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General Terms of Use

Royal Canin (Thailand) Co., Ltd., having its office at 123 Suntowers Building A, 15th Floor, Unit  No. A1503-04,Vibhavadi-Rungsit Rd., Chom Phon, Chatuchak, Bangkok 10900 Thailand (“ Royal Canin Thailand”) provides a digital multi-service platform called “Vet Services” designed for vets and accessible from the internet (“Platform”).

The Platform is designed to support Vets in their daily practice through innovative services (detailed in Annex 1) focusing on:

· Nutritional Recommendation (for Royal Canin products catalogue)

· Pet Monitoring

· Knowledge for Veterinary Clinic team (scientific content)

· Clinic Management

The Platform is a support and assistance tool for Vets but in no way should be a substitute to Vet’s individual and independent professional expertise, review, judgment and diagnosis. Vets have the necessary knowledge, experience and information related to the health and medical record of the Pets they examine and treat. Only Vets in direct contact with each Pet are able to properly diagnose each one and advise the Pet Owners on the proper treatment in complete independence and in accordance with their professional rules and obligations.

BY CREATING AN ACCOUNT AND USING THE PLATFORM, EACH USER EXPRESSLY AGREES TO THE FOLLOWING TERMS AND CONDITIONS:

DEFINITIONS:

Account Admin means a Vet in a Vet Practice who is responsible for managing and granting access to the Vet Account to the veterinary team members in their Vet Practice.

Feeding Recommendations means automatically generated nutritional recommendations based on the Pet’s data provided in the Platform by the Vet as part of certain Services, which may be shared with the Pet Owner by printing or e-mailing on the initiative and under the sole responsibility of the Vet. The recommendations involve nutritional products sold by Royal Canin Thailand.

General Terms means these General Terms of Use, applicable to the entire Platform. The General Terms are intended to govern all Services provided under the Platform, except when expressly modified or superseded by the Specific Terms.

Data Privacy Legislation means all laws and regulations, in any country of the world, which protect the privacy rights of individuals, in so far as those laws and regulations apply to the processing of Personal Data in connection with this Agreement, including without limitation data protection legislation enacted by the European Union (EU) and member states of the EU, US federal and state laws relating to data privacy, and similar measures.

Data Security Breach means (1) any unauthorized access to or acquisition of data that compromises the security, confidentiality or integrity of Personal Data, or (2) any unauthorized disclosure of, access to or use of any Personal Data, or (3) any unauthorized intrusion into systems containing Personal Data resulting in unauthorized access or access in excess of authorization.

Personal Data means any information which relates to, describes, is capable of being associated with, or could reasonably be linked, directly or indirectly, with an identified or identifiable living individual.

Pet means a cat or dog owned by the Pet Owner and examined in consultation by the Vet in the Vet Practice.

Pet Owner means a cat and/or dog owner that are clients of the Vet.

Services: means the specific applications designed to support Vets daily practices which are available on the home page of the Platform and subject to the Specific Terms and these General Terms.

Specific Terms means the particular terms of use governing the use of an each individual Service, to be accepted by the User before its first use of the said Service.

Terms means the General Terms together with the Specific Terms applicable to aeach Service.

User means (a) a Vet practising in a Vet Practice, or by way of exception other members of the Vet Practice acting exclusively on behalf and under the strict supervision and liability of the Vet, or (b) a Vet Practice, that are entitled to use the Platform either pursuant to the Terms, or pursuant to the access granted by the Account Admin and under its strict liability. Where applicable, the term User may also include Vet Students.

User Content means all trademark, copyright, logo, trade name, company name, documents, data and information uploaded by the User in the Platform regarding the Vet Practice, Pets and Pet Owners, including any written materials and notably commentaries filled in by the User and, where applicable, modifications of results generated or calculated by the Platform, exclusively under a Vet’s responsibility.

Vet means a natural person practising as veterinarian, that is registered on the Platform.

Vet Account means a Vet’s individual account, or the account of a Vet Practice, allowing the User to access the Platform and use the Services after acceptance of the Terms.

Vet Practice means a legal entity or veterinary practice registered with the Platform where one or more Vets, along with other veterinary team members, provide veterinary services.

Vet Student means a veterinary science student allowed to use the Platform under the supervision of a Vet solely for informative and educational purpose regarding Pets’ nutrition, according to the provisions of Article 3.

Article 1: Acceptance of the Terms

The User may use the Platform and the Services under the sole responsibility of the Account Admin.

Registration and navigation on the Platform are subject to the full acceptance of these General Terms of Use by the User. Additionally, each Service available on the Platform is governed by Specific Terms to by read carefully and accepted by the User upon the User’s first access to the said Service.   Accessing and use of a specific Service constitutes acceptance of the Specific Terms in question.

The General Terms together with the Specific Terms form a contract between Royal Canin Thailand and the User.

If the User refuses to be contractually bound by the Terms, the User may not use the Services.

The General Terms and the Specific Terms are available at any time on the Platform.

Article 2 – Registration on the Platform - Independence

This Article 2 only concerns registration and access to the Platform for professional Vets. For Student Vets, see Article 3.

2.1 Conditions for User’s registration

Except as provided under Article 3, Users must be licensed Vets who undertake to use the Platform for strictly professional purposes, consisting of natural persons, duly registered and licensed by the competent professional regulatory body and practicing animal medicine and surgery on an individual and independent basis, as defined by applicable laws, rules and regulations; or (b) legal entities, duly registered and licensed by the competent professional regulatory body, practicing animal medicine and surgery, as defined by applicable laws, rules and regulations.

Upon connecting to the Platform, the first time User will be asked to create a Vet Account or log in to their pre-existing account with Royal Canin Thailand (if any). For the creation of a new account, the User shall give true, correct and complete information about his/her identity. The login shall be the e-mail address or client number, or any other login provided by Royal Canin Thailand to the User, and the User will need to create a new password.

The User (a) guarantees the truthfulness, accuracy and completeness of the information provided to Royal Canin Thailand and will be solely responsible for any error, omission and update; (b) undertakes to promptly update the data and information provided when necessary; and (c) must, when no longer duly registered and licensed to practice veterinary medicine, (i) notify Royal Canin Thailand by e-mail and (ii) immediately stop using the Platform.

Any natural person registering on behalf of a legal person to which he or she is attached warrants that he or she has the authorizations for this purpose. Failing this, the natural person is liable to prosecution both by the legal entity concerned and by Royal Canin Thailand.

2.2 Access to the Platform through the Vet Account

As soon as the User accepts the General Terms, the User (a) may access the Platform via the Vet Account, using a login and password, provided by Royal Canin Thailand, which are personal and remain in the User’s custody; (b) must take all necessary precautions to ensure the confidentiality, security and correct use of the User’s login and password, in order to prevent them from being disclosed or used by to unauthorized third parties; and (c) is solely responsible for the use by any other person of the User’s login in and password as well as for any operations carried out via the User’s Vet Account. Any connection to the Vet Account and/or transmission of data made using the Vet Account will be presumed to have been made by the holder of said account and under the User’s sole responsibility.

In the event of fraudulent use of the User’s password and/or log in, the User undertakes to inform Royal Canin Thailand in writing as soon as possible.

If the holder of the account is a legal person, an Account Admin is designated, with the ability to grant access to the Vet Account to Users among the Vet Practice. It is acknowledged that only a natural person practicing as a Vet within the Vet Practice can be granted an access to the Platform. By way of exception, other veterinary team members of the Vet Practice may access to the Platform, exclusively on behalf of and under the strict supervision and liability of the Vet.

The holder of the Vet Account is fully responsible for any use of the Vet Account and warrants and represents that the User undertakes to make proper use of the Platform and to comply with the Terms.

2.3 Independence of the Vet

Royal Canin Thailand undertakes to allow the Users to respect rules governing the Vet’s obligation regarding the practice of veterinary medicine and professional ethics, notably maintaining their independent and objective professional judgment.

Article 3: Registration and Use of the Platform by Vet Students

Without prejudice to Article 2, access and use of the Platform by Vet Students is governed exclusively under the provisions of this Article 3.

Vet Students may only be granted access to the Platform directly by Royal Canin Thailand or pursuant to the authorization granted by and under the supervision of an Account Admin.

Vet Students are solely entitled to use the Platform for their personal use and for information and educational purposes only. Vet Students are in no way authorized to use the Platform to provide a diagnosis or Feeding Recommendations to Pet Owners, except Vet Students may provide a Feeding Recommendation when using the Platform under the direct supervision and authorization of a Vet as part of an internship. The Vet in question shall be solely responsible and liable for any use of the Platform by the Vet Students.

Royal Canin Thailand has no responsibility or liability for any use or advice given by Vet Students pursuant to the use of the Platform.

Article 4: Services Offered by the Platform

4.1 Access and use of the Services

The User remains free at all times to use or not use all or part of the Services under the User’s sole responsibility and liability and in accordance with the applicable laws, rules and regulations that govern the Vet’s practice of veterinary medicine.

The description of each Service is provided in the Specific Terms for that Service.

The use of the Services is governed by the General Terms and Specific Terms applicable to each Service,

Each User must accept the General Terms and Specific Terms for the Service before accessing and using the Service.

Any access to and/or use of the Services made from a Vet Account is deemed to be made with the authorization and under the full responsibility of the Vet holding the Vet Account.

As the Platform is an evolving tool, the User acknowledges that access to and use of the Services may be temporarily interrupted for technical reasons from time to time, notably due to updates or maintenance. Royal Canin Thailand shall not be liable for any interruption of the Services.

4.2 Modifications of the Services

The Services available on the Platform may be modified or discontinued at any time. Royal Canin Thailand may, in its sole discretion, modify the Services, remove or replace certain Services or provide new Services. When a Service will be removed or replaced, Royal Canin Thailand will make efforts to provide reasonable notice to Users of any removal/replacement of all or part of the Services in order to allow Users to take the necessary measures to download their individual information on the Platform.

Royal Canin Thailand will not be liable for any modification or removal of all or part of the Services.

Article 5: Proper Use of the Services

The User shall use the Services only for a professional purpose, in strict compliance with the applicable laws, rules and regulations that govern the Vet’s practice of veterinary medicine (in particular the applicable rules of professional ethics and responsibility), and in accordance with the description of the Services provided in the Special Terms.

The User undertakes to use the Services under normal and reasonable conditions and provide accurate, complete and up-to-date User Content in the Platform.

If a User considers that the recommendations and/or data automatically provided by the Platform regarding Pets nutrition and health tracking should be modified (where such modification is possible under the applicable Specific Terms) the User makes any modification or adjustment under the User’s sole responsibility and liability, in accordance with the Vet’s physical examination of the Pet, independent, professional judgment and the applicable laws, rules and regulations that govern the Vet’s practice of veterinary medicine.   Royal Canin Thailand shall have no liability whatsoever for any such modification or adjustment.

Where the sharing of information or data by the Platform with the Pet Owner (including Feeding Recommendations) is made possible, the sharing of the information or data is done by the User in complete independence and under its sole responsibility and liability.

Moreover, the User undertakes not to engage in acts or behaviors of any nature (in particular, without limitation, downloading, sending, diffusion, edition, emission, publication) which are contrary to Thai law, infringe public order in Thailand, the third party’s rights, its rules of professional ethics or the image or rights of Royal Canin Thailand.

In using the Platform, the User undertakes (without limitation) not to: (a) deliberately download, upload, disseminate or forward any information, data including or constituting computer virus or any other code or computer program conceived to interrupt, destruct, distort or limit the features of any software, computer, service or online communication tool; (b) deliberately download, upload, disseminate or forward any false information, illegal, inappropriate or improper content; (c) disrupt, slow down, block or alter the normal data flow exchanged through the Platform and the Services; and (d) reproduce, copy, sell, exchange, resell, or use to any commercial purpose any part of the Platform or the Services.

Article 6 : Duration and Termination

The Terms come into force for an indefinite period as from their acceptance by the User.

Each party has the right to terminate the Terms for any reason whatsoever (except in the event of termination for misconduct referred to below) by written notification including e-mail to the other party with 30 days previous notice.

In the event of termination by either party and for any reason whatsoever, Royal Canin Thailand will terminate the User's access to the Platform.

Article 7: Financial Conditions

Fees for use of the Platform are not charged by Royal Canin Thailand to the User. However, fees for certain existing or future Services might be charged by Royal Canin Thailand to the owner of the Vet Account in accordance with the Specific Terms governing these Services.

Article 8: Liability

8.1 Royal Canin Thailand’s liability

Royal Canin Thailand does not guarantee the accessibility and permanent, proper functioning of the Platform and the Services, which the User acknowledges and accepts. For technical reasons, an interruption of the Platform and/or of all or part of the Services from time to time is possible.

Royal Canin Thailand incurs no liability in the event of unavailability of the Platform and/or of all or part of the Services due to any technical defect, problem or reason, including (but not limited to) traffic congestion on the Internet, failure of Internet service providers, human or electrical error, malicious intervention, software or hardware malfunctions and/or force majeure.

Royal Canin Thailand provides information and advice related notably to the nutrition and health condition of the Pets through the Services based on health Information provided by the User on the Platform. Such information and advice are provided as first recommendations and shall not, in any case, replace the Vet’s independent and professional expertise, judgment and diagnosis. Royal Canin Thailand is not liable if the information or advice appears to be inadequate or if the health condition of a Pet is not in line with the information and advice provided on the Platform.   

Royal Canin Thailand shall not be liable for any direct, indirect or special damages (loss of data, financial loss, loss of profit, loss of opportunity) that the User or the Pet Owners may suffer as a result of the Platform and/or of any Service, for any reason whatsoever, including (but not limited to) access or inability to access the Platform or Service, use or inability to use the Platform or any specific Service or the functioning or non-functioning of all or part of the Services. This applies notably to damages that may result from inaccurate content and notably Feeding Recommendations, errors, slowness or interruption in transmission, loss, disappearance or alteration of data, computer virus, whatever their origin, intrusions by third parties, etc.

Royal Canin Thailand shall not be liable in any way whatsoever in relation to User Content, which is provided by the User under its sole responsibility, and in full knowledge of the facts.

8.2 User’s liability

The User is solely responsible for (a) complying with the applicable and legally binding rules governing veterinarian professional ethics; (b) the decision to register on the Platform and to use the Services; (c) the diagnosis and treatment of the medical condition and health status of the Pets (Vets solely are able to physically examine the Pets and treat them); (d) the choice to share certain information or recommendations provided by the Platform as part of the Services with the Pet Owners; (e) the accuracy and reliability of the User Content uploaded on the Platform including, but not limited to, (i) data and information relating to the Pets, their characteristics, medical record and state of health; (ii) data and information relating to the Pet Owners; and (iii) where applicable, free commentaries and modification of the data automatically provided for or calculated by the Platform as part of the Services; (f) the execution of its own contracts with the Pet Owners; and (g) any direct and/or indirect damage suffered by a Pet Owner or a third party as a result of any information provided by the Platform or the Services, including the Feeding Recommendations.

The User (a) shall indemnify, hold harmless and defend Royal Canin Thailand against any action, proceedings, claim, complaint or demands whatsoever, by any person (including Pet Owners) arising out or resulting from the User's activity on or use of the Platform or Services; and (b) undertakes to bear and indemnify Royal Canin Thailand in relation to all costs, attorneys' and experts' fees and all compensation and damages that Royal Canin Thailand may be ordered to pay in this context by a court decision relating to the formation, performance and/or termination of a contract concluded between the User and a Pet Owner, without prejudice in either case to any expense, loss or damage that Royal Canin Thailand may claim from the User.

Article 9: Intellectual Property

9.1 Content of Royal Canin Thailand

All intellectual property rights in relation to the Platform and its content (texts, images, videos, databases, sounds, photographs, business names, logos, trademarks, etc.) but excluding the User Content, are and remain the property of Royal Canin Thailand and/or its affiliates, or are subject to licenses and/or authorizations granted to us by third parties.

The User is only authorized to use the Platform and its content in accordance with the Terms. Except for content specifically intended to be shared with Pet Owners, the User may not reproduce, make available to the public, perform, publish or modify any part of the Platform and its content without the prior, written agreement of Royal Canin Thailand.

9.2 User Content

As part of its use of the Platform, the User will be able to upload User Content. The User grants Royal Canin Thailand and its affiliates a royalty free, nonexclusive, worldwide license, for the entire duration of the related intellectual property rights, to make use of the User Content for any reason in connection with the provision of the Services. In addition, Royal Canin Thailand shall be able to use the User Content for purpose of promoting and advertising the Platform to third parties.

The User represents and warrants that User Content is free from third party rights, including any intellectual property rights or rights to privacy. The User shall accordingly indemnify, defend and hold Royal Canin Thailand harmless from any claim or legal action of a third party related to Royal Canin Thailand’s use of the User Content within the scope of the license.

Article 10: Personal Data Protection

10.1 Pet Owner’s Personal Data

The User may collect and process certain Personal Data concerning Pet Owners through the Platform, in order notably to ensure Pet monitoring, clinic management and to share valuable information such as Feeding Recommendations with the Pet Owner, as part of the Services.

In this context, and on the understanding that the User and Royal Canin Thailand may each be considered controllers of the Personal Data which is acquired or shared under this Agreement:

1. the User and Royal Canin Thailand will not be acting as Joint Controllers.

2. the User and Royal Canin Thailand will each ensure full compliance with the applicable Data Privacy Legislation in respect of their data processing obligations under this Agreement. The Mars Data Processing Policy (https://www.mars.com/about/policies-and-practices/data-processing) may be used as a checklist to verify compliance with these requirements.

3. the User and Royal Canin Thailand will avoid doing anything that might put the other party in breach of its data protection obligations pursuant to Data Privacy Legislation.

4. the User and Royal Canin Thailand will reasonably assist the other party with its own compliance with Data Privacy Legislation where necessary and in a position to do so.

5. the User will immediately notify Royal Canin Thailand if they know, discover or reasonably believe that there has been a Data Security Breach.

6. If a situation arises where it is appropriate for the relationship to be properly characterized as one of 'data controller' and 'data processor', this will be agreed in advance. In those circumstances, where the User is instructed in the capacity of a 'data processor', the Mars Data Processing Policy will apply.

As the party that is collecting the Personal Data from the Pet Owner, the User represents, warrants and undertakes that it has all necessary rights, consents and legal bases to collect and provide Personal Data to Royal Canin Thailand and / or applicable third parties and to permit such party to process and use Personal Data on its behalf. The User shall obtain consent from the Pet Owner to collect and share their Personal Data on the Platform. The User shall indemnify Royal Canin Thailand in the event that the User does not have the lawful rights to collect, use and share the Personal Data.

The User shall not make any use of the Pet Owners’ Personal Data on behalf of Royal Canin Thailand and shall indemnify, defend and hold Royal Canin Thailand harmless in case of a claim or legal action of a Pet Owner in relation to any use of their Personal Data by the User.

For more information regarding the processing of Pet Owners Personal Data by the Platform on behalf of the User, please refer to the Privacy Statement (https://www.mars.com/privacy-policy-thailand).

10.2 User’s Personal Data

The User’s Personal Data will be processed in accordance with the Mars Privacy Policy: https://www.mars.com/privacy-policy-thailand.

Article 11: Insurance

The User acknowledges that the User has and will maintain an insurance policy with an insurance company known to be solvent and that the User remains the holder, for the entire duration of the period the User accesses the Platform and the Services, of an insurance policy covering his/her professional civil liability risks for an amount sufficient to cover those risks. All types of damage (physical, material, intangible, consequential or not) must be covered by the policy.

Upon request, the User will provide a certificate of insurance to Royal Canin Thailand at any time.

Article 12: Confidentiality

The User undertakes to keep strictly confidential all information relating to Royal Canin Thailand and the Platform, except for information that is properly in the public domain through no action or fault of the User or that is directly intended to be shared with Pet Owners such as the Feeding Recommendations. The User will take the necessary measures to ensure that this obligation is respected by the Vet Practice and any subcontractors.

The User’s confidentiality obligations will apply during the use of the Platform and for a period of 5 years after the end of the period in which the User accesses the Platform and the Services.

Article 13: Modification of the Terms

The User acknowledges and accepts that the Platform developed by Royal Canin Thailand is an innovative tool and will evolve in order to add, replace or remove certain features.

Royal Canin Thailand reserves the right to amend the Terms at any time.

Upon the User’s first log in to the Platform after the Terms have been amended, the User will be provided with the opportunity to read and review the new Terms, and either (i) accept; or (ii) refuse them. If the User refuses the new Terms, the User’s access to the Platform will be deactivated and the User will not be able to use the Services anymore.

Article 14: Final Provisions

14.1: General Provision

If Royal Canin Thailand does not insist on specific performance of any obligation of User under the Terms that shall not constitute a waiver of Royal Canin Thailand’s rights to enforce those rights at any time.

14.2 : Independence of the Parties

Royal Canin Thailand and the User are independent entities, acting in their own name and under their sole responsibility. It is specified that the User carries out his or her activity on the Platform in complete autonomy and at his or her own risk.

14.3 : Law and jurisdiction

The Terms are governed by the laws of Thailand.

Any dispute between Royal Canin Thailand and the User arising out of the interpretation, execution or termination of the Terms which cannot be resolved amicably shall be settled by the competent courts of Thailand, notwithstanding any incidental claim or guarantee, or in the event of multiple defendants.

Annex 1

Nutritional Recommendation: To help the veterinary team find the best nutritional recommendation link to the pet profile, provide the precise mix feeding per day

Pet Monitoring: provide to veterinarian digital tools linked to nutrition to support the Pet follow up during a lost weight program, to monitor clinical data during chronic diseases and support health prevention through predictive algorithm

Knowledge for Veterinary Clinic team: Sharing all the science that will support the clinic team Pet knowledge through articles, e-learning, webinars, magazines ( such as Vet Focus).……

Clinic Management : Digital services to ease products orders from Royal Canin Thailand, support individualized nutritional solution delivery and billing and any digital initiative that will help the clinic save time and provide better in clinic experience to his clients.