Terms of Use

Terms of Use

1. Acceptance of Terms

Welcome to the websites of Canopy Health Innovations Inc. and Canopy Animal Health Inc. (collectively referred to as “Canopy Health”, “we” or “our”). The website (including all its webpages) (the “Website”) is offered to you on condition that you accept to abide by the terms, conditions, and notices contained herein and any amendments or supplements to them that may be posted by Canopy Health or on our behalf from time to time (collectively, the “Terms and Conditions”) without modification. Your use of the Website constitutes your agreement (the “Agreement”) to be legally bound by these Terms and Conditions. This Agreement includes any guidelines or rules posted and updated on the Website from time to time. You can review the most current version of this Agreement at any time at the Website.

2. Copyright

You understand that the Website is available for your personal, non-commercial use only. You agree that the Website is owned by Canopy Health. All content contained on the Website, including text, graphics, logos, icons, images, photos, video, sounds, digital downloads, data compilations, software, and other material and services, (collectively, the “Content”) is the property of Canopy Health or is used by Canopy Health (or otherwise appears on or in connection with the Website) by agreement or other right in favour of Canopy Health, and in all cases all Content is protected by patents, copyrights, trademarks, and other proprietary rights. You agree that you and all parties other than Canopy Health are prohibited from modifying or using the Website and/or the Content for any commercial purpose or in any manner that is no expressly permitted under this Agreement. You agree that you may not modify, publish, transmit, participate in the transfer or sale of, reproduce, create derivative works from, distribute, perform, display, incorporate into another website, or in any other way exploit the Website and/or any of the Content, in whole or in part. All software used on or with respect to the operation of the Website is the property of Canopy Health or is used by Canopy Health (or otherwise appears on or in connection with the Website) by agreement or other right in favour of Canopy Health, and in all cases all Content is protected by applicable patent, copyright, trademark and other intellectual property laws. You agree that your use of the Content shall be governed and constrained by applicable patent, copyright, trademark and other intellectual property laws. The Website is provided free of charge and on the basis that Canopy Health has no obligation to provide any maintenance or support services in relation to the Website and Canopy Health is not responsible for any loss or damage you may suffer as a result of any failure to maintain or update the Website.

3. Links to Other Websites and/or Other Parties

The Website may contain links to other websites. The linked websites are provided for your convenience and do not reflect any endorsement by Canopy Health of any other website or of the quality, reliability or any other characteristic or feature of any other website, and you acknowledge that no such other website is under the control of Canopy Health. Canopy Health is not responsible for the contents of any website other than the Website, including without limitation any a linked website, or any changes or updates to any of the foregoing. In addition, you should be aware that your use of any website other than the Website is subject to the terms and conditions applicable to that website, including the privacy policies of that other website.

4. Disclaimer of Warranties and Liability

The use of the Website is solely at your own risk. The Website is provided on an “as is” and “as available” basis. Canopy Health expressly disclaims all warranties of any kind with respect to the Website, whether express or implied, including implied warranties of merchantability, fitness for a particular purpose, title and non-infringement. Canopy Health makes no representation or warranty about the suitability, reliability, availability, timeliness, completeness and accuracy of the information, software, products, services and related graphics contained on the Website for any purpose. You understand and acknowledge that your sole and exclusive remedy with respect to any defect in or dissatisfaction with the Website is to cease using the Website. No advice or information, whether oral or written, obtained by you from us, through either this Website or any electronic communications between you and Canopy Health arising as a result of your use of the Website, shall create any warranty not expressly made herein.

You expressly understand and agree that Canopy Health shall not be liable for, and expressly release Canopy Health, its affiliates and their respective officers, directors, employees and agents from any liability whatsoever for, any consequence relating directly or indirectly to any action or inaction you take based on any Content (including the information, services or other material on the Website) or any direct, indirect, incidental, special, consequential, or exemplary damages, including without limitation, damages for loss of profits, goodwill, use, data loss, or other losses (even if Canopy Health has been advised of the possibility of such damages) resulting from or arising in connection with: (i) the access to, use of, or inability to use, the Website; (ii) the cost of procuring substitute product and/or service resulting from any product, data, information or service obtained or which you were unable to obtain or transaction effected or failed to be effected in connection with the Website; (iii) any link provided in connection with the Website; or (iv) any matter otherwise related to your use of the Website.

5. Use of the Website

You warrant to Canopy Health that you will not use the Website for any purpose that is unlawful under the laws of Canada or the laws of any jurisdiction where you are located or to which you or your use of the Website is subject, or for any use that is prohibited by the Terms and Conditions

You may not copy, change or reuse the Website and/or any Content, any updates to the foregoing or any part thereof, including the software incorporated in the foregoing.

You are granted a non-exclusive, non-transferable, revocable, limited licence to view, print and distribute content retrieved from the Website for your personal, non-commercial purposes, provided that you do not remove or obscure the copyright notice or other notices displayed on the Content. You may not copy, reprint, modify, display, perform, translate, distribute, adapt, broadcast, communicate to the public by telecommunication, circulate, or sell the Content or any other information retrieved from the Website in any way, for any commercial use or provide it to any commercial source, including other websites, without the prior written permission of Canopy Health.

In addition, you agree not to: (i) use the Website in any manner that could disable, overburden, damage, or impair the Website, or interfere with any other use of the Website, including, any other party’s use or enjoyment of the Website or ability to engage in real-time activities through the Website; (ii) use any robot, spider or other automatic device, process or means to access the Website for any purpose, including to scrape, data mine, monitor or copy any of the material on the Website; (iii) use any manual process to monitor or copy any of the material on the Website, or to engage in any other unauthorized purpose without the express prior written consent of Canopy Health; (iv) otherwise use any device, software or routine that interferes with the proper working of the Website; or (v) otherwise attempt to interfere with the proper working of the Website.

In the event that Canopy Health permits you to upload, post, e-mail or otherwise transmit content, data, information or other materials for display on the Website (collectively, the “User Content”), you will be responsible for all such User Content that you upload, post, email or otherwise transmit using the Website. You are prohibited from uploading, posting, emailing or transmitting harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, sexually explicit, profane, hateful, racial, ethnic or otherwise objectionable material of any kind, including without limitation, any material that encourages conduct that would violate any applicable local, national or international law, including any criminal law, or give rise to civil liability.

By posting, uploading, inputting, providing or submitting User Content, you are: (1) confirming that you are entitled to post or transmit such User Content; (2) agreeing that you are solely responsible for all User Content that you submit for posting; and (3) granting Canopy Health and its affiliates an irrevocable, worldwide, non-exclusive, perpetual, fully sub-licensable, transferable, royalty-free right and licence to use such User Content in any way on the Website and on any other website owned or operated by Canopy Health or its affiliates (as well as on any social media sites associated with Canopy Health or its affiliates), which includes granting Canopy Health permission to use such User Content in connection with the operation of the Website and Canopy Health’s general operations including, without limitation, the rights to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat such User Content, and to publish your name in connection with such User Content.

Except as expressly set forth on the Website, if you submit any information to us, including any comments, remarks, suggestions, ideas, notes, drawings, graphics, concepts, or other information, you are giving that information, and your rights in it, to Canopy Health free of charge and such information shall be deemed to be non-confidential and Canopy Heath shall have no obligation of any kind with respect to such information and shall be free to reproduce, use, disclose and distribute the information to others without limitation, without your consent or any compensation to you or anyone else. Canopy Health shall be free to use any ideas, concepts, know-how, or techniques contained in or derived from any User Content for any purpose whatsoever, including developing, manufacturing, and marketing products. Therefore please do not submit or send to us any idea, suggestion or material that you wish to keep confidential or for which you expect to receive compensation. You will not have any claim against us with respect to any use or non-use of User Content. When you submit User Content, you understand that we will have the right, but not the obligation, to use, display and publish your name, photograph, likeness, voice, performance, biographical information and/or statements, throughout the world in perpetuity on the Website and on any affiliate or successor Website or social media channels owned or operated by us or our affiliates. If we make use of any of these rights, you understand and agree that you shall not receive any other consideration, payment, notification or credit, nor will you have any approval over how Canopy Health uses them.

You acknowledge that User Content provided by other users may be posted on the Website, containing the opinions and views of such other users. You acknowledge further that we are not responsible for the accuracy of any User Content on the Website. You understand and agree that all User Content is the sole responsibility of the person who posted the Content. You understand and agree that you will evaluate, and bear all risks associated with, the use of any User Content, including any reliance on the accuracy, completeness, or usefulness of such User Content.

We reserve the right at any time to discontinue, temporarily or permanently, your ability to upload User Content and/or your ability to access User Content with or without notice, at our sole discretion. You agree that we shall not be liable to you or to any third party for any suspension or discontinuance of acceptance of User Content.

Remember that all User Content you submit to the Website through a mobile device will be stored on that mobile device. The security and safety of your mobile device, and the information and materials contained on it, as well as any password you use on your device and to access the Website are your sole responsibility.

Subject to Canopy Health’s Privacy Policy (see Section 9 of these Terms of Use), Canopy Health reserves the right at all times and in its sole and absolute discretion to disclose any information about you or provided by you as necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, provided by you, or otherwise as Canopy Health may deem necessary or prudent.

6. Indemnification

You agree to indemnify and hold harmless Canopy Health and its affiliates and their respective directors, officers, employees, agents, or other representatives from and against all claims, liability, damages and expenses, including without limitation all legal fees and costs arising from or relating to: (1) your breach of these Terms of Use; (2) your use of the Website including without limitation transmission or placement of information or material by you on the Website; and (3) any claim or allegation that any of your User Content infringes the intellectual property or other proprietary rights, or privacy rights, of any third party.

7. Electronic Communications

The information communicated on the Website constitutes an electronic communication. When you communicate with us through the Website or via other forms of electronic media, such as e-mail, you are communicating with us electronically. You agree that we may communicate electronically, subject to local privacy laws, and that such communications, as well as notices, disclosures, agreements, and other communications that we provide to you electronically, are equivalent to communications in writing and shall have the same force and effect as if they were in writing and signed by the party sending the communication.

8. Termination of Access

You acknowledge and agree that Canopy Health may, at its sole discretion, refuse or terminate your access to the Website, in whole or in part as Canopy Health may deem necessary or prudent, and remove and discard any Content (including any User Content) without prior notice to you, for any reason, including without limitation, if (i) Canopy Health believes that you have violated any provision of this Agreement; and/or (ii) you have otherwise acted or failed to act in any manner that Canopy Health deems objectionable, or for no reason. You agree that any termination of your access to the Website shall not result in any liability or other obligation of Canopy Health to you or any third party in connection with such termination. In the event of any termination you must stop using the Website and you agree that the provisions of the Agreement regarding Copyright, Disclaimer of Warranties and Liability, and Applicable Law shall survive any such termination.

9. Privacy Policy

Please view Canopy Health’s Privacy Policy for the Website, which is incorporated as part of (and forms part of) this Terms of Use statement and the Agreement. Our Privacy Policy addresses our collection and use of the data you provide to us, including your rights relative to that information.

10. Contact Information

If you have any questions or concerns with respect to these Terms of Use or the Website you may contact us as identified in the “Contact Us” section of the Website.

11. Severability of Agreement

Should any part or provision of these Terms of Use be held unlawful, void, invalid, or unenforceable that portion shall be deemed severable from these Terms of Use and shall not affect the validity and enforceability of any remaining provisions.

12. Survival

All Sections of this Agreement shall survive the termination of the right to use the Website.

13. Applicable Law

The Agreement and the resolution of any dispute related to the Agreement, the Website, and any non-contractual obligations arising out of or in connection with these Terms of Use, shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without giving effect to any principles of conflicts of law. Any legal action or proceeding between Canopy Health and you related to the Agreement shall be brought exclusively in a court of competent jurisdiction sitting in the Province of Ontario, and you agree to submit to the personal and exclusive jurisdiction of such courts.

14. Update on the Terms of Use

Canopy Health may from time to time update these Terms of Use. When these Terms of Use are updated, we will use commercially reasonable efforts to notify you that this has occurred, such as by revising the “last updated” date at the top and bottom of the webpage on which these Terms of Use are posted.

 

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