TERMS OF USE

 

The website www.neighbourlypharmacy.ca (the “Site”) is operated by Neighbourly Pharmacy Inc.  For purposes of this Agreement, unless stated otherwise, all references to “us”, “our”, “we”, or “Neighbourly” includes Neighbourly Pharmacy Inc. and its affiliates. 

These terms of use set forth the general terms and conditions of your use of the Site and are in addition to (not in lieu of) any other agreement that you may enter into with us with respect to the Site, including any other terms referenced herein or therein, which together constitute the entire agreement (collectively, the “Agreement”) between us and you (“you” or “your”).

By accessing or using the Site, you signify that you have read, understand and agree, without limitation or qualification, to be legally bound by this Agreement in all respects with respect to the Site, our provision of the Site, and your use of the Site.

PLEASE READ THIS AGREEMENT CAREFULLY AS IT CONTAINS IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS. THESE INCLUDE, BUT ARE NOT LIMITED TO, VARIOUS LIMITATIONS, EXCLUSIONS AND INDEMNITIES. 

  1. Legal Capacity

    You represent and warrant that you possess the legal right, capacity and ability to agree to this Agreement and use the Site in accordance with this Agreement. If you are an individual, you represent and warrant that you have reached the age of majority in the jurisdiction in which you reside (being the legally required age in the jurisdiction in which you reside to be capable of entering into binding contracts), and that you are in any event at least 18 years old. If you are using the Site on behalf of a corporation or other entity, you represent and warrant that you are authorized to enter into this Agreement on behalf of, and bind the entity to, this Agreement and all references to “you” or “your” throughout this Agreement will include such entity, jointly and severally with you personally.

  2. Privacy Policy

    Your privacy is important to us. Our privacy policy can be found at https://www.neighbourlypharmacy.ca/privacy and is hereby incorporated into this Agreement by reference. Please read our privacy policy carefully for information relating to our collection, use, and disclosure of personal information. 

    While we take commercially reasonable steps to protect your information and keep it secure, you also play a role in protecting your information. Please also be aware that no data transmission over the internet and no encryption method can be guaranteed to be secure. We cannot guarantee the security of any information you transmit to us over the Site, and therefore, your use the Site is at your own risk.

  3. Updates and Modifications
    1. Additional Guidelines or Rules.

      Additional guidelines or rules may be applicable to your use of specific features of the Site. If there is a conflict between the terms and conditions of this Agreement and those of another agreement you may have with us in respect of your use of specific features of the Site, the terms and conditions of the other agreement will apply in respect of your use of such specific features of the Site. 

    2. Modification of this Agreement.

      We reserve the right, at our sole discretion, to change, modify, add, or remove portions of this Agreement at any time. Please check this Agreement periodically for changes. You are responsible for regularly reviewing the Site to obtain timely notice of such amendments. If any future changes to this Agreement are unacceptable to you or cause you to no longer be in compliance with this Agreement, you must deactivate your account, and immediately stop using, the Site. Your continued use of the Site after the posting of changes constitutes your binding acceptance of such changes. Disputes arising under this Agreement will be resolved in accordance with the version of this Agreement in place at the time the dispute arose.

    3. Updates to the Site.

      You acknowledge and agree that we may update the Site with or without notifying you. Such updates shall be subject to the terms and conditions of this Agreement.

  4. Grant Of Limited License To Use The Site

    Provided that you are eligible for use of the Site, and that you agree to the terms of this Agreement, we hereby grant you a limited, personal, non-transferable, revocable (at any time with or without notice or cause) and non-exclusive right and license to access and use the Site solely for your personal use, and for such use expressly permitted by this Agreement, subject to this Agreement. If we revoke our license to you, you agree that the terms of the Agreement will survive such revocation and continue to bind you.

  5. User Conduct 
    1. When using or accessing the Site, you agree to act in accordance with all applicable laws and in good faith.

    2. You may not, directly or indirectly: (i) use the Site for any illegal or unauthorized purpose; (ii) attempt to mislead any person as to your identity or the origin of any communication transmitted through the Site; (iii) collect or harvest any personal information from the Site; (iv) attempt to circumvent the security systems of the Site; (v) attempt to gain access to or use the Site in a fraudulent manner; (vi) reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of the Site or any part thereof, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation; (vii) modify, adapt, translate or create derivative works based upon the Site or any part thereof, except and only to the extent expressly permitted by us herein or to the extent the foregoing restriction is expressly prohibited by applicable law; (viii) frame or mirror any part of the Site; or (ix) adapt, alter, resell, license, sublicense, distribute, rent, lease, or translate the Site for your own personal or commercial use or include any of the Site in a service bureau or outsourcing offering.

    3. You may not use or launch any automated system, including “robots”, “spiders” or “offline readers” that accesses the Site in a manner that sends more request messages to our servers in a given period of time than a human can reasonably produce in the same period by using a conventional on-line web browser in ordinary and customary usage. Notwithstanding the foregoing, we grant the operators of public search engines permission to use spiders to copy materials from the Site for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials. We reserve the right to revoke these exceptions either generally or in specific cases. 

  6. Third-Party Sites, Applications, Products and Site

    The Site may include links, plugins, or references to other web sites, applications or services (“Third-Party Sites”) solely as a convenience to you. We do not endorse any such Third-Party Sites, the information, materials, products, or services contained on or accessible through Third-Party Sites nor do we review or assume any responsibility for the same. Access and use of Third-Party Sites, including the information, materials, products, and services on or available through Third-Party Sites, is solely at your own risk and is subject to the Third-Party Sites’ terms of use, privacy policy and other terms and conditions.

  7. Ownership and Proprietary Rights

    The test, visual interfaces, images, graphics, design, compilation, information, computer code (including source code or object code), products, software, services, and all other elements and contents of the Site (the “Materials”) are protected by Canadian and foreign copyright, trademark, patent and other intellectual property rights and laws. All Materials contained on the Site are the property of us and/or our third-party licensors. All trademarks, service marks, and trade names are proprietary to us and/or our third-party licensors. You may display and copy, download or print portions of the material from the different areas of the Site only for your own personal non-commercial use. You agree not to sell, license, sublicense, distribute, reverse engineer, modify, publicly perform, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Materials. We reserve all rights to the Materials not expressly granted in this Agreement including any right to use any trademark of Neighbourly. Any unauthorized or prohibited use may subject you to civil liability and criminal prosecution under applicable laws.

  8. Remedies
    1. Our Remedies.

      You agree that we may, in our sole discretion, for any reason, subject to applicable law, and without penalty, and at any time discontinue providing you access to the Site, or any part thereof. You agree that any termination of your access to the Site, or any portion thereof, may be affected without prior notice to you, subject to applicable law, and you agree that we will not be liable to you or any third-party for any such termination. Upon termination for any reason, all licenses and other rights granted to you in this Agreement will immediately terminate, and you must cease to use the Site. Any suspected fraudulent, abusive or illegal activity may be referred to appropriate law enforcement authorities. These remedies are in addition to any other remedies we may have at law or in equity. We reserve all rights and remedies against any person who violates this Agreement. Even after your right to use the Site is suspended, terminated or limited, this Agreement will remain enforceable against you. We reserve the right to take appropriate legal action pursuant to the Agreement. YOU ACKNOWLEDGE THAT A VIOLATION OF THIS AGREEMENT MAY CAUSE IRREPARABLE HARM TO US AND YOU AGREE THAT, IN ADDITION TO ANY OTHER REMEDIES PROVIDED BY LAW OR IN EQUITY, WE SHALL BE ENTITLED TO SEEK INJUNCTIVE RELIEF AGAINST YOU FOR ANY SUCH VIOLATION WITHOUT HAVING TO POST A BOND.

    2. Your Remedies.

      To the extent permitted by applicable law, your only remedy with respect to any dissatisfaction with: (i) the Site; (ii) any term of this Agreement; (iii) any policy or practice of ours in operating the Site; or (iv) any content or information transmitted through the Site, is to discontinue your use of any and all parts of the Site.

  9. Indemnification

    You agree to indemnify, defend, and hold us  and our directors, officers, agents, licensors, contractors and employees harmless from and against all damages, liability, loss, costs and expenses (including legal fees and costs on a solicitor and client basis) arising out of: (i) your breach of this Agreement; (ii) your breach of any applicable law or regulation; (iii) your infringement or violation of the rights of any third parties (including intellectual property rights); and (iv) any breach of the representations, warranties, and covenants made herein, by you.

  10. Disclaimer

    TO THE MAXIMUM EXTENT PERMITTED BY LAW: THE SITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND USED AT YOUR SOLE RISK WITH NO WARRANTIES WHATSOEVER; WE, AND OUR DIRECTORS, OFFICERS, AGENTS, LICENSORS, EMPLOYEES AND CONTRACTORS DO NOT MAKE ANY WARRANTIES, CLAIMS OR REPRESENTATIONS AND EXPRESSLY DISCLAIM ALL SUCH WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, WITH RESPECT TO THE SITE INCLUDING WARRANTIES OR CONDITIONS OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR USE FOR A PARTICULAR PURPOSE. WE AND OUR DIRECTORS, OFFICERS, AGENTS, LICENSORS, EMPLOYEES AND CONTRACTORS FURTHER DO NOT REPRESENT OR WARRANT THAT THE SITE WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE, ACCURATE, COMPLETE OR ERROR-FREE.

    THE CONTENTS OF THE SITE ARE NOT INTENDED TO REPLACE OR SUBSTITUTE THE ADVICE OF YOUR PHYSICIAN, YOUR PHARMACIST OR OTHER QUALIFIED HEALTHCARE PROFESSIONAL. YOU SHOULD SPEAK TO YOUR PHARMACIST OR YOUR OTHER OWN HEALTHCARE PROFESSIONALS, WHO ARE THE BEST SOURCE OF INFORMATION REGARDING YOUR HEALTH-RELATED QUESTIONS. 

    ABSOLUTELY NO INFORMATION CONTAINED OR ACCESSIBLE THROUGH THE SITE SHOULD BE CONSTRUED AS TAKING THE PLACE OF YOUR PHYSICIAN’S OR OTHER QUALIFIED HEALTHCARE PROFESSIONALS’ ADVICE. WE ARE NOT RESPONSIBLE FOR ANY RELIANCE OR DECISIONS MADE BY YOU BASED ON THE INFORMATION AVAILABLE ON OR THROUGH THE SITE.

    DO NOT USE INFORMATION ON THE SITE TO DIAGNOSE OR TREAT A MEDICAL CONDITION OR HEALTH PROBLEM. YOU SHOULD NEVER DISREGARD OR DELAY SEEKING MEDICAL ADVICE BECAUSE OF SOMETHING THAT YOU HAVE SEEN ON THE SITE.

    IF YOU THINK YOU HAVE A MEDICAL EMERGENCY, CALL 911 IMMEDIATELY.

  11. Limitation of Liability and Damages
    1. WE AND OUR DIRECTORS, OFFICERS, AGENTS, LICENSORS, EMPLOYEES AND CONTRACTORS SHALL NOT BE LIABLE TO YOU, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE, WARRANTY, OR OTHERWISE) OR ANY OTHER THEORY OF LIABILITY, AND WHETHER OR NOT THE POSSIBILITY OF SUCH DAMAGES OR LOSSES HAS BEEN NOTIFIED TO US, FOR: (i) ANY SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES; OR (ii) ANY LOSS OF INCOME, BUSINESS, ACTUAL OR ANTICIPATED PROFITS, OPPORTUNITY, GOODWILL OR REPUTATION (WHETHER DIRECT OR INDIRECT); OR (iii) ANY DAMAGE TO OR CORRUPTION OF DATA (WHETHER DIRECT OR INDIRECT); OR (iv) ANY CLAIM, DAMAGE OR LOSS (WHETHER DIRECT OR INDIRECT); ARISING OUT OF OR RELATING TO YOUR USE, INABILITY TO USE, OR THE RESULTS OF YOUR USE OF THE SITE, ANY WEBSITES LINKED TO THE SITE, THE CONTENT OF THE SITE OR . 

    2. YOU ACKNOWLEDGE AND AGREE THAT WE HAVE OFFERED THE SITE AND ENTERED INTO THIS AGREEMENT IN RELIANCE UPON THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN, THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND US, AND THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND US. 

    3. YOU AGREE THAT ANY CLAIM ARISING FROM OR RELATED TO THE SITE MUST BE BROUGHT BY YOU WITHIN ONE YEAR FROM THE DATE WHEN THE CLAIM FIRST COULD BE FILED OR SUCH CLAIM IS PERMANENTLY BARRED.

    4. SOME JURISDICTIONS PROHIBIT THE DISCLAIMER OF CERTAIN WARRANTIES OR CONDITIONS OR THE LIMITATION OF CERTAIN TYPES OF LIABILITY. IN SUCH CIRCUMSTANCES, TO THE EXTENT THAT SUCH PROHIBITIONS PROHIBIT ANY EXCLUSIONS AND LIMITATIONS IN THIS AGREEMENT, SUCH EXCLUSIONS AND LIMITATIONS WILL NOT APPLY TO YOU STRICTLY TO THE EXTENT NECESSARY TO MAKE THIS AGREEMENT CONSISTENT WITH SUCH PROHIBITIONS.

  12. No Class Actions. 

    You hereby agree and acknowledge that you may only resolve disputes with us on an individual basis, and may not bring a claim as a plaintiff or a class member in a class, purported class, consolidated, or representative action and you further waive any constitutional or statutory right to go to court and have a trial in front of a judge or jury on an individual, class action, or representative action basis, except and to the extent that provincial consumer protection legislation expressly preserves such an entitlement in the context of the particular dispute. You further agree that, by entering into these terms, you agree that all claims and disputes shall be resolved under this Agreement. In the event any litigation should arise between you and us, in any jurisdiction, you waive all rights to a jury trial, instead electing that the dispute be resolved by a judge, and agree to take any and all action necessary or appropriate to effect such waiver.

  13. Miscellaneous. 
    1. Submissions.

      We appreciate hearing from our customers and welcome your comments regarding our Site. Please be advised, however, that if you send us creative suggestions, ideas, drawings, concepts, inventions, or other similar information (collectively, the “Submission”), you grant us a royalty-free, worldwide, perpetual license to use the Submission for any purpose whatsoever, commercial or otherwise. None of the Submission shall be subject to any obligation of confidentiality on our part and we shall not be liable for any use or disclosure of any Submission.  You acknowledge that telephone calls to or from us may be monitored and recorded for the purposes of quality control and training.

    2. Enforceability.

      Your use of the Site and the content and features accessed through the Site constitute your electronic signature to the terms set out in this Agreement and your consent to enter into agreements with us electronically. You agree that your electronic signature is the legal equivalent of your manual signature. You further agree that your use of a key pad, mouse or other device to select an item, button, icon or similar act/action, constitutes your signature as if actually signed by you in writing. You also agree that no certification authority or other third party verification is necessary to validate your electronic signature, and the lack of such certification or third party verification will not in any way affect the enforceability of your electronic signature. This Agreement will be deemed to satisfy any writings requirements of any applicable law, notwithstanding that the agreement set out in this Agreement is written and accepted electronically. All contracts between you and us completed electronically will be deemed for all legal purposes to be in writing and legally enforceable as a signed written agreement.

    3. Notice.

      You consent to receive communications from us with respect to this Agreement, the Site, notices, and disclosures electronically. We will communicate with you by posting notices on the Site. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

    4. Force Majeure.

      We will not be liable for any losses caused directly or indirectly as a result of causes or events beyond our control, including natural disasters, acts of God, war, terrorism actions or decrees of governmental bodies, exchange or market rulings, failure of the internet, communication lines or utility systems, equipment and systems failures, unauthorized access, and theft (each, a “Force Majeure Event”). All of our obligations under this Agreement and provision of the Site will be suspended for the duration of such Force Majeure Event.

    5. Waiver.

      Our failure to exercise or enforce any right or provision of this Agreement will not constitute a waiver of such right or provision. Any waiver of any provision of this Agreement will be effective only if in writing and signed by us. 

    6. Governing Law.

      You agree that this Agreement is governed by the laws of the Province of Ontario and the laws of Canada applicable in the Province of Ontario, excluding any principles of conflicts of laws that would apply a different body of law. You irrevocably submit and attorn to the exclusive jurisdiction and venue of the courts of the Province of Ontario with respect to any matters arising from or related to this Agreement. 

    7. Severability.

      If any provision of this Agreement is held to be unlawful, void, or for any reason unenforceable, then that provision will be limited or eliminated from this Agreement to the minimum extent necessary and will not affect the validity and enforceability of any remaining provisions.

    8. Assignment and Enurement.

      We may at any time assign our rights and obligations under this Agreement, in whole or in part, without notice to or consent from you. You may not assign this Agreement without our prior written consent. This Agreement will enure to the benefit of and bind you and us and our respective personal and legal representatives, successors and permitted assigns.

    9. Relationship.

      You agree that no joint venture, partnership, fiduciary, employment or agency relationship exists between us and you as a result of this Agreement or your use of the Site.

    10. Survival.

      Upon termination of this Agreement, any provision which, by its nature or express terms should survive, will survive such termination or expiration.

    11. Interpretation.

      In this Agreement: (i) the captions and headings are for convenience only and do not constitute substantive matter and are not to be construed as interpreting the contents of this Agreement; (ii) the word “including”, the word “includes” and the phrase “such as”, when following a general statement or term is not to be construed as limiting, and the word “or” between two or more listed matters does not imply an exclusive relationship between the matters being connected; and (iii) all references to website addresses or URLs will also include any successor or replacement websites containing substantially similar information as the referenced website(s).

    12. Entire Agreement. 

      This Agreement, as amended from time to time, including any and all documents, rules, terms and policies referenced herein, including but not limited to the Privacy Policy, constitutes the entire agreement between us and you with respect to the matters referred to in this Agreement and supersedes all prior and contemporaneous agreements and understandings, whether electronic, oral or written, between us and you with respect to such matters.

    13. Questions or Complaints.

      If you have any questions or complaints about this Agreement or the Site, please feel free to contact us at communications@nbly.ca. 

    14. English Language.

      The parties have requested and agree that this Agreement and all documents relating thereto be drawn up in English. Les parties ont demandé que cette convention ainsi que tous les documents qui s'y rattachent soient rédigés en anglais.

  14. Last Revised: April 30, 2021