose the ADP as their preferred practice.
9. The customer has the right to change their preferred ADP on their account.

4. Dermalhealthpractice™

1. Each ADP will receive access to the Dermalhealthpractice™ portal (www.dermalhealthpractice.com).
2. Within the Dermalhealthpractice™ portal the ADP will:
   (a) place the orders it requires for its practice;
   (b) have the full history of, and access to, its previous orders;
   (c) have full access to all product and chemical peel procedure training (subject to clause 8.4); and
   (d) have easy access to marketing material (such as images and videos), brand artwork and promotional items for use on social media and on promotional days.
3. Each ADP will receive access to the Dermalhealthpractice™ Dashboard.
4. The Dermalhealthpractice™ Dashboard gives you visibility of the aggregate purchasing activity of all Dermal Health Science™ customers who selected your practice.
5. Your secure dashboard shows live data, including:
   (a) your practice profile (name, password, address and banking details);
   (b) the number of orders allocated to the ADP;
   (c) the total amount of online retail sales;
   (d) the total online sales profit allocated to the ADP (shown as earnings on the Dashboard, subject to section 6); and
   (e) the total online sales profit pay-outs to be made to the practice (subject to section 6).
6. The Dermalhealthpractice™ Dashboard includes personal information of the specific customers who made purchases on Dermalhealthstore™.
7. The ADP may not use any customer’s personal information for any purpose other than in relation to the purchase of DermExcel™ products.
8. The personal information of online customers may never be shared, downloaded or uploaded onto any other platform whatsoever.
9. Dermal Health Science™ reserves the right to terminate this agreement with the ADP immediately, and to remove and cancel all services provided to the ADP, should clauses 4.6 to 4.8 not be adhered to.
10. It is the responsibility of the ADP to ensure that the banking details provided on the Dermalhealthpractice™ Dashboard are those of the practice, and are accurate and correct.
11. To earn or receive any revenue under this agreement, the ADP must remain an ADP in good standing and in compliance with all applicable obligations.

5. DermExcel™ products

1. Certain DermExcel™ products and/or services may be available exclusively to ADPs on the Dermalhealthpractice™ portal. These products and/or services may have limited quantities and are subject to return or exchange only according to our Returns and refunds policy.
2. Dermal Health Science™ has made every effort to display the colours and images of our products on the Dermalhealthpractice™ portal as accurately as possible. We cannot guarantee that your computer monitor’s display of any colour will be accurate.
3. All product descriptions and pricing are subject to change at any time without notice, at the sole discretion of Dermal Health Science™. We reserve the right to discontinue any product at any time.
4. 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.

6. Online sales profit

1. The ADP will receive 15% (fifteen percent) of the total retail sale amount (excluding tax, shipping and handling charges).
2. The online sales profit on each sale is allocated to the ADP after the successful purchase and delivery to the online customer.
3. Online sales profit allocated to the ADP is only approved for pay-out 30 days after the successful purchase and delivery to the online customer, subject to our Returns and refunds policy.
4. The online sales profit is paid to the ADP on the last working day of the month (subject to clauses 6.5 and 6.6).
5. The ADP will provide Dermal Health Science™ with a tax invoice for the amount displayed on the Dermalhealthpractice™ Dashboard for profit pay-out. The tax invoice must include the following details of Dermal Health Science™:
   Registered company name: Dermal Health Science (Pty) Ltd
   Registered address: 60 Floresta Street, Lynnwood Glen, Pretoria, 0081, South Africa
   VAT number: 4400279230
6. It is the responsibility of the ADP to ensure that accurate and correct banking details are captured on the Dermalhealthpractice™ Dashboard and on the tax invoice provided to Dermal Health Science™.
7. If the ADP is deregistered or removed from the authorised dispensing practice network, the practice is no longer entitled to any profit pay-out, as the online store for that practice will be closed and unavailable to customers.

7. Payment methods

1. Electronic bank transfer into your designated bank account. Dermal Health Science™ pays the online sales profit owed to the ADP directly into the bank account you provide. You are responsible for ensuring that Dermal Health Science™ has your correct and current banking details, which you capture on your Dermalhealthpractice™ Dashboard.
2. Dermal Health Science™ may withhold or offset any amount to be paid to the ADP against any amounts that the ADP may owe to Dermal Health Science™ for products used, sold or purchased under this or any other agreement between you and Dermal Health Science™.

8. Intellectual property

1. The contents of the Dermalhealthpractice™ portal, the Dermalhealthpractice™ Dashboard, Dermalhealthstore™ and Dermal Diagnosis™ (the “Platforms”) and the Site, including any material, information, data, software, icons, text, graphics, layouts, images, sound clips, advertisements, video clips, trade names, logos, trade marks, designs and service marks displayed on or incorporated in these Platforms (“Platform Content”), are protected by law, including but not limited to copyright and trade mark law. The Platform Content is the property of Dermal Health Science™ or, in certain instances, of third parties who license such content to Dermal Health Science™.
2. Dermal Health Science™ retains copyright in the Site and Platforms and in all current and future content displayed on the Site and Platforms that is not owned by third parties.
3. In terms of a limited licence granted for general use, Dermal Health Science™ grants the ADP, subject to these Terms, a non-exclusive, non-transferable, limited and revocable right to access, display, use, download and otherwise copy the current and future content of the Platforms for your personal and commercial purposes only.
4. Dermal Health Science™ specifically retains copyright in the training material available to the ADP. It may not be used, downloaded, transferred or otherwise copied to any third party. The ADP may only use and download the training material available on the Dermalhealthpractice™ portal and Dashboard for general training within the practice of the ADP.
5. The Platforms, the Site and their contents may not be reproduced, duplicated, copied, resold or otherwise used for any commercial purpose without the express prior written consent of Dermal Health Science™.
6. Dermal Health Science™ shall not be held responsible for any mistakes, omissions, interruptions or delays with regard to the content, or for any damage that results from your use of the Platforms.

9. General disclaimer

1. You agree to access and use the Site and Services entirely at your own risk.
2. You agree that Dermal Health Science™ may rely on instructions that appear to originate from you, even if they come from someone else impersonating you, and, unless you notify Dermal Health Science™ of any irregularities, may act on any instruction purporting to originate from you.
3. You agree and understand that you assume all risks when using the Site and Services, including without limitation any and all of the risks associated with any online or offline interactions with other users.

10. Changes to these terms

1. You can review the most current version of these Terms at any time on this page.
2. We reserve the right, at our sole discretion, to update, change or replace any part of these Terms by posting updates and changes to our website.
3. It is your responsibility to check our website periodically for changes.
4. Your continued use of or access to our website or the Service following the posting of any changes to these Terms constitutes acceptance of those changes.

11. Dermal Diagnosis™ assessment

1. The term diagnosis is not a medical diagnosis and does not create, replace, substitute or change any medical diagnosis received from a medical practitioner.
2. The term Dermal Diagnosis refers to an online skin assessment based on the answers provided by the online customer.
3. The accuracy of an online skin assessment depends solely on the answers provided when completing it.
4. Dermal Health Science™ will not be held liable if the customer does not agree with the result or outcome provided.
5. The customer may resubmit the online assessment at any time to modify, change or amend their answers.
6. The online skin assessment at www.dermaldiagnosis.com does not replace a proper consultation with a healthcare professional or dermatologist.
7. The term prescription is not to be construed as a written instruction by Dermal Health Science™ that authorises a patient to be issued with a medicine or treatment; it only amounts to a recommendation.
8. A person who has not consulted in person is not a patient but rather an online customer.
9. A person who has not consulted a medical practitioner in person can in no way be held to have received an actual written prescription.
10. All use of the products must follow the product’s instructions for application. No liability can be ascribed to a medical practitioner where there was no physical one-on-one consultation.