Modalités et conditions

VEUILLEZ LIRE ATTENTIVEMENT CE QUI SUIT AVANT D'UTILISER CE SITE WEB.

Last updated: September 17, 2024

These Terms of Sale (this “Agreement”) apply to all orders, purchases and use of Organika health products (each a “Product”) manufactured by or for Organika Health Products Inc. (“Organika”) via www.organika.com and www.organika.ca or such other websites and mobile applications as may be made available by Organika and its affiliates from time to time (collectively, the “Site”).  In this Agreement, the buyer of any Product via the Site is referred to as “you”; accordingly, if the individual making the purchase is doing so on behalf of a corporation or other legal entity, they represent and warrant having the authority to do so and to bind such entity to this Agreement.  

This Agreement contains important terms that, among other things, affect Organika’s liability and your legal remedies against Organika, including a mandatory arbitration agreement.  Please read this Agreement carefully, BEFORE you complete a transaction to purchase a Product on the Site.  By completing a transaction to purchase a Product on the Site, you agree to be bound by this entire Agreement including the warranty disclaimers, limitations of liability and methods of resolving disputes. This paragraph does not apply to you if you are a consumer residing in the Province of Quebec, or if otherwise required by applicable law.

CE SITE NE FOURNIT PAS DE CONSEILS MÉDICAUX

Any information made available on the Site is for informational purposes only, and no warranty is made that the information is error-free. It is not intended as a substitute for advice from your physician or other healthcare practitioner. Consult your physician or other healthcare practitioner for advice. The products are not intended to diagnose, treat, cure, or prevent any disease, and no guarantee of results are provided. Reliance on any information provided on this Site or provided by Organika is solely at your own risk.

  1. Orders, Price and Payment
  2. Price and Order.  The total price for the Product(s) you are purchasing will be stated on the confirmation notice displayed at the last step of the ordering transaction before you confirm your purchase, and, upon your acceptance of the confirmation notice as well as all of the terms and conditions of this Agreement, the notice becomes your “Order”, an offer to us to purchase such Product(s) on the terms set out therein and this Agreement. 
  3. Availability.  All Orders are subject to availability.  When placing your Order, the confirmation notice will display whether the Product is in-stock (an “In-Stock Product”), out-of-stock (an “Out-Of-Stock Product”), or a pre-order (a “Pre-Ordered Product”) and may provide an estimated delivery time frame. While we make every effort to ensure that the actual availability of a product is reflected on our website, if any Product turns out to be unavailable after you place an Order, we will inform you as soon as possible by email and will not charge you for that Order. Your Order is not confirmed until we provide you with delivery information. 
  4. Acceptance.  Orders submitted by you are not binding upon Organika until the Order is confirmed by Organika. Organika will issue an order confirmation and purchase invoice (an “Invoice”) to you by email, which will constitute Organika’s acceptance of your Order.
  5. Merchant.  Organika may appoint a merchant of record (the “Merchant”), as indicated in your confirmation notice, as the merchant of record for the transaction.  In such a case, the Merchant will accept payment, handle Orders, and handle shipments for and behalf of Organika.  Accordingly, your point of contact for dealing with Orders may be the Merchant and not Organika directly; check your Invoice for more details.
  6. Payment.  Payment for all Orders must be received by Organika before Organika is legally obligated to fulfill any Order previously accepted under an Invoice.  The payment method you use will be charged when you place your Order, and you agree that by providing your payment information, Organika is authorized to immediately invoice your account for all fees and charges due and payable to Organika hereunder and that no additional notice or consent is required.  Organika may accept payments from a third-party payment processor (“Payment Processor”).  When a Payment Processor is utilized to make a payment for an Order, the transaction may be re-directed from the Site to the Payment Processor’s website. You should be aware that the terms and policies, including privacy and data gathering practices, of the Payment Processor apply to your dealings with the Payment Processor.  Your account and any activities related to providing your personal information will be governed by the Payment Processor’s terms and conditions, and the information provided in relation thereto will be governed by the Payment Processor’s privacy policy.  When a Payment Processor is used, your financial information is not shared with Organika and once payment is completed, the Payment Processor will email a receipt to you for the transaction.
  7. Subject to Organika Cancellation.  Organika reserves the right to decline your Order, or to cancel an accepted Order after an Invoice, at any time, including, without limitation, in the event there is an error, typographical error, inaccuracy or omission to the price of any of Organika’s Products or Product descriptions, promotions, offers or availability.  Prices, specifications and configurations are subject to change without notice.  Organika reserves the right at any time in Organika’s sole and absolute discretion and without notice to correct any errors, inaccuracies or omissions to the information on the Site. 

Although Organika makes reasonable efforts to ensure that the Site is current and contains no errors or inaccuracies, Organika makes no representations, warranties, conditions, or guarantees that the information, content or materials included in the Site will be error-free or completely accurate or current at all times, or at any time.  

  1. Taxes, Duties and Extra Charges.  Prices displayed on the Site may not include shipping and handling charges or applicable country/region-specific sales, goods or services taxes, which may be added to the price you pay.  Calculation of taxes and shipping charges occurs before your Order is submitted and charged to your credit card as part of the total order amount. You are also responsible for any customs duties or other similar fees applicable to your Order.
  2. Subscription Orders. Organika offers some of the Products for purchase via a recurring subscription (a “Subscription”). When you purchase Products on a Subscription basis, you agree to pay for and receive repeat deliveries in accordance with the duration and frequency that you select in your Order. During the Subscription period, you will be charged for each delivery of Products at the time of shipping, unless you choose to pay in advance.

If you want to cancel or change your Subscription, you can do it at any time through the links provided in any confirmation emails regarding your Order.

  1. Currency.  All pricing will be noted on your Order and on the Invoice in the appropriate country- or region-specific currency as indicated thereupon. Depending on that currency, your credit card company may apply a conversion rate and additional fees that are outside of Organika’s control.  Furthermore, if for any reason pursuant to this Agreement you become entitled to a refund, that refund may be converted by your financial institution at a different rate meaning that it may be lesser than, or greater than, the actual amount charged to you by your financial institution, as the case may be.
  2. Privacy. Organika collects, uses and discloses your personal information to fulfill your orders and to otherwise manage its relationship with you. By visiting the Site and making a purchase, you consent to the collection, use and disclosure of your information in accordance with our Privacy Policy.
  3. Returns and Refunds
  4. Return Policy.  Organika offers a limited 60-day return period for the Products (the “Return Policy”).  This return policy does not apply to any other products or merchandise sold by Organika or the Merchant.  For Quebec consumers, all provisions of this clause apply in addition to the legal warranty. Proof of purchase required. 
  5. Requesting an RMA. The return period applicable to the Products you have purchased commences when Organika or the Merchant ships the Products and expires 60 days following such date (the “Return Period”). To request a refund, you must, within the Return Period, contact Organika (by email at [email protected]) or the Merchant during business hours with your order number, product name and the reason for your return. .  For unopened Products, Organika or the Merchant will send to you a return merchandise authorization (“RMA”) form by email and you must complete the RMA form and return it to Organika or the Merchant by following the instructions contained on the RMA within 30 days. Proof of purchase is required. 
  6. Returning the Unopened Products.  You must return the unopened Products to Organika following the RMA instructions and the Return Policy. Please note, for any unopened Products, we will offer a full refund on the original payment method on file. For any opened products being returned, we will be offering the refund amount on an Organika gift card. Organika reserves its rights to require the return of opened products.
  7. Non-Compliant Returns.  If the returned Products have not been returned in accordance with the Return Policy, Organika may refuse to accept the return by returning the Products to you, in which case you will not be entitled to any refund.
  8. Expédition
  9. Products.  Products will generally be shipped to you within the estimated shipping time period indicated at the time of the Order.  Organika does not guarantee shipping times and you acknowledge and agree that any shipping timeframes or dates provided by Organika are estimates only and subject to change.
  10. Priority.  All Products will be shipped in the order in which Invoices have been issued to Organika’s customers, including you. Please allow 2 business days for orders to be processed.
  11. Receipt.  The date of shipping does not guarantee the date of receipt; the actual delivery date to you will depend on the shipping method selected and available to you during your Order.
  12. Livraison
  13. General.  Organika will arrange to deliver the Products in your Order to the address you provided in your Order, as noted on the Invoice. Title to the Products and risk of loss passes to you upon delivery of the Products at your chosen shipping address.
  14. Delivery Procedure.  Organika’s carriers will complete delivery of the Product to you at the address you specify in your Order.
  15. Investigations.  Organika reserves the right to investigate (or to retain a third party to investigate) any claims or returns on the basis of incorrect delivery procedure and false information. In the unlikely event that your Order arrives with visible damage to the exterior packaging, you may either take delivery or refuse the shipment.

THE FOLLOWING CLAUSE 5.d DOES NOT APPLY TO QUEBEC CONSUMERS

  1. Errors and Damages.  You must examine the Product after you receive it. If an Order or shipping error has occurred, or if your Product is damaged (except for latent damage not readily apparent) you must notify Organika of the particulars as soon as possible, but in any event within 15 days of the carrier’s delivery to you (the “Inspection Period”).

Any claims made after the Inspection Period will not be honoured and the Product shipped and delivered to you will be deemed to have been delivered and accepted by you, and Organika will not consider any claim for damaged or missing Products outside of this time period.

  1. Return Procedure.  If your Product was received in error, or in damaged condition or other than in apparent good order, please contact Organika immediately using one of the methods available at [email protected].
  2. Content, Feedback and other submissions
  3. Content. All text, graphics, user interfaces, visual interfaces, photographs, trademarks, logos, sounds, music, artwork, and computer code (collectively, “Content”), including but not limited to the design, structure, selection, coordination, expression, “look and feel” and arrangement of such Content, contained on the Site is owned, controlled or licensed by or to Organika, and is protected to the full extent allowed by trade dress, design, copyright, patent and trademark laws, and various other intellectual property rights and unfair competition laws.
  4. Limitation on Use of Content. Without Organika’s express written consent, no part of this Site or its Content may be copied, reproduced, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted or distributed in any way (including “mirroring”) to any other computer, server, website or other medium for publication or distribution. The data and information present on this Site are exclusively for your personal, private, and non-commercial use. Organika reserves the right to take such steps as it deems necessary, including litigation or blocking access to the site, to restrain the unauthorized use of this Site and/or its Contents.
  5. Comments and Feedback. All comments, feedback, suggestions, ideas, and other submissions disclosed, submitted or offered to the Company on or by the Sites or otherwise disclosed, submitted or offered in connection with your use of the Sites shall be and remain Organika’s property. Organika will own the rights, titles and interests, and not be limited in its use, commercial or otherwise.

You agree to not submit any comments, quotes, testimonials or other material that contains any libelous or otherwise unlawful, obscene or abusive material or that violates any right of any third party, including copyright, trademark, privacy or other rights. You are solely responsible for the material you submit or any comments you make. We reserve the right to remove material that is against this Agreement, is unhelpful, unsubstantiated or otherwise unsuitable.

  1. Avis de non-responsabilité

THIS CLAUSE 6 DOES NOT APPLY TO QUEBEC CONSUMERS

EXCEPT AS SET OUT IN THE RETURN POLICY AND AS PERMITTED BY APPLICABLE LAW, ORGANIKA SPECIFICALLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES, ENDORSEMENTS, AND CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY REPRESENTATIONS, WARRANTIES, AND CONDITIONS OF TITLE OR NON-INFRINGEMENT AND ANY IMPLIED REPRESENTATIONS, WARRANTIES AND CONDITIONS OF FITNESS FOR A PURPOSE, MERCHANTABILITY, MERCHANTABLE QUALITY, SATISFACTORY QUALITY, OR ARISING FROM A COURSE OF DEALING OR USAGE OF TRADE. WHERE IMPLIED WARRANTIES  OR CONDITIONS CANNOT BE DISCLAIMED BY APPLICABLE LAW, SUCH IMPLIED WARRANTIES OR CONDITIONS ARE LIMITED TO THE MINIMUM DURATION THAT IS REQUIRED BY LAW.

THE LIMITED WARRANTY SET OUT IN THE RETURN POLICY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM JURISDICTION TO JURISDICTION. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

  1. Release, Waiver and Limitation of Liability

THIS CLAUSE 7 DOES NOT APPLY TO QUEBEC CONSUMERS

  1. TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOU ACKNOWLEDGE AND AGREE THAT ORGANIKA, ITS OFFICERS, DIRECTORS, AGENTS, EMPLOYEES, LICENSORS, SUPPLIERS, SERVICE PROVIDERS, RESELLERS, AND DISTRIBUTORS (COLLECTIVELY, “ORGANIKA” IN THIS SECTION 7) WILL IN NO WAY BE LIABLE TO YOU FOR ANY GENERAL, PECUNIARY, NON-PECUNIARY, INDIRECT, ECONOMIC, SPECIAL, COMMERCIAL, INCIDENTAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, LOST PROFITS, LOSS OF BUSINESS REVENUE OR EARNINGS, LOST DATA, LOSS OF OPPORTUNITY, AND DAMAGES CAUSED BY DELAYS OR A FAILURE TO REALIZE EXPECTED SAVINGS) ARISING FROM OR IN CONNECTION WITH THE USE OF THE PRODUCT, EVEN IF SUCH PERSON/ENTITIES IS/ARE AWARE OF THE POSSIBILITY OF SUCH DAMAGES.
  2. WHERE PERMITTED BY APPLICABLE LAW, YOU ACKNOWLEDGE AND AGREE THAT YOU WAIVE AND RELEASE ORGANIKA OF ANY AND ALL LIABILITY FOR ANY LOSS, DAMAGE, EXPENSE OR INJURY, INCLUDING DEATH, WHICH YOU OR YOUR NEXT OF KIN MAY SUFFER RESULTING FROM YOUR USE OF THE PRODUCT DUE TO ANY CAUSE WHATSOEVER, INCLUDING BREACH OF CONTRACT, OR BREACH OF ANY STATUTORY OR OTHER DUTY OF CARE BY ORGANIKA.
  3. TO THE EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL ORGANIKA’S LIABILITY UNDER THIS AGREEMENT TO YOU OR TO ANY THIRD PARTY CLAIMING THROUGH YOU OR ON YOUR BEHALF EXCEED THE PURCHASE PRICE OF THE PRODUCT THAT YOU PURCHASED OR THE COST OF REPLACING THE PRODUCT, WHICHEVER IS GREATER.
  4. THE LIMITATIONS OF LIABILITY SET OUT IN SECTIONS 7(a), 7(b) AND 7(c) ABOVE ARE INTENDED TO APPLY AND DO APPLY TO ANY DAMAGES, LOSSES, OR LIABILITY OF ANY TYPE, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, NEGLIGENCE, OR OTHERWISE) AND EVEN IF ORGANIKA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
  5. THE LIMITATIONS AND EXCLUSIONS IN THIS SECTION 7 APPLY TO THE FULL EXTENT THEY ARE NOT PROHIBITED BY APPLICABLE LAW WITHOUT THE POSSIBILITY OF CONTRACTUAL WAIVER.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.  

  1. Binding Effect
  2. Equivalency.  This electronic Agreement and any other materials incorporated herein will be: (i) deemed for all purposes to be a “writing” or “in writing”, and to comply with all statutory, contractual and other legal requirements for a writing; (ii) legally enforceable as a signed writing as against the parties subject to the electronic documents; and (iii) deemed an “original” when printed from electronic records established and maintained in the ordinary course of business.
  3. Enurement.  These terms and conditions and the rights and duties herein will be binding on and enure to the benefit of you and Organika and their successors and permitted assigns (including your heirs, executors and administrators).
  4. Force Majeure.  No Organika entity shall be responsible for a failure to fulfil any obligations pursuant this Agreement or for delay in doing so if such failure or delay is due to circumstances beyond its reasonable control, such as acts of God, acts of government, war, riots, strikes and accidents in transportation.
  5. Entire Agreement

THIS CLAUSE  9(a) DOES NOT APPLY TO QUEBEC CONSUMERS

  1. Entire Agreement.  This Agreement, together with the Invoice, the Limited Warranty and any other materials expressly referred to herein, constitutes the complete and exclusive statement of all of the terms, conditions, representations and warranties between you and Organika with respect to the purchase and sale of any Product offered by Organika, and supersedes and replaces all other oral and written communications between the parties or otherwise relating to the subject matter of this Agreement.
  2. Amendments.  Except as set forth in Section 15, this Agreement will not be and is incapable of being amended or varied, verbally or in writing, unless any such amendment or variation is in writing and signed by both you and a senior officer of Organika in an instrument that expressly refers to this Agreement.
  3. No Implicit Waivers or Novations.  The failure by Organika to insist on strict compliance with any provision of this Agreement will not be deemed to be a waiver of such provision, and a waiver of any provision of these terms and conditions at any one time or times will not be deemed to be a waiver for any other time.  The failure of Organika to assert its rights in a timely fashion for any of its rights or remedies under these terms and conditions will not be interpreted as a novation or a waiver of any subsequent or continuing breach and will not serve to modify, alter or restrict the right of Organika to assert any rights at any time thereafter.
  4. Construction
  5. Severability.  Each provision of this Agreement, and part thereof, is declared to be separate, separable and distinct from all other provisions and parts thereof. If any provision or part thereof is determined by a court of competent jurisdiction or other constituted legal authority to be void, unenforceable or unreasonable in whole or in part, it will not be deemed to affect or impair the enforceability or validity of any other promise or provision in this Agreement or any part thereof and the said court or other constituted legal authority will have the authority to limit such promise or provision as it deems proper.
  6. Non-Application.  The United Nations Convention on Contracts for the International Sale of Goods, and any implementing legislation will not apply in any way to this Agreement or to the transactions contemplated by this Agreement (including amendments permitted by Section 15 or refund transactions or negotiations or communications related to any of the foregoing).
  7. Third Party Rights. This Agreement is between you and Organika (including the expanded definition of Organika employed in section 7). Except as provided otherwise by applicable law, no other person shall have any rights or obligations pursuant to this Agreement, including the right to enforce any of its terms.
  8. Linked sites. Within the Site, there may be links to external websites that are not under the control of Organika. Access to any other site linked to this Site is at your own risk. We assume no responsibility to you to choose to visit a third party website – we do not confirm the accuracy of their information, we do not assess the potential for contraventions to your local laws, nor do we endorse or evaluate for the appropriateness of comments, statements or views that you may encounter when visiting their website. Links to these sites do not imply endorsement of, or responsibility for any of the content, quality, nature or accuracy.
  9. Résolution des litiges

THIS CLAUSE 11 IS NOT APPLICABLE TO QUEBEC CONSUMERS

11.1 Disputes

  1. Arbitration.

(i)  All disputes arising out of or in connection with this Agreement shall be referred to and finally resolved by arbitration under the applicable Rules of Procedure of the Vancouver International Arbitration Centre (VanIAC). The appointing authority shall be the VanIAC. The case shall be administered by the VanIAC in accordance with its Rules. The place of arbitration shall be Vancouver, British Columbia, Canada.

(ii) Each party will cover its own fees and costs associated with the arbitration proceedings; however, if the arbitrator finds that you cannot afford to pay the fees and costs reasonably associated with the arbitration proceedings, we will pay them for you.

(iii) The award of the arbitrator will be final and binding, and any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. The parties agree that they will not appeal any arbitration decision to any court.

(iv) Notwithstanding the foregoing, Organika may seek and obtain injunctive relief in any jurisdiction in any court of competent jurisdiction and you agree that this Agreement is specifically enforceable by Organika through injunctive relief and other equitable remedies without proof of monetary damages.

(v) If this Section 11.1(a) is found to be unenforceable or if it does not apply to you, then the entirety of this Section 11.1(a) will be null and void and, in that case, you hereby irrevocably submit to the personal and exclusive jurisdiction of the courts of the Province of British Columbia for resolution of any lawsuit or court proceeding permitted under this Agreement. If any portion of this Agreement is deemed unlawful, void or unenforceable by any arbitrator or court of competent jurisdiction, this Agreement as a whole will not be deemed unlawful, void or unenforceable, but only that portion of this Agreement that is unlawful, void or unenforceable will be stricken from this Agreement.

  1. No Trial by Jury.  You hereby waive all rights to a trial by jury with respect to any claims and issues relating to or arising out of this Agreement.
  2. Attornment. 

THIS CLAUSE 12 IS NOT APPLICABLE TO QUEBEC CONSUMERS 

You waive: (a) any right to object to venue or jurisdiction based on inconvenient forum or for any other reason, and (b) any statutory or other right pursuant to the laws of the jurisdiction in which you are resident to have a court case or arbitral hearing relating to this Agreement adjudicated or resolved in that jurisdiction. Any rule of interpretation, law or regulation that provides that the language of a contract will be interpreted against the drafter will not apply to this Agreement.

  1. Governing Law. 

THIS CLAUSE 13 IS NOT APPLICABLE TO QUEBEC CONSUMERS

This Agreement will be governed in accordance with the laws of the Province of British Columbia and the federal laws of Canada applicable therein.

  1. Updates and Supplementary Terms. 

This Agreement may be updated or supplemented by Organika from time to time and you will be bound by the then-current version of the Agreement in place at the time you complete your purchase. The prior version of this Agreement that was in force at the time of your earlier purchases will continue to apply to those purchases. For Products purchased in specific countries, unique terms may replace or modify this Agreement if so provided with the Product or posted at the Site. All terms that are not changed by these unique country terms (if any) remain unchanged and in effect. Please visit the Site to obtain the latest version of, or supplements or any country or jurisdiction-unique terms to, this Agreement.

  1. How to Contact Organika

If you have any questions or comments regarding this Agreement, you may contact Organika by emailing us at [email protected].