Terms of Service

The Terms of Service (Terms) govern the engagement between (i) MEDI EXTRACT Pty Ltd (ABN 59 617 415 246), and referred to as MEDI EXTRACT, and (ii) the entity (Pharmacy, Dispensary or other medical practitioner) registering or purchasing products off the MEDI EXTRACT platform (Platform), referred to as the Customer. The Terms form a binding contractual agreement (Agreement) between MEDI EXTRACT and the Customer, and by registering an account on the Platform or the purchase of products off the Platform (Goods) by the Customer constitutes acceptance of these Terms. We encourage the Customer to read this Agreement carefully. If the Customer has any questions, please contact MEDI EXTRACT on info@mediextract.com.au before using the Platform.

1. Registration and Platform

1.1 Prior to be granted access to view any product on the Platform or placing an order for Goods sold to the Customer on the Platform (Order), the Customer must complete the registration process on the Platform (www.mediextract.com.au).

1.2 Any personal information provided to MEDI EXTRACT as part of this registration process will be held and used in accordance with MEDI EXTRACT’s Privacy Policy.

1.3 The Customer represent and warrant that:

(a) the information provided to MEDI EXTRACT as part of the registration process is true and correct in all material respects;

(b) the Customer holds all necessary licences, permits and authorisation (collectively, Authorisations) required to purchase the Goods; and

(c) the Customer’s business is compliant and will continue to be compliant in all material respect with laws, policies and regulations (howsoever described) relating to the purchase, storage, and delivery of Goods (collectively, Applicable Laws).

1.4 MEDI EXTRACT reserve the right to accept or reject a registration for any reason, including where:

(a) supporting documentation in respect of the registration as is required by MEDI EXTRACT and/or as required under Applicable Laws has not been provided; or

(b) documentation and information submitted cannot be verified.

1.5 The MEDI EXTRACT website <www.mediextract.com.au> (Site) or Platform may contain links to other websites as well as content added by individuals other than MEDI EXTRACT. We do not endorse, sponsor, or approve any user-generated content or any content available on linked websites.

1.6 The Customer acknowledge and agree that:

(a) MEDI EXTRACT retain complete editorial control over the Site and Platform and may alter, amend, or cease its operation at any time at our sole discretion; and

(b) the Site may not operate continuously and may be unavailable from time to time due to maintenance purposes.

2. Orders

2.1 Orders must be placed through the Platform in accordance with these Terms.

2.2 Any Order placed through the Platform is an offer by the Customer to purchase the Goods for the indicated price (plus any delivery charges and taxes) at the time the Order is placed.

2.3 All orders require a valid Notice of decision to grant authority under subsection 19(5) of the Therapeutic Goods Act 1989 letter from the Australia Government Department of Health and Aged Care for the Australian registered prescribing medical practitioner. Please allow sufficient time when ordering repeats for prescription medication to ensure patients do not run out.

2.4 The Customer must upload all necessary supporting documentation in respect of the Order as is required by MEDI EXTRACT and/or as required under Applicable Laws (Supporting Documentation). The Customer indemnify MEDI EXTRACT against any loss it may suffer on account of the Supporting Documentation not being accurate.

2.5 MEDI EXTRACT may request additional information or details or require the Customer to confirm any information or details provided to enable MEDI EXTRACT to process your Order.

2.6The Customer acknowledges that Orders are made only by appropriate persons or their delegates.

2.7 MEDI EXTRACT reserve the right to accept or reject an Order for any reason, including where:

(a) the Order is for Goods which are no longer available;

(b) supporting documentation in respect of the Order as is required by MEDI EXTRACT and/or as required under Applicable Laws has not been provided; or

(c) there is an error in the listed price for, or the description of, the Goods.

2.8 Each Order MEDI EXTRACT accept will constitute a separate binding agreement between the Customer and MEDI EXTRACT whereby:

(a) MEDI EXTRACT agree to provide you the Goods described in the Order; and

(b) the Customer agree to pay MEDI EXTRACT the price for the Goods (plus any delivery charges and taxes) stated in the Order.

2.9 MEDI EXTRACT will endeavour to notify the Customer in writing at the time the Order is placed, or within a reasonable time thereafter, if MEDI EXTRACT cannot accept the Order.

3. Pricing and Payment

3.1 Pricing of the Goods is in Australian dollars.

3.2 By placing an Order with MEDI EXTRACT, the Customer agrees to pay the following fees and charges (where applicable):

(a) the purchase price of any Goods ordered;

(b) the delivery/shipping fee provided to the Customer at the time of placing an Order; and

(c) any other fees and charges set out in these Terms.

3.3 MEDI EXTRACT in its absolute discretion reserves the right to:

(a) vary the price of any Goods;

(b) add any Goods to the Platform; and

(c) remove any Goods from the Platform.

3.4 Whilst MEDI EXTRACT may give written notice of a variation to the price of any Goods, MEDI EXTRACT is not obligated to notify the Customer of any variation other than by updating the Platform with the updated price.

3.5 The Customer agree to pay MEDI EXTRACT the price for the Goods stated at the time of the Order regardless as to whether the price of the Good is varied at a later date. Where there is a variation to the price of any Goods, the Customer are not entitled to any refund or credit for the difference in the price.

3.6 Any discounts offered by MEDI EXTRACT are not contractually binding and are at the discretion of MEDI EXTRACT. Discounting is subject to change without notice.

3.7 For all transactions:

(a) MEDI EXTRACT will provide the Customer with a tax invoice in accordance with the GST Law for payment of the Goods;

(b) payment must be made by the Customer to MEDI EXTRACT either by way of electronic transfer to an account nominated by MEDI EXTRACT; by credit card; or any other payment method agreed to in writing by MEDI EXTRACT, by the due date listed on the tax invoice provided to the Customer in accordance with clause 3.7(a); and

(c) the Customer agrees that any payments made with a credit card or any other payment method agreed upon that may attract a surcharge will be recharged back to the Customer.

3.8 If the Customer does not pay all amounts owing to MEDI EXTRACT by the due date for payment, MEDI EXTRACT, may as an option, while money is outstanding do one or more of the following:

(a) suspend or restrict access to the Customer’s account;

(b) cease offering discounts (if any) to the Customer;

(c) require any future order for Goods to be personally guaranteed by the Customer’s directors;

(d) require any future order for Goods to be paid in advance prior to the supply of the Goods;

(e) withhold supply of the Goods to the Customer until the Customer has paid all amounts owing to MEDI EXTRACT;

(f) charge the Customer interest monthly calculated at the rate of five percent (5%) per annum above the cash rate set by the Reserve Bank of Australia from time to time on any money not paid on or by the due date for payment and also on any judgement which MEDI EXTRACT may obtain against the Customer, such interest to be computed from the due date for payment of the money until the date of actual payment and will be recoverable in like manner as fees in arrears; or

(g) take any other action available to MEDI EXTRACT under this Agreement or at law.

3.9 The Customer accepts liability for all reasonable expenses (including contingent expenses such as debt collection commissions and fees) and reasonable legal costs incurred by MEDI EXTRACT for the enforcement of obligations and recovery of overdue monies which the Customer owes to MEDI EXTRACT.

3.10 Any payments received from the Customer on overdue accounts will be applied first to satisfy:

(a) any reasonable expenses and legal costs related to the recovery of the overdue amounts as determined in accordance with clause 3.9; and

(b) any interest which has been charged in accordance with clause 3.8(f).

4. GST

4.1 Unless otherwise set out in this clause or the Parties otherwise agree, any fee is exclusive of GST even if the sum shown in any invoice may, or will where required by the GST Act, represents the total of the fee and the related GST.

4.2 The Customer must be registered for GST and must maintain that registration whilst the Customer continues to purchase Goods from MEDI EXTRACT.

5. Delivery Estimates

Unless otherwise stated on the Platform or in the MEDI EXTRACT’s Shipping Policy, delivery estimates and dates provided by MEDI EXTRACT are estimates only.

6. Delivery

6.1 The Customer acknowledges and agrees to the responsibility to:

(a) inspect the Goods immediately upon delivery to the nominated address (Delivery Address) and carry out any tests that a prudent person would carry out;

(b) notify MEDI EXTRACT in writing of any alleged irregularities in quantity or description or any damages or defects in respect of any Goods within two (2) Business Days of delivery to the Delivery Address; and

(c) notify the supplier, in accordance with Section 53 of the Medicines and Poisons (medicines) Regulation 2021 (MPMR), within 24 hours of the receipt of the relevant stock via the Customer’s account on the Platform.

6.2 In accordance with Section 69 of the MPMR, MEDI EXTRACT is required to give notice to the Department of Health’s chief executive if the Customer does not provide the notice described in 6.2(c) for the receipt of the Goods supplied, within 5 business days after the date of delivery of the Goods.

7. Returns

7.1 The Customer may be entitled to exchange or return Goods in accordance with MEDI EXTRACT’s Returns Policy.

8. Risk and Title

8.1 Risk in, ownership of and title to the Goods passes to the Customer on the date and time of delivery of the Goods to the Delivery Address.

9. Termination

9.1 A Default Event occurs if:

(a) any amounts are unpaid by the Customer after they fall due;

(b) the Customer is unable to pay the debts as they fall due;

(c) the Customer cease or suspend conduct of the business, or threaten to;

(d) the Customer fails to be authorised to purchase Goods;

(e) the Customer breaches any Applicable Laws in any material respect;

(f) MEDI EXTRACT is no longer legally entitled to supply the Goods;

(g) the Customer breaches these Terms and the breach cannot be remedied or the Customer fails to remedy the breach within a reasonable time of MEDI EXTRACT’s written notice to the Customer of that breach;

(h) the Customer’s financial circumstances change in a way which, in the reasonable opinion of MEDI EXTRACT, will affect the Customer’s ability to comply with its obligations under these Terms;

(i) an administrator, liquidator, provisional liquidator, receiver and/or manager or any other form of insolvency administrator or controller is appointed to the Customer or over all or part of the Customer’s assets; or

(j) execution is levied on any of the Customer’s assets.

9.2 If a Default Event occurs:

(a) MEDI EXTRACT may, at its sole discretion, suspend or terminate the supply of Goods; and

(b) all unpaid amounts become immediately due and payable.

9.3 The Customer may decide to stop using the Platform at any time and for any reason.

9.4 MEDI EXTRACT may stop making the Platform available at any time without prior written notice to the Customer. If so, any Orders that MEDI EXTRACT have accepted will not be affected by this action, unless the Goods ordered are no longer available or MEDI EXTRACT are prevented from supplying those Goods, in which case, MEDI EXTRACT will notify the Customer in writing and refund the Customer all valid payments received by MEDI EXTRACT for those Goods.

9.5 MEDI EXTRACT may terminate this Agreement immediately upon written notice to the Customer.

9.6 Should this Agreement be terminated at any time, the Customer will remain liable for any fees and costs up until the date of termination.

10. Intellectual Property Rights

Nothing in this Agreement constitutes a transfer of any intellectual property rights. The Customer acknowledges and agrees that, as between the Customer and MEDI EXTRACT, MEDI EXTRACT owns all intellectual property rights in the Site and Platform.

11. Warranties

11.1 The Customer warrant:

(a) to have the legal capacity to enter into this Agreement;

(b) all information and data provided by the Customer to MEDI EXTRACT through the Platform (including as part of the registration process) or otherwise is true, accurate, complete and up to date;

(c) any person receiving the Goods at the Delivery Address or otherwise collecting the Goods on the Customer’s behalf is authorised by the Customer to do so;

(d) the Customer to have and will comply with all relevant laws relating to the Customer’s use of the Platform and placement of any Order with MEDI EXTRACT; and

(e) the Customer holds the correct licences and authorities to purchase, obtain, hold and resell the Goods (including but not limited to Schedule 4 and Schedule 8 medicines) and that each time the Customer submits an Order, this warranty remains current and correct.

12. Indemnity

The Customer indemnify and hold MEDI EXTRACT and MEDI EXTRACT’s respective officers, agents, and employees, harmless from and against any and all claims, demands, proceedings, losses and damages of every kind and nature, known and unknown, including reasonable legal fees, suffered by MEDI EXTRACT or made by any third party against MEDI EXTRACT due to or arising out of the Customer’s breach of this Agreement or the Customers breach of any law or the rights of a third party.

13. Exclusion of liability

13.1 MEDI EXTRACT Goods come with guarantees that cannot be excluded under the Australian Consumer Law. The Customer is entitled to a replacement or refund for a major failure and compensation for any other reasonably foreseeable loss or damage. The Customer is also entitled to have the Goods replaced if the Goods fail to be of acceptable quality. The Customer may also be entitled to remedies that cannot be excluded under the Australian Consumer Law if any Goods supplied by MEDI EXTRACT to the Customer fail to meet a consumer guarantee under the Australian Consumer Law.

13.2 To the extent possible, MEDI EXTRACT limit liability in respect of any claim in respect of Goods to, at MEDI EXTRACT’s option:

(a) replace the Goods or re-supply Goods of an equivalent nature;
(b) repair any damage to the Goods (to the extent it is possible to do so); or
(c) pay the Customer the cost of replacing the Goods or acquiring equivalent Goods.

13.3 Without excluding, restricting or modifying the rights and remedies to which the Customer may be entitled under the consumer guarantee provisions of the Australian Consumer Law or MEDI EXTRACT’s liabilities under those provisions:

(a) the Customer acknowledge that the Platform is provided “as is” and that MEDI EXTRACT do not make any warranty or representation as to the suitability of the Platform or any Goods for any purpose;

(b) the Customer acknowledge that MEDI EXTRACT do not make any warranty or representation as to the information, content, materials, or Goods included on the Platform;

(c) the Customer acknowledge that MEDI EXTRACT do not warrant that the Platform, Site, its servers, or any email sent from MEDI EXTRACT will be free of viruses or other harmful components;

(d) MEDI EXTRACT exclude all other implied terms and warranties, whether statutory or otherwise, relating to the Platform or the subject matter of this Agreement; and

(e) MEDI EXTRACT will not be liable to the Customer for indirect and consequential loss arising from or in connection to this Agreement in contract, tort, under any statute or otherwise (including, without limitation, for loss of revenue, loss of profits, failure to realise expected profits or savings, loss or corruption of data and any other commercial or economic loss of any kind) unless such loss arises as a result of MEDI EXTRACT’s own negligence or willful misconduct.

13.4 MEDI EXTRACT liability to the Customer for loss or damage of any kind arising out of this Agreement or in connection with the relationship established by it is reduced to the extent (if any) that the Customer cause or contribute to the loss or damage. This reduction applies whether MEDI EXTRACT liability is in contract, tort (including negligence), under any statute or otherwise.

13.5 MEDI EXTRACT liability to the Customer for loss or damage of any kind arising out of this Agreement or in connection with the relationship established by it is reduced to the total value of the Goods relating to the loss or damage. This reduction applies whether MEDI EXTRACT liability is in contract, tort (including negligence), under any statute or otherwise.

14. Force Majeure

14.1 MEDI EXTRACT will not be liable for any failure to perform solely caused by a Force Majeure Event. If MEDI EXTRACT is prevented from performing or is unable to perform any of its obligations under this Agreement due to a Force Majeure Event, its performance shall be excused, and the time for performance shall be extended for the period of delay or inability to perform due to such Force Majeure Event, provided MEDI EXTRACT notify the Customer in writing of:

(a) the Force Majeure Event;

(b) the obligations which MEDI EXTRACT is unable to perform due to such Force Majeure Event; and

(c) MEDI EXTRACT projection of the expected period of delay or inability to perform due to such Force Majeure Event, and MEDI EXTRACT must use all reasonable endeavors to mitigate the effects of the Force Majeure Event and to cure any non-performance.

14.2 A “Force Majeure Event” in this clause is defined as any act of God, government order, earthquake, cyclone, flood, fire, riot, war, embargo, pandemic, or any other cause or event, unforeseeable and beyond the reasonable control of MEDI EXTRACT.

15. Account

15.1 The Customer is responsible for maintaining the confidentiality of their own account and password. Except to the extent caused by MEDI EXTRACT’s breach of this Agreement, the Customer is responsible for all activities that occur under the Customer’s account regardless of whether the activities are authorised by the Customer or undertaken by the Customer, and MEDI EXTRACT is not responsible for unauthorised access to or use of the Customer’s password or account.

15.2 The Customer should take all necessary steps to ensure that the password is kept confidential and secure and should inform MEDI EXTRACT immediately if the Customer has any reason to believe that the Customer’s password has become known to anyone else, or if the Customer’s password is being, or is likely to be used in an unauthorised manner. The Customer must ensure that any details the Customer provides to MEDI EXTRACT are correct and complete and immediately inform MEDI EXTRACT of any changes.

15.3 If MEDI EXTRACT has concerns with the Customer’s account, or activity relating to the Customer’s account, or if the Customer is in breach of any applicable laws or these Terms, MEDI EXTRACT reserve the right to take action on the Customer’s account including without limitation by:

(a) refusing service;

(b) suspending or restricting access to the Customer’s account;

(c) terminating the Customer’s account; or

(d) removing or editing any content posted by the Customer using the account.

15.4 The action taken by MEDI EXTRACT and any written notice given by MEDI EXTRACT to the Customer will vary depending on the circumstances and our assessment of relevant factors.

16. General

16.1 The Customer must not assign, sublicense or otherwise deal in any other way with any of the Customer’s rights under these Terms.

16.2 If any provision of these Terms is invalid or unenforceable it is to be read down or severed to the extent necessary without affecting the validity or enforceability of the remaining provisions.

16.3 Each party must at its own expense do everything reasonably necessary to give full effect to this Agreement and the events contemplated by it.

16.4 This Agreement is governed by the laws of the State of Queensland, Australia and each party submits to the jurisdiction of the courts of the State of Queensland, Australia.

16.5 MEDI EXTRACT reserve the right to change these Terms at any time by amending this page, without any notice and without any liability to the Customer. MEDI EXTRACT recommend that the Customer continually check this page for any changes or updates.

16.6 A communication required by Agreement, by a Party to the other Party, must be in writing and may be given to them by being sent by email to their email address, when it will be treated as received when it enters the recipient’s information system.