AGREEMENT TO TERMS
These Terms of Use constitute a legally binding agreement made between you, whether personally or on behalf of an entity ("you") and Clickerwayne Zelle Solutions Inc. ("Company," "we," "us," or "our"), concerning your access to and use of the WholesaleDito.com and WholesaleDito.store websites, as well as any other media form, media channel, mobile website, or mobile application related to, linked to, or otherwise connected thereto (collectively, the "Site"). By accessing the Site, you acknowledge that you have read, understood, and agree to be bound by these Terms of Use. If you do not agree with all of these Terms of Use, you are expressly prohibited from using the Site and must immediately discontinue use.
Supplemental terms and conditions or documents that may be posted on the Site from time to time are hereby expressly incorporated into these Terms of Use by reference. We reserve the right, at our sole discretion, to make changes or modifications to these Terms of Use at any time and for any reason. Any updates will be indicated by updating the "Last updated" date of these Terms of Use. By continuing to use the Site after the updated Terms of Use are posted, you agree to be bound by such revisions. It is your responsibility to review these Terms periodically to stay informed of updates.
The information provided on the Site is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be unlawful or would subject us to any registration requirements in such jurisdiction. Therefore, those who choose to access the Site from locations outside of the Philippines do so at their own initiative and are responsible for complying with local laws, if applicable.
The Site is not designed to comply with industry-specific regulations (e.g., Health Insurance Portability and Accountability Act (HIPAA), Federal Information Security Management Act (FISMA), etc.). If your use of the Site is subject to such regulations, you may not use the Site. You also agree not to use the Site in a manner that would violate the Gramm-Leach-Bliley Act (GLBA).
The Site is intended for users who are at least 18 years of age. Individuals under the age of 18 are not permitted to use or register for the Site.
INTELLECTUAL PROPERTY RIGHTS
Unless otherwise indicated, the Site is the proprietary property of Clickerwayne Zelle Solutions Inc., and all source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics on the Site (collectively, "Content"), as well as the trademarks, service marks, and logos contained therein (the "Marks"), are owned or controlled by us or licensed to us. These are protected by copyright, trademark, and various other intellectual property laws and unfair competition laws. The Content and Marks are provided on the Site "AS IS" for your information and personal use only. Except as expressly provided in these Terms of Use, you may not copy, reproduce, aggregate, republish, upload, post, publicly display, encode, translate, transmit, distribute, sell, license, or otherwise exploit any part of the Site or the Content for commercial purposes without our express written consent.
Subject to eligibility requirements, you are granted a limited license to access and use the Site and to download or print a copy of any portion of the Content to which you have properly gained access solely for personal, non-commercial use. We reserve all rights not expressly granted to you regarding the Site, the Content, and the Marks.
USER REPRESENTATIONS
By using the Site, you represent and warrant that: (1) all registration information you submit is true, accurate, current, and complete; (2) you will maintain the accuracy of such information and promptly update it as necessary; (3) you have the legal capacity to comply with these Terms of Use; (4) you are not a minor in the jurisdiction in which you reside; (5) you will not access the Site through automated or non-human means, such as a bot or script; (6) you will not use the Site for any illegal or unauthorized purpose; and (7) your use of the Site will comply with all applicable laws and regulations.
If you provide any information that is false, inaccurate, outdated, or incomplete, we have the right to suspend or terminate your account and refuse any current or future use of the Site (or any portion thereof).
USER REGISTRATION
You may be required to register with the Site. You agree to keep your password confidential and acknowledge that you are responsible for all use of your account and password. We reserve the right to remove, reclaim, or change any username you select if we determine, at our sole discretion, that such username is inappropriate, obscene, or otherwise objectionable.
PROHIBITED ACTIVITIES
You may not use the Site for any purpose other than as intended. The Site may not be used in connection with any commercial endeavors except those specifically endorsed or approved by us.
As a user of the Site, you agree not to engage in any of the following prohibited activities:
- Systematically retrieving data or content from the Site to create or compile a collection, database, or directory without written permission from us.
- Tricking, defrauding, or misleading us or other users, especially in attempts to learn sensitive account information such as user passwords.
- Circumventing, disabling, or interfering with security-related features of the Site.
- Disparaging, tarnishing, or otherwise harming us or the Site.
- Using information obtained from the Site to harass or harm another person.
- Making improper use of our support services or submitting false reports of abuse or misconduct.
- Using the Site in violation of any applicable law or regulation.
- Advertising or offering to sell goods or services without our authorization.
- Engaging in unauthorized framing of or linking to the Site.
- Uploading or transmitting material that disrupts the functionality of the Site, including viruses or excessive capital letters.
And many other activities which interfere with the normal use of the Site or violate applicable law.
USER-GENERATED CONTRIBUTIONS
The Site does not currently allow users to submit or post content. However, if such a feature becomes available, you agree that any content you submit will comply with the Site’s Privacy Policy and these Terms of Use. You represent and warrant that your contributions will not infringe upon the rights of third parties and will not violate any applicable laws.
By submitting content to the Site, you grant us the right to use, distribute, display, and modify your contributions in accordance with the Site's guidelines and Privacy Policy.
CONTRIBUTION LICENSE
You and the Site acknowledge and agree that we may access, store, process, and use any information and personal data that you provide, in accordance with the terms outlined in our Privacy Policy and your preferences (including your settings).
By submitting any suggestions or feedback regarding the Site, you grant us the right to use and share such feedback for any purpose without compensation to you.
We do not claim ownership over your Contributions. You retain full ownership of your Contributions and all intellectual property or proprietary rights associated with them. We are not responsible for any statements or representations made in your Contributions. You are solely responsible for your Contributions to the Site, and you agree to hold us harmless and refrain from any legal action against us in connection with your Contributions.
SUBMISSIONS
You acknowledge and agree that any questions, comments, suggestions, ideas, feedback, or other information provided by you regarding the Site ("Submissions") are non-confidential and shall become the sole property of Clickerwayne Zelle Solutions Inc. We shall have exclusive rights, including all intellectual property rights, and may use and distribute these Submissions for any lawful purpose, commercial or otherwise, without acknowledgment or compensation to you. By submitting such information, you waive all moral rights, and represent that the Submissions are original to you or that you have the right to submit them. You further agree that we shall not be liable for any alleged or actual infringement of proprietary rights related to your Submissions.
ADVERTISERS
We may allow advertisers to display their advertisements and other promotional content on certain areas of the Site, such as sidebars or banner ads. As an advertiser, you assume full responsibility for the advertisements you place on the Site, including any services provided or products sold through those ads. Additionally, you warrant that you possess all necessary rights and authority to place such advertisements, including intellectual property rights, publicity rights, and contractual rights. Clickerwayne Zelle Solutions Inc. merely provides space for the placement of these advertisements and has no further involvement with advertisers.
SITE MANAGEMENT
We reserve the right, but not the obligation, to: (1) monitor the Site for any violations of these Terms of Use; (2) take appropriate legal action against anyone who violates the law or these Terms of Use, including reporting such users to law enforcement authorities; (3) refuse, restrict access to, limit availability of, or disable any of your Contributions or portions thereof, at our sole discretion; (4) remove from the Site or disable files and content that are excessive in size or otherwise burdensome to our systems, at our sole discretion; and (5) manage the Site in a manner that protects our rights and property, and ensures the Site functions properly.
PRIVACY POLICY
We are committed to data privacy and security. Please review our Privacy Policy at https://www.wholesaledito.store/privacy-policy. By using the Site, you agree to abide by our Privacy Policy, which is incorporated into these Terms of Use. Please note, the Site is hosted in the United States. If you access the Site from any region with laws governing personal data collection, use, or disclosure that differ from those applicable in the Philippines, you consent to the transfer of your data to the United States and agree to its processing in both the Philippines and the United States.
TERM AND TERMINATION
These Terms of Use shall remain in effect while you use the Site. We reserve the right, at our sole discretion and without notice or liability, to deny access to and use of the Site (including blocking IP addresses), for any reason, including but not limited to violations of these Terms of Use or applicable laws. We may terminate your access or participation in the Site at any time, without warning, in our sole discretion.
If we terminate or suspend your account, you are prohibited from registering or creating a new account under your name, a fictitious name, or the name of any third party. We also reserve the right to pursue legal action, including civil, criminal, and injunctive relief.
MODIFICATIONS AND INTERRUPTIONS
We reserve the right to change, modify, or remove content from the Site at any time, at our sole discretion, without notice. We are not obligated to update any information on the Site. Additionally, we may modify or discontinue all or part of the Site at any time without notice. We shall not be liable to you or any third party for any changes, price modifications, suspensions, or discontinuation of the Site.
We cannot guarantee the continuous availability of the Site. We may experience technical issues or need to perform maintenance, resulting in interruptions or delays. We reserve the right to modify, suspend, or discontinue the Site at any time for any reason. You agree that we shall not be held liable for any inconvenience or loss resulting from your inability to access or use the Site during downtime.
GOVERNING
These Terms of Use shall be governed by and construed in accordance with the laws of the Philippines. Both Clickerwayne Zelle Solutions Inc. and you irrevocably consent to the exclusive jurisdiction of the courts of the Philippines to resolve any disputes arising from these Terms of Use.
DISPUTE RESOLUTION
Informal Negotiations
To expedite resolution and minimize the cost of any dispute, controversy, or claim related to these Terms of Use (each a "Dispute" and collectively, the "Disputes") brought by either party, the Parties agree to first attempt informal negotiations for at least thirty (30) days before initiating arbitration. Such negotiations shall commence upon written notice from one Party to the other.
Binding Arbitration
Any dispute arising out of or in connection with these Terms of Use, including questions regarding their existence, validity, or termination, shall be resolved by the concern Philippine government agency. The number of arbitrators shall be one (1), and the arbitration shall take place in Binan, Laguna, Philippines. The language of the proceedings shall be English, and the governing law shall be the substantive law of the Philippines.
Restrictions
The Parties agree that arbitration shall be limited to the Dispute between the Parties individually. No arbitration shall proceed on a class-action basis or in a representative capacity.
Exceptions to Informal Negotiations and Arbitration
The following Disputes are exempt from informal negotiations and arbitration: (a) disputes concerning intellectual property rights; (b) disputes related to allegations of theft, piracy, invasion of privacy, or unauthorized use; and (c) claims for injunctive relief. Any dispute falling outside these exceptions shall be resolved by a court with competent jurisdiction, as detailed above.
CORRECTIONS
The Site may contain typographical errors, inaccuracies, or omissions, including but not limited to descriptions, pricing, and availability. We reserve the right to correct any such errors, inaccuracies, or omissions, and to modify or update information on the Site at any time, without prior notice.
DISCLAIMER
The Site is provided on an "AS-IS" and "AS-AVAILABLE" basis. You agree that your use of the Site and our services is at your sole risk. To the fullest extent permitted by Philippine law, we disclaim all warranties, express or implied, in connection with the Site and its use, including, without limitation, the implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We make no warranties or representations about the accuracy or completeness of the Site's content or the content of any websites linked to the Site. We assume no liability or responsibility for any (1) errors, mistakes, or inaccuracies of content and materials, (2) personal injury or property damage of any nature whatsoever resulting from your access to and use of the Site, (3) any unauthorized access to or use of our secure servers and/or any and all personal and financial information stored therein, (4) any interruption or cessation of transmission to or from the Site, (5) any bugs, viruses, Trojan horses, or other harmful code that may be transmitted to or through the Site by any third party, and/or (6) any errors or omissions in any content and materials or for any loss or damage of any kind incurred as a result of the use of any content posted, transmitted, or otherwise made available via the Site. We do not warrant, endorse, guarantee, or assume responsibility for any product or service advertised or offered by a third party through the Site, any hyperlinked website, or any website or mobile application featured in any banner or other advertising, and we will not be a party to or in any way be responsible for monitoring any transaction between you and any third-party providers of products or services. As with the purchase of any product or service, you should use your best judgment and exercise caution where appropriate.
LIMITATIONS OF LIABILITY
In no event will we, or our directors, employees, or agents, be liable to you or any third party for any direct, indirect, consequential, exemplary, incidental, special, or punitive damages, including lost profits, lost revenue, loss of data, or other damages arising from your use of the Site, even if we have been advised of the possibility of such damages. Notwithstanding anything to the contrary herein, our liability to you for any cause whatsoever and regardless of the form of the action, will at all times be limited to the amount paid, if any, by you to us during the seven (7) months prior to any cause of action arising. Certain Philippine laws may not allow limitations on implied warranties or the exclusion or limitation of certain damages. If these laws apply to you, some or all of the above disclaimers or limitations may not apply, and you may have additional rights.
INDEMNIFICATION
You agree to defend, indemnify, and hold harmless us, including our subsidiaries, affiliates, and all of our respective officers, agents, partners, and employees, from and against any loss, damage, liability, claim, or demand, including reasonable attorneys' fees and expenses, made by any third party due to or arising out of: (1) use of the Site; (2) breach of these Terms of Use; (3) any breach of your representations and warranties set forth in these Terms of Use; (4) your violation of the rights of a third party, including but not limited to intellectual property rights; or (5) any overt harmful act toward any other user of the Site with whom you connected via the Site. Notwithstanding the foregoing, we reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate, at your expense, with our defense of such claims. We will use reasonable efforts to notify you of any such claim, action, or proceeding which is subject to this indemnification upon becoming aware of it.
USER DATA
We will maintain certain data that you transmit to the Site for the purpose of managing the performance of the Site, as well as data relating to your use of the Site. Although we perform regular routine backups of data, you are solely responsible for all data that you transmit or that relates to any activity you have undertaken using the Site. You agree that we shall have no liability to you for any loss or corruption of such data, and you hereby waive any right of action against us arising from any such loss or corruption of data.
ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES
By visiting the Site, sending us emails, and completing online forms, you are engaging in electronic communications. You consent to receive electronic communications and agree that all agreements, notices, disclosures, and other communications we provide to you electronically, via email or on the Site, satisfy any legal requirement that such communication be in writing. You hereby agree to the use of electronic signatures, contracts, orders, and other records, and to electronic delivery of notices, policies, and records of transactions initiated or completed by us or via the Site. You waive any rights or requirements under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an original signature or the delivery or retention of non-electronic records, or to payments or the granting of credits by any means other than electronic means.
MISCELLANEOUS
These Terms of Use and any policies or operating rules posted by us on the Site or in respect to the Site constitute the entire agreement and understanding between you and us. Our failure to exercise or enforce any right or provision of these Terms of Use shall not operate as a waiver of such right or provision. These Terms of Use operate to the fullest extent permissible by law under Philippine jurisdiction. We may assign any or all of our rights and obligations to others at any time. We shall not be responsible or liable for any loss, damage, delay, or failure to act caused by any cause beyond our reasonable control. If any provision or part of a provision of these Terms of Use is determined to be unlawful, void, or unenforceable, that provision or part of the provision is deemed severable from these Terms of Use and does not affect the validity and enforceability of any remaining provisions. There is no joint venture, partnership, employment, or agency relationship created between you and us as a result of these Terms of Use or use of the Site. You agree that these Terms of Use will not be construed against us by virtue of having drafted them. You hereby waive any and all defenses you may have based on the electronic form of these Terms of Use and the lack of signing by the parties hereto to execute these Terms of Use.
CONTACT US
In order to resolve a complaint regarding the Site or to receive further information regarding the use of the Site, please contact us at:
Clickerwayne Zelle Solutions Inc
Wholesale Dito Store
Forest Drive Street, Binan City, Laguna 4024
Philippines
These Terms of Use were last updated on December 9, 2024.
