coopervision us direct trade policy

COOPERVISION
U.S. DIRECT TRADE POLICY
Effective March 1, 2010
Customer Service: 1-800-341-2020
Fax: 1-888-385-3217
www.coopervision.com | On Eye: www.coopervision.com/us/blog
HOW TO OPEN AN ACCOUNT
TAXES
To establish an account, call Customer
Service at 800-341-2020 with
your initial order. Once the order is
received, you will be emailed or faxed
a credit application for completion.
Establishment of your account and its
ongoing status is subject to approval
by the Credit Department. If the signed
credit application is not received by CooperVision within 30
days, the order will be voided. Upon receipt of the completed
and signed credit application, CooperVision will assign an
account number and your order will be processed and shipped.
Completed credit applications can be faxed to 866-455-8545 or
emailed to [email protected] to expedite the process.
Any taxes associated with the purchase of all CooperVision
products are the customer’s responsibility. Applicable taxes will be
charged at the time of purchase unless a valid tax exemption or
resale certificate is on file with CooperVision. In the case of firsttime purchases, any tax invoiced to the customer will be credited
upon request, provided a valid certificate is received within 30
days of the invoice date. Completed tax exemption or resale
certificates should be sent to:
HOW TO PLACE AN ORDER
• For all lenses, call CooperVision Customer Service:
800-341-2020, Monday through Friday, from 8:30 a.m.
to 8:30 p.m. ET.
• Online ordering is available 24 hours a day, 7 days per week
at www.coopervision.com. • Fax your order any time to CooperVision at 888-385-3217.
• All orders are subject to approval by the Credit Department.
USING COOPERVISION AUTHORIZED DISTRIBUTORS
Many of our customers may benefit from utilizing one of
CooperVision’s authorized distributors instead of ordering directly
from CooperVision. For a complete list of authorized distributors,
please visit our website at www.coopervision.com.
CooperVision, Inc.
Attn: Sales Tax Dept.
370 Woodcliff Drive, Suite 200
Fairport, NY 14450
The customer is responsible for providing CooperVision with a
valid tax-exempt form or resale certificate if applicable.
COOPERDIRECT™ PATIENT DELIVERY
CooperDirect is CooperVision’s direct-to-patient delivery program.
It is an easy-to-use program for shipping lenses directly to your
patient’s home or office and can be used with both annual supply
and Rx individual lenses. Two-week and 1-Day spherical lenses
may also be shipped in semi-annual supplies. Trial lenses are not
eligible to ship using the CooperDirect delivery program.
Lenses will arrive at the patient’s address with a packing list while
the invoice is sent directly to your office. The boxes or labels will
be clearly marked with a sticker indicating Right or Left to make
it easier for the patient to decipher what lens should be worn in
each eye.
PAYMENT TERMS AND CONDITIONS
CooperDirect patient delivery is available for contact lens
orders that are ordered by phone, fax, or e-commerce at
www.coopervision.com. CooperDirect orders are subject to the
same shipping charges stated under the CooperVision freight
policy (see shipping policy and freight promotion).
Net fifteen (15) days from date of statement. Billing adjustments
must be requested within 30 days of the monthly statement.
TRIAL LENSES
In the event that payment is not made as required by Terms of
Payment, the customer shall be liable to CooperVision for the
full invoice amount, plus its full costs of collection (including
actual court costs, collection agency fees, and attorneys’ fees and
expenses) and CooperVision may, in its sole discretion, terminate
the account or refuse to accept or fill orders until the foregoing
amounts have been paid in full.
Trial lenses are not eligible for return or exchange. The number
of trial lenses available to CooperVision customers depends
on the quantity of revenue lenses purchased. Customers must
obtain their trial lenses from the same source (CooperVision, or
an Authorized Distributor, etc.) that provides their revenue lenses.
Trials are for professional use only and are not to be resold. Trial
lens fitting sets remain the property of CooperVision.
RETURN POLICIES
“IT’S OKAY” GUARANTEE*
SM
CooperVision’s “It’s Okay” Guarantee
allows exchanges or returns of all the
CooperVision lenses listed below
dduring the first 100 days following the
original invoice. While products NOT
listed below cannot be returned under
the “It’s Okay” guarantee, they may still
be able to be returned under a different CooperVision return policy,
such as the Defective Product Policy (see below for details).
Products/brands eligible for the “It’s Okay” guarantee are:
Avaira® Brand
ClearSight™ Brand
Vertex® Brand
Biofinity® Brand
Hydrasoft® Brand
Biomedics® Brand
Proclear® Brand Product is invoiced at the full price and full credit is issued for
all products returned within 100 days of the original invoice.
All unopened product being returned for credit must be intact
and in re-saleable condition; free of writing, stickers, or markings
of any kind. Any product not received in re-saleable condition will
not be credited and will be destroyed. Patient cancellation credit
made within 100 days of original lens purchase will be 100% of
the original lens price (as long as they are returned in re-saleable
condition).
For full credit on opened products, 90-pack returns/exchanges
must contain at least 85 unopened lenses in intact strips,
30-pack returns/exchanges must contain at least 25 unopened
lenses in intact strips, 6-pack returns/exchanges must contain
at least five unopened lenses and 4-pack returns/exchanges
must contain at least three unopened lenses to be eligible for the
“It’s Okay” Guarantee. All lenses returned without their Return
Form, or not in their original packaging, will not be credited.
While we want our customers to utlilize this valuable return option,
those customers returning product in quantities deemed to be
excessive by CooperVision may have their return privileges
suspended or revoked.
UNOPENED EXCHANGE POLICY
Unopened, un-expired lenses must be exchanged for the same
lens type only (e.g., Frequency 55 for Frequency 55, Preference
for Preference) and must be product currently offered for sale
by CooperVision (i.e., not discontinued). To return, follow the
procedure outlined in “Return Policy”. Any product not received
in re-saleable condition will not be credited and will be destroyed.
DEFECTIVE PRODUCT POLICY
CooperVision contact lenses are manufactured under strict
manufacturing tolerances and controls. If you believe that a
lens is defective, you must return the lens within 30 days from
the dispensing date. A SPECIFIED REASON for return must be
included. Upon receipt of the lens(es), CooperVision will promptly
inspect it for the REASON STATED. If the inspection of the
returned lens meets specifications for the REASON STATED, the
lens will be returned. If the returned lens is to be dispensed, it
must be sterilized or disinfected before use. CooperVision assumes
no liability for the lens.
To exchange or return any product (single lenses or
packs), the procedure is to:
1. Call Customer Service to place an exchange order. The
replacement lens(es) will be sent along with a replacement
lens invoice reflecting your current price.
2. Return your original lens in its original blister with your
return form.
For CooperVision product returns, complete the Product Return
Form found on the bottom of the original order and send entire
pick list/invoice to:
CooperVision Product Returns
180 Thruway Park Drive
West Henrietta, NY 14586
3. Lenses purchased through an Authorized CooperVision
Distributor must be returned and/or exchanged directly with
the Authorized Distributor from which they were purchased.
Purchases from any unauthorized source are not eligible for any
warranties, exchanges, or returns.
4. Product returned for credit must be returned with a minimum
of 12 months dating (minimum 1 year) of the expiration date
shown on the packaging.
5. Lenses in packages with the end flaps removed, due to patient
rebate redemption or another reason, are INELIGIBLE for return
or exchange.
6. Products damaged in shipment or shipped in error may
be returned provided the damage or error is reported to
CooperVision Customer Service at 800-341-2020 within five
business days of the shipment being received.
*Any product returned, for any reason, remains the property of the customer
until received by the manufacturer. Returned products should be returned by
a traceable shipping method to protect against loss.
SHIPPING POLICY
All orders will be shipped prepaid and Freight On Board from
site of manufacturer. For all lenses, all orders for inventoried
lenses placed by 2:00 p.m. EST. Monday through Friday, using
a paid 2-Day or Overnight Service, are guaranteed for same-day
shipment. Orders using non-priority carriers or the free freight
promotion are not guaranteed, and in most cases, will ship within
24 hours of your order.
FREIGHT PROMOTIONS
HIPAA PRIVACY RULE POLICY
CooperVision offers a “free freight”
promotion with the purchase of
four multipacks of certain products.
The free freight promotion provides
a 2-Day shipping service for
shipments to the Practitioner’s
office only (excluding P.O. Boxes)
once the processed order leaves
our warehouse. That service may be a ground service or an air
service, depending upon your geographical location using the
UPS Ground Map. Trial lenses do not qualify for free freight
promotions by themselves. However, if combined with a qualifying
purchase, they may also be eligible for free freight. A business associate contract, as such term is described under
the Health Insurance Portability and Accountability Act of 1996,
as amended, and its implementing regulations (“HIPAA”), is
not required for disclosures between health care providers for
the treatment of an individual (see 45 CFR 164.502(e)(1)(ii)
(A)). Likewise, a medical device company is not a business
associate of a covered provider with respect to disclosures to
a device company for that company’s payment purposes, as
the device company is not performing a function or activity
on behalf of, nor providing a specified service to, the covered
provider (see 45 CFR 160.103). This conclusion is supported
by guidance issued by the U.S. Department of Health and
Human Services Office of Civil Rights (see http://www.hhs.gov/
ocr/privacy/hipaa/faq/providers/business/490.html). Accordingly,
you acknowledge and agree that the services offered by
CooperVision do not render it a “business associate” or
necessitate a “business associate contract” between the parties
for purposes of compliance with HIPAA, because any protected
health information CooperVision receives from you is used for its
own treatment or payment purposes. You further acknowledge
and agree that this policy shall serve to terminate any existing
business associate contract between the parties.
ORDERS BY PHONE, FAX, AND ONLINE
Minimum order quantity: Four (4) Revenue Multipacks
Approved free freight carriers:
UPS Ground
UPS 3-Day Select
Consolidated Routing (CA courier)
Rules:
•You must have one of the qualifying carriers above to be eligible
for the free freight promotion.
•If your order qualifies for free freight and you have Consolidated
Routing as your carrier, your order will ship out free freight by
that method.
•CooperDirect™ orders (direct to patient) that qualify for the free
freight promotion, and are coded with one of the qualifying
carriers above, will be shipped free freight but will not be
upgraded to a 2-Day service.
•Overnight and/or Saturday delivery orders are excluded from
the free freight promotion.
•Authorized Distributor orders are not eligible for the free
freight promotion.
•If your account is not current (i.e., you fail to make payments
in accordance with the payment terms), your orders are not
guaranteed to ship according to the shipping policy and/or
freight promotion.
Backorders and custom (made-to-order) lenses on
free freight promotion
If the original order qualifies for the free freight promotion, all
products released from backorder and/or all made-to-order
products released from manufacturing ship with free freight.
CONFIDENTIALITY
You agree to take all reasonable measures to maintain the
confidentiality of and not disclose any trade secret, nonpublic information regarding CooperVision’s business or other
confidential information, including but not limited to the terms
of this Direct Trade Policy and CooperVision’s pricing. However,
you may disclose such information or terms (i) on a confidential
basis to legal or financial advisors and (ii) pursuant to the laws,
order, or requirement of a court, administrative agency, or other
governmental body, provided that you give reasonable notice to
CooperVision to contest such order or requirement.
PRODUCT RECALLS
In the event of a recall of any CooperVision products, whether
voluntary or as required by a governmental authority, you agree
to immediately cease distribution of the affected products upon
notice thereof and otherwise cooperate with CooperVision in
all respects relating to such recall. You agree to maintain and
make available to CooperVision such records pertaining to your
distribution of CooperVision products as reasonably required by
CooperVision from time to time so as to facilitate CooperVision’s
ability to effect a recall of affected products or otherwise identify
consumers who may have such products.
CUSTOMER REPRESENTATIONS AND WARRANTIES
TRADEMARKS
You represent and warrant to us and
agree that: (i) you are or employ on
your premises a licensed eye care
professional in good standing and
duly authorized to fit, prescribe,
and dispense contact lenses in the
state(s) in which you do business;
(ii) you will dispense the Products
to your patients only and you will not sell or provide the Products
to any other person or entity; and (iii) you will comply with all
applicable laws, rules, and regulations in connection with your
purchase, use, and sale of the Products.
Customer agrees that it will not use or reproduce any CooperVision
trademarks, trade names, or logos (“Marks”) in any way except to
the extent that such marks appear on the products themselves sold
by CooperVision or as set forth in this section. Customer may use
the Marks solely in connection with its marketing of CooperVision
products. To the extent not already expressly permitted herein,
Customer shall, prior to its first use of any such Marks, submit
representative samples to CooperVision for its prior approval, which
approval shall not be unreasonably withheld. Once CooperVision has
approved such representative samples of Customer’s intended use,
Customer need only submit to CooperVision for prior approval, as
above, displays of the Marks in a substantially different manner from
what was previously approved. The foregoing does not include, and
Customer is not granted any rights to use, reproduce, or display, any
third-party trademarks, trade names, or logos notwithstanding their
use on or with CooperVision products. Do not use the Marks in any
of the following ways: in any way that infringes, derogates, dilutes, or
impairs the quality of, or CooperVision’s rights in, the Marks; in any
shortened, abbreviated, or otherwise altered form; in any manner
that is misleading, defamatory, libelous, obscene, or otherwise
objectionable, in CooperVision’s opinion. Customer shall not remove
or obscure any of the Marks on or in CooperVision products or
documentation, and will not attach any additional trademarks, logos,
or trade designations on or to the products or documentation.
You further acknowledge and agree that a violation of this Direct
Trade Policy will cause irreparable harm to us and that a remedy
at law would be inadequate. Therefore, you agree that, in addition
to any other available remedies, we will be entitled to an injunction
or other equitable relief against any threatened or actual violation
of this Direct Trade Policy.
LIMITATIONS
The policies stated herein are in lieu of all express warranties
and of all other liabilities and obligations on the part of
CooperVision for any of its products. CooperVision disclaims
all implied warranties, including the implied warranty of
merchantability and/or fitness for a particular purpose.
Neither acceptance of orders by CooperVision nor any other
course of dealing with CooperVision products will cause the
customer to become CooperVision’s distributor or have any
ongoing right to purchase CooperVision products. CooperVision
reserves the right to terminate an account at any time in its
sole discretion.
CooperVision expressly denies the right of any person to incur or
assume for it any liability or obligation in connection with sales of
any CooperVision products other than expressly set forth herein.
CooperVision will in no event be liable for any lost profits or indirect,
special, incidental, consequential, or punitive damages, regardless
of the type of claim (including negligence). CooperVision’s liability
for any claim relating to this Direct Trade Policy is in all events
limited to the amounts paid by you in the six-month period
immediately prior to the date the claim arose, whether the claim
arises under contract, statute, or common law. Any action against
CooperVision for an alleged breach of this Direct Trade Policy must
commence within one (1) year from the date of purchase.
GOVERNING LAW AND JURISDICTION
This Direct Trade Policy shall be governed by New York law without
reference to conflict of law’s principles. Any legal action relating
to this Direct Trade Policy may be brought in the state or federal
courts for Monroe County, New York, and each party consents to
the venue and jurisdiction of such courts. The prevailing party in
any suit or proceeding will have the right to recover its costs and
reasonable fees of attorneys and other professionals incurred in
connection with the action and any appeal.
GENERAL PROVISIONS
You may not assign any of your rights or delegate your obligations
under this policy without our prior written consent, and any
attempt to do so shall be void. No delay or failure to exercise or
enforce any right or provision of this policy will be considered a
waiver thereof or of any right thereafter to exercise and enforce
that or any other right or provision. If any provision of this policy is
held to be invalid or unenforceable, the validity and enforceability
of the remaining provisions shall not be affected in any way.
This policy supersedes all prior or contemporaneous policies,
understandings, or representations with respect to its subject
matter, whether written or oral.