Last updated: May 06, 2026

Please read these Terms and Conditions carefully before using Our Service.

1. Definitions

“Australian Consumer Law” means the Australian Consumer Law as contained in Schedule 2 of the Competition and Consumer Act 2010 (Cth).

“Authorised Distributor” means Ariya Health, or any other distributor approved in writing by OSAH to supply Products to approved account holders.

“Business Day” means a day on which banks are open for business in Brisbane, Queensland, excluding public holidays and any additional closure periods notified on the Site.

“Claim” means any claim, demand, action or proceeding.

“CMHP” means a complementary medicine health professional of an Approved Modality who meets the qualification, association membership and professional practice requirements determined by OSAH from time to time.

“Contract” means a contract between Us and You for the supply of Products that comes into existence in accordance with these Terms.

“Delivery Policy” means the policy governing delivery processes and timeframes, as published on the Site from time to time.

“GST” has the meaning given by the GST Law.

“GST Law” has the meaning given to that term in the A New Tax System (Goods and Services Tax) Act 1999 (Cth).

“Insolvency Event” means:

(a) where a party is a company:

(i) it is insolvent within the meaning of section 95A of the Corporations Act 2001 (Cth);

(ii) a court is required by reason of section 459C(2) of the Corporations Act 2001 (Cth) to presume that it is insolvent;

(iii) it fails to comply with a statutory demand within the meaning of section 459F(1) of the Corporations Act 2001 (Cth);

(iv) an administrator is appointed over all or any of its assets or undertaking or any step preliminary to that appointment is taken;

(v) a controller within the meaning of section 9 of the Corporations Act 2001 (Cth), or similar officer, is appointed to all or any of its assets or undertaking;

(vi) an application or order is made, proceedings are commenced, a resolution is passed or proposed in a notice of meeting, or an application to a court or other steps are taken (other than frivolous or vexatious applications, proceedings, notices or steps) for its winding up or dissolution or for it to enter into an arrangement, compromise or composition with, or assignment for the benefit of, its creditors or any class of them; or

(vii) the closest equivalent to subparagraphs (i) to (vi) occurs in the jurisdiction of incorporation of the company.

(b) where a party is a natural person:

(i) an application has been made for that person’s bankruptcy, or the person has filed for bankruptcy;

(ii) a receiver, receiver and manager, trustee for creditors, trustee in bankruptcy or analogous person has been appointed to any of that person’s property or assets, or a creditor has taken possession of any of that person’s property or assets; or

(iii) that person has proposed or reached any voluntary arrangement with a creditor.

“Policies” means the Delivery Policy, Returns & Complaints Policy, Practitioner Selling Standards and any other applicable policy posted on the Site or otherwise notified by OSAH from time to time.

“Products” means the products supplied by OSAH, whether directly or through an Authorised Distributor, including practitioner-only gummy products and any related product ranges approved by OSAH.

“Product Range” means the product ranges within which each Product falls, and which may attract specific Practitioner Selling Standards.

“Returns & Complaints Policy” means the policy governing returns and complaints, as published on the Site from time to time.

“Site” means the OSAH website, including www.optimalsleepairwayhealth.com

 and any related OSAH web property used for practitioner information, account access or business communications.

“Selling Standards” means the practitioner selling standards with which account holders must comply in addition to these Terms, including any annexure, policy or product-range-specific standard issued by OSAH.

“Terms” means these terms and conditions of trade, including the Policies, as amended by OSAH from time to time.

“We“, “Our” or “Us” means Optimal Sleep Airway Health (OSAH)(t).

“You” means the account holder, practitioner, clinic, business or other party who orders the Products, and “Your” has a corresponding meaning.

2. Practitioner-only range

All OSAH Products are practitioner-only products. They may only be purchased by approved CMHPs, eligible registered health professionals, or businesses or clinics approved by OSAH or its Authorized Distributor, and may only be supplied to patients in accordance with the Selling Standards and Applicable Laws.

OSAH Products are not available for direct sale to the general public.

3. Distributor purchases

Where Products are purchased through an Authorized Distributor, including Ariya Health, the distributor’s ordering, payment, delivery and refund terms may apply in place of these Terms in relation to those operational matters.

To the extent of any inconsistency between these Terms and the distributor’s operational terms, the distributor’s terms apply to ordering, payment, freight, dispatch and refunds, and these Terms continue to apply to branding, product positioning, practitioner-only requirements, compliance and intellectual property unless otherwise agreed in writing.

4. Payment and purchase price

(a) All prices displayed on the Site are in Australian dollars unless otherwise stated.

(b) Unless expressly stated otherwise, prices may be changed by OSAH or the Authorised Distributor from time to time without prior notice.

(c) Payment terms for Products purchased through an Authorised Distributor are governed by the distributor’s applicable account terms.

(d) Where OSAH accepts a direct payment for any approved transaction, payment is processed using OSAH’s nominated payment method or gateway.

5. Orders

You acknowledge that confirmation of receipt of an order does not constitute acceptance of that order by OSAH.

OSAH or its Authorized Distributor may accept or decline any order in whole or in part, suspend supply, impose product limits, request further account verification, or place an order on hold for any compliance or commercial reason.

6. Contract

(a) By placing an order, “You” are deemed to have accepted these Terms on behalf of the person or business entity named in the order and warrant that You have authority to bind that person or entity.

(b) A Contract is formed only when OSAH or the relevant Authorized Distributor accepts the order.

(c) These Terms, together with the relevant accepted order and any applicable Policies, form the entire agreement between the parties in relation to the relevant supply, except where the parties have entered into a separate written agreement governing distribution, credit, wholesale supply or another commercial arrangement, in which case that agreement prevails to the extent of any inconsistency.

7. Delivery Policy

You acknowledge that You have read and understood the applicable Delivery Policy.

By agreeing to these Terms, You agree to be bound by the applicable Delivery Policy as amended from time to time.

8. Returns and Complaints

You acknowledge that You have read and understood the applicable Returns & Complaints Policy.

By agreeing to these Terms, “You” agree to be bound by that policy as amended from time to time.

9. Not to tamper with Products

(a) Products must be supplied, stored, handled and transported in the same condition as received, subject only to lawful dispensing, labelling or practitioner use consistent with the Selling Standards and Applicable Laws.

(b) You must comply with all lawful directions given by OSAH or the Authorised Distributor regarding storage, handling, transport, traceability and stock management.

(c) You must not repackage, relabel, alter, split, rebottle, decant, tamper with or otherwise interfere with any Product except where expressly permitted by law and by OSAH in writing.

(d) You must not sell or supply Products except in the ordinary course of Your professional or business activities and always in accordance with the Selling Standards.

10. Suspension or termination of account or Contract

OSAH may suspend or terminate any Contract, restrict supply, or cancel Your account immediately if:

(a) You engage in conduct that OSAH reasonably considers may harm OSAH’s business, reputation, regulatory position or brand, including inappropriate sales techniques, improper consumer advertising, harmful public relations activities, or inappropriate brand association;

(b) criminal charges are brought against You or Your proprietors, directors or partners, where OSAH reasonably considers those matters relevant to the business relationship;

(c) You suffer an Insolvency Event;

(d) You incorrectly prescribe, recommend, promote, supply or store the Products;

(e) You breach these Terms, the Selling Standards or any applicable Policy; or

(f) You cease to satisfy OSAH’s or the Authorised Distributor’s practitioner account eligibility criteria.

Where appropriate, OSAH may, but is not obliged to, provide an opportunity to respond before final termination.

11. Intellectual property

(a) OSAH may grant You a limited, non-exclusive, revocable license to use approved OSAH trade marks, brand assets and product materials solely for the purpose of promoting or supplying Products in accordance with these Terms, the Selling Standards and any brand directions issued by OSAH.

(b) You must not alter or misuse any OSAH trade mark, logo, packaging artwork, educational material or other brand asset.

(c)  You acknowledge and agree that “All” intellectual property rights in the Products, packaging, trademarks, content, specifications, formulations, designs and associated materials remain the exclusive property of OSAH or its licensors at all times.

12. Limit on liability

(a) To the maximum extent permitted by law, and subject to any rights which cannot lawfully be excluded, OSAH excludes all warranties, guarantees, representations and liability other than those expressly set out in these Terms or imposed by law.

(b) Nothing in these Terms excludes, restricts or modifies any consumer guarantee, statutory guarantee or other right which cannot lawfully be excluded under the Australian Consumer Law or any other applicable law. 

(c) To the maximum extent permitted by law, OSAH’s liability in respect of Products supplied under these Terms is limited, at OSAH’s option, to:

(i) replacement of the Products;

(ii) supply of equivalent goods; or

(iii) payment of the cost of replacing the Products or acquiring equivalent goods.

(d) To the maximum extent permitted by law, OSAH is not liable for any loss of profits, loss of goodwill, loss of opportunity, indirect loss, incidental loss, consequential loss or special damage arising in connection with Your use, promotion, recommendation, storage or supply of the Products.

(e) We do not make any guarantees or warranties (whether statutory, express or implied) other than those which are deemed to be given by Us by virtue of the Australian Consumer Law in respect of the supply of Products to You under these Terms;

13. Indemnity

You indemnify OSAH and its officers, employees, contractors, agents and related entities against any loss, liability, damage, cost or Claim arising out of or in connection with:

(a) Your use of the Site;

(b) the handling, storage, transport, recommendation, sale or use of the Products after risk has passed to You;

(c) any breach by You of these Terms, the Selling Standards or any applicable Policy;

(d) any negligent, unlawful or wrongful act or omission by You or Your employees, contractors, officers or agents in connection with the Products; or

(e) any infringement or alleged infringement of a third party’s rights arising from content, material or claims published by You about the Products.

14. Customer acknowledgements

You acknowledge and agree that:

(a) supply of Products to You is non-exclusive;

(b) You are solely responsible for ensuring that Your purchase, recommendation, promotion, dispensing, storage, use or resale of the Products complies with all applicable laws, regulations, professional standards and advertising requirements in the jurisdiction in which You operate;

(c) OSAH makes no representation that the Products comply with regulatory requirements outside Australia, and any export, cross-border supply or international promotion is at Your own risk unless expressly authorised by OSAH in writing;

(d) parties outside Australia may be able to access the Site or information materials, but they are not permitted to purchase Products unless approved in writing by OSAH;

(e) You must not assign or transfer any right or interest under any Contract without OSAH’s prior written consent; and

(f) OSAH may alter these Terms at any time by publishing the updated Terms on the Site or otherwise notifying You in writing.

15. Warranties

(a) Each party warrants that:

(i) it has capacity and power to enter into and perform its obligations under these Terms; and

(ii) entry into and performance of its obligations do not contravene any applicable law or any order of a governmental authority applying to that party.

(b) Each party that is a company warrants that:

(i) it is duly incorporated and validly existing under the laws of its place of incorporation;

(ii) it is authorised to carry on business in the places contemplated by these Terms;

(iii) entry into and performance of these Terms do not contravene its constituent documents; and

(iv) no administrator, receiver, receiver and manager, liquidator or provisional liquidator has been appointed in respect of that party or any of its assets.

16. GST

(a) Unless expressly stated otherwise, amounts payable under or in connection with these Terms are inclusive of GST where GST is applicable.

(b) If any supply made under or in connection with these Terms is a taxable supply, the recipient must pay to the supplier, in addition to the consideration for the taxable supply, an amount equal to the GST payable in respect of that supply.

(c) The recipient is not required to pay the GST amount until a valid tax invoice is issued.

(d) If an amount payable under these Terms is calculated by reference to a loss, cost or expense incurred by a party, the amount is reduced by any input tax credit to which that party is entitled and then increased by any GST payable in accordance with this clause.

(e) Terms used in this clause that are defined in the GST Law have the same meaning as in the GST Law unless the context requires otherwise.

17. General

(a) A right under these Terms may only be waived in writing signed by the party giving the waiver.

(b) A failure or delay to exercise a right does not operate as a waiver of that right.

(c) If any provision of these Terms is void, illegal or unenforceable, it is to be severed to the extent necessary and the remainder of the Terms continues in force.

(d) These Terms are governed by the laws of Queensland and the Commonwealth of Australia.

(e) Each party submits to the non-exclusive jurisdiction of the courts of Queensland in relation to any dispute arising under or in connection with these Terms.

18. Selling Standards

You must:

(a) comply with and abide by the Selling Standards applicable to the relevant Product Range;

(b) ensure that all Products are marketed, displayed, promoted, recommended, supplied and stored strictly in accordance with the Selling Standards;

(c) promptly comply with any update or amendment to the Selling Standards notified by OSAH from time to time; and

(d) not engage in any conduct inconsistent with, or which may reasonably be expected to undermine, the intent or purpose of the Selling Standards.

19. Use of Site

(a) The Site is intended for use by persons and entities capable of forming binding legal obligations under applicable law.

(b) Persons under 18 years of age must not use the Site to purchase Products or create a practitioner or trade account.

(c) OSAH may suspend or terminate Your access to the Site, or refuse to supply Products, if You breach these Terms or if OSAH reasonably believes access should be restricted for compliance, security or commercial reasons.

Annexure A – OSAH Practitioner Selling Standards

Compliance with Terms and Conditions

These Selling Standards form part of the conditions on which OSAH supplies Products and grants or maintains Accounts.

By applying for, holding or using an Account, each Account Holder agrees to comply with:

1. these Selling Standards;
2. these Terms and Conditions, as published on the Site;
3. any additional policies published on the Site or notified by OSAH from time to time; and
4. all Applicable Laws.

OSAH may update these Selling Standards from time to time, with updated versions published on the Site or otherwise notified to Account Holders.

Eligibility

OSAH exclusively supplies practitioner-only Products to CMHPs, eligible registered health professionals, Businesses, approved Retail Stores and eligible Students who satisfy the requirements in these Selling Standards.

Account requirements

To open an Account, an applicant must be a CMHP practising an Approved Modality, a Business employing or engaging CMHPs, or otherwise meet OSAH’s requirements for a Student or Retail Store account.

A CMHP must:

1. hold a relevant qualification in respect of an Approved Modality issued by a recognised Australian university or Registered Training Organisation, or an equivalent qualification accepted by OSAH;
2. be a current certified professional member of a relevant professional association or be a current registered health professional, where applicable; and
3. hold appropriate Insurance in the name of the practitioner, Business or Retail Store, as applicable.

A Business may be granted an Account if the application is accompanied by details of one or more CMHPs employed or engaged by that Business.

Students and Retail Stores seeking an Account are subject to additional obligations and restrictions described in these Selling Standards.

Any Account Holder must notify OSAH and the Authorised Distributor of any material change to its business, including any change in the availability or employment of one or more CMHPs at the Business Premises.

International applicants and applicants holding international qualifications may be evaluated individually on a case-by-case basis.

Consultation with CMHP

A CMHP may only supply Products to a Patient following completion of a Consultation. During or at completion of the Consultation, the CMHP must provide the Patient with clear written usage instructions, and where required by law or professional standards, a Script.

Business or CMHP obligations

A Business or CMHP Account Holder acknowledges that:

1. the Business or CMHP must always comply with these Selling Standards and all other OSAH policies provided from time to time or published on the Site;
2. the CMHP or Business will securely maintain all Patient records, including any Scripts or written usage instructions, in accordance with Applicable Laws including privacy laws relating to personal or sensitive information;
3. the CMHP must only prescribe or recommend Products to their own Patients and, where a Patient of another healthcare professional requests a Product, the CMHP or Business may only dispense the Product upon receipt of a valid Script or following an appropriate Consultation; and
4. the CMHP must ensure each dispensed Product is accompanied by lawful labelling or written instructions, including dosage and directions for Patient use where required.

Student access and dispensing of Products

1. A Student may apply for an Account if they are currently:
   a. enrolled with a recognised Registered Training Organisation or university;
   b. participating in practical clinical subjects; and
   c. a student member of a relevant professional association where applicable.
2. The Student must provide documentary evidence substantiating the above on reasonable request by OSAH or the Authorised Distributor.
3. Products supplied to a Student are for personal educational use only.
4. A Student must not prescribe, sell, supply or distribute Products except under the direct supervision of a CMHP within a clinical or educational setting compliant with these Selling Standards and Applicable Laws.

Retail Stores

1. Retail Stores may only dispense Products to Patients who provide a valid Script or written instruction from a CMHP, or where an eligible practitioner conducts a Consultation in accordance with these Selling Standards.
2. Any walk-in customer to a Retail Store requires a proper Consultation for a CMHP to be able to prescribe or recommend Products. Shop-floor discussions between a customer and staff of a Retail Store do not constitute a Consultation.
3. Retail Stores without a Consultation Room may only dispense Products when a valid Script or written practitioner instruction is provided and must retain a copy of the record relied upon as required by Applicable Laws.
4. Retail Stores must ensure that Products are stored securely, out of sight and inaccessible to the general public, and separated from retail or over-the-counter goods except where clearly located within a designated Consultation Room.

Online product visibility and advertising restrictions

1. An Account Holder must not advertise, market, promote or otherwise make Products available for sale online to the general public without OSAH’s prior written consent.
2. Where OSAH provides written consent, any online advertising or information must be limited to content approved by OSAH and any additional Product information, including pricing, dosage or therapeutic claims, must only be accessible within restricted practitioner-only or patient-specific areas consistent with Applicable Laws.
3. Any digital system used by an Account Holder must ensure that the prescribing CMHP retains control over Patient recommendations and supply.
4. An Account Holder must comply with all Applicable Laws in respect of physical and online advertising of the Products.

Your obligations

1. Each Account Holder is responsible for obtaining its own independent legal and regulatory advice in respect of its obligations under these Selling Standards and Applicable Laws.
2. Account Holders and CMHPs must advise Patients of appropriate steps to take in the event of an adverse reaction to Products.
3. Each Account Holder must promptly report any known serious adverse reaction to OSAH and otherwise comply with Applicable Laws.
4. CMHPs must comply with Applicable Laws in respect of prescribing, recommending and dispensing Products.

OSAH rights

1. OSAH reserves the right to decline any application for an Account by any CMHP, Business, Retail Store or Student, or to require that an application be amended and resubmitted.
2. OSAH reserves the right to review, audit and assess whether an Account Holder’s practices and procedures adhere to these Selling Standards, including reviewing Product sales, dispensing history and adherence with Scripts or written usage instructions.
3. OSAH or the Authorised Distributor may suspend or terminate the Account of any Account Holder for breach of these Selling Standards.
4. OSAH may reactivate any Account if satisfied that the relevant breach has been remedied and that the Account Holder will comply with these Selling Standards in future.

Definitions for Annexure A

Unless the context otherwise requires, the following definitions apply in this Annexure:

• “Account” means a purchasing account with OSAH or its Authorised Distributor in the name of an Account Holder.
• “Account Holder” means any person or entity approved to hold an Account, including a CMHP, Business, Retail Store or Student.
• “Applicable Laws” means all laws, regulations, rules and codes applying to the Products in Australia and elsewhere as applicable, including in connection with manufacture, supply, promotion, advertising, prescription and sale.
• “Approved Modality” means the modalities approved by OSAH to dispense or recommend Products, including acupuncture, chiropractic, dentistry, dietetics, herbal medicine, medicine, midwifery, naturopathy, nursing, nutrition, optometry, osteopathy, podiatry, pharmacy, physiotherapy, psychology, traditional Chinese medicine and veterinary practice, as updated by OSAH from time to time.
• “Business Premises” means an Account Holder’s business premises from which Products are sold or distributed to Patients or consumers in accordance with these Selling Standards.
• “Business” means an Australian registered company, partnership or sole trader holding an ABN that is owned, directed or operated by one or more CMHPs or employs or engages one or more CMHPs to provide Consultations at the Business Premises.
• “Consultation” means a consultation between the CMHP and the Patient, held in a Consultation Room, via telehealth, or in person at the Business Premises.
• “Consultation Room” means a private enclosed area specifically reserved for Consultations between the CMHP and the Patient and out of view of the public.
• “Insurance” means appropriate professional indemnity insurance and public liability insurance reasonably required for the relevant scope of practice and business activities.
• “Label” means written or printed material displayed on or attached to a Product container or supplied with the Product providing required information including practitioner details, Patient details where applicable, date of issue, Product name, dosage and directions for use.
• “Patient” means a patient or client of an Account Holder.
• “Retail Store” means any pharmacy or retail outlet such as a health food store that is subject to additional limitations in supplying Products to Patients in accordance with these Selling Standards.
• “Script” means a prescription or written practitioner instruction provided by the CMHP to the Patient including relevant practitioner details, Patient details, date, dosage and directions for use, number of repeats if any, and any other information required by law or professional standard.
• “Student” means a person enrolled with a recognised Registered Training Organisation or recognised university undertaking study in an Approved Modality.
• “Websites” means the Site and any OSAH-related websites or portals, as amended from time to time.

Effective date: 6 May 2026.

If you have any questions about these Terms and Conditions, You can contact us:

By email: contact@optimalsleepairwayhealth.com

By visiting this page on our website: https://optimalsleepairwayhealth.com/contact-us/