Terms and Conditions

PRO-HEALTH PHARMACY INC.
TERMS AND CONDITIONS OF USE

THESE TERMS AND CONDITIONS OF USE CONTAIN LEGAL OBLIGATIONS.  PLEASE READ THESE TERMS AND CONDITIONS OF USE BEFORE USING THE APPLICATION.

1. Introduction and Agreement

• 1.1 PRO-HEALTH PHARMACY INC. (Incorporation No. BC1140351) has developed and operates an application for mobile devices under the name "Pro-Health Direct" ("Application") to assist customers with their pharmacy needs on mobile devices.
• 1.2 Use of the Application is permitted on the condition that the user ("You") agrees to these Terms and Conditions of Use ("Agreement"). By accessing and using the Application, You agree to be bound by the Agreement. IF YOU DO NOT AGREE TO BE BOUND BY THIS AGREEMENT, YOU MUST NOT ACCESS OR USE THE APPLICATION.
• 1.3 Subject to the terms, conditions and restrictions contained in the Agreement, Pro-Health Pharmacy hereby grants You the non-exclusive, non-transferable and limited right to use the Application in accordance with the Agreement and our Privacy Policy found here: https://direct.pro-health.ca/privacy (but for no other purpose whatsoever).

2. Application Description

• 2.1 The Application and all intellectual property rights herein are the sole property of Pro-Health Pharmacy. Pro-Health Pharmacy grants you a personal, revocable, non-exclusive, non-transferable, non-commercial, limited license to install and use the Application. You agree that Your use of the Application and access to all material and content forming part of or related to the Application shall be at Your sole risk.

3. Fees

• 3.1 The Application is provided free of charge unless otherwise mutually agreed by the parties. However, you may incur third-party data costs associated with an Internet connection when You install or use the Application, including Application updates and activities.

4. Changes to the Product

• 4.1 Pro-Health Pharmacy may, at any time without notice or liability, and for any reason whatsoever, change, suspend or terminate any aspect of the Application.  Pro-Health Pharmacy reserves the right, in its sole discretion, to correct any errors or omissions in any portion of the Application at any time without notice or liability, but does not have a duty to do so.  It is Your responsibility to check the Application periodically for changes.  If You do not agree with any changes, You may terminate this Agreement as set out below.  Your continued use of the Application will mean that You accept and agree to any such changes.

5. Use of the Application

• 5.1 In order to use the Application, you must be a resident of Canada. The information stored in your account is not intended to be and should not be used for diagnosis or treatment other than for the services as described herein. The accuracy and completeness of some of the data within your service account is solely within Your control; therefore, it may not always be accurate or up-to-date, and it will be viewed by Pro-Health Pharmacy as information to provide pharmacy-related services and for no other purpose. You can only use the Application for Your own individual use and in compliance with applicable law. The performance of the Application may depend on the speed of the Internet connection, the device specifications and memory storage, and other technical conditions which may be outside of Pro-Health Pharmacy's control.
• 5.2 You consent to receiving communications from time to time related to the Application, including updates, modifications or enhancements to the Application or any other service announcements, directly through the Application through push notifications, SMS, or email. You consent to Pro-Health Pharmacy electronically updating, modifying or enhancing the Application and agree that this Agreement will apply to all such updates, modifications or enhancements unless accompanied by a separate or updated agreement. You are under no obligation to use or continue to use the Application and may temporarily or permanently cease to use the Application without notice to Pro-Health Pharmacy.

6. Registration, Account and Password

• 6.1 To access the Application, You must create an account and password (the "Account") and keep Your Account profile information up-to-date and accurate at all times, including but not limited to a valid email address.
• 6.2 Pro-Health Pharmacy is not required to confirm the identity or the access right of the user if such user uses Your credentials. Non-personal and commercial service accounts are prohibited in the Application in the absence of additional signed agreements with Pro-Health Pharmacy that explicitly allow such account use.
• 6.3 You are solely responsible for all activities that take place with Your Account, and you are responsible for ensuring that You and only You use Your Account. You are responsible for maintaining the confidentiality of Your credentials and are responsible for all uses of the Application with such credentials whether or not such uses are actually authorized by You. You must immediately notify Pro-Health Pharmacy if the security of Your Account has been compromised.

7. Intellectual Property Rights

• 7.1 The Application, including the organization and all software used in connection with the Application, is, and at all times remains, the property of Pro-Health Pharmacy and its third-party service providers (as applicable).  You agree to abide by all intellectual property notices, information and restrictions on, or displayed with, the Application.
• 7.2 Certain names, graphics, logos, icons, designs, words, titles and phrases in the Application constitute trademarks (whether registered or unregistered), trade names or other intellectual property of Pro-Health Pharmacy (the "IP Rights") or third parties (the "Third Party IP").  Pro-Health Pharmacy, at all times, remains the sole owner of the IP Rights.  All other trademarks, product names and company names or logos cited herein which are not the property of Pro-Health Pharmacy are the property of their respective owners.
• 7.3 The display of the IP Rights and the Third Party IP in the Application does not convey or create any licence or other rights in any of the IP Rights or the Third Party IP, including:
  • (a) Any ownership rights in any of the IP Rights or the Third Party IP;
  • (b) Any right to use any of the IP Rights or the Third Party IP for commercial purposes including sale, resale, licence, or sublicence; or
  • (c) Any right to reproduce, distribute, post, disseminate, publish, broadcast, or transfer any of the IP Rights or the Third Party IP.
  • (d) Use of any of the IP Rights or the Third Party IP without the express prior written consent of Pro-Health Pharmacy or the applicable third parties, as the case may be, is strictly prohibited.
• 7.4 Pro-Health Pharmacy's trademarks may not be used in connection with any products or services which are not Pro-Health Pharmacy's or authorized by Pro-Health Pharmacy, or in any manner that is likely to cause confusion among customers or potential customers of Pro-Health Pharmacy, or in any manner that disparages or discredits Pro-Health Pharmacy. No material from the Application may be copied, reproduced, republished, framed, uploaded, posted, transmitted, or distributed in any way without the express prior written consent of Pro-Health Pharmacy. You may not display or provide for display pages from this Application in a frame. You may not reproduce, copy, duplicate, sell, or resell any part of the Application or access to the Application. Failure to obtain such approval in advance is a violation of this Agreement and an infringement of Pro-Health Pharmacy's copyright and other proprietary rights and is expressly prohibited. Modification of the materials or use of the materials for any other purpose than those described above is a violation of Pro-Health Pharmacy's copyright and other proprietary rights and is also strictly prohibited.

8. Use and Restrictions

• 8.1 You agree that You will only use the Application and the IP Rights in strict accordance with this Agreement, follow all reasonable policies developed from time to time by Pro-Health Pharmacy relating thereto, and otherwise refrain from conduct harmful or potentially harmful to the Application, any of the IP Rights, or Pro-health Pharmacy's name, reputation or business.
• 8.2 You will not, nor will You assist, permit, or encourage any other person or entity to:
  • (a) decompile, disassemble, or otherwise reverse engineer the software included and/or used in the Application, except and only to the extent that the law expressly permits this activity;
  • (b) engage in any systematic extraction of data or data fields, including without limitation email addresses;
  • (c) permit a third party or other non-registered users to use Your password and/or user name to access Your Account or otherwise obtain access to the Application;
  • (d) modify, rent, lease, loan, sell, distribute, sub-licence, or create derivative works or businesses based on the Application, in whole or in part;
  • (e) do anything or omit to do anything that might impair, jeopardize, violate, or infringe any of the IP Rights or Pro-Health Pharmacy's rights relating to the Application or any of the IP Rights;
  • (f) oppose, contest or otherwise challenge the validity of any of the IP Rights or Pro-Health Pharmacy's rights relating to the Application or any of the IP Rights; or
  • (g) claim, use, or apply to register, record, or file any trademark, trade name, copyright or design that is identical or confusingly similar to any of the IP Rights including, without limitation, any trademarks or patents included in the IP Rights or that is derived from or based on any of the IP Rights;
  • (h) in or with respect to any jurisdiction whatsoever.

9. Privacy

• 9.1 This notice will serve as your sole notice that installing and using the Application will result in the collection, use, and storage of User Information by Pro-Health Pharmacy, and you may not receive any subsequent reminders or further notice. Please refer to the Pro-Health Pharmacy Privacy Policy for details about refusing or withdrawing your consent. "User Information" means all user profile information, which may include your first name, last name, email address, date of birth, username and password, phone number, and other information entered by you into the Application either manually or via a third-party source. Read more about Pro-Health Pharmacy's Privacy Policy at https://direct.pro-health.ca/privacy.
• 9.2 You consent to Pro-health Pharmacy collecting, using and storing the User Information for:
  • (a) creating and managing your Application user profile and facilitating any other Application functionality;
  • (b) evaluating and improving the Application;
  • (c) marketing and promoting Pro-Health Pharmacy products and services or products and services from third parties;
  • (d) notifying you about changes to the Application and updates to this Agreement; and
  • (e) the additional purposes identified in the Pro-Health Pharmacy Privacy Policy.

10. Linked Sites

• 10.1 The Application may contain links to other websites that are not under the control of Pro-Health Pharmacy. Pro-Health Pharmacy may not have reviewed any of the sites that may be linked to the Application and is not responsible for and makes no representations or warranties concerning the material or content of any linked site, any information collection, use, or disclosure practices through a linked site or any link contained in a linked site (collectively the "Linked Sites"). It is your responsibility to verify any material or content contained within the Linked Sites before relying on it. Also, the material or content contained in the Linked Sites may be changed or updated at any time without notice. Pro-Health Pharmacy provides links to you only as a convenience, and the inclusion of any links does not imply endorsement, investigation or verification by Pro-Health Pharmacy of the Linked Sites. Your use of Linked Sites is at your own risk and may be subject to the terms and conditions contained in the Linked Sites, which you should locate and review. By linking to a site or permitting a link to a site, Pro-Health Pharmacy does not endorse the operator of the site or the content of the linked site.

11. Disclaimers

• 11.1 You expressly understand and agree that:
  • (a) Any use of, or reliance on, the Application is at Your sole risk;
  • (b) Except as expressly set forth in this Agreement and to the fullest extent permitted by the law that applies to your jurisdiction, Pro-Health Pharmacy provides the Application and the Content (as hereinafter defined) on an "as is", "where is", and "as available" basis with no additional representations, conditions or warranties, either expressed or implied of any kind;
  • (c) Pro-Health Pharmacy and its licensors, licensees or affiliates and each of their respective directors, officers, employees and agents do not make any, and to the maximum extent permitted by law expressly disclaim all, representations, warranties, covenants and conditions, express or implied, by operation of law or otherwise, with respect to the Application including, without limitation:
    • (i) warranties or conditions of title and non-infringement;
    • (ii) warranties or conditions that the Application and the content will be useful or meet Your requirements or expectations, that the Application will be available, uninterrupted, timely, secure, error-free, or free of defects, computer viruses, or other harmful components or that the results that may be obtained through use of the Application will be complete, accurate or reliable;
    • (iii) warranties or conditions as to security; and
    • (iv) warranties or conditions arising from any course of dealing, course of performance or usage of trade with respect to the Application.
• 11.2 No information, whether oral or written, obtained by You from Pro-Health Pharmacy, its licensees or employees or from the Application, shall create any warranty not expressly stated in this Agreement.
• 11.3 A variety of information, text, graphics, videos and other materials (the "Content") is provided by third-party suppliers and available through the Application. Pro-Health Pharmacy cannot guarantee and is not responsible for the accuracy, completeness, or timeliness of any Content. Pro-Health Pharmacy assumes no responsibility or liability for any errors or omissions on the Application. The Content available is provided with the understanding that neither the Application nor its suppliers are engaged in rendering medical, counseling, legal or other professional services or advice. Such Content is intended solely as a general educational aid and in a summary form intended to provide general consumer understanding and knowledge of health care topics, and Pro-Health Pharmacy is not responsible and shall not be liable to You or anyone else for any action or decision taken in reliance upon the information contained in the Application.
• 11.4 The Application does not provide medical or any other health care advice, diagnosis, or treatment and is not intended to substitute the knowledge, expertise, skill, and judgment of healthcare professionals. Always seek the advice of Your physician, pharmacist, or other qualified health providers with any questions you may have regarding a medical condition, diet, fitness or wellness program. Never disregard professional medical advice or delay in seeking it because of information you accessed on or through the Application. You should not use the information contained on the Application for diagnosing, treating, curing or preventing a health problem or prescribing a medication. Solutions that connect with the Application are not endorsed or warranted by Pro-Health Pharmacy. Pro-Health Pharmacy does not operate, control or supply any information, product, or service that is not clearly identified as supplied by Pro-Health Pharmacy.

12. Limitation of Liability

• 12.1 You expressly understand and agree that in no event will Pro-Health Pharmacy, any of its licensors, licensees, or affiliates, and each of their respective directors, officers, employees, and agents have any responsibility or liability in connection with the Application for any loss or damages whatsoever, whether based on contract, negligence or other legal bases, including without limitation direct, indirect, special, punitive, exemplary or consequential damages or other damages arising from or in connection with the use of or access to the Application or failure of the Application (including, without limitation, any damages suffered as a result of omissions or inaccuracies in the Application).  These limitations apply even if Pro-Health Pharmacy had been advised of the possibility of such damage or loss or if such loss or damage was foreseeable.
• 12.2 You expressly understand and agree that Your exclusive and sole remedy is to stop using the Application.
• 12.3 You expressly acknowledge that Pro-Health Pharmacy is making the Application available to You in reliance on the limitations and exclusions of liability and the disclaimers set forth herein and that the same form an essential basis of the contract between You and Pro-Health Pharmacy.  You expressly agree that the limitations and exclusions of liability and the disclaimers set forth herein will survive, and continue to apply in the case of, a fundamental breach or breaches, the failure of essential purpose of contract, the failure of any exclusive remedy or the termination or suspension of Your use of, or access to, the Application.

13. Your Representations and Warranties

• 13.1 You represent and warrant that:
  • (a) if You are an individual, You are over the age of majority in the jurisdiction in which You are resident;
  • (b) You are using the Application in a jurisdiction where access to, or use of, the Application (or any part thereof) is not prohibited or illegal;
  • (c) all acts and things done in connection with Your access and use of the Application, including without limitation uploading or otherwise inputting personal information about identifiable individuals, have been done with all necessary consents, rights, powers and authorities; and
  • (d) You are fully able and competent, and authorized to enter into, and abide by, this Agreement.

14. Indemnity and Injunctive Relief

• 14.1 You agree to indemnify and save harmless Pro-Health Pharmacy each its directors, officers, employees, and agents from and against any and all losses, damages, injuries, liabilities, obligations, and costs (including without limitation legal costs on a solicitor-and-client basis) that may be incurred by or claimed against Pro-Health Pharmacy or its directors, officers, employees, and agents as a result of or arising out of any and all uses of the IP Rights or the Application by You, including uses contrary to this Agreement and any and all breaches by You of this Agreement.  You further acknowledge that a breach by You of this Agreement may cause Pro-Health Pharmacy irreparable harm for which damages would not be an adequate remedy and, therefore, agree that, in addition to all other rights and remedies, Pro-Health Pharmacy will be entitled to injunctive relief against a continuing or further breach by You without the necessity of proof of actual damages.  The provisions hereof will survive the termination of Your access to the Application.

15. Termination

• 15.1 You acknowledge and agree that Pro-Health Pharmacy may, at any time without notice, in its sole and absolute discretion and without cause, suspend or terminate Your access to the Application.
• 15.2 This Agreement and Your license to use the Application commence upon the earlier of: Your acceptance of this Agreement by selecting the "I have read and agree to the Terms and Conditions and Privacy" box upon account registration or using the Application, as applicable. This Agreement will continue until You fail to be in compliance with the terms and conditions of this Agreement or this Agreement is terminated. Pro-Health Pharmacy may, in its sole discretion, immediately terminate this Agreement at any time and for any reason. In addition, Your rights under this Agreement will automatically terminate without notice from Pro-Health Pharmacy if You fail to comply with any terms of this Agreement. Upon termination of this Agreement, You will stop using the Application. Pro-Health Pharmacy will not be liable to You or any third party if Pro-Health Pharmacy terminates this Agreement. You may terminate this Agreement at any time.
• 15.3 Sections 11, 12, and 14 of this Agreement will survive the termination of this Agreement.

16. Choice of Law

• 16.1 The Application is controlled by Pro-Health Pharmacy from its office within the Province of British Columbia, Canada. By accessing this Application, You agree that all matters relating to access to, or use of, the Application shall be governed by and construed exclusively in accordance with the laws of the Province of British Columbia and the laws of Canada applicable to the Province of British Columbia, without regard to the conflicts of laws principles thereof. You also agree and hereby submit to the exclusive personal jurisdiction and venue of the courts of the Province of British Columbia and acknowledge that You do so voluntarily. You are responsible for complying with Your own local laws.

17. General

• 17.1 In this Agreement, "You" and "Your" means you and any other person or entity on whose behalf you have the authority to accept this Agreement, all of whom shall also be bound by this Agreement to the extent permitted by law.
• 17.2 This Agreement, together with Pro-Health Pharmacy's Privacy Policy, constitute the entire agreement between Pro-Health Pharmacy and You with respect to Your use of the Application and supersedes all previous communications, representations and agreements, whether oral or written, between the parties with respect to the subject matter hereof, there being no representations, warranties, terms, conditions, undertakings or collateral agreements (express, implied or statutory) between the parties other than as expressly set forth in this Agreement.
• 17.3 If any section (or part thereof) of this Agreement is determined to be void, invalid, or otherwise unenforceable by a court of competent jurisdiction, such determination shall not affect the remaining sections (or parts thereof) of this Agreement which shall remain in full force and effect.  Pro-Health Pharmacy's failure to insist upon or enforce strict performance of any section of this Agreement or any right shall not be construed as a waiver of any such section or right.
• 17.4 This Agreement will enure to the benefit of and be binding upon the parties and their respective successors and assigns.  Pro-Health Pharmacymay assign its rights and duties under this Agreement at any time without notice to You.  You may not assign Your rights and duties under this Agreement to any individual or entity at any time.
• 17.5 You may also be subject to other terms and conditions when You access other sites or other portions of the Application (if specified) or if You access or purchase third-party content or software. The failure or delay in exercising any right or remedy under the terms and conditions or elsewhere shall not constitute a waiver of such right or remedy, nor shall it affect a party's ability to exercise such right or require such performance at any time thereafter, nor shall the waiver of a breach constitute waiver of any subsequent breach.
• 17.6 The section titles in these terms and conditions are for convenience only and have no legal or contractual effect.
• 17.7 Any communications to Pro-Health Pharmacy in regards to this Agreement and/or the Application may be made to:
  
  • Contact:         Christian Mitchell
  • Phone:           778-873-9009
  • Email:           christian@pro-healthpharmacy.com

18. Additional End-User Terms

• 18.1 The parties acknowledge that this Agreement is concluded between Pro-Health Pharmacy and You only, and not with TELUS and that Pro-Health Pharmacy, not TELUS, is solely responsible for the Application.

• 18.2 Notwithstanding the foregoing, the parties acknowledge and agree that Pro-Health Pharmacy is licensing the Application platform and software from TELUS and that TELUS and its partners shall retain all rights, title, and interest in and to the Application (in object and source code forms), and in all copies thereof and related materials.

• 18.3 You acknowledge and agree that:

  • (a) The Application may be inaccessible or inoperable for any reason, including, without limitation: (i) equipment malfunctions; (ii) periodic maintenance procedures or repairs which TELUS may undertake from time to time; or (iii) causes beyond the control of TELUS or which are not reasonably foreseeable by TELUS, including, without limitation, interruption or failure of telecommunication or digital transmission links, including delays or failures due to Your Internet service provider, hostile network attacks, network congestion, or other failures;
  • (b) You shall: (i) not, nor shall You permit or assist others, to use the Application for any purpose other than that for which it is intended and designed; (ii) not alter, tamper with or attempt to repair the Application; and (iii) not be entitled to resell the Application.

• 18.4 In using the Application, You will not violate the terms and conditions set forth herein, which includes without limitation, that:

  • (a) You will not (or authorize or permit any other party to): use the Application to perform any activity that violates any applicable laws and/or, if applicable, use the Application to transmit or send any inappropriate, improper, excessive, threatening or obscene material or to otherwise harass, offend, threaten, embarrass, distress, or invade the privacy of any individual or entity;
  • (b) You will not engage in any activity that could compromise the security of or disrupt or interfere with the Application or any network or computers on the Internet or disrupt or interfere with the services of any third party;
  • (c) You will not invade anyone's privacy by any means, including but not limited to, by (i) misrepresenting the source of anything You may post, including impersonation of another individual or entity; (ii) attempting to harvest, collect, store, or publish private or personally identifiable information, such as passwords, account information, credit card numbers, addresses, or other contact information without their foreknowledge and willing consent;
  • (d) You will not knowingly provide false or misleading information;
  • (e)  You will not circumvent, decrypt, or bypass any technology that is used to protect the Application;
  • (f) You will not perform any activity that would harm or disrupt another user's computer or would allow others to illegally access software or bypass security on Web sites, or servers, including but not limited to spamming; resell, rent, or redistribute the Application;
  • (g) You will not disassemble, decompile, or reverse engineer any software included and/or use in the Application, except and only to the extent that the law expressly permits this activity.

• 18.5 SMS Notification Component specific terms and conditions:

  • (a) You will not transfer, resell, lease, license, or otherwise make available the SMS Notification Component of the Application to third parties or offer it on a standalone basis;
  • (b) You will not attempt to use the SMS Notification Component to access or allow access to emergency services;
  • (c) You will ensure that Your use of the SMS Notification Component provided hereunder does not violate the terms of this Agreement, including the third party Acceptable Use Policy available at the following address: http://www.twilio.com/legal/aup, which is hereby incorporated into and forms a part of this Agreement; and
  • (d) Ensure that TELUS and its third-party providers are entitled to use Your Personal Information as needed to provide the SMS Notification Component.