This application is submitted for the purpose of inducing Lifeline Pharmaceuticals LLC “The Medical Supply Depot” (LLPH) to extend credit to Applicant. The undersigned represent(s) that all information contained herein is true and correct and that (LLPH) may rely on said information in deciding whether to extend, decline or discontinue credit. The undersigned agree(s) to immediately notify (LLPH) in writing of any changes in the information provided, including but not limited to, any change in ownership, change of business name, change of business location or change in the financial condition of the business or the undersigned individual(s). The undersigned hereby authorize(s) (LLPH) to contact the above listed trade, banking references and / or run company or personal credit reports to verify the information listed above or determine credit worthiness. The undersigned agree(s) to release all persons and/or entities, including (LLPH), using or supplying the information from any claims and/or losses resulting there from. The undersigned agree(s) to pay all invoices in accordance with the agreed upon terms of the sale as printed on each invoice. The undersigned agrees to allow an ACH based on the check information provided for any payment by check. The undersigned proprietor(s), partner(s) and/or officer(s) of the Applicant, hereby agree to personally guarantee and assume all the obligations and responsibilities for any and all debts the Applicant shall incur in connection with the Applicant’s purchases from (LLPH) commencing on this date until such time as (LLPH) acknowledges the termination of said personal responsibility in writing. I/We have read and agree to all terms and conditions stated on this credit application.
Additional Terms and Conditions of Service:
These terms and conditions of service constitute a legally binding contract between LLPH and the Buyer. Buyer’s authorization for LLPH to provide service, whether verbal or written, shall constitute the Buyer’s agreement and consent to be bound by the terms and conditions set forth herein.
Invoice & Payment Terms:
The Buyer agrees to pay all invoices in accordance with the agreed upon terms of the sale as printed on each invoice. Buyer acknowledges that all invoices sent by LLPH shall be deemed true and correct unless the Buyer disputes the invoice, or any portion thereof, in writing within thirty (30) days of the date of the invoice. If only a portion of an invoice is disputed, Buyer shall remit the undisputed portion in accordance with the terms of the invoice and include an explanation of the dispute to facilitate resolution. Past due balances are subject to a service charge of 1.5% per month plus a $50.00 late fee per invoice, per 30 days (or the maximum amount permitted by law, if less). The undersigned agrees to allow an ACH based on the information provided on any payment by check. All payments are applied first to any service charge, the late fees and then to the oldest unpaid invoice. Buyer shall be responsible for payment of all costs incurred by LLPH to collect past due invoices, including without limitation, charge-back or returns fees $25, attorney’s fees, collection agency fees and court costs.
Delivery:
Delivery times and dates are approximate. In no event shall LLPH be liable for failure to perform, or a delay in performance, of any contract or supply any product due to 1) Acts of God, including but not limited to, inclement weather, flood, fire, power outages or natural disasters; 2) Insurrection, rebellion, civil war, terrorist action, revolution, riot, unrest, usurped power or any action taken by government or other authority in hindering, combating or defending against such occurrence; any seizure or destruction under quarantine or Customs regulations; confiscation by order of any government authority, or risk of contraband or illegal transportation or trade; 3) Strikes and labor disturbances; 4) Compliance with any law, statute, regulation, governmental order or requirements; 5) Manufacturer’s backorders, interruption in transportation, inability to obtain supplies at reasonable prices, shortage of raw materials, discontinuance of a product line, or other manufacturing problems; and 6) Any other cause beyond LLPH’s control. Transaction History, Information, and Statements are available to your facility for each prescription drug prior to the time of Delivery. Please visit us at www.lifelinepharm.com to download your transactional information. If you have any questions regarding transactional information, please call 305-643-8841 or email pedigrees@lifelinepharm.com.
Returns:
Merchandise may only be returned for an Exchange or Credit due to the following reasons: 1) merchandise is damaged, defective or in poor condition at time of delivery; or 2) incorrect merchandise or quantity is delivered. In order for a return to be processed, Buyer must notify LLPH within 24 hours of delivery and obtain a Return Merchandise Authorization (RMA) from LLPH prior to returning any merchandise. The merchandise and packaging must remain in the exact condition that existed at the time of the initial delivery in order for the return to be accepted. Pharmaceuticals cannot be returned. All credits will be purged after six months of not being used.
Property:
Title to the products purchased shall not pass to Buyer until such time as payment in full has been received by LLPH or Buyer’s account is in good standing.
Partial Shipments:
LLPH reserves the right to deliver partial shipments of any order and will maintain a backorder for the remaining quantity until available. Backorders may be cancelled by the Buyer at any time prior to shipment.
Warranties:
LLPH disclaims any and all representations and warranties, expressed or implied, including but not limited to any implied warranties or merchantability and fitness for a particular purpose in connection with this sale. Any and all warranties which may apply are provided by the manufacturers that LLPH represents as distributors. In no event shall LLPH be liable for any direct, indirect, incidental, consequential or punitive damages or any lost business, revenues or profits from any breach of this contract.
Sales Tax:
The sales tax in effect in Miami-Dade County, Florida at the time of purchase will be the sales tax charged on those items that are taxable.
Change In Management/Control/Merger Of Buyer:
Buyer shall inform LLPH within a period of at least thirty (30) days prior to the occurrence or effectively of a transfer of ownership (actual or beneficial) of the Buyer and/or change of management of the Buyer. In the event that Buyer, or substantially all of its assets or stock are sold, merged into or consolidated into a new entity, it is understood that the buying or surviving company and/or the new entity shall continue with this Agreement, and honor Buyer’s obligations hereunder, such that it were an original party hereto. Buyer shall ensure that the new owners and/or management shall honor this Agreement, including any and all obligations that have been incurred by the Buyer thereunder, under the same terms and conditions. In the alternative, LLPH shall have the right to require Buyer to liquidate all their outstanding obligations, regardless of the period previously granted, it being expressly understood by the Buyer that they will lose the right to avail of the period previously granted to pay such obligations in the event of a change of control and/or management, and/or merger and/or consolidation.
Licensing and Regulatory Compliance:
Buyer is responsible for submitting copies of renewed licenses or other written proof of continued validity of all permits, licenses or registrations associated
with account to LLPH immediately upon receipt from issuing regulatory agency. Buyer shall immediately inform LLPH in writing of any change of status of all permits, licenses or registrations associated with account including but not limited to change of address, expiration, suspension, separation of licensee from Buyer, revocation, limitation of prior authorizations, relinquishment, etc. No Modification or Amendment Unless Written: These terms and conditions of service may only be modified, altered or amended in writing signed by both Buyer and LLPH; any attempt to unilaterally modify, alter or amend same shall be null and void.
Severability:
In the event any paragraph(s) and/or portion(s) hereof are found to be invalid and/or unenforceable, then in such event the remainder hereof shall remain in
full force and effect.
Consent to Jurisdiction and Venue; Governing Law:
Each party agrees to personal jurisdiction in any action brought in any court, Federal or State, within the County of Miami-Dade, State of Florida, having subject matter jurisdiction over the matters arising under this Agreement. Any suit, action or proceeding arising out of or relating to this Agreement shall only be instituted in the County of Miami-Dade, State of Florida. Each party waives any objection which it may have now or hereafter to the laying of the venue of such action or proceeding and irrevocably submits to the jurisdiction of any such court in any such suit, action or proceeding. All matters arising under this Agreement shall be governed by Florida law unless Federal law is applicable.