Terms and Conditions of Platform Use

1. Introduction

1.1 Health Plaza operates a platform named www.health-plaza.com (“Platform”), accessible via website and mobile application, for facilitating the purchase and sale of products between product owners (“Product Owner”) and buyers / prospective buyers, as the case maybe (collectively, “Buyer”) on the Platform. The term “User” collectively refers to both Product Owners and Buyers.

1.2 These terms and conditions govern the use of this Platform by Users (“Terms”). User is advised to carefully read these terms and conditions before registering to use the Platform. If User does not agree with these terms and conditions, they should refrain from registering to use the Platform. By registering to use the Platform, Users is deemed to have accepted and agreed to these terms and conditions.

2. User’s Eligibility

2.1 User must be at least 18 years old and legally capable of entering into and fulfilling binding contracts under Thai law in order to use this Platform and comply with these terms and conditions. If User has not yet reached 18 years of age, User’s parents, legal guardian, or legal representative (collectively referred to as “Legal Representative”) are required to authorize User to use the Platform or any services available on the Platform. The Legal Representative must assume responsibility for (1) all activities done by the User on the Platform, (2) any expenses incurred from the User's use of the Platform or any services available on the Platform, and (3) ensuring the User's compliance with these terms and conditions.

2.2 Health Plaza reserves the right to refuse provision of the Platform if User does not meet the specified conditions or fails to comply with Clause 2.1.

3. Creating an Account

3.1 User must register to open their account (“Account”) with Health Plaza. User will need to create their own account name, username, and password as specified on the Platform, and provide accurate and truthful personal information for registering the Account.

3.2 The account name, username, and password must not be duplicates of other existing users on the Platform. They must be appropriate and not violate public order or good morals. The account name, username, and password must be approved by Health Plaza through the system on the Platform. Once the account name, username, and password are approved, the user account opening process is complete. User can then use their account to buy or sell products on the Platform.

3.3 The approved account name, username, and password are considered the account name, username, and password issued by Health Plaza.

3.4 User warrants that the information provided to the Platform for creating their Account is accurate, up-to-date, and not misleading.

4. Term of Platform Usage

4.1 To use the Platform each time, User must log into their registered account with Health Plaza and agree as follows:
(1) To maintain the confidentiality of account name, username and password
(2) To log out of the Account at the end of each use
(3) To immediately notify Health Plaza if User becomes aware of any unauthorized use of their account name, username or password or if User has reasonable ground to suspect their account name, username, or password has been compromised.

4.2 Health Plaza reserves the right, without prior notice, to close or suspend the Account upon the occurrence of any of the following events. Health Plaza shall not be liable to the User or third parties who may suffer damages resulting from the closure or suspension of the Account.
(1) Account has been inactive for a long time;
(2) User fails to comply or does not comply with these terms and conditions;
(3) User defrauds, violates, defames, threatens, or intimidates other users or Health Plaza.
(4) User has multiple user accounts;
(5) Use purchases the products from the Platform for resale;
(6) User purchases the products from a single Product Owner or group of Product Owners of the same products in an unusual manner or in excessive quantities;
(7) User does not comply with the conditions of discount code as specified by Product Owner or Health Plaza;
(8) User resells any discounts available on the platform to any other person by any means;
(9) User has a legal dispute regarding the use of the Platform with Product Owner or other users or Health Plaza for whatever reason;
(10) Users have shared or linked Platform to external platforms or websites and received any codes or scripts from such sharing or linking.

4.3 User may close the Account by notifying Health Plaza via email: [email protected] . Even if User has closed the Account, the User is still responsible for uncompleted transactions, such as product delivery, payment, etc.

4.4 Health Plaza will not be liable for any damages or disputes between users arising from a transaction done by User on the Platform, except for damages arisen from Health Plaza’s fault.

4.5 User agrees NOT to:
(1) upload, post, transmit or otherwise make available any content that is unlawful, harmful, threatening, abusive, harassing, alarming, distressing, tortuous, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically, or otherwise objectionable;
(2) violate any laws, including without limitation any laws and regulation in relation to export and import restrictions, third party rights;
(3) upload, post, transmit or otherwise make available any content featuring an unsupervised minor or use the Services to harm child in any way;
(4) use the services or upload content to impersonate any person or entity, or otherwise misrepresent User’s affiliation with a person or entity;
(5) forge or modify account name, username or password to disguise the origin of any message posted or posted by User on the Platform;
(6) remove or modify any statements, proprietary notices, declaration, or policy of Health Plaza from the Platform;
(7) modify the services on the Platform without the express permission of Health Plaza;
(8) use the Platform for the benefit of any third party or any manner not permitted by the rights granted herein;
(9) open and/or operate multiple user accounts in connection with any conduct that violates either the terms or purpose of these terms and Conditions;
(10) access the Platform using any non-official Health Plaza hardware or software, including but not limited to an emulator, simulator, bot or other similar software or hardware;
(11) manipulate the price of any products or interfere with Product Owner's list of products;
(12) take any action that may undermine the feedback or ratings systems on the Platform of Health Plaza;
(13) attempt to decompile, reverse engineer, disassemble or hack the services on the Platform (or any portion thereof), or to defeat or overcome any encryption technology or security measures implemented by Health Plaza with respect to the Platform and/or data transmitted, processed, or stored by Health Plaza;
(14) collect any information about other users, including any personal data or information;
(15) upload or transmit any content that User does not have a right to make available or unauthorized to do so (such as inside information, proprietary and confidential information learned from other person);
(16) infringe upon the patent, trademark, trade secret, copyright or other intellectual property rights of other users or take any action in a manner which will infringe the intellectual property rights of other users.
(17) upload, transmit or advertise promotional materials, "junk mail", "spam", "chain letters", "pyramid schemes", or any other unauthorized form of solicitation without Health Plaza’s approval;
(18) upload, transmit or otherwise make available any material that contains software viruses, worms, Trojan-horses or any other computer code, routines, files, or programs designed to, directly or indirectly, interfere with, manipulate, interrupt, destroy or limit the functionality or integrity of any computer software or hardware or data or telecommunications equipment;
(19) disrupt the normal flow of dialogue, cause a screen to "scroll" faster than other users are able to type, or otherwise act in a manner that negatively affects other users' ability to engage in real time exchanges;
(20) interfere with, change, or disrupt the services or servers or networks connected to the Platform or any other user's use of the services, or violate any requirements, procedures, policies, or regulations of networks connected to the Platform;
(21) take any action or engage in any conduct that could directly or indirectly terminate, overburden, or impair the Platform or the servers or networks connected to the Platform;
(22) use the Platform to violate the privacy of others or to "stalk" or otherwise harass other users;
(23) infringe any intellectual property rights of Health Plaza by any means;
(24) engage in passing off products on the Platform;
(25) offer prohibited products as outlined in the Prohibited and Restricted Products Policy.

User shall take sole responsibility for all content posted, shared publicly, or privately transmitted through the Platform. Health Plaza does not control all content uploaded, posted, emailed, transmitted, or otherwise made available through the Platform and does not guarantee the accuracy or completeness of such content. User understands that by using the Platform, they may be exposed to content that they may consider offensive, indecent, or objectionable. Under no circumstances will Health Plaza be liable in any way for any content, including but not limited to any loss or damage incurred as a result of reliance on any content posted, emailed, transmitted, or otherwise made available on the Platform.

4.7 Even though Health Plaza does not control the content posted on the Platform by Users, Health Plaza shall have the right at its sole discretion to use, refuse, delete, or remove any content. Without limiting the foregoing, Health Plaza shall have the right to remove any content that:
(1) violates policy of Health Plaza
(2) Health Plaza receives a complaint from other users
(3) infringes intellectual property of other users
(4) violates the laws or lawful order by any governmental or regulatory authority and court.

4.8 Health Plaza has the right to block any communication, status update, post, message, or conversation on the Platform to prevent the dissemination of the Platform of other service providers other than Health Plaza.

4.9 User acknowledges that Health Plaza is not responsible for the accuracy and completeness of any information regarding the products, Product Owners, Buyers, or chat board discussions on the Platform. User must independently evaluate the details of the products and assumes all risks associated with the purchase or usage of the products.

4.10 Buying or selling products from a Product Owner is a transaction between a Buyer and a Product Owner. Health Plaza is not involved in the buying or selling of products. Health Plaza merely provides the platform service to allow buyers and product owners to transact with each other.

4.11 Health Plaza reserves the right to suspend all usage for its Platform if User shares or links the Platform to external platforms or websites and receives any codes or scripts from such sharing or linking. The use of such codes or scripts is the responsibility of the external party, not Health Plaza's.

4.12 Health Plaza reserves the right to change or, suspend or terminate any and all the services in the Platform at any time as it deems appropriate.

5. Privacy

5.1 Health Plaza makes a Privacy Notice available in this Platform. Please review the Privacy Notice carefully. By using the Platform, User consents to Health Plaza collecting, using, disclosing, and/or taking any other action on User's personal data in accordance with the Privacy Notice. Health Plaza has the right to use User's data arising from the use of the Platform.

5.2 User acknowledges that submissions of information over the internet are never entirely secure. While Health Plaza implements an information security management system in accordance with international standards, Health Plaza cannot guarantee the security of the personal data that User submits through the Platform while it is in transit over the internet. Any such submission is at User’s own risk.

5.3 User agrees to comply with the Personal Data Protection Law applicable to the information that User receives from using the Platform. This includes cooperating with Health Plaza in fulfilling requests from other users who provide information or own the data.

5.4 User acknowledges that Health Plaza will access, collect, use, and disclose User's Account information and any messages from User to a competent legal authority, public official, or any other person as required by law, in accordance with a court order, or for the following reasons:
(1) comply with the legal procedures
(2) comply with these Terms or other Health Plaza’s policies
(3) react on complaints in the event that the User's content infringes intellectual property rights or any rights of other users or third parties.
(4) fulfill Buyer’s order
(5) protect the right, properties or safety of Health Plaza, User or other people.

6. Consequences of breach of terms and conditions

6.1 In the event that User breaches or violates these Terms, Health Plaza has the right to:
(1) suspend, cancel or terminate their Account
(2) restrict right to use their Account
(3) pursue criminal prosecution
(4) claims for damages

7. Intellectual Property

7.1 Use of the platform does not grant Users any ownership rights in any intellectual property related to the platform services or content accessed by Users.

7.2 Health Plaza and/or its partners own all rights, titles and interests in any and all copyrights, trademark rights, patent rights and other intellectual property or other rights in the Platform, as well as any work product, and any improvements, design contributions or derivative works conceived or created by Health Plaza.

7.3 Health Plaza shall not be held liable for any damages arising from the User's infringement of the intellectual property rights of any other person.

8. Payment Method for Purchasing Products

8.1 Health Plaza provides the following payment method on the Platform for purchasing products,
(1) Credit Card and Debit Card
(2) Alipay
(3) WeChat
(4) Application K+
(5) Mobile Banking
(6) QR Code

8.2 User may only change their preferred payment method for their purchase prior to completing the payment.

8.3 Health Plaza takes no responsibility and assumes no liability for any loss or damages to User arising from shipping information and/or payment information entered by User or a wrong remittance by User in connection with the payment for the Product purchased. Health Plaza reserves the right to check whether User is duly authorized to use a certain payment method, and may suspend the transaction until such authorization is confirmed or cancel the relevant transaction where such confirmation is not available.

9. Delivery of Products

9.1 After Buyer pays the product price, Health Plaza will send the order and confirm receipt of payment for the product to Product Owner.

9.2 After Product Owner receives an order and confirmation of payment from Health Plaza, Product Owner will deliver it to Buyer within the stated delivery timeframe. If there is a delay or any circumstance causing late delivery beyond the stated timeframe, Product Owner must immediately notify Buyer in writing through the Platform of the delay and its cause. In such a case, Buyer has the right to either cancel the order or extend the delivery timeframe. If Buyer cancels the order, the purchase transaction will be then terminated. Health Plaza will refund to Buyer any product payment amounts it has received.

9.3 Product Owner is responsible for the delivery cost. Product Owner shall use either the shipping service provider procured by Health Plaza or himself.

9.4 Product Owner bears all risk related to delivery and shall maintain adequate insurance coverage for shipment of purchased products. In the event any purchased product is damaged, lost or unable to be delivered during shipment, Health Plaza will not be liable for any damages, costs, expenses or fees arising therefrom. Product Owner and/or Buyer shall contact the shipping service provider directly to resolve any such issues.

9.5 When purchasing a service package, Buyer will receive an electronic coupon delivered via email, text. Buyer can exercise its right to use the service package after receiving an electronic coupon by contacting the Product Owner for making an appointment.

9.6 For the purposes of this clause, the “delivery timeframe” refers to the period of 3 days from the date on which Buyer pays for the product, during which the product is expected to be delivered to Buyer.

10. Release of Payment to Product Owner

10.1 When Buyer has successfully paid for the purchase price, Health Plaza will retain the payment and not release it to Product Owner until Buyer confirms receipt of the product or the confirmation period expires. Once Buyer confirms receipt of the product or the confirmation period expires (whichever occurs first), Health Plaza will then remit the product payment to Product Owner after deducting the platform service fees charged by Health Plaza.

10.2 In the event of any dispute between a Product Owner and a Buyer regarding products, Health Plaza may, at its sole discretion, choose to refund the product price to Buyer or retain the product price until the dispute is settled, without any liability to Product Owner or Buyer. If Health Plaza retains the product price, once the dispute is settled, Health Plaza will release the product price to the entitled party. If the entitled party is Product Owner, Health Plaza will deduct the Platform service fee charged by Health Plaza.

10.3 For the purposes of this clause, the "product receipt confirmation period" means the period for Buyer to confirm they have successfully received the product, which is 7 days from the date Product Owner delivered the product.

11. Return of Purchased Product

11.1 If Buyer wishes to exercise their legal right to cancel the purchase, Buyer must exercise such right within the period prescribed by law, which is within 7 days from the date of receiving the product, by requesting a product return through the designated channel on the Platform. Upon receiving the return request, Health Plaza will coordinate with Product Owner to facilitate the product return. Buyer must return the product via the courier specified by Health Plaza, and Product Owner shall bear the return shipping costs. Health Plaza will refund the product price to Buyer within 15 days from the date the return request was received.

11.2 If Buyer does not exercise their legal right to cancel the purchase within the period prescribed by law, Buyer shall have no right to return the product, unless Product Owner consents to such return. In that case, Product Owner must reach a separate agreement directly with Buyer. Regardless of whether the Product Owner allows Buyer to return the product, Health Plaza will not refund the platform service fees, financial transaction fees, or any other fees paid by Product Owner to Health Plaza.

12. Product Owner’s Responsibility

12.1 Product Owner will be responsible for the product information such as details of products, inventory quantity of products. Health Plaza is not involved in preparing the product information.

12.2 Product Owner determines the price of the product and the delivery fee of the product.

12.3 Product Owner may participate in promotional activities with Health Plaza to promote the product between Buyer and Product Owner by giving discounts or by other means at the discretion of Product Owner.

12.4 For the purpose of promoting products that Product Owner participates in the promotional activities with Health Plaza, Health Plaza may post a list of participating Product Owner on third-party websites.

12.5 Product Owner must issue a receipt, credit card slip, or tax invoice to Buyer upon requested.

12.6 Product Owner is responsible for all custom and import duties for all selling products, Health Plaza is not responsible for providing any legal or tax instructions to Product Owners.

13. Advertise Service

13.1 Health Plaza offers display advertisement service (“Paid Advertising Service”) on its paid advertising site (“Paid Advertising Site”) on an ongoing basis. Product Owner may purchase the Paid Advertising Service in accordance with these terms and conditions and any explanatory materials published on the Platform, the Paid Advertising Site or otherwise communicated to Product Owner in writing (hereinafter referred to as the "Paid Advertising Rules"). Product Owner who purchases Paid Advertising Service agrees to be bound by the Paid Advertising Rules.

13.2 2 In order to purchase Paid Advertising Service, Product Owner’s Account must not be suspended or their right to use the Platform must not be suspended according to these terms and conditions or any other agreement with Health Plaza.

13.3 The Paid Advertising Service, once purchased, is non-cancellable and non-refundable.

Health Plaza will issue electronic invoices for such Paid Advertising Service on a monthly basis. Product Owner must provide a valid and functional email address to Health Plaza to send the invoice.

Health Plaza may provide complimentary advertising credits as a promotional offer to Product Owners at no cost. Such complimentary advertising credits shall have a validity period as specified for each particular offer. If no validity period is stated for a given offer, the complimentary advertising credits shall be valid for 6 months from the date Product Owner received those free advertising credits.

13.4 The Products listed on the Platform must comply with all relevant laws and regulations, the Paid Advertising Rules and Health Plaza’s policies. Product Owner understands and agrees that Health Plaza has the right to immediately remove any listing that violates any of these requirements. If Product Owner does not comply with all relevant laws and regulations, the Paid Advertising Rules and Health Plaza’s policies, Product Owner still be liable to pay the outstanding the fee of the Paid Advertising Service.

13.5 Product Owner agrees that Health Plaza does not warrant or guarantee any increase in viewership or sales of Products as a result of the Paid Advertising Service.

13.6 Product Owner is advised to purchase the Paid Advertising Service only after fully considering their budget and intended advertising objectives. Health Plaza shall not be liable for any compensation or be subject to any liability (including but not limited to actual expenses and lost profits) for the results or intended results of any Paid Advertising Service.

13.7 IF, NOTWITHSTANDING ANYTHING IN THESE TERMS AND CONDITIONS, HEALTH PLAZA IS FOUND BY A COURT OF COMPETENT JURISDICTION TO BE LIABLE IN RELATION TO ANY PAID ADVERTISING SERVICE, THEN, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, HEALTH PLAZA’S LIABILITY TO PRODUCT OWNER IS LIMITED TO THE AMOUNT PAID BY PRODUCT OWNER FOR THE PAID ADVERTISING SERVICE IN QUESTION ONLY.

14. Fee

14.1 Health Plaza will charge the platform service fee from Product Owner at the rate specified in the Platform Service Agreement for online product sales between Health Plaza and Product Owner.

14.2 Health Plaza will charge a credit or debit card fee at the rate charged by the issuing bank and deduct it from the product price that Health Plaza will remit to Product Owner. Health Plaza will provide details about credit or debit card charges, fee calculation method, and any other related conditions through the Health Plaza platform.

14.3 Product Owner may charge credit or debit card fees to the product price. In such cases, Product Owner agrees not to charge Buyer any other fee related to use of a credit or debit card. Health Plaza reserves the right to stop or terminate Product Owner's account if Product Owner violates this condition.

15. Dispute

15.1 In the event a problem arises from a transaction, Buyer and Product Owner agree to communicate with each other first to attempt to resolve such dispute by mutual discussions. If the matter cannot be resolved by mutual discussions, Buyer or Product Owner may resort to the court of the competent jurisdiction to resolve the dispute.

15.2 Buyer and Product Owner agrees that it will not bring suit or otherwise assert any claim against Health Plaza or its affiliates in relation to any transaction made on the Platform or any dispute related to such transaction.

15.3 User can send a written request to Health Plaza to assist them in resolving issues which may arise from a transaction. Health Plaza may, at its sole discretion, take all necessary steps to assist User resolving their dispute.

16. Comments

16.1 Health Plaza welcomes all comments from User, which helps Health Plaza improve the quality of the Platform.

16.2 User can submit comments to Health Plaza according to the following conditions:
(1) send the opinion in written via email: [email protected]
(2) Health Plaza will not accept anonymous comments.
(3) Notify complete, clear fact without causing disrepute to others.

17. Disclaimer

17.1 The services are provided "AS IS" and “AS AVAILABLE” without any warranties, claims or representations made by Health Plaza of any kind either expressed, implied or statutory with respect to the services, including, without limitation, warranties of quality, performance, non-infringement, merchantability, or fitness for a particular purpose, nor are there any warranties created by course of dealing, course of performance or trade usage.

17.2 Health Plaza does not warrant that the services, this Platform or the functions contained therein will be available, accessible, uninterrupted, timely, secure, accurate, complete or error-free, that defects, if any, will be corrected, or that this Platform and/or the server that makes the same available are free of viruses, clocks, timers, counters, worms, software locks, drop dead devices, trojan-horses, routings, trap doors, time bombs or any other harmful codes, instructions, programs or components.

17.3 User acknowledges that the entire risk arising out of the use or performance of the Platform and/or the services remains with the User.

17.4 Health Plaza has no control over and does not guarantee or accept any responsibility for:
(1) The fitness for purpose, existence, quality, safety or legality of Products available on the Platform;
(2) The ability of Product Owner to sell Products or ability of Buyers to pay for the products.

18. Limitation of Liability

18.1 In no event shall Health Plaza be liable for the following damages, even if Health Plaza has been advised of the possibility of such damages;
(1) loss of use, loss of profits, loss of revenues, loss of data, loss of good will or failure to realize anticipated savings, in each case whether direct or indirect; or
(2) any indirect, incidental, special or consequential damages.

18.2 User acknowledges and agrees that the sole remedy available to User with respect to any problems or dissatisfaction with the services is to request for termination of Account and/or discontinue any use of the Platform.

18.3 Nothing in these terms and conditions shall limit or exclude any liability for death or personal injury caused by Health Plaza ’s negligence, for fraud or for any other liability on the part of Health Plaza that cannot be lawfully limited and/or excluded.

19. Links to Third Party Sites and Sharing Videos from YouTube

19.1 Third-party links provided throughout the Platform are offered as a courtesy only. The sites they link to are not under the control of Health Plaza in any manner, and therefore, Users access them at their own risk. Health Plaza assumes no responsibility for the content of any linked site or any link contained within a linked site, including any changes or updates to such sites. These links are provided solely for convenience, and their inclusion does not imply or express affiliation, endorsement, or sponsorship by Health Plaza of any linked site or its content.

19.2 Health Plaza allows User to share videos from YouTube on the Health Plaza Livestream Feature (“YouTube Content”). By sharing YouTube Content, User hereby agrees to be bound by the YouTube Terms of Service (https://developers.google.com/youtube/terms/api-services-terms-of-service)

20. Your Contributions to The Platform

20.1 By submitting content for inclusion on the Platform, User represents and warrants that User has all necessary rights and/or permissions to grant the licenses below to Health Plaza. User further acknowledges and agrees that User are solely responsible for anything User posts or otherwise makes available on or through the Platform, including, without limitation, the accuracy, reliability, nature, rights clearance, compliance with law and legal restrictions associated with any content contribution. User hereby grants Health Plaza and its successors a perpetual, irrevocable, worldwide, non-exclusive, royalty-free, sub-licensable and transferable license to use, copy, distribute, republish, transmit, modify, adapt, create derivative works of, publicly display, and publicly perform such content contribution on, through or in connection with the services in any media formats and through any media channels, including, without limitation, for promoting and redistributing part of the Platform (and its derivative works) without need of attribution and User agrees to waive any moral rights (and any similar rights in any part of the world) in that respect. User understands that their contribution may be transmitted over various networks and changed to conform and adapt to technical requirements.

20.2 Any content, material, information or idea you post on or through the Platform, or otherwise transmit to Health Plaza by any means (each, a "Submission"), is not considered confidential by Health Plaza and may be disseminated or used by Health Plaza without compensation or liability to User for any purpose whatsoever, including, but not limited to, developing, manufacturing and marketing products. By making a Submission to Health Plaza, User acknowledges and agrees that Health Plaza and/or other third parties may independently develop software, applications, interfaces, products and modifications and enhancements of the same which are identical or similar in function, code or other characteristics to the ideas set out in User’s Submission. Accordingly, User hereby grants Health Plaza and its successors a perpetual, irrevocable, worldwide, non-exclusive, royalty-free, sub-licensable and transferable license to develop the items identified above, and to use, copy, distribute, republish, transmit, modify, adapt, create derivative works of, publicly display, and publicly perform any Submission on, through or in connection with the Platform in any media formats and through any media channels, including, without limitation, for promoting and redistributing part of the Services (and its derivative works). This Clause 20.2 does not apply to personal information that is subject to our privacy policy except to the extent that User makes such personal information publicly available on or through the Platform.

21. Third Party’s Participation in Platform and External Platform Links

21.1 Each participant contributing data, text, images, sounds, video, software and other content to the Platform is solely responsible for the accuracy, reliability, nature, rights clearance, compliance with law and legal restrictions associated with their content. As such, Health Plaza is not responsible to, and shall not, regularly monitor or check for the accuracy, reliability, nature, rights clearance, compliance with law and legal restrictions associated with any contribution of content. Health Plaza is not responsible for any user's actions or inactions, including, without limitation, things they post or otherwise make available via the Platform.

21.2 The Platform may contain links to third party products, websites, services and offers. These third-party links, products, websites and services are not owned or controlled by Health Plaza. Rather, they are operated by, and are the property of, the respective third parties, and may be protected by applicable copyright or other intellectual property laws and treaties. Health Plaza has not reviewed, and assumes no responsibility for the content, functionality, security, services, privacy policies, or other practices of these third parties. User is encouraged to read the terms and other policies published by such third parties on their websites or otherwise. By using the Platform, User agrees that Health Plaza shall not be liable in any manner due to User’s use of, or inability to use, any website or widget. User further acknowledges and agrees that Health Plaza may disable User’s use of, or remove, any third-party links, or applications on the Platform to the extent they violate these Terms.

22. Fraudulent or Suspicious Activity

Health Plaza has sole discretion in determining any actions by Users that may constitute fraud or are suspicious in nature. Health Plaza may take measures to protect itself, other Users, or third parties in addition to reversals, chargebacks, claims, fees, penalties, liquidated damages and any other liabilities. The measures Health Plaza may take include:
(1) Health Plaza may close, suspend, or limit User’s access to their Account or the Platform, and/or suspend the processing of any transaction;
(2) Health Plaza may suspend User’s privileges;
(3) Health Plaza may hold back, apply or transfer the money in User’s Account as required by orders of court or governmental authorities;
(4) Health Plaza may refuse to provide the Platform as a service;
(5) Health Plaza may hold back payments to Users for a period necessary to mitigate risks that could result in liability to Health Plaza or third parties, or in cases where Health Plaza believes User has engaged in any potentially fraudulent or suspicious activity or transactions.

For the purposes of this Clause 22, the following words have the meaning as follows:

"Chargeback" refers to a complaint filed by a Buyer with Health Plaza, Buyer's debit or credit card company, or the issuing bank of the debit or credit card to invalidate a payment.

"Claim" refers to a challenge to a payment that a Buyer or Product Owner files directly with Health Plaza.

"Reversal" refers to the payment reversal by Health Plaza because (a) the payment transaction was reversed by the complainant’s bank, (b) payment was remitted in error by Health Plaza, (c) payment transaction was made without authorization (e.g. use of stolen credit card), (d) User received the payment for activities that violated these Terms.

23. Indemnity

User agrees to indemnify, defend and hold harmless Health Plaza, and its shareholders, subsidiaries, affiliates, directors, officers, agents, co-branders or other partners, and employees (collectively, the "Indemnified Parties") from and against any and all claims, actions, proceedings, and suits and all related liabilities, damages, settlements, penalties, fines, costs and expenses (including, without limitation, any other dispute resolution expenses) incurred by any Indemnified Party arising out of or relating to: (a) any transaction made on the Platform, or any dispute in relation to such transaction (except where Health Plaza or its affiliates is Product Owner in the transaction that the dispute relates to), (b) the hosting, operation, management and/or administration of the services by or on behalf of Health Plaza, (d) User’s violation or breach of any term of these Terms or any policy or guidelines referenced herein, (e) User’s use or misuse of the Platform, or (f) User’s breach of any law or any rights of a third party.

24. Severability

If any provision of these Terms is found to be illegal, void, or unenforceable under any applicable laws or if any court of the competent jurisdiction in a final decision so determines, these Terms shall continue in force, save that such provision shall be deemed to be deleted.

25. Governing Law

These Terms shall be governed by the laws of Thailand.

26. Miscellaneous

26.1 Health Plaza may modify these Terms at any time by posting the revised Terms on the Platform. User’s continued use of the Platform after such changes have been posted shall constitute User’s acceptance of such revised Terms.

26.2 User may not assign or transfer any rights under these Terms to any third party without the prior written consent of Health Plaza.

26.3 Nothing in these Terms shall constitute a partnership, joint venture or principal-agent or employer and employee relationship between User and Health Plaza.

26.4 No failure or delay by Health Plaza in exercising any right shall operate as a waiver. Any waiver of Health Plaza must be made explicitly.

26.5 These Terms are solely for User’s and Health Plaza’s benefit and are not for the benefit of any other person or entity, except for Health Plaza's affiliates and subsidiaries (and each of Health Plaza's and its affiliates' and subsidiaries' respective successors and assigns).

26.6 These Terms and any agreements and policies included or referred to in these Terms constitute the entire agreement and understanding of the parties with respect to the Platform and supersede any previous agreement or understanding between the parties in relation to such subject matter.

26.7 If User has any questions or concerns about these Terms or any issues raised in these Terms or on the Platform, please contacts Health Plaza at [email protected]