1. INTRODUCTION
    1. The BiliDaily web application (the “Platform”) is made available by Suy Sing Commercial Corporation (“Suy Sing”) to its registered Grocers (“Store Owners”); and the Store Owners to its registered Customers (“End Consumers”). The term "We" here refers to Suy Sing, while the term "You" may refer to the Store Owner, the End Consumers or both (collectively as “User” or “Users”). Upon registration and being granted use of the Platform, Store Owners and their Customers consent to be bound by the Terms and Conditions (the "Terms") governing the features and use of the Platform including, but not limited to all information, linked websites or pages, images, photos, text, descriptions, pricing, tags, software, application services, or other materials made available in, on, or through the Platform and/or its related services (“Contents”). Any new features or enhancements on the Platform are also subject to the Terms.
    2. This Platform enables Store Owners to set up and customize their online stores and allow their End Consumers to place their orders through the same Platform. The resulting contract for sale is between the Store Owners, as the seller, and the End Consumers, as the buyer, and the rights and obligations resulting therefrom are solely between the parties to the contract for sale. Suy Sing is not a party to the resulting contract for sale or to any other contract between the End Consumers and the Store Owners and accepts no obligation in connection with any such contract.
    3. Before becoming a User of the Platform, you must read and accept all of the Terms. You agree to use the Platform for lawful purposes only and in accordance with these Terms and all applicable laws, implementing rules and regulations, directives and/or guidelines.

      You also affirm that you are of legal age and are capable of agreeing to these Terms. If you are below the legal age of 18 years old, your parent or legal guardian must consent to your opening an account on the Platform, the Terms, and that they shall be responsible for your actions and your compliance with the Terms. Otherwise, you must desist from using this Platform.

    4. You must consent to the processing of your personal data as described in the Privacy Policy. You also affirm that you are of legal age and are capable of agreeing to the Privacy Policy. If you are below the legal age of 18 years old, your parent or legal guardian must consent to the Privacy Policy on your behalf.
  2. PRIVACY POLICY
    1. You (the “Disclosing Party”) will be asked to provide your personal data to activate your account. You certify that any content and information you provide on or through the Platform are truthful and complete. We (the “Receiving Party”) shall treat all personal data as confidential in accordance with relevant legislation and in accordance with our Privacy Policy. In addition, we may automatically collect information about you and your use of the Platform, including without limitation, your real-time location, MAC address, and IP address. Our collection and use of such information is governed by our Privacy Policy.
    2. Users in possession of another User’s personal data through the use of the Platform (the “Receiving Party”) hereby agree that, they will comply with the Republic Act No. 10173, or the Data Privacy Act of 2012 with respect to any such data.
  3. LIMITED RIGHTS
    1. Suy Sing grants you as Users access and use of the Platform subject to the Terms. The Platform and all Contents may be subject to copyrights, trademarks, and/or other intellectual property owned, controlled, or licensed by Suy Sing, its partners, or its suppliers who have provided the Contents to Suy Sing and may be protected by copyright laws. Subject to compliance with these Terms, Store Owners, as Users, may access, view, download, and print the Contents for use in your online store; provided however, that, where applicable, you (1) retain all copyright, trademark, or other proprietary designations contained on all Contents; (2) do not modify or alter the Contents in any way unless expressly permitted; (3) do not provide or make available the Content to any third party in a commercial manner; and (4) comply with all copyright, trademark, and intellectual property laws.
    2. Except as otherwise provided by law, at any time without notice to you, you acknowledge that Suy Sing may: (1) change, restrict access to, suspend, or discontinue the Platform or any portion of the Platform; or (2) change or modify any services, functionality, or other content available through the Platform, or any portion of the Platform.
  4. ACCOUNTS AND SECURITY
    1. With a registered account, you may access the Platform, its linked pages, or services with which we have collaborated. Suy Sing has not reviewed, and assumes no responsibility for, any third-party content, functionality, security, services, privacy policies, or other practices of those products, websites or services. The said third party links may have their independent Terms of Service and Privacy Policy that may apply to you when you visit, use, or access those links or services. You therefore visit, use, or access them at your own risk.
    2. You are solely responsible for maintaining the confidentiality and security of your username and PIN and for restricting access to the device you use to access the Platform. You agree to accept responsibility for all activities that occur on your account, under your username, or with your PIN, regardless of whether these activities were done by you. Suy Sing is not responsible for any losses or damages arising out of or in connection with the unauthorized use of your account.
    3. Suy Sing reserves the right to take any and all action, as it deems necessary to maintain the security and integrity of the Platform and your account, including without limitation, terminating your account, changing your PIN, inquiring on and removing Contents related to your account, or requesting information to authorize transactions on your account. Your account may be restricted or terminated for any reason, including but not limited to (a) a violation of these Terms, (b) illegal or fraudulent activities, (c) harassment, defamation, or abusive behavior, at our sole discretion with or without notice.
  5. GENERAL USE OF PLATFORM
    1. The access granted to you as a User for the use of the Platform is effective until terminated. The access will be terminated as defined in the Terms, or when you fail to comply with one or any of the conditions under the Terms. In any such event, Suy Sing may implement termination with or without notice to you.
    2. You agree NOT to:
      1. Impersonate any person or entity or misrepresent your affiliation with any person or entity;
      2. Use the Platform or any services in the Platform for illegal purposes;
      3. Upload, post any Content or sell through the Platform any goods and/or services that is unlawful, harmful, and/or prohibited in any manner and aspect;
      4. Manipulate the price of any item or interfere with other User’s product listings;
      5. Violate any laws, including without limitation any laws and regulations in relation to export and import restrictions, third party rights, or our Product Guidelines;
      6. Access the Platform, register a user account, or otherwise access your own account using any non-official hardware or software, including but not limited to an emulator, simulator, bot or other similar hardware or software;
      7. Take any action that may undermine the feedback or ratings systems;
      8. Attempt to decompile, reverse engineer, disassemble or hack the Platform (or any portion thereof), or to defeat or overcome any encryption technology or security measures implemented with respect to the services and/or data transmitted, processed or stored by Suy Sing and/or its data processors.
      9. Use the Platform to collect or store personal data about other Users, or violate other User’s privacy rights, and/or use it to harass, stalk, or abuse others.
      10. Use, upload, or post or any Content that you do not have a right to make available under any law or under contractual or fiduciary relationships;
      11. Use, upload, or post any Content or list items that infringes any trademark, copyright, patent, trade secret, intellectual property rights or other proprietary rights of any party;
      12. Use, upload, or post any unsolicited or unauthorized advertising, promotional materials, or any other unauthorized form of solicitation;
      13. Use or upload any material that contains software viruses, worms, Trojan-horses, or other types of malwares, destructive or corrupting code, files or programs intended to directly or indirectly delay, obstruct, manipulate, interrupt, destroy or limit the functionality or integrity of the Platform, or any computer software, hardware, database or any other computer equipment;
      14. Infringe the rights of Suy Sing, including any intellectual property rights and any passing off of the same thereof;
    3. The Platform may make available listings, descriptions, and images of goods and services ("Products"). Such Products may be made available by us and/or by the Store Owners. We make no representations as to the completeness, accuracy, reliability, validity, or timeliness of such listings, descriptions, or images. Such information is subject to change at any time without notice.
    4. The prices listed at the time of your order shall apply to your purchase. The prices are inclusive of Value Added Tax, if applicable, excluding shipping costs. Upon receipt of your order, the Store Owners shall validate the same as part of the acceptance process. The Store Owners may in their discretion refuse to accept an order for any reason, including unavailability of supplies or technical error. The Store Owner shall confirm and acknowledge your orders by sending you a notification via SMS/text or In-app messaging. As an End-consumer, you may also view the status of your orders through the Platform.
    5. Various payment options are available on the platform, including an online payment facility which is bound by the Third Party’s own Terms and Conditions and Privacy Policy. Cash on Pickup (COP) payment and pickup of orders shall only be made at the chosen Store Owner’s store. Cash on Delivery (COD) payment shall be collected upon delivery of the orders, whether delivery arrangement is made by the Store Owner or through third party logistics.
    6. Cancellation, Return and Refund
      1. Requests for cancellation will no longer be processed after you have been sent the confirmation and acknowledgment of your order.
      2. Product returns, replacements and refund shall be governed by the respective Store Owner’s Returns and Refund Policy and in accordance with the Consumer Act of the Philippines.
  6. STORE OWNER’S RESPONSIBILITIES
    1. Store Owner shall ensure and properly manage that relevant information of the products posted such as, but not limited to the price and details of the items are accurate, and shall not provide misleading information
    2. Prices and availability of Products are subject to change without notice. Neither Suy Sing nor Store Owners can guarantee that goods or services advertised or offered for sale on the Platform will be available when ordered or thereafter. Store Owners also reserve the right to limit quantities sold or made available for sale.
    3. We try to display colors of Products as accurately as possible on the Platform. However, as the actual colors you see will depend on your monitor and various other factors, we cannot guarantee that the actual display of any color will be accurate.
    4. We strive to provide accurate product and pricing information. However, pricing, pictorial or typographical errors may occur. In the event that an item is listed at an incorrect price or with incorrect information due to typographical error in pricing or other product information, the Store Owner shall have the right, at their sole discretion, to either refuse or cancel any orders placed for that item, or contact you for notification and instructions on such cancellation. Without limitation to the terms above, neither Suy Sing nor the Store Owner represents that any Product listing on the Platform is accurate and expressly disclaims any liability relating to accuracy.
    5. Product promotions, discounts and member’s rewards shall also be available in the Platform whenever applicable. Any promotions must comply with all relevant laws and regulations, such as, but not limited to the application of Sales Promotion Permit through the Department of Trade and Industry, or any governing body, as applicable.
    6. Store Owner shall be solely responsible for issuing official receipts, credit card slips or tax invoices to End Consumer as may be required under existing laws and regulations.
    7. Store Owners shall be solely responsible for (a) securing and renewing all applicable permits and registrations in relation to the conduct of their business and the sale or promotion of their products, and (b) filing of all tax returns and payment of all applicable taxes, customs and duties for items sold on the Platform. As tax laws and regulations may change from time to time, Store Owners are advised to regularly monitor and comply with new regulations and rulings applicable to them.
  7. PURCHASE AND SALE OF ALCOHOL AND TOBACCO OR TOBACCO-RELATED PRODUCTS
    1. The purchase and sale of alcoholic products (“Alcohol”) and tobacco or tobacco-related products (“Tobacco Products”), including without limitation electric cigarettes, on the Platform is permitted subject to the terms and conditions and applicable law and regulation.
    2. If you are a Buyer of any Alcohol or Tobacco Products:
      1. You represent and warrant that you and/or the person receiving (“Recipient”) the Alcohol or Tobacco Products are of legal age of 18 years old or above; and
      2. If requested by the Store Owner or a third party logistic partners, you and/or the Recipient shall provide photo identification for age verification purposes
    3. If you are the Store Owner selling Alcohol or Tobacco Products, you represent and warrant that:
      1. You validly hold all necessary licenses and/or permits to sell Alcohol or Tobacco Products through the Platform, and shall provide a copy of such licenses and/or permits and supporting documents to Suy Sing immediately upon request for verification purposes; and
      2. All information and documents provided to Suy Sing are true and accurate.
    4. When delivering Alcohol or Tobacco Product to a Buyer:
      1. The delivery agent, whether through the Store Owner or third party logistics partner, reserves the right to request for a valid photo identification for age verification purposes; and
      2. Store Owner (via the delivery agent) reserves the right to refuse the delivery of Alcohol or Tobacco if the Buyer and/or the Recipient appears intoxicated or is unable to provide valid photo identification for age verification purposes.
    5. Each Alcohol and/or Tobacco Buyer and/or Seller, agrees to indemnify, defend and hold harmless Suy Sing and its shareholders, subsidiaries, affiliates, directors, officers, agents, co-branders or other partners, and employees (collectively, the "Indemnified Parties") from and against any and all claims, actions, proceedings, and suits and all related liabilities, damages, settlements, penalties, fines, costs and expenses (including, without limitation, any other dispute resolution expenses) incurred by any Indemnified Party arising out of (a) any inaccuracy or breach of its representations; and (b) its breach of any law or any rights of a third party.
  8. THIRD PARTY AND EXTERNAL LINKS
    1. You agree that you must evaluate, and bear all risks associated with, the use of any Content, including, without limitation, any reliance on the accuracy, completeness, reliability, or usefulness of such Content. You acknowledge and agree that Suy Sing reserves the right, but shall not be obliged to:
      1. Exercise close control, such as screening and monitoring the Content uploaded on the Platform. Upon our sole discretion, we may conduct our own investigation for any violations of the Terms and Product Guidelines and take the necessary actions to correct the situation.
      2. Report to proper authorities suspicious activities on the Platform that are in violation of existing laws and regulations and cooperate fully in any investigation related to this;
      3. Require you to provide information of your use of the Platform at any time and exercise our rights under this paragraph in case you should refuse to provide said information or we have reasonable grounds to suspect that information you provided is misleading or fraudulent;
      4. Upon our discretion refuse or terminate any User's access to the Platform
    2. The Platform may also contain links to third party products, websites, and other services. These third party links, products, websites and services are not owned or controlled by Suy Sing. Rather, they are operated by, and are the property of, respective third parties, and may be protected by applicable copyright or other intellectual property laws. You are encouraged to read the Terms, Privacy Policies and other policies published by such third parties on their websites. By using the Platform, you agree that Suy Sing shall not be liable in any manner due to your use of or inability to use the third party and external links. You further acknowledge and agree that Suy Sing may disable your use of, or remove, any third party links, or applications on the Platform to the extent they violate these Terms.
  9. DISCLAIMER
    1. The Platform and its Contents are provided “as is” and Suy Sing makes no warranties, claims, or representations with respect to the Products, whether of quality, merchantability, fitness for purpose, or of any other kind whether express or implied. We do not guarantee and are not responsible for the existence, merchantability, fitness for purpose, quality, safety, or legality of the Products, and do not guarantee and are not responsible for the capacity and ability of Store Owners to sell Products or of End Consumers to buy said Products. Suy Sing further makes no warranties that the Platform or its features or functions are available, accessible, uninterrupted, secure, error-free, virus-free, or free of any other harmful codes or programs.
    2. You agree to assume the risk arising out of, in relation to, or in connection with the use of the Platform.
    3. In the event of a dispute between and among Users, such Users consent to resolve said dispute between and among themselves, and agree to release Suy Sing and the Indemnified Parties from any and all claims, demands, and damages arising out of, in relation to, or in connection with such dispute.
  10. LIMITATION OF LIABILITY
    1. Suy Sing shall not be liable whether in contract, warranty, tort, product liability, or other cause of action atlaw, in equity, by statute or otherwise, for:
      1. Inability to Access or Use the Platform; Loss of Profit or Revenues; Loss of Data; Failure to Realize Projected Savings in each case, whether direct or indirect; or
      2. Any indirect, incidental, special or consequential damages arising out of, related to, or in connection with any system, server or connection failure, error, omission, interruption or delay due to, but not limited to, computer or software viruses and other malwares, destructive or corrupting code, files or programs that limit the functionality or integrity of the Platform.
    2. You acknowledge and agree that in case of any dissatisfaction with the use of the Platform, your only right is to request for the termination of your account and/or discontinue the use of the Platform in its entirety.
    3. If, notwithstanding the two preceding sections, Suy Sing is found liable by a tribunal of competent jurisdiction, then its liability to you or to any third party is limited to an amount not exceeding PHP 1,000,000.00 (one million Philippine Pesos).
    4. For the avoidance of doubt, nothing in these Terms shall limit or exclude liability on the part of Suy Sing that cannot be lawfully limited or excluded.
  11. INDEMNITY
    1. You acknowledge and agree that in no event will Suy Sing, or its directors, stockholders, affiliates, officers, employees, agents or other representatives be liable to you or to any other person, for any direct, indirect, special, incidental, punitive, consequential losses or damages, or any other losses or damages of any kind, arising out of, in connection with, or related to your use of the Platform.
    2. You agree to indemnify and hold Suy Sing and the Indemnified Parties harmless from and against any and all liabilities, claims, damages, costs, and expenses, including any dispute resolution expenses, arising from, in connection with, or related to your misuse of the Platform or any breach by you of these Terms.
    3. You will defend and keep harmless Suy Sing and the Indemnified Parties from any claims initiated against us by any third party for infringement of any copyright, intellectual property right, or other registered right, with respect to any Contents you may have made available on the Platform.
  12. SEVERABILITY
      If any provision of these Terms is declared or deemed null, unlawful, invalid, void, or unenforceable by any court or under the law of any jurisdiction, respectively, such nullity, unlawfulness, voidness, or unenforceability shall not affect the legality, validity, and enforceability of the remaining provisions of this Terms, and shall continue to be enforced.
  13. APPLICABLE LAW AND THE RESOLUTION OF DISPUTES
    1. The Terms is governed by and construed in accordance with the laws of the Republic of the Philippines, without reference to any of its conflict of law rules that would call for the application of the laws of any other jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transaction Act shall not apply
    2. Unless otherwise required by applicable law, any action involving Suy Sing or an Indemnified Party under these Terms shall be filed with the courts of Metro Manila, Philippines exclusive of all others.
  14. NOTICES
    1. All notices or other communications to you given through e-mail will be sent to your registered email address and is deemed notified to you on the date the notice was sent. All notices or other communications to you sent by post or courier to your last known address is deemed received by you on the day following such posting.
    2. You may only give notice to us in writing by email to helpdesk@bilidaily.com, and we are deemed to have received such notice upon receipt. We will exert best efforts to respond promptly to notices, but we cannot guarantee that we will always respond with the same speed.
  15. MISCELLANEOUS PROVISIONS
    1. Suy Sing reserves all rights not expressly granted in these Terms.
    2. We may update these Terms from time to time by notifying you of such changes by any reasonable means, including by posting revised Terms through the Platform. Any such changes will not apply to any dispute between you and us arising prior to the date on which we posted the revised Terms incorporating such changes or otherwise notified you of such changes. By continuing to use or access the Platform after we post any changes, you accept the updated Terms and Conditions.
    3. These Terms shall be entirely binding from the day you first use the Platform.
    4. These Terms and the policies referred to herein represent the total agreement and understanding between Suy Sing and the User with respect to the Platform and replaces and supersedes any and all previous agreements or understandings between the Parties in respect for the Platform. In entering into the agreement formed by these Terms, the parties have not relied on any statement, representation, warranty, understanding, undertaking, promise or assurance of any person other than as expressly set out in these Terms. The Parties expressly waive any provision contained in any previous agreement or in correspondence that denies, limits, extends, or is in conflict with the provisions of these Terms.
    5. You will not be entitled to transfer, assign, license, or sublicense your rights and obligations resulting from these Terms to a third party without the written consent of Suy Sing.
    6. These Terms are for your and our benefit, and no benefit may inure to a third person or entity.
    7. Our failure to exercise any of our rights under these Terms shall not constitute a waiver of such rights. Suy Sing shall not be deemed to have waived any right resulting from any failure to perform unless such waiver has been made specifically in writing.
    8. You represent and warrant that, in connection with these Terms, you have not (a) paid or received, or promised or accepted a promise to receive, a bribe or any other type of improper payment; and (b) committed any violation of international, national, or regional anti-bribery laws, statutes, regulations, and codes. You further confirm that you have and shall have in place policies and procedures necessary to ensure compliance with all applicable international, national, or regional anti-bribery laws, statutes, regulations, and codes.
    9. Questions or concerns about these Terms may be directed through helpdesk@bilidaily.com.