1. Acceptance of Terms & B2B Restrictions
These Terms govern the use of the Apotheca website, B2B wholesale ordering portal, and related digital services. By accessing or using the site, you represent and warrant that you are an authorized representative of a licensed healthcare provider, pharmacy, clinic, healthcare facility, or other entity legally authorized to purchase pharmaceuticals from Apotheca under federal and state law.
IF YOU ARE NOT AN AUTHORIZED REPRESENTATIVE OF AN ELIGIBLE HEALTHCARE ENTITY, YOU ARE STRICTLY PROHIBITED FROM CREATING AN ACCOUNT, ACCESSING THE PORTAL, OR SUBMITTING ORDER REQUESTS.
2. License Verification & Account Security
Access to B2B ordering features is subject to verification of applicable medical licenses and credentials:
- Verification: Apotheca reserves the right to suspend or terminate account access if facility licenses, state registry credentials, or DEA numbers expire, cannot be successfully verified, or are deemed noncompliant.
- Account Credentials: Users are responsible for maintaining the confidentiality of account credentials. You are liable for all transactions, orders, and inquiries submitted under your authenticated profile. Please notify Apotheca immediately of unauthorized access.
3. Order Requests & commercial Terms
Submission of an order through the website or Portal constitutes a request to purchase products (a purchase inquiry) and does not guarantee acceptance or availability:
- Acceptance: Apotheca reserves the right to reject, modify, delay, allocate, limit, or cancel any order.
- Off-line Invoicing: No payment is processed on the Portal. Invoicing, credit evaluations, payment routing, and ACH processing are managed exclusively off-line through Apotheca's ERP system.
4. Electronic Communications
By using the website and Portal, you consent to receive communications from Apotheca electronically, including operational notifications, B2B account updates, compliance disclosures, digital invoices, order notifications, and policy updates. All mobile SMS alerts are governed under the Mobile Terms.
5. Buyer Responsibility & HIPAA PHI Exclusions
In using this Portal, Customer represents and warrants that:
- You have verified NDCs, catalog codes, and packaging details for all items.
- Your facility is legally permitted under state and federal law to receive, store, and dispense the ordered pharmaceuticals.
- HIPAA Prohibitions: Customers shall not submit, upload, or transmit any Protected Health Information (PHI) or patient-identifying data through Portal forms, order notes, contact areas, or registration documents. Customer remains solely responsible for compliance with HIPAA.
6. Cold Chain, Storage, & Logistics
- Risk of Loss: All sales are FOB Shipping Point. Title and risk of loss pass to the customer immediately upon delivery to the common carrier.
- Cold Chain Storage: Many products require immediate temperature-controlled storage. It is the customer's sole responsibility to ensure qualified staff are present at the shipping destination to store cold-chain shipments immediately. Apotheca is not liable for product degradation due to delayed storage after carrier delivery.
7. Progressive Web App (PWA) Offline Limitations
- Offline Capability: The Apotheca PWA provides offline caching of static legal documents, informational text, and generic catalog listings for convenience.
- Transaction Security: Submitting orders, changing partner details, updating settings, and authentication require an active secure HTTPS connection. Under GxP compliance rules, no order payloads are queued or saved locally in browser cache or database files while offline.
8. Regulatory Compliance & GxP Disclaimers
- GxP Records: Both parties agree to comply with all federal, state, and local regulations, including the Drug Supply Chain Security Act (DSCSA), FDA GxP requirements, and state board of pharmacy rules.
- Part 11 Compliance: Apotheca retains system logs of account creation and order requests. These logs are append-only and protected in compliance with FDA 21 CFR Part 11 electronic records. Direct access to secure database directories is blocked.
9. Website Availability & Compliance Monitoring
Apotheca does not guarantee uninterrupted access to the Portal and may modify, suspend, or discontinue any portion of the services without notice. Apotheca reserves the right to restrict ordering privileges, audit accounts, or suspend portal access to satisfy Know Your Customer procedures, suspicious order monitoring regulations, or compliance investigations.
10. Limitation of Liability & Indemnification
To the maximum extent permitted by law, Apotheca shall not be liable for indirect, incidental, consequential, special, or punitive damages resulting from the use of the website or Portal. Customers agree to indemnify, defend, and hold harmless Apotheca, Inc. from any claims, liabilities, or losses arising from misuse of the portal, submission of inaccurate licensing credentials, XSS/XSRF violations, or failure to store products in compliance with regulatory labels.
11. Governing Law & Dispute Resolution
These Terms shall be governed by the laws of the State of Arizona, without regard to its conflict of law principles. Any dispute shall be exclusively resolved in the state or federal courts located in Maricopa County, Phoenix, Arizona.
