1.1.2 you are at least 18 years old and have the necessary legal capacity, right, power and authority to accept to these Web Terms and you are either;
(ii) accessing this Site, using the Services and contracting on behalf of a corporate or other legal entity; or
(iii) contracting as parent or guardian of a child or ward who is less than 18 years old and who is accessing this Site and using the Services, in which event you agree as his/her parent/guardian, both in your personal capacity and on behalf of your child/ward, to be bound by these Web Terms and to be liable for your child’s or ward’s acts and omissions while accessing the Site and/or using the Services, and you also agree to ensure that your child or ward observes these Web Terms;
1.1.4 all of the information provided by you to PEDRO (including without limitation personal particulars and contact information) is accurate and complete.
"Agreement" means the agreement formed by these Web Terms
"PEDRO Content" means all Content of PEDRO that is made available on or via this Site.
"Computer" means your computer, notebook computer, personal digital assistant, mobile phone, tablet device or other electronic device used to access this Site or the Services.
"Content" means Product listings, Product descriptions & reviews, materials, information, news, advertisements, listings, data, input, text, songs, audio, video, pictures, graphics, software, blogs, webcasts, podcasts, broadcasts, messages, software, comments, suggestions, ideas and other content.
"Linked Sites" means websites whose links appear on the Site
"Marks" means the logo, trade marks and service marks used on the Site.
"Products" means products and/or services for which PEDRO invites orders on this Site.
"Servers" means the computer software, systems and servers hosting, operating, managing, providing or contributing to the Site and the Services.
"Services" is defined in Clause 3.2.
"Site" means the website at www.pedroshoes.com.
"Third Party Products" means products and services of third parties advertised on or available at the Site or websites linked from the Site, including Products supplied by third parties.
"Third Party User Content" means all User Content which is not created, transmitted, posted or uploaded by you.
"User Content" means all Content on this Site which is created, transmitted, posted or uploaded by a user of the Site.
2.3 The headings in this Agreement do not have any legal effect nor shall they affect the construction of this Agreement in any way.
3.2 PEDRO may now or in the future offer one or more of the following services on or through the Site (each a “Service” and collectively the “Services”):
3.2.2 access to Content;
3.2.3 search engines or tools;
3.2.4 a platform to create, upload and publicly make available User Content;
3.2.5 Product reviews and catalogs, message boards, forums, blogs, communication tools; and
3.2.6 any other features, content or applications that PEDRO may offer at the Site from time to time in its sole and absolute discretion.
4.1.2 the Site;
4.1.3 any PEDRO Content except, to the extent permitted, with the prior written consent of PEDRO or unless expressly permitted in these Web Terms; or
4.1.4 any User Content except with the prior written consent of PEDRO and the owner of the specific User Content, unless you are the sole owner of the specific User Content.
4.5 You may not decompile, reverse engineer or otherwise attempt to discover the source code of any PEDRO Content available on the Site or through a Service except under the specific circumstances expressly permitted by law or by PEDRO in writing.
5.2 You agree that your Account is for your sole, personal use. You hereby agree not to:
5.2.2 assign or otherwise transfer your Account to any other person or entity.
5.4 As part of the registration process for the Account, you will select a password ("Password") and user identification ("User ID"). You may not:
5.4.2 use a name subject to the rights of any other person without authorisation; or
5.4.3 use a User ID that PEDRO, in its sole discretion, deems inappropriate or offensive.
5.6 You shall be bound by and responsible for, and PEDRO shall be entitled to rely on, all communications transmitted through the use of your User ID and Password, and all such communications shall be deemed to be communications made and issued by you.
5.7 You shall be responsible for all User Content, messages, and all online activity at the Site transmitted or conducted through the use of your User ID and Password.
5.8 PEDRO shall have no responsibility or liability for any loss, damage, cost, expenses, or liabilities arising as a result of or in connection with the wrongful or fraudulent use of your User ID and Password.
5.9 You agree that PEDRO reserves the right to change or re-assign User IDs and/or Password(s) at its sole discretion by giving you notice. PEDRO shall not be liable for any loss, damage, cost or expense incurred by you as a result of such change or re-assignment.
7.1.2 without prejudice to the generality of the above, PEDRO reserves the right to deactivate your Account if it has been inactive for a period of six (6) months or more, or if you are in breach of any term of this Agreement or if PEDRO believes that you have been using the Account for unlawful and/or undesirable activities.
8.2 The Marks displayed on this Site are the property of PEDRO or other third parties, and all rights to the Marks are expressly reserved by PEDRO or relevant third parties. You are not permitted to use any Marks without the prior written consent of PEDRO or such third party. PEDRO and its subsidiaries aggressively enforce their intellectual property rights to the fullest extent of the law. The name of PEDRO or any other Marks may not be used in any way, including in any advertising or publicity, or as a hyperlink without prior written permission of PEDRO.
8.3 The domain name on which the Site is hosted on is the sole property of PEDRO and you may not use or otherwise adopt a similar name for your own use.
9.1.2 not to use any Service or PEDRO Content for any unlawful purpose, and to comply with all applicable laws and regulations, including without limitation, copyright law;
9.1.3 not to hack into, interfere with, disrupt, disable, over-burden or otherwise impair the proper working of the Site, Services or Servers, which shall include denial-of-service attacks, spoof attacks, session hacking, sniffing, tampering, reverse engineering or reprogramming; and
9.1.4 not to use the Account of another user at any time, whether with or without his/her permission.
10.2 You may not submit, upload or publish on the Site or through PEDRO:
10.2.2 any User Content that solicits funds, commercial solicitation, chain letters, mass mailings or any form of “spam” or includes programs that contain viruses, Trojan horses, worms, time bombs, data miners, web crawlers, bots, spiders or any other programs designed to impair the operation and functionality of the Site, Services, Servers, or any computer; or
10.2.3 without the relevant third party owners’ permission, any links to third party websites or use any third party Marks, (individually and collectively “Improper Works”).
10.3.2 represent and warrant that:
(ii) none of the User Content are proprietary or confidential;
(iii) none of the User Content are Improper Works, nor will they expose PEDRO to any civil or criminal proceedings in any part of the world; and
(iv) the use by PEDRO and other users for the purposes and in the manner set out in this Clause 10.3, and the hosting of the User Content on the Servers by PEDRO will not require any further licences from, or infringe any intellectual property or other rights of, any third party
10.5 You agree to indemnify and hold PEDRO, and its subsidiaries, affiliates, officers, agents, co-branders or other partners, and employees, harmless from all claims, demands, actions, proceedings, liabilities (including statutory liability and liability to third parties), penalties, and costs (including without limitation, legal costs on a full indemnity basis), awards, losses and/or expenses, due to or arising out of any User Content or Improper Works you submit, post to or transmit through the Site or Services.
10.6 The copyright and intellectual property rights in all User Content which belong to you prior to uploading on this Site shall be retained by you, subject to the licences granted by you under these Web Terms (including under Clause 10.3), and subject to PEDRO’s rights in the compilation of all User Content.
11.2 The data and information made available on the Site are of a general nature and do not purport, and shall not in any way be deemed, to constitute an offer or provision of any professional or expert advice. Any arrangement made between you and a third party named on or linked to from these pages is at your sole risk and responsibility. PEDRO does not sponsor, endorse or promote any products, services or information.
11.3 You acknowledge that it is not PEDRO’s policy to exercise editorial control over, and to review, edit or amend any data, information, materials or contents of any User Content, posting, email or any information that may be inserted or made available on the Site by other users of the Services and that PEDRO does not endorse and shall not be responsible for any such content.
11.4 You acknowledge and agree that PEDRO does not endorse or recommend, is not an agent, reseller or distributor of, and has no control over Third Party Products, and PEDRO hereby expressly disclaims all liabilities and responsibilities arising in relation to any Third Party Products whether available or advertised via the Site or on Linked Sites.
11.5 You agree that all statements, offers, information, opinions, materials, User Content, and Third Party Products, from other users and from advertisers and other third parties on this Site should be used, accepted and relied upon only with care and discretion and at your own risk, and PEDRO shall not be responsible for any loss, damage or liability incurred by you arising from such use or reliance.
11.6 You also acknowledge and agree that some Services may enable other users to upload User Content to the Site, and that some of these may be offensive, annoying, unlawful, in breach of these Web Terms, contain viruses or cause you damage. While we may remove any such User Content brought to our notice at our sole and absolute discretion, you acknowledge and agree that we shall not be responsible or liable for any User Content, and you agree to exercise access and use User Content only at your own risk and with care and discretion.
11.7 You agree that:
11.7.2 access to or the operation of the Site, Servers and/or the Services may from time to time be interrupted or encounter technical or other problems and may not necessarily continue uninterrupted or without technical or other errors,
11.9 Under no circumstances, including, but not limited to, negligence, shall PEDRO be liable for any indirect, special, consequential, or incidental damages that result from the use of, or the inability to use, the PEDRO Content, Services, Third Party Products, Site, or any other website, even if PEDRO or a PEDRO authorised representative has been advised of, or should have foreseen, the possibility of such damages.
11.10 You agree that the above exclusions and limitations of liability enable the Services and the PEDRO Content to be provided by PEDRO may be provided at either reasonable costs to you.
12.2 PEDRO does not endorse any entities featured on Linked Sites or any products or services which may be available from Linked Sites.
15.2 All Infringement Notices shall be sent to PEDRO addressed as follows:
CHARLES & KEITH Group Headquarters,
6 Tai Seng Link, Level 8,
15.3 PEDRO will in response to all Infringement Notices submitted in the above manner undertake the necessary investigations and if necessary remove the Infringing Material from the Site within a reasonable time. In return, you agree that you shall not take any legal action or exercise any legal remedy you may have against PEDRO in respect of any Infringing Material, unless you have first given PEDRO the Infringement Notice and sufficient opportunity to remove the Infringing Material, and thereafter PEDRO refuses or fails to remove the Infringing Material within a reasonable time. Where PEDRO removes the Infringing Material in response to your Infringement Notice, you agree not to exercise and you hereby waive, any right of action against PEDRO under any applicable law which you may have in respect of any Infringing Material appearing on the Site prior to such removal by PEDRO.
15.4 You acknowledge and agree that PEDRO has no control and cannot undertake responsibility or liability in respect of Infringing Material appearing on Linked Sites or other third party sites.
17.1.2 your connection to the Site;
17.1.3 your breach of any terms and conditions of these Web Terms;
17.1.4 your violation of any rights of another person or entity; or
17.1.5 your beach of any statutory requirement, duty or law.
18.2 PEDRO may from time to time vary or amend these Web Terms by posting the amended Web Terms at this Site. Any use of the Services or access to the Site after the amendment of these Web Terms will be deemed to be acceptance of the amended Web Terms by you. If you do not agree to the amended Web Terms, you have the right to cease using the Services or to exit the Site.
22.2 A failure by PEDRO to exercise or enforce any rights conferred upon it by these Web Terms shall not be deemed to be a waiver or variation of any such rights or operate so as to bar the exercise or enforcement thereof at any subsequent time or times.
22.2 For purposes of this Agreement, a “Force Majeure Event” is an event which is a circumstance or event beyond the reasonable control of a party which affects the general public in that party’s location or in the territory, and which results in the party being unable to observe or perform on time an obligation under this Agreement. Such circumstance or event shall include industrial action or labour disputes, civil unrest, war or threat of war, criminal or terrorist acts, government action or regulation, telecommunication or utility failures, power outages, fire, explosion, natural physical disasters, epidemic, quarantine restrictions, and general failure of public transport.
24.2 You hereby agree to submit to the non-exclusive jurisdiction of the Singapore courts.
“PEDRO Product” means a Product bearing the PEDRO trade mark for which PEDRO invites Orders in accordance with these Conditions.
“Conditions” means these Terms and Conditions of Sale.
"Contract" means a contract for sale between PEDRO and the Buyer of the Products formed in accordance with Clause 3.4.
“Defective Product” is defined in Clause 7.2.
"Force Majeure Event" means any event or circumstance the occurrence and the effect of which PEDRO could not reasonably prevent or avoid including:
(i) explosion, fire, flood, war, earthquake, storm or other natural disasters;
(ii) war, declared or undeclared, sabotage,
insurrection, terrorist or criminal acts whether online or offline, riot or civil disturbance;
(iii) import or export regulations or embargo or requisition restrictions regulations bye-laws prohibition or any acts or measures or any intervention of any governmental or regulatory authority;
(iv) epidemic, quarantine restrictions, outbreak of disease or any travel restrictions or bans (including bans on non-essential travel) issued by the World Health Organisation or any governmental authority;
(v) strike, lock-out, work stoppage or other industrial action or trade dispute (whether involving employees of PEDRO or any other person); and
(vi) telecommunication, network or Internet disruptions or interruptions,
(vii) any default act or omission on the part of PEDRO's suppliers, couriers, delivery companies or sub-contractors.
“Online Payment” means payment by any one or more of the following payment modes as may be designated by PEDRO from time to time: credit card, debit card, charge card, Paypal, online store credit, and other designated payment modes.
“Online Store” means the PEDRO online store currently accessible at http://www.pedroshoes.com.
"Order" means an online order placed via the Online Store by a Buyer with PEDRO for the Products in accordance with these Conditions.
“Parties” means PEDRO and the Buyer and “Party” means any one of them.
“Payment Processing Company” means the applicable payment or card processing entity for the relevant Online Payment mode.
"Product" means a PEDRO Product or Third Party Product listed at the Online Store for which PEDRO invites Orders in accordance with these Conditions.
“Substitute Product” is defined in Clause 6.4.
“Third Party Product” means a Product which is not a PEDRO Product for which PEDRO invites Orders in accordance with these Conditions.
1.3 Any reference to a "person" or “entity” includes a reference to an individual, a sole-proprietor, a partnership, an unincorporated association and a company.
1.4 Any reference to a "Clause" is to a clause of these Conditions.
1.5 The headings in these Conditions are inserted for convenience only and shall be ignored in construing these Conditions.
1.6 A reference to the word “include” or “including” shall not be construed as having any limiting effect.
2.2 By ordering the Products or accepting delivery of the Products described on the Invoice, the Buyer agrees to be bound by and is deemed to have accepted these Conditions.
3.2 Buyer shall indicate the Products it wishes to order and the quantity required, at the price and in the currency specified by PEDRO at the Online Store, by placing an Order on the designated online form at the Online Store and providing to PEDRO all necessary information as may be required by PEDRO at the Online Store.
3.3 All Orders made by the Buyer for one or more Product(s) shall be deemed to be an offer made by the Buyer to purchase such Product(s) upon the terms of these Conditions and for the selected Products and quantities set out in the Order. All Orders shall be subject to acceptance by PEDRO.
3.4 PEDRO may accept an Order by:
(ii) in the case of Orders exceeding a certain quantity or value, request that the Buyer submit a written bulk purchase order form for PEDRO’s written acceptance,
and upon such acceptance, a binding Contract shall be formed upon the terms set out in these Conditions, the terms of the accepted Order (excluding any terms which are not accepted by PEDRO), and such other terms and conditions as PEDRO may impose as a condition of its acceptance. For the avoidance of doubt, no Contract shall come into existence unless and until the Order has been accepted by PEDRO in the manner set out in this Clause 3.4. Processing or acceptance of Online Payment for an Order shall not in itself constitute acceptance of the Order by PEDRO, provided that where an Order is rejected by PEDRO, any payment made for such Order shall be reversed or refunded by PEDRO or an online store credit shall be given to the Buyer.
3.5.2 delay or defer delivery of any Order in whole or in part due to Product unavailability, low inventory levels, or for any other reason.
3.7 No promotion, offer, voucher, or online store credit may be applied retroactively to any standing or previously placed Order. Any applicable promotions, offers, vouchers, or online store credit must be stated before checkout as these cannot be claimed or applied after an Order have been made. No promotion, offer, voucher, or online store credit may be exchanged for cash.
3.8 Unless otherwise agreed by PEDRO in writing, payment for the Products shall be made by the Buyer in full by valid Online Payment before physical delivery of Products.
3.9 The Buyer warrants and agrees that it is ordering Products for his/her own use only and not for re-sale, distribution or export. The Buyer shall indemnify PEDRO and hold PEDRO harmless against all losses, damages, liabilities, expenses and costs arising from any breach of this Clause 3.9.
3.10 For Economical and Standard Delivery, the Buyer shall bear all shipping and handling charges (where applicable), as well as all applicable duties, tariffs and taxes (including but not limited to Goods and Services Tax) at the prevailing rates, which are not determined at checkout but will be determined by your local customs officials once the Products arrive in your location (where applicable). Buyer shall not be entitled to reject any Products, withdraw any Order, or claim any refund on the grounds that the Buyer does not agree with any such duties, tariffs and taxes. For Express Delivery, the Buyer shall bear all shipping and handling charges (where applicable). This does not include duties, tariffs and taxes, which will be borne by Pedro Group Pte Ltd/ PEDROSHOES.COM
3.11 All Online Payments are subject to processing by PEDRO’s payment service provider, the approval of the Payment Processing Company and the relevant paying bank. PEDRO shall not be liable in any way if the payment service provider, Payment Processing Company or the paying bank refuses to process or accept any Online Payment particulars for any reason.
3.13 PEDRO reserves the right to exercise its lawful remedies if a dispute or issue arises over Online Payments, or if it does not receive full payment for an Order. In particular, but without limitation to any other remedies, if the Payment Processing Company or the paying bank rejects or reverses payment for an Order, PEDRO may in its discretion:
3.13.2 repossess the Products if delivered; or
3.13.3 claim against the Buyer for the full price of the Order as a debt.
4.2 PEDRO has made every effort to display and describe as accurately as possible the colours, sizes, dimensions, information and other attributes of Products (“Attributes”). However, due to the inherent limitations of electronic displays and the characteristics of certain materials, actual Attributes of individual Products may vary. Slight marks and colour/print variations should not be considered as defects or render the Product non-compliant, but are inherent characteristics of the Product. All Attributes given on the Online Store are approximate only.
4.3 All Products displayed for sale on this Site are constructed of man-made materials unless otherwise stated.
5.2 Title in the Products shall not pass to Buyer until receipt by PEDRO of full and final payment for the Products and delivery of the Products to Buyer.
6.2 Subject always to PEDRO acceptance of the Order and to Clause 3.1,
(ii) The Buyer shall bear and pay to PEDRO:
(b) the delivery, re-delivery, shipment, return, forwarding, re-shipment, and administrative costs, tax, duties, storage and disposal charges and costs for any Product(s), which is/are rejected by the Buyer where such rejection is not made pursuant to an express right of the Buyer under these Conditions, or where any delivery to the Buyer is unsuccessful for any reason.
6.2.3 PEDRO is unable to ship to any PO Box, military, protected area or location. Shipping and other charges for failure of attempted delivery to the restricted areas will be borne by Buyer or recipient of the Products.
6.2.4 There will be an administrative fee payable by the Buyer for any changes in delivery address for each Order.
6.2.5 The Buyer is aware that the courier company or customs authority may in their sole discretion, open and inspect for any reason the contents of the Product package, and PEDRO shall not be liable for any loss or damage thereby caused.
6.2.6 All custom declarations will be completed in English.
Pedro Group Pte Ltd
Address: 6 Tai Seng Link
Tel: +65 64883688
Fax: +65 64881649
Operation Hours: 9am – 6pm (GMT+8)
6.4 PEDRO reserves the right from time to time, without liability or prior notice, to withdraw or cease to make available any or all Products from the Online Store, or to:
6.4.2 deliver a Product which is similar to the Product ordered with minor differences,
(each a "Substitute Product"). The Buyer shall be deemed to have accepted such changes and differences if the Buyer accepts delivery of a Substitute Product.
6.5.2 PEDRO will endeavour to accommodate the Buyer's request, if the Order has not been processed; and
6.5.3 the Buyer shall pay any cancellation fees which may be imposed by PEDRO.
6.7 The Buyer acknowledges that PEDRO's liability to deliver the Products to the Buyer pursuant to the Contract is subject to the availability of the Products. The Buyer further acknowledges that PEDRO retains absolute discretion as to the order of priorities in which any Products are delivered to PEDRO's customers.
6.8 PEDRO may deliver the Products in an Order by instalments, provided that full payment for the entire Order shall be made on or before the delivery of the first instalment.
6.9 PEDRO reserves the right to make only partial delivery of an Order. If only part of the Order can be shipped, PEDRO will use reasonable efforts to contact the Buyer to select replacements. If Buyer cannot be contacted, PEDRO will reject the entire Order.
7.2 A Product shall only be eligible for replacement if upon delivery:
7.2.2 the Product supplied is materially different from the Product specified in the Order,
(such Product being a “Defective Product”).
7.4 If PEDRO considers the Product to be a Defective Product, the procedure for returns set out in PEDRO’s Returns Policy will apply. The Buyer must produce the tax receipt together with the Defective Product in its original delivered condition and packaging.
7.5 PEDRO reserves the right to refuse any return or replacement of a Defective Product if:
7.5.2 The Defective Product is a Third Party Product and PEDRO is not authorised by the supplier to process returns or replacements; or
7.5.3 The defect is the result of:
(ii) accidental nicks, scratches, or minor damage;
(iii) improper use or mismanagement by Buyer;
(iv) use of the Product in a manner or for a purpose not reasonably contemplated by PEDRO;
(vi) modification of the Product not authorised by PEDRO;
(vii) unusual or unrecommended physical, environmental or electrical stress by Buyer;
(vii) use of Product by a person other than Buyer; or
(ix) Buyer’s failure to comply with any terms of these Conditions.
9.2 PEDRO makes no representations or warranties of any kind in respect of any Third Party Products, and all warranties express or implied in respect of Third Party Products, including any implied warranties of merchantability, quality, compliance with description and fitness for a particular purpose, are hereby excluded. Third Party Products including software, hardware, peripherals and accessories are covered by the warranties (if any) provided by the original manufacturer, licensor or publisher only.
10.2 If any service (including but not limited to installation of any Product) is performed by any third party, PEDRO shall not be liable for any act, neglect, omission or wilful default of such third party, regardless of whether such third party is authorised by PEDRO.
10.3 The total liability of PEDRO to the Buyer for any and all claims whether by the Buyer or by any other person and howsoever arising in connection with or arising out of the sale, supply, delivery possession, replacement or use of a Product or resulting from the breach of the Contract and/or these Conditions by PEDRO shall not in any event exceed the price of the Product giving rise to such claims.
10.4 Nothing in these Conditions shall limit or exclude PEDRO’s liability for death or personal injury caused by PEDRO’s negligence.
11.2 PEDRO shall notify the Buyer of any delay or failure arising through any Force Majeure Event and provide a revised delivery date as soon as practicable. The Buyer may not terminate the Contract by reason of any such delay or failure.
11.3 In the event that any Force Majeure Event results in a shortage of Products, PEDRO shall be entitled to allocate its available stock of the Products among its customers in such a manner as PEDRO may consider equitable and may make partial deliveries of any Products to the Buyer.
12.2 Any attempt to modify, supplement or amend these Conditions by the Buyer will be null and void, unless expressly agreed to in writing by PEDRO.
Any term or condition of the Buyer’s Order which is any way inconsistent with or in addition to these Conditions shall not be applicable or binding on PEDRO, unless otherwise agreed in a written agreement signed by Buyer and PEDRO, and any failure by PEDRO to object shall not be considered a waiver of these Conditions.
17.2 The Parties hereby submit to the non-exclusive jurisdiction of the Singapore courts.