1.Definitions & Interpretation
Unless specifically defined otherwise, the definitions and provisions for interpreting the terms will follow those outlined in Schedule 1, which applies to these Terms & Conditions of Sale.
2.Purchase of Products
2.1 Your compliance: By using the Platform to purchase Products, you agree to adhere to all guidelines, notices, operating rules, policies, and instructions related to the purchase of Products. These guidelines may be issued by AllGenHealth on behalf of the Seller and may be amended from time to time. AllGenHealth reserves the right to revise these guidelines, notices, operating rules, and policies at any time. You are considered informed about and obligated to comply with any changes to the aforementioned guidelines upon their publication on the Platform.
2.2 Product description: While the Seller strives to provide an accurate description of the Products, neither AllGenHealth nor the Seller guarantees the accuracy, currency, or error-free nature of such description. If the Product you receive differs significantly from the description on the Platform and the one you ordered, Clause 6 of these Terms & Conditions of Sale will be applicable.
2.3 Sellers: The sale of Products is carried out by "Sellers." The term "Seller" may also refer to a party other than AllGenHealth, known as a "Third Party Vendor," as mentioned in these Terms & Conditions of Sale. Products sold by Sellers to you will be subject to individual Customer Contracts (further details provided in Clause 2.6), which:
2.3.1 For Products sold by Third Party Vendors, the agreements shall be entered into directly and exclusively between you and the Third Party Vendor.
2.4 Placing your Order: You can place an Order by completing the checkout process on the Platform and clicking the "Make a Payment" button, then completing that payment. The Seller will not accept Orders placed through any other method. It is your responsibility to ensure the accuracy of the Order.
2.5 Orders are irrevocable and unconditional: Once transmitted through the Platform, all Orders are considered irrevocable and unconditional. The Seller is entitled (but not obligated) to process such Order(s) without requiring any further consent, reference, or notice from you. However, in certain circumstances as outlined in Clause 8, you may request to cancel or modify the Order. The Seller will make reasonable efforts to accommodate such requests on a commercial basis. However, it is important to note that the Seller is not obliged to fulfill any request to cancel or modify an Order.
2.6 Seller's reservation of rights regarding Orders: The Seller has the sole discretion to accept or decline any Orders, and each accepted Order (referred to as a "Customer Contract") constitutes a separate contract. You understand that unless you receive a notice of Order acceptance from the Seller, there are no legally binding agreements or promises between you and the Seller regarding the sale or any dealings related to the Product(s). Therefore, the Seller cannot be held liable for any losses incurred as a result. It is important to note that the Seller reserves the right to decline the processing or acceptance of any Orders received through the Platform at its absolute discretion.
2.7 Termination by Seller due to pricing error: In the event of a mispriced Product on the Platform, the Seller has the right to terminate the Customer Contract. If such a termination occurs, AllGenHealth will notify you on behalf of the Seller, providing a three-day notice of cancellation. The Seller retains the right to terminate the Customer Contract, regardless of whether the Products have been dispatched or are in transit, and whether payment has been charged to you.
2.8 Product Warranty: The Product Warranty for a specific Product sold under a Customer Contract is as stated by the Seller on the Platform, within the Product Listing Page. The Product Warranty is subject to the terms and conditions specified therein. The warranties, conditions, remedies for breach of warranty or condition, and other terms stated in the Product Warranty, unless expressly prohibited by applicable mandatory law, replace all other terms, warranties, and conditions, whether expressed or implied, statutory or otherwise. Except as expressly provided in the Product Warranty, the Seller excludes (unless expressly prohibited by applicable mandatory law) all other expressed or implied terms, warranties, or conditions related to the supplied Products.
2.9 Customer's acknowledgement: You acknowledge and confirm that you have not relied on any term, condition, warranty, undertaking, inducement, or representation made by or on behalf of the Seller that has not been expressly stated in a Customer Contract or in any document, including catalogs or promotional materials produced by AllGenHealth or the Seller. Furthermore, you acknowledge and agree that the exclusion of warranties, limitations of liability, and limitations of remedies outlined in these Terms & Conditions of Sale and Customer Contracts allocate risks between the parties and enable the Seller to offer the Products at lower fees or prices. You agree that such exclusions of liability are reasonable.
2.10 No representations or warranties: Without affecting the general statement in Clause 2.9:
2.10.1 No condition is implied or expressed, and no warranty is given or implied regarding the lifespan or wear of the supplied Products or their suitability for any specific purpose or use under any particular conditions, even if such purpose or conditions are known or communicated to the Seller.
2.10.2 The Seller is obligated to deliver Products according to the general description under which they were sold, regardless of whether any specific or special description was provided or implied by law. Any such specific or special description should be regarded as the Seller's opinion. Neither AllGenHealth nor the Seller provides any warranty regarding the quality, state, condition, or fitness of the Products.
2.10.3 AllGenHealth shall not be held liable for the following actions and measures taken by the Customer or third parties, as well as the consequences that may arise from them: improper resolution of defects, modification of the Products without prior agreement from AllGenHealth, addition or insertion of parts, particularly spare parts that are not sourced from AllGenHealth.
2.10.4 The Seller shall not be held liable for any defects resulting from unsuitable or improper use, faulty installation or commissioning by the Customer or third parties, normal wear and tear, deliberate damage, negligence, abnormal working conditions, improper or negligent handling, inadequate maintenance, excessive load, use of unsuitable operating materials or replacement materials, substandard workmanship, inadequate foundation, chemical, electro-technical/electronic or electrical influences, failure of the Customer or third parties to follow AllGenHealth's instructions (whether provided orally or in writing), misuse, or unauthorized alteration or repair of the Products without AllGenHealth's approval.
2.10.5 The Seller shall not be held liable for any losses incurred by third parties, whether directly or indirectly, as a result of repairs or corrective actions performed without prior written approval from AllGenHealth. The Customer agrees to indemnify the Seller against all losses arising from such claims.
2.10.6 The Seller shall not be liable under the aforementioned warranty (or any other warranty, condition, or guarantee) if the full payment for the Products has not been made in cleared funds by the specified due date.
2.10.7 The Seller shall not be liable for any defects in the Products that arise after the expiration of the applicable Product Warranty, if any.
2.11 Intellectual Property:
2.11.1 Without obtaining prior written consent from AllGenHealth, the Customer shall not remove or alter the trade marks, logos, copyright notices, serial numbers, labels, tags, or any other identifying marks, symbols, or legends affixed to the Products.
2.11.2 In cases where the Seller provides the Customer with software applications, drivers, or other computer programs, as well as design details, technical handbooks, manuals, drawings, or other data (collectively referred to as "Product Materials") in connection with the Order, the use and retention of these Product Materials are subject to the terms and conditions of the prescribed license or use. This includes end-user licenses, restrictions, or conditions of use as specified by the Seller or its licensors. The Customer must strictly adhere to these terms and conditions and refrain from using the Product Materials in any manner other than as specified.
2.11.3 The Customer acknowledges and agrees that the Product Materials remain the property of the Seller or its licensors. The Customer further acknowledges that all intellectual property associated with or relating to the Product Materials is the sole and exclusive property of the Seller or its licensors. Unless explicitly stated otherwise in the Order or with prior written consent from AllGenHealth, the Customer agrees to return the Product Materials and any copies thereof upon request by AllGenHealth.
3. Delivery of Products
3.1 Address: The Products will be delivered to the address specified in your Order, either by the Seller or by AllGenHealth (or its agents) on behalf of the Seller.
3.2 Delivery & packing charges: The charges for delivery and packing will be as indicated in the Order.
3.3 Tracking: You can track the delivery status of your Order in the "Order" section of the Platform.
3.4 Delivery timeframe: You acknowledge that the delivery of Products is subject to product availability. The Seller will make reasonable efforts to deliver the Product to you within the specified delivery timeframe mentioned on the relevant product page. However, please note that while the stock information on the Platform is regularly updated, there is a possibility that a Product may become unavailable between updates. The provided delivery timeframes are estimates, and delays can occur. In case of a delay, the Seller or AllGenHealth will notify you via email and dispatch the Product as soon as it becomes available. The delivery timeframe is not of the essence, and the Seller (or its agents) shall not be held liable for any delay in delivery, regardless of the cause.
3.5 Voucher from AllGenHealth: In the event of a delivery delay, AllGenHealth may, at its discretion, offer a Voucher to the Customer. If the Customer accepts the Voucher, they shall have no further claims against the Seller.
3.6 Customer's failure to take delivery: If the Customer fails to take delivery of the Products (except in cases beyond the Customer's reasonable control or due to the Seller's fault), the Seller reserves the right, without prejudice to any other rights or remedies, to terminate the Customer Contract.
4. Prices of Products
4.1 Listing Price: The price of the Products that a Customer is required to pay shall be the Listing Price at the time the Customer's Order is transmitted to the Seller via the Platform.
4.2 Taxes: All Listing Prices are subject to applicable taxes, unless stated otherwise. The Seller retains the right to modify the Listing Prices at any time, without providing a reason or prior notice.
5.1 Payment for the Product can be made using any payment method provided by AllGenHealth. All payments should be made to AllGenHealth, whether they are accepted as payment in their own right or as an agent for Third Party Vendors. You acknowledge that AllGenHealth has the right to collect payments from you on behalf of Third Party Vendors.
5.2 Additional terms may apply to the payment methods, as determined by AllGenHealth.
5.3 By using a payment method, you agree to comply with the applicable user agreement for that payment method. You cannot hold the Seller or any of its agents (including AllGenHealth) responsible for any failure, disruption, or error related to your chosen payment method. AllGenHealth reserves the right to modify or terminate any payment method at any time, temporarily or permanently, without notice or explanation.
5.4 Invoicing: The Seller has the right to issue an invoice to you on the due date of any payment as specified in the Customer Contract.
5.5 Failure to pay: If the Customer fails to make a payment according to the terms and conditions of the selected payment method, or if the payment is canceled for any reason, the Seller reserves the right to cancel the Customer Contract or temporarily halt the delivery of the Products until full payment is received. This is without prejudice to any other rights or remedies available to the Seller.
5.6 Refund of Payment:
(a) All refunds will be issued to the person or company who made the original payment using an approved payment method.
(b) We cannot guarantee the exact timeframe for refunds to be credited to your account. The processing of payments may take time and is subject to our internal processing timeline.
(c) Refunds will only be granted upon our acceptance of a valid return of the Product.
(d) We retain the right to modify the refund processing mechanism at any time without prior notice.
6.1 Return Policy: To initiate a return, you must follow the instructions outlined in the Return Policy found at https://allgenhealth.com/en/return-policy/. The Seller is not obligated to accept any returns unless all instructions are adhered to and meet AllGenHealth's satisfaction.
7. If you have any inquiries or complaints, please reach out to AllGenHealth by utilizing the "Contact Us" page on the Platform. AllGenHealth will handle your questions and complaints by coordinating with the respective Sellers.
8.1 Cancellation by You: You have the option to cancel the Customer Contract by providing written notice to AllGenHealth at the “Contact Us” page before the Seller dispatches the Products. If the Products have already been dispatched, cancellation of the Customer Contract is not possible. However, you may proceed with returning the Products as per Clause 6.
8.2 Cancellation by Seller: Without prejudice to any other termination rights mentioned in these Terms & Conditions of Sale, the Seller, or AllGenHealth acting on behalf of the Seller, may take the following actions by providing written notice to the Customer if any of the following events occur:
8.2.1 The Products specified in the Customer Contract are unavailable for any reason. The Seller will be penalized by AllGenHealth according to the Seller Order Form Agreement if The Seller has made the sale of a product that are unavailable.
8.2.2 The Customer breaches an obligation under the Customer Contract.
8.2.3 The Customer initiates a winding-up resolution, or a court orders the winding up or dissolution of the Customer.
8.2.4 An administration order is issued against the Customer, or a receiver is appointed, or an encumbrancer takes possession of or sells any of the Customer's assets.
8.2.5 The Customer enters into an arrangement or composition with its creditors in general or seeks protection from its creditors through an application to a Court of competent jurisdiction.
9. Risk and property of the Goods
9.1 The risk of damage to or loss of the Goods is transferred to the Customer at the time of delivery. If the Customer wrongfully fails to accept delivery of the Goods, the risk is transferred when AllGenHealth or the Seller tenders delivery of the Goods.
9.2 Notwithstanding the delivery and risk transfer, the ownership of the Goods will not pass to the Customer until AllGenHealth has received full payment of the price of the Goods and any other goods agreed to be sold by the Seller to the Customer, in cash or cleared funds, which are then due.
9.3 Until the ownership of the Goods is transferred to the Customer, the Customer must hold the Goods as the Seller's fiduciary agent and bailee, and keep them separate from their own belongings.
9.4 Throughout the period in which the Seller retains ownership of the Goods, the Customer agrees to promptly notify AllGenHealth of any matters that may affect the Seller's title to the Goods. Furthermore, the Customer must provide AllGenHealth with any information relating to the Goods that AllGenHealth may reasonably require from time to time.
9.5 Until the ownership of the Goods is transferred to the Customer (and as long as the Goods are still in existence and have not been resold), AllGenHealth has the right to request the Customer to return the Goods. If the Customer fails to comply with this request, AllGenHealth reserves the right to take legal action against the Customer to recover the Goods. AllGenHealth also reserves the right to seek damages, as well as any other costs including legal fees, from the Customer.
9.6 The Customer is prohibited from pledging or using the Goods that are still the property of the Seller as security for any debts. If the Customer does so, all outstanding amounts owed by the Customer to the Seller will become immediately due and payable, without prejudice to any other rights or remedies of the Seller.
9.7 If the provisions stated in this Condition 9 are not enforceable under the laws of the country where the Goods are located, the closest legal concept pertaining to retention of title in that country shall be applied mutatis mutandis to uphold the underlying intent expressed in this condition. The Customer must take all necessary steps to ensure the same is given effect.
9.8 The Customer shall indemnify the Seller against any losses, damages, costs, expenses, and legal fees incurred by the Seller in connection with the assertion and enforcement of its rights under this condition.
10. LIMITATION OF LIABILITY
10.1 Sole Remedies of Customer: The remedies outlined in Clause 6 are the exclusive and sole remedies available to the Customer for any non-conformity or defects in the Products.
10.2 Maximum Liability: Regardless of any other provision in these Terms & Conditions of Sale, the Seller's maximum cumulative liability to you or any other party for all losses arising from or relating to the sale of Products under each Customer Contract will not exceed the total amount you have paid to the Seller under that specific Customer Contract.
10.3 Exclusion of Liability: AllGenHealth indemnities shall not be held liable to you for any losses, regardless of the form of action, arising directly or indirectly from the following:
(I) Amounts owed by other users of the Platform related to the purchase of any Product.
(II) The sale of Products to you, or their use or resale by you.
(III) Any defects resulting from fair wear and tear, willful damage, misuse, negligence, accidents, abnormal storage or working conditions, alteration or modification of the Products, or failure to comply with Seller's instructions on the use of the Products (whether oral or written).
11.1 References to "AllGenHealth": The references to "AllGenHealth" in these Terms and Conditions of Sale apply to AllGenHealth as the operator of the Platform, as well as the agent of Third Party Vendors who act as Sellers for each Customer Contract.
11.2 Right to Subcontract: Third Party Vendors have the right to delegate and/or subcontract any rights or obligations under these Terms & Conditions of Sale to AllGenHealth or any designated service providers, subcontractors, and/or agents of AllGenHealth.
11.3 Cumulative Rights and Remedies: Unless stated otherwise in these Terms & Conditions of Sale, the provisions, rights, and remedies provided herein are cumulative. They do not affect any other rights or remedies that the Seller may have under the law or in equity. The exercise of any one right or remedy by the Seller under these Terms & Conditions of Sale, or under the law or in equity, does not hinder or prevent the Seller from exercising any other rights or remedies, except as expressly provided in these Terms & Conditions of Sale or under the law or in equity.
11.4 No Waiver: The Seller's failure to enforce any provision of these Terms & Conditions of Sale does not constitute a waiver of those terms. Such failure does not affect the Seller's right to enforce these Terms & Conditions of Sale in the future. The Seller retains the right to exercise its rights and remedies in any other instance where you breach these Terms & Conditions of Sale.
11.5 Severability: If any provision of these Terms & Conditions of Sale becomes illegal, invalid, or unenforceable, it will not affect the legality, validity, or enforceability of the remaining provisions. The remaining provisions will continue to be in force as if the illegal, invalid, or unenforceable provision had been removed from these Terms & Conditions of Sale.
11.6 Rights of Third Parties: A person or entity who is not a party to these Terms & Conditions of Sale has no right, under any legislation in any jurisdiction, to enforce any term of these Terms & Conditions of Sale, even if they have been specifically identified or described. This provision does not affect the rights of any permitted assignee or transferee of these Terms & Conditions of Sale.
11.7 Governing Law: These Terms & Conditions of Sale will be governed by and interpreted in accordance with the laws of Thailand. By agreeing to these terms, you consent to the exclusive jurisdiction of the courts in Thailand.
11.8 Injunctive Relief: If the Seller determines in good faith that a breach or non-performance requires immediate action, the Seller may seek immediate injunctive relief. This means that the Seller may request a temporary restraining order or other immediate measures to address the situation when it is deemed necessary and appropriate.
11.9 Amendments: The Seller, in collaboration with AllGenHealth, may issue a notice through the Platform or by any other designated method of notification solely through AllGenHealth (including email) to amend the terms and conditions of these Terms & Conditions of Sale. Any such variation will take effect on the date specified by the Seller through the aforementioned means. If you continue to use the Platform or the Services after the effective date, it will be deemed that you have accepted the variation. If you do not agree to the variation, you must cease accessing or using the Platform and the Services and terminate these Terms & Conditions of Sale. The Seller's right to amend these Terms & Conditions of Sale in this manner will be exercised jointly with AllGenHealth (via the Portal or as prescribed by AllGenHealth), and subject to the aforementioned, may be exercised without the consent of any person or entity who is not a party to these Terms & Conditions of Sale. The latest version of the Terms & Conditions of Sale in force is applicable to each respective Order.
11.10 Correction of Errors: Any typographical, clerical, or other errors or omissions made by the Seller in any acceptance, invoice, or other document may be corrected without any liability on the part of the Seller.
11.11 Currency: All monetary references under these Terms & Conditions of Sale shall be in Thailand Baht.
11.12 Language: In the event that these Terms & Conditions of Sale are executed or translated in a language other than English (referred to as the "Foreign Language Version"), the English language version of these Terms & Conditions of Sale shall govern and take precedence over the Foreign Language Version.
11.13 Entire Agreement: These Terms & Conditions of Sale constitute the entire agreement between you and the Seller regarding the subject matter herein and supersede all prior understandings, communications, and agreements relating to the subject matter herein.
11.14 Binding and Conclusive: You acknowledge and agree that any records, including records of telephone conversations related to the Services, if any, maintained by the Seller or its service providers concerning the Platform and Services, shall be binding and conclusive on you for all purposes. These records shall serve as conclusive evidence of any information and/or data transmitted between the Seller and you. You agree that all such records are admissible as evidence, and you shall not challenge or dispute their admissibility, reliability, accuracy, or authenticity merely on the grounds that such records are in electronic form or are the output of a computer system. You hereby waive any rights you may have to object on such grounds.
11.15 Subcontracting and Delegation: AllGenHealth has the right to delegate or subcontract the performance of any of its obligations under these Terms & Conditions of Sale to third-party service providers, subcontractors, and agents as deemed appropriate by AllGenHealth.
11.16 Assignment: You are not permitted to assign your rights under these Terms & Conditions of Sale without the prior written consent of the Seller. The Seller, however, retains the right to assign its rights under these Terms & Conditions of Sale to a third party.
11.17 Force Majeure: AllGenHealth and the Seller shall not be held liable for any non-performance, error, interruption, or delay in fulfilling their obligations under these Terms & Conditions of Sale, or for any inaccuracies, unreliability, or unsuitability of the contents of the Platform and/or Services, if such events or failures are beyond their reasonable control and can be attributed, either wholly or partially, directly or indirectly, to such an event or failure.
11.18 Subcontracting and Delegation: AllGenHealth has the right to delegate or subcontract the performance of any of its obligations under these Terms & Conditions of Sale to third-party service providers, subcontractors, and agents as deemed appropriate by AllGenHealth.
11.19 Assignment: You are not permitted to assign your rights under these Terms & Conditions of Sale without the prior written consent of the Seller. The Seller, however, retains the right to assign its rights under these Terms & Conditions of Sale to a third party.
11.20 Force Majeure: AllGenHealth and the Seller shall not be held liable for any non-performance, error, interruption, or delay in fulfilling their obligations under these Terms & Conditions of Sale, or for any inaccuracies, unreliability, or unsuitability of the contents of the Platform and/or Services, if such events or failures are beyond their reasonable control and can be attributed, either wholly or partially, directly or indirectly, to such an event or failure.
1.1 "Business Day" refers to a day (excluding Saturdays, Sundays, and public holidays) on which banks in Thailand are generally open for business.
1.2 "Customer" refers to an authorized user of the Platform and/or the Services.
1.3 "Customer Contract" is defined as specified in Clause 2.6.
1.4 "Intellectual Property" encompasses all copyright, patents, utility innovations, trademarks and service marks, geographical indications, domain names, layout design rights, registered designs, design rights, database rights, trade or business names, rights protecting trade secrets and confidential information, rights protecting goodwill and reputation, and all other similar or corresponding proprietary rights. This includes both existing rights and those created in the future, registered or unregistered, anywhere in the world. It also covers all benefits, privileges, rights to sue, recover damages, and obtain relief or other remedies for any past, current, or future infringement, misappropriation, or violation of any of the aforementioned rights.
1.5 "AllGenHealth Indemnitees" refers to AllGenHealth and all of its officers, employees, directors, agents, contractors, and assigns who are entitled to indemnification.
1.6 "AllGenHealth" refers to Pacific Healthcare (Thailand) Co., Ltd, a company incorporated under the laws of Thailand with registration number 0105504000253 and registered address at 1011 Supalai Grand Tower Room No.01, 29th Floor Rama III Road, Chongnonsee Yan Nawa, Bangkok 10120, Thailand.
1.7 "Listing Price" denotes the price of Products listed for sale to Customers as indicated on the Platform.
1.8 "Losses" encompasses all losses, settlement sums, costs (including legal fees and expenses on a solicitor-client basis), charges, expenses, actions, proceedings, claims, demands, and other liabilities, whether foreseeable or not.
1.9 "Order" represents your request for Products submitted through the Platform in accordance with the Terms & Conditions of Sale.
1.10 "Password" refers to the valid password that a Customer with a AllGenHealth account may utilize together with the Username to access the relevant Platform and/or Services.
1.11 "Personal Data" means data, whether true or not, that can be utilized to identify, contact, or locate you. Personal Data may include your name, email address, billing address, shipping address, phone number, and credit card information.
1.12 "Platform" encompasses the AllGenHealth website located at allgenhealth.com.
1.13 "Product" refers to a product, including any installment or parts thereof, that is available for sale to Customers on the Platform.
1.14 "Product Warranty" pertains to the warranty provided for a product, including any installment or parts thereof, available for sale to Customers on the Platform.
1.15 "Return Policy" designates the policy for returns as outlined at https://allgenhealth.com/en/return-policy/.
1.16 "Third Party Vendor" denotes a seller who, with AllGenHealth's permission, utilizes the Platform and/or Services to sell Products to Customers. This term excludes AllGenHealth itself.
1.17 "Seller" signifies a seller of Products as described in Clause 2.3 and includes a Third Party Vendor.
1.18 "Services" encompasses the services, information, and functions made available by the Seller on the Platform.
1.19 "Terms & Conditions of Sale" encompasses Clauses 1 to 11 and any associated Schedules within these terms and conditions.
1.21 "Trademarks" refers to the trademarks, service marks, trade names, and logos used and displayed on the Platform.
1.22 "Username" denotes the unique login identification name or code that identifies a Customer who holds an account with AllGenHealth.
1.23 "Voucher" denotes a credit voucher that can be used by a Customer, subject to other terms and conditions, as a payment towards purchases made on the Platform.
1.24 "You" and "your" refer to individuals who are over the age of 18 or otherwise under the supervision of a parent or legal guardian.
2. Interpretation: Any reference in these Terms & Conditions of Sale to a provision of a statute shall be construed as a reference to that provision as amended, re-enacted, or extended at the relevant time. When the words "include," "includes," or "including" are used in these Terms & Conditions of Sale, they will be understood to be followed by the words "without limitation." Unless expressly stated otherwise, all references to a number of days signify calendar days, and references to a "month" or "monthly," as well as references to a number of months, signify calendar months. Clause headings are included for convenience purposes only and do not affect the interpretation of these Terms & Conditions of Sale. In the event of a conflict or inconsistency between any provisions under these Terms & Conditions of Sale, whether in the same or different documents, the conflict or inconsistency shall be resolved in favor of AllGenHealth, and the provision that is more favorable to AllGenHealth shall prevail.