Terms and Conditions of Use Agreement

Thank you for visiting Totaldrugmart.com™ (the “Web Site”). PLEASE READ AND REVIEW THE FOLLOWING TERMS AND CONDITIONS OF USE AGREEMENT CAREFULLY BEFORE USING THIS WEB SITE AND ASSOCIATED SERVICES. By using this Web Site, you agree to this Terms and Conditions of Use Agreement. If you do not agree, please exit and disregard the information contained herein.

QuadPharm Group Ltd. operating as TotalDrugMart.com™ (“TDM”) reserves the right to change this Terms and Conditions of Use Agreement, in whole or in part, at any time without prior notice to you. Accordingly, you should always review this page prior to using this Web Site and or related services in order to ensure that you understand the terms under which you are permitted access.

Your Use of this Web Site
Unless specified otherwise, your use of this Web Site is governed by this Terms and Conditions of Use Agreement and the TDM Privacy Policy, which is incorporated herein by this reference. You are expressly prohibited from modifying, distributing, transmitting, reproducing, publishing, licensing, transferring, or selling any information, products or services obtained or viewed on this Web Site. However, you may display, download, or print hard copies of any material contained on this Web Site for your own personal, non-commercial use as long as you do not modify the content or delete any copyright, trademark, or other proprietary notice. Any other use of the information contained on this Web Site is prohibited without our express written consent.

Use of Information
This Web Site provides information that, must not be used as a substitute for the advice of your own physician. Information available from this Web Site is not intended to be used to diagnose any medical condition or disease. Always consult your doctor directly concerning any health problem, medical condition or disease, and before taking any new medication or changing the dosage of medications you are currently taking. Always carefully read the information provided with your medications.

TDM reserves the right to correct any inaccuracies or typographical errors in the information posted on this Web Site, and shall have no liability for such inaccuracies or errors. Information may be changed or updated without notice and prices and availability of goods and services are subject to change without notice.
Not Offering Advice
The content of this website is for informational purposes only, is not intended to provide specific medical or non-medical advice, and should not be relied upon in that regard. You should not act or rely on the content without seeking the advice of a professional. YOU SHOULD NOT USE THE CONTENT CONTAINED ON THIS WEB SITE FOR DIAGNOSING, TREATING, CURING OR PREVENTING A HEALTH PROBLEM OR PRESCRIBING A MEDICATION. YOU SHOULD CAREFULLY READ ALL INFORMATION PROVIDED BY THE MANUFACTURERS OF THE PRODUCT ON OR IN THE PRODUCT PACKAGING AND LABELS BEFORE USING ANY OF THE PRODUCT. ALWAYS CONSULT YOUR OWN PHYSICIAN FOR ADVICE AND TREATMENT.

Trade-Marks and Other Intellectual Property Rights
"Totaldrugmart.com" is a registered trademark of QuadPharm Group Ltd. operating as TDM.

All text, graphics, user interfaces, visual interfaces, photographs, trademarks, logos, sounds, music, artwork and computer code (collectively, "Content"), including but not limited to the design, structure, selection, coordination, expression, "look and feel" and arrangement of such Content, contained on this Web Site is owned, controlled or licensed by or to TDM and is protected by copyright, patent and trademark laws, and various other intellectual property rights and unfair competition laws.

Except as expressly provided in this Terms and Conditions of Use Agreement, no part of this Web Site and no Content may be copied, reproduced, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted or distributed in any way (including "mirroring") to any other computer, server, web site or other medium for publication or distribution or for any commercial enterprise, without TDM's express prior written consent.

Indemnity
You hereby agree to indemnify and hold TDM, and our subsidiaries, affiliates, officers, directors, agents, co-branders, partners, and employees harmless from any claim or demand, including reasonable attorney's fees, made by any third party due to or arising out of your use of the Content and/or this Web Site, or any content you submit, post, or transmit through this Web Site, your use of this Web Site, your connection to this Web site, your violation of this Terms and Conditions of Use Agreement, or your violation of any rights of another.

Internet E-Mail
Any unprotected e-mail communication over the Internet is, as with communication via any other medium (e.g. cellular phones, post office mail), not confidential, subject to possible interception or loss, and is also subject to possible alteration. Do not send anything that you deem to be confidential. TDM is not responsible for and will not be liable to you or any one else for any damages in connection with an e-mail sent by you to TDM or an e-mail sent by TDM to you at your request.

Links/Software
Links from or to websites outside this Web Site are meant for convenience only. TDM does not review, endorse, approve or control, and is not responsible for any sites linked from or to this Web Site, the content of those sites, the third parties named therein, or their products or services. Linking to any other site is at your sole risk and TDM will not be responsible or liable for any damages in connection therewith. TDM disclaims all warranties, express and implied as to the accuracy, validity and legality of any materials or information found on those sites. Links to downloadable software sites are for convenience only and TDM is not responsible or liable for any difficulties or consequences associated with downloading such software. Use of any downloaded software is governed by the terms of the license agreement, if any, which accompanies or is provided with the software.

Cookies
Like many other websites, TDM also collects information about site traffic and usage patterns through the use of cookies and Web server logs. Cookies are small computer files TDM transfers to your computer's hard drive. These small text files help us personalize content on our pages and provide programs like e-coupons. Your browser software can be set to reject all cookies. Instructions for resetting the browser to reject cookies are available in the “Help” section of most browsers.

Our use of cookies also allows us to collect and retain certain information about a Web Site user, such as the type of web browser used by our customer. This information is not linked to personally identifiable information about a particular individual or customer account, but it is collected from a particular computer as the user moves through a web site.

Reviewing this Web Site server logs and our customers' use of this Web Site helps us to statistically monitor how many people are using this Web Site and for what purpose. Only authorized TDM personnel and agents have access to this Web Site server logs, cookie utilization data, and purchase history information collected by us. These employees are held to strict confidentiality and security policies and procedures.

Availability of this Web Site
This Web Site is generally available to users twenty-four (24) hours per day, seven (7) days per week, three hundred sixty-five (365) days per year. However, TDM retains the right to make our Web Site unavailable at any time, for any reason, and for any length of time. By using this Web Site you agree that TDM will not be liable for any damage arising out of or related to any such interruption, suspension, or termination of this Web Site and/or the services or products contained herein. Upon acceptance of these terms and conditions of use TDM authorizes you to view the Content on this website solely for your personal use. The material on this website is intended solely for individuals enquiring about TDM’s products or services. If you are not accessing this Web Site for such purposes, you may not use the Web Site. For certainty, use by non-individuals or the agents, attorneys or representatives of non-individuals is prohibited.

Information You Provide Total Drug Mart
Our collection and/or use of any information you provide while using or visiting this Web Site is governed by the TDM Privacy Policy and this Terms and Conditions of Use Agreement. By using this Web Site you grant us the rights contained therein. In using this Web Site you may not upload, distribute, or otherwise publish on this Web Site any information which may be viewed as obscene, defamatory, libelous, threatening, abusive, illegal, an invasion of privacy rights, or otherwise objectionable, or may constitute or encourage a violation of any law.

Except for that individually-identifiable information collected from you in accordance with our Privacy Policy, all comments, remarks, suggestions, ideas or other information communicated will become the exclusive property of TDM and you grant to TDM a royalty-free, perpetual, irrevocable, world-wide, non-exclusive license to use or reproduce the same. TDM is free to copy, disclose, distribute or analyze any such information for any and all purposes and is in no way obligated to compensate you for any such information.

Disclaimer of Warranties
TDM PROVIDES CONTENT ON THIS WEB SITE AS A SERVICE TO YOU, OUR CUSTOMER. THIS WEB SITE CANNOT AND DOES NOT CONTAIN INFORMATION ABOUT ALL MEDICAL CONDITIONS MAY NOT CONTAIN ALL INFORMATION THAT IS APPLICABLE TO YOUR PERSONAL CIRCUMSTANCES. THE CONTENT IS NOT INTENDED FOR DIAGNOSIS AND SHOULD NOT BE USED AS A SUBSTITUTE FOR CONSULTATION WITH YOUR PHYSICIAN. THE CONTENT OF THIS WEB SITE, THE WEB SITE SERVER THAT MAKES IT AVAILABLE, AND THE SERVICES AND PRODUCTS TDM PROVIDES ON THIS WEB SITE, ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY. TDM EXPRESSLY DISCLAIMS LIABILITY FOR TECHNICAL FAILURES (INCLUDING HARDWARE OR SOFTWARE FAILURES), INCOMPLETE, SCRAMBLED OR DELAYED COMPUTER TRANSMISSIONS, AND/OR TECHNICAL INACCURACIES, AS WELL AS UNAUTHORIZED ACCESS OF USER TRANSMISSIONS BY THIRD PARTIES. FURTHER, TDM DOES NOT REPRESENT OR WARRANT THAT NO VIRUSES OR OTHER CONTAMINATING OR DESTRUCTIVE PROPERTIES WILL BE TRANSMITTED, OR THAT NO DAMAGE WILL OCCUR TO YOUR COMPUTER SYSTEM. YOU HAVE SOLE RESPONSIBILITY FOR ADEQUATE PROTECTION AND BACKUP OF DATA AND/OR EQUIPMENT AND TO TAKE ALL PRECAUTIONS TO SCAN FOR COMPUTER VIRUSES OR OTHER DESTRUCTIVE PROPERTIES. BY YOUR USE OF THIS WEB SITE, YOU ACKNOWLEDGE THAT SUCH USE IS AT YOUR SOLE RISK, INCLUDING RESPONSIBILITY FOR ALL COSTS ASSOCIATED WITH ALL NECESSARY SERVICING OR REPAIRS OF ANY EQUIPMENT YOU USE IN CONNECTION WITH THIS WEB SITE.

TO THE FULL EXTENT NOT PRECLUDED BY APPLICABLE LAW TDM, THEIR ADVISORS, SUPPLIERS, CONSULTANTS, DIRECTORS AND EMPLOYEES DISCLAIM AND EXCLUDE ALL WARRANTIES WITH RESPECT TO ALL CONTENT, EXPRESS, IMPLIED OR STATUTORY. THIS DISCLAIMER INCLUDES, BUT IS NOT LIMITED TO, ANY AND ALL WARRANTIES OR MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. TDM DOES NOT WARRANT THE CONTENT TO BE ACCURATE, COMPLETE OR CURRENT. TDM DOES NOT WARRANT THAT THIS WEB SITE WILL OPERATE WITHOUT ERROR, THAT DEFECTS WILL BE CORRECTED OR THAT THIS WEB SITE OR THE WEB SITE SERVER MAKING IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. PRICE AND AVAILABILITY CONTENT, AS WELL AS OTHER CONTENT CONTAINED IN THIS WEB SITE OR ACCESSIBLE THEREFROM, IS SUBJECT TO CHANGE WITHOUT NOTICE.

YOU ACKNOWLEDGE AND AGREE THAT TDM DOES NOT ENDORSE THE CONTENT OF ANY SITE ACCESSED VIA LINKS OR OTHER MEANS FROM THIS WEB SITE AND IT IS NOT RESPONSIBLE OR LIABLE FOR ANY SUCH CONTENT (EVEN THOUGH IT MAY BE UNLAWFUL, HARASSING, LIBELOUS, PRIVACY INVADING, ABUSIVE, THREATENING, HARMFUL, OBSCENE, OR OTHERWISE OBJECTIONABLE, OR THAT IT INFRINGES OR MAY INFRINGE THE INTELLECTUAL PROPERTY OR OTHER RIGHTS OF ANOTHER PERSON).

THIS WEB SITE INCLUDES CONTENT PROVIDED BY THIRD PARTIES AND YOU, OUR CUSTOMER. TDM IS A DISTRIBUTOR OF SUCH CONTENT AND NOT ITS PUBLISHER. TDM’S EDITORIAL CONTROL OF SUCH CONTENT IS THE SAME AS THAT OF A PUBLIC LIBRARY OR NEWSSTAND. TDM’S THIRD PARTY SUPPLIERS MAY EXPRESS CERTAIN OPINIONS OR PROVIDE CERTAIN INFORMATION AND OFFERS AND TDM MAKES NO WARRANTIES AS TO THE COMPLETENESS, ACCURACY, TIMELINESS, OR RELIABILITY OF INFORMATION OR OFFERS SUPPLIED BY THIRD PARTIES. TDM DOES NOT GUARANTEE OR WARRANT THE PERFORMANCE OF ANY THIRD PARTY, INCLUDING ANY SUCH THIRD PARTY’S CONFORMANCE TO ANY LAW, RULE, REGULATION OR POLICY.

TDM DOES NOT WARRANT THAT INFORMATION, SERVICES, AND PRODUCTS CONTAINED IN THIS WEB SITE WILL SATISFY YOUR REQUIREMENTS OR THAT THEY ARE ERROR OR DEFECT-FREE. BEFORE USING ANY PRODUCT YOU SHOULD CONFIRM ANY INFORMATION OF IMPORTANCE TO YOU ON THE PRODUCT PACKAGING. YOU ASSUME RESPONSIBILITY FOR THE ACCURACY, APPROPRIATENESS AND LEGALITY OF ANY INFORMATION YOU SUPPLY TDM. THIS WEB SITE IS OPERATED IN THE PROVINCE OF MANITOBA, CANADA AND TDM MAKES NO WARRANTY OR REPRESENTATION THAT THIS CONTENT IS APPLICABLE OR APPROPRIATE FOR USE IN OTHER LOCATIONS.

AS PARTIAL CONSIDERATION FOR YOUR ACCESS TO THIS WEB SITE AND USE OF ITS CONTENT, YOU AGREE THAT TDM IS NOT LIABLE TO YOU IN ANY MANNER WHATSOEVER FOR DECISIONS YOU MAY MAKE OR YOUR ACTIONS OR NON-ACTIONS IN RELIANCE UPON THE CONTENT. YOU ALSO AGREE THAT THE AGGREGATE LIABILITY OF TDM ARISING FROM OR RELATED TO YOUR USE AND ACCESS REGARDLESS OF THE FORM OF ACTION OR CLAIM (FOR EXAMPLE, CONTRACT, WARRANTY, TORT, NEGLIGENCE, STRICT LIABILITY, PROFESSIONAL MALPRACTICE, FRAUD, OR OTHER BASES FOR CLAIMS), IS LIMITED TO THE PURCHASE PRICE OF ANY ITEMS YOU PURCHASED FROM TDM IN THE APPLICABLE TRANSACTION. TDM SHALL NOT IN ANY CASE BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES EVEN IF TDM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS IS A COMPREHENSIVE LIMITATION OF LIABILITY THAT APPLIES TO ALL LOSES AND DAMAGES OF ANY KIND. IF YOU ARE DISSATISFIED WITH THIS WEB SITE OR ITS CONTENT (INCLUDING TERMS OF USE), YOUR SOLE EXCLUSIVE REMEDY IS TO DISCONTINUE USING THIS WEB SITE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SUCH LIMITATION MAY NOT BE APPLICABLE TO YOU.

Your Agreement to Abide by All Applicable Laws
By using this Web Site you agree to comply with any and all local, provincial, state, federal, or international laws, statutes, and regulations that relate in any manner to the use of this Web Site and the associated services or products contained thereon.

Relationship between TDM and Users.
TDM and users of this Web Site are independent contractors, and no agency, partnership, employment or other relationship is created or is intended to be created by the use of this Web Site.

Governing Law and Jurisdiction
This Web Site (excluding linked sites, if any) is administered and controlled by TDM and its affiliates, subsidiaries, officers, directors, employees or agents from its offices in the accordance with the laws of the Province of Manitoba and the laws of Canada applicable therein. You agree that this Terms and Conditions of Use Agreement and this Web Site will be governed by and construed in accordance with Manitoba law without giving effect to any principles of conflicts of laws. You access this Web Site and/or associated services of TDM at your own risk, and remain responsible for complying with the laws of the jurisdiction within which you are located. You agree that all disputes, controversies or claims arising out of or in connection with this Web Site shall be submitted to and be subject to the jurisdiction of the courts of the Province of Manitoba, Canada. You also agree and hereby submit to the exclusive jurisdiction of the courts of the Province of Manitoba to finally adjudicate or determine any suit, action or proceeding arising out of or in connection with this Web Site and you do so voluntarily.

Local Laws, Import and Export Control
It is important to note that not all of the products, services and Content associated with this Web Site are available in all provinces within Canada or in jurisdictions outside Canada.

For example, the United States Food and Drug Administration has taken the position that virtually all shipments of prescription drugs imported from a pharmacy outside the United States by a United States customer will violate United States law. By placing an Order for product or services, you represent to TDM, and you shall be responsible to ensure, that the sale, delivery and shipment of the products will not violate any import, export or other law or regulation in your home jurisdiction. The Content does not constitute an offer or solicitation to buy or sell any product, service or information to anyone in any jurisdiction in which an offer or solicitation is not authorized or cannot legally be made or to any person to whom it is unlawful to make an offer or solicitation.

The terms and conditions applicable to any product, service or information will be those determined at the time of provision of the product, service or information. Please be aware of the laws of your jurisdiction or that otherwise apply to you in relation to any of the matters described in these pages. If you choose to access this Web Site from outside of the Province of Manitoba or the Country of Canada, you do so on your own initiative and you are responsible for compliance with applicable local, national or international laws. You may not use or export or re-export the Content or any copy or adaptation in violation of any applicable laws or regulations, including export laws and regulations of Canada in force from time to time.

This Web Site and associated services are intended as a business and commercial entity, and are therefore not intended for use by persons under the age of majority in the jurisdiction in which they reside. The material on this Web Site is owned and licensed by TDM and is intended to be viewed by users in jurisdictions where the content or the services offered would violate any law or regulation.

International Orders; Prices; Payment Terms; Interest
The prices for the products and services on this Web Site are quoted, for convenience, in United States dollars, and may be quoted in Canadian dollars or other currencies as set forth in this Web Site as at the time of acceptance of an order by TDM. Prices for Products shall be subject to change without any further notice. Credit terms are within TDM"s sole discretion, and unless otherwise specified in TDM"s invoice, payment must be received by TDM prior to TDM"s acceptance of an order.

Consequences
TDM reserves the right to suspend or terminate your account if you violate this Terms of Use Agreement. If your violation causes harm to others, you agree to indemnify and hold TDM harmless from and against any and all loss, damage, or expense. If any dispute arises between us regarding this Agreement or your use of this Web Site, it shall be resolved through good faith negotiations between the parties.

If such efforts prove unsuccessful, all such controversies, claims, or disputes shall be submitted to binding arbitration pursuant to the law and regulations of the Province of Manitoba. Arbitration shall be conducted in accordance with the rules of the Canadian Arbitration Association. The arbitration award shall be final and binding, and it may be confirmed and enforced in any court of competent jurisdiction. Each party shall pay for all attorney fees it incurred in connection with the arbitration and shall share equally in the costs of the arbitration. The venue for any arbitration shall be in the Province of Manitoba, Canada.

Entire Agreement
These Terms and Conditions and any terms incorporated or referred to herein constitute the entire agreement between TDM and you relating to your use of this Web Site and the subject matter hereof, and supersede any prior understandings or agreements (whether electronic, oral or written) regarding the subject matter, and may not be amended or modified except in writing, or by TDM making such amendments or modifications in accordance with this Terms and Conditions of Use Agreement.

Severability
If any part of this Terms and Conditions of Use Agreement is deemed or determined to be unenforceable, then such part shall be eliminated or limited to the minimum extent necessary. The remainder of this Terms and Conditions of Use Agreement, including any revised portion, shall remain and be in full force and effect.

Headings
The headings contained in this Terms and Conditions of Use Agreement (including the TDM Privacy Policy) are for reference only.

Force Majeure
TDM shall not be liable for any delay or failure in performance caused by circumstances beyond its reasonable control, including, without limitation, delays due to backorders of requested products, mail delays, customs delays or lost shipments. TDM shall not be responsible to notify the Customer in the event of such delays. The Customer shall be solely responsible to make other arrangements to purchase alternative products and any costs incurred in connection with such purchases.

Thank you again for visiting the TDM Web Site.