Tidal Health Solutions Website Terms of Use

Please read these terms and conditions of use (“Terms) carefully before using this internet service.

The web site (this ” Website”) is provided by Tidal Health Solutions Ltd. (“Tidal Health Solutions”, “we” and “our”.

Tidal Health Solutions Information contained in this Website is for information purposes only.  Access and use of this Website and its related services (the “Services”) are provided to you on condition that you accept these Terms.   By accessing or using this Website or the Services, you agree to these Terms.  If you do not agree to these Terms, you may not access or use: (i) this Website; (ii) the Tidal Health Solutions Materials (as defined below); or (iii) any of the Services.

These Terms, this Website, including the Tidal Health Solutions Materials, and the Services may be amended or otherwise changed from time to time without notice.  For the avoidance of doubt, Tidal Health Solutions reserves the right to: (i) revise, modify, supplement or delete any information, materials, services and/or resources contained on this Website; and (ii) make such changes without prior notification to past, current or prospective visitors.  It is your responsibility to check for such changes periodically.  If you do not agree with any change, you must stop using or accessing this Website. Your continued access or use of this Website or the Services after any such change is posted on this Website will constitute your acceptance of the change.

1. JURISDICTION

Your access and use of this Website shall be deemed to be provided in New Brunswick and subject to Ontario law and the laws of Canada applicable therein.  If you access this Website from outside of Canada, you do so at your own risk and are responsible for compliance with local, national or international laws, including, without limitation, securities laws and import and export laws.  You understand that this Website, the Services or both may not be available in all jurisdictions and that you are responsible for ensuring that it is lawful for you to use this Website and receive the Services in your jurisdiction.

If you are residing in a jurisdiction where it is forbidden by law to participate in the activities offered by or related to this Website (including the Services), you may not: (i) enter into these Terms; or (ii) access or use this Website or the Services. By accessing or using this Website you are explicitly stating that you have verified in your own jurisdiction that your access and use of this Website and the Services is allowed.

2. USE OF THIS WEBSITE AND PROHIBITED USES

You may only access and use this Website for legitimate purposes and not for any illegal or unauthorized purpose, including without limitation, in violation of any criminal law, intellectual property law, privacy law or any other applicable law or regulation. You represent and warrant that you are at least the age of majority in your jurisdiction of residence and are legally capable of entering into a binding contract.

You may not interfere with the security of, or otherwise abuse, this Website, or any system resources, services or networks connected to or accessible through this Website. You may only access or use this Website for lawful purposes. You agree that you will not attempt to, nor permit any third party to, enter restricted areas of Tidal Health Solutions’ computer systems or perform functions that you are not authorized to perform pursuant to these Terms.

While accessing or using this Website, you agree to comply with all applicable laws, rules and regulations.

Your limited right to access, use and view the Website is further conditional upon your agreement that you will not, and not allow others to, directly or indirectly:

  1. sell, reproduce, modify or attempt to modify the Website  in any way or reproduce or publicly display, perform, or distribute or otherwise use them for any public or commercial purpose, including without limitation use of the Website in any other web service or in any environment of networked computers;
  2. remove or obscure any copyright or other notices contained in the Website;
  3. syndicate or download materials from this Website to an intranet or local network;
  4. use this Website in any manner that could damage, disable, overburden or impair this Website;
  5. upload, post or otherwise transmit on this Website any items, including without limitation computer viruses, Trojan horses, worms, backdoor, shutdown mechanism or other harmful, disruptive or destructive files or computer programs;
  6. disrupt or interfere with any other person’s use or enjoyment of this Website;
  7. interfere with the security of, or otherwise abuse, this Website, system resources, accounts, servers or networks connected to or accessible through this Website;
  8. use any robot, spider or other automatic program or device, or manual process to monitor, copy, summarize, or otherwise extract information from this Website;
  9. use or attempt to use another’s account, password, service, system or other information without prior written authorization from Tidal Health Solutions, or create or use a false identity on this Website;
  10. transmit on, to or from this Website spam, chain letters, junk mail or any other type of unsolicited mass e-mail; or
  11. upload to, distribute to, or otherwise disseminate through this Website any material or information of any kind that is libelous, defamatory, obscene, pornographic, abusive, or otherwise violates any law or infringes or violates any rights of any other person or entity, or contains a solicitation of funds, advertising, or a solicitation for goods or services; or

You also agree that you are solely responsible for actions and communications undertaken or transmitted in the course of your usage of this Website, and that you will comply with all laws that apply or may apply to your use of this Website.

Tidal Health Solutions reserve the right, in our sole discretion, to take any actions we deem necessary and appropriate to preserve the integrity this Website or the Services.  For example, Tidal Health Solutions may, without notice, temporarily suspend your, or any other party’s, access to this Website (including the Services) if we reasonably suspect that you, or any other parties, are obtaining unauthorized access to our systems or information, or are using otherwise valid user identifications or passwords in any other unauthorized manner. These suspensions will be for such periods of time as Tidal Health Solutions may reasonably determine is necessary to permit the thorough investigation of such suspended activity.

3. COPYRIGHTS AND TRADEMARKS AND OTHER INTELLECTUAL PROPERTY

Unless otherwise noted, all materials, including without limitation all text, design, graphics, drawings, photographs, video clips, music and sounds, and all trade-marks, service marks and trade names used on the Website and the selection and arrangements thereof, are subject to intellectual property rights including without limitation all copyrights, trade-marks, patents held by or licensed by Tidal Health Solutions. Except as expressly provided herein, no license or right is given to you, whether by implication, estoppel or otherwise under any intellectual property right, including without limitation, any right to use or reproduce the Website, Tidal Health Solutions Materials and the presentation thereof, and all intellectual property rights in the Website and Tidal Health Solutions Material are expressly reserved.

Subject to these Terms, you are granted a limited license only to display and print the materials and information contained in this Website (collectively, the “Tidal Health Solutions Materials”) for your own personal, non-commercial use; provided that such materials and information are not modified and that copyright and other intellectual property notices are not altered or deleted.  You may not create derivative works from or otherwise reproduce, modify, republish or disseminate the Tidal Health Solutions Materials, or any element thereof, in any manner or form whatsoever.  Any other use of the Tidal Health Solutions Materials without Tidal Health Solutions’ written permission is prohibited.

Any unauthorized use regarding publication, copying or modification of information in any of the Tidal Health Solutions Materials, including trademarks, tradenames and design marks, may violate applicable legislation and may result in legal action.

4. ERRORS AND OMISSIONS

Although Tidal Health Solutions believes the Tidal Health Solutions Materials to be correct at the time they are posted, Tidal Health Solutions: (i) does not warrant or represent the accuracy, completeness or currency of same at all times; and (ii) cannot guarantee or accept any responsibility or liability for the accuracy, currency or completeness of the Tidal Health Solutions Materials on this Website.  Information contained in this Website does not constitute a solicitation or an offering of securities in any jurisdiction.

We have the right, but not the obligation, to correct any errors, inaccuracies or omissions and to change or update the Tidal Health Solutions Materials at any time, without prior notice to you (including after an order has been placed by you).

5. AGREEMENT TO PRIVACY POLICY

Tidal Health Solutions respects your desire for privacy. Wherever your information may be held within Tidal Health Solution or on its behalf, we intend to take reasonable and appropriate steps to protect the information you share with us from unauthorized access or disclosure. Tidal Health Solutions will not sell your information to any third party source without the expressed written consent of the provider, unless compelled to by law. By accessing this Website, you are consenting to the collection and use of your personal information and to the terms of our Privacy Policy.  Please see our Privacy Policy [embed hyperlink in foregoing text] for further details.

You acknowledge and agree that access to and use of this Website and the Services is primarily provided via the Internet and that your information, including personal information, may be transferred across national borders and stored or processed in any country in the world.

6. SUBMISSION THROUGH THIS WEBSITE

Although Tidal Health Solutions may provide certain security in an effort to protect the electronic transmission of information that you submit to Visual Compliance through this Website, Tidal Health Solutions does not guarantee the security of any information transmitted to or from this Website.  The Internet is not a fully secure medium and any communication may be lost, intercepted or altered.  Tidal Health Solutions is not liable for any damages related to communications to, or from, this Website or the Services.

Do not send any confidential or proprietary information to Tidal Health Solutions through this Website. Any information you do send to Tidal Health Solutions through this Website will be deemed ‘Non-Confidential’ and will NOT be subject to additional protection.

7. YOUR COMMENTS

Feel free to e-mail or otherwise provide us with your comments, suggestions or feedback (“Comments”). Should you do so, you agree that: (i) Tidal Health Solutions and its affiliates have no obligation to you or any one else concerning such Comments; (ii) such Comments are non-confidential; (iii) Tidal Health Solutions and its affiliates may use, disclose, distribute or copy such Comments (including any ideas, concepts or know-how contained in such Comments) for any purpose and without restriction or obligation to you or to anyone else; and (iv) such Comments are truthful and do not violate the legal rights of others.

8. LINKS

As a convenience to you, Tidal Health Solutions may provide, in this Website, links to web sites operated by other entities. These links do not constitute an endorsement, sponsorship or recommendation by Tidal Health Solutions of the third parties, the linked third party sources or any content, services or products available on or through such third party sources. If you use these third party services, you do so at your own risk and it is your responsibility to take all protective measures to guard against viruses and other destructive elements.  Tidal Health Solutions shall not be a party to any transaction between you and any third party including any third party advertising on this Website, and we shall not be liable for any losses or damages arising out of such interaction with any third party.

9. DISCLAIMERS

THE TIDAL HEALTH SOLUTIONS MATERIALS, INCLUDING WITHOUT LIMITATION INFORMATION REGARDING DIFFERENT STRAINS OF MEDICAL CANNABIS AND THEIR POTENTIAL SUITABILITY FOR TREATING DIFFERENT DIAGNOSES, ARE PROVIDED FOR GENERAL INFORMATION PURPOSES ONLY AND DO NOT CONSTITUTE LEGAL, MEDICAL, OR OTHER PROFESSIONAL ADVICE OR AN OPINION OF ANY KIND. YOU ARE ADVISED TO SEEK SPECIFIC LEGAL AND/OR MEDICAL ADVICE BY CONTACTING A PROFESSIONAL.

THIS WEBSITE, THE SERVICES, THE PRODUCTS AND THE TIDAL HEALTH SOLUTIONS MATERIALS ARE PROVIDED ON AN “AS IS”, “WHERE IS”,  AND “WITH ALL FAULTS” BASIS,   WITHOUT REPRESENTATION, WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED REPRESENTATIONS, WARRANTIES OR CONDITIONS OF CONCERNING THE AVAILABILITY, ACCURACY, COMPLETENESS OR USEFULNESS OF THE TIDAL HEALTH SOLUTIONS MATERIALS, UNINTERRUPTED ACCESS, AND ANY WARRANTIES OR CONDITIONS OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, MERCHANTABLE QUALITY OR FITNESS FOR A PARTICULAR PURPOSE.

WE DO NOT REPRESENT OR WARRANT THAT THIS WEBSITE, THE SERVICES, THE PRODUCTS AND THE TIDAL HEALTH SOLUTIONS MATERIALS WILL BE TIMELY, SECURE, UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS WEBSITE OR THE SERVERS THAT MAKE THIS WEBSITE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

10. LIMIT OF LIABILITY

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL TIDAL HEALTH SOLUTIONS OR ANY OF ITS AFFILIATES OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, SECURITY HOLDERS, PARTNERS OR AGENTS (COLLECTIVELY, THE “TIDAL HEALTH SOLUTIONS PARTIES”) BE LIABLE TO YOU FOR ANY (A) INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE, EXEMPLARY RELIANCE, CONSEQUENTIAL OR OTHER SIMILAR DAMAGES WHATSOEVER (EVEN IF ANY OF THE TIDAL HEALTH SOLUTIONS PARTIES IS MADE AWARE OF THE POSSIBILITY OF ANY SUCH DAMAGES), OR (B) ANY DAMAGES FOR LOSS OF PROFITS, LOSS OF EXPECTED SAVINGS, INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR LOSS OF OPPORTUNITY IN CONNECTION WITH OR RELATED TO ANY CLAIM, LOSS, DAMAGE, ACTION, SUIT OR OTHER PROCEEDING ARISING FROM, RELATED TO, OR IN CONNECTION WITH (I) THESE TERMS, (II) THIS WEBSITE (INCLUDING ANY SITES LINKED FROM OR TO THIS WEBSITE), (III) THE TIDAL HEALTH SOLUTIONS MATERIALS, (IV) THE SERVICES, (V) THE PRODUCTS, AND (VI) YOUR ACCESS, USE, OR RELIANCE OF ANY OF THE FOREGOING, WHETHER THE CLAIM IS BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OR OTHERWISE.

IN EVERY EVENT, THE TIDAL HEALTH SOLUTIONS PARTIES’ TOTAL MAXIMUM AGGREGATE LIABILITY TO YOU IN CONNECTION WITH OR RELATED TO ANY CLAIM, LOSS, DAMAGE, ACTION, SUIT OR OTHER PROCEEDING ARISING FROM, RELATED TO, OR IN CONNECTION WITH (I) THESE TERMS, (II) THIS WEBSITE (INCLUDING ANY SITES LINKED FROM OR TO THIS WEBSITE), (III) THE TIDAL HEALTH SOLUTIONS MATERIALS, (IV) THE SERVICES, (V) THE PRODUCTS, AND (VI) YOUR ACCESS, USE, OR RELIANCE OF ANY OF THE FOREGOING SHALL BE LIMITED TO THE LESSER OF: (A) TWENTY ($10.00) DOLLARS (CANADIAN); AND (B) THE AMOUNTS PAID BY YOU FOR ANY PRODUCTS PURCHASED BY YOU THROUGH THIS WEBSITE IN THE SIX (6) MONTH  PERIOD IMMEDIATELY PRECEDING THE FINAL EVENT GIVING RISE TO SUCH LIABILITY.

THE CONSIDERATION BEING PAID HEREUNDER DOES NOT INCLUDE ANY CONSIDERATION FOR TIDAL HEALTH SOLUTIONS TO ASSUME ANY RISKS BEYOND THOSE EXPRESSLY ASSUMED HEREIN AND IF ANY SUCH RISKS WERE TO BE ASSUMED BY TIDAL HEALTH SOLUTIONS, TIDAL HEALTH SOLUTIONS WOULD NOT HAVE ENTERED INTO THIS AGREEMENT WITHOUT CHARGING SUBSTANTIAL FEES.

Please note that certain jurisdictions do not allow limitation of liability or the exclusion or limitation of certain damages. In such jurisdictions, some or all of the above disclaimers, exclusions, or limitations, may not apply to you; and in any such case, our liability will be limited to the maximum extent permitted by law 

11. INDEMNIFICATION

You agree to defend, indemnify and hold harmless Tidal Health Solutions and its officers, directors, employees and agents from and against any and all claims, actions or demands, including without limitation reasonable legal and accounting fees, alleging or resulting from your use of this Website or the use of any information contained in or obtained through this Website, the Services or your breach of these Terms or any applicable law or regulation.

12. TERM, TERMINATION AND SUSPENSION

As above, Tidal Health Solutions may, at its sole discretion, at any time and from time to time, without notice, suspend your ability to use this Website and the Services and/or terminate these Terms or any of the licenses granted hereunder. Upon termination of these Terms, you shall immediately cease and desist from all use of this Website and the Services.

Sections 7, 9, 10, 11, 13, 14, 15 – 18 will survive any termination or expiry of these Terms.

13. ENTIRE AGREEMENT

These Terms and any documents expressly referred to in them represent the entire agreement between you and us in relation to the subject matter of the Terms, and supersede any prior agreement, understanding or arrangement between you and us, whether oral or in writing.  

14. WAIVER

Any failure by Tidal Health Solutions to insist upon or enforce strict performance of any provision of the Terms shall not be construed as a waiver of any provision or right.  No waiver by Tidal Health Solutions is effective unless it is communicated to you in writing.

15. HEADINGS

Any headings and titles herein are for convenience only.

16. ASSIGNMENT

These Terms are not assignable, transferable or sub-licensable by you except with Tidal Health Solutions’ prior written consent. Tidal Health Solutions may assign, transfer or convey these Terms, or any of our rights hereunder to a third party without notice to you.

17. SEVERABILITY

If for any reason a court of competent jurisdiction finds any provision of these Terms or portion thereof to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to affect the intent of these Terms, and the remainder of these Terms shall continue in full force and effect.

18. GOVERNING LAW

Any claims or disputes arising from, related to, or in connection with (i) these Terms, (ii) this Website, (iii) the Tidal Health Solutions Materials, (iv) the Services, (v) the Products, and (vi) your access, use, or reliance of any of the foregoing (each a “Dispute”) will be resolved in accordance with the laws in the Province of Ontario without regard to its conflict of law rules. Any such claims or disputes must be brought before the courts in the City of Toronto, Ontario and you irrevocably consent to the exclusive jurisdiction and venue of such courts.  

Except where prohibited by applicable law, you agree to waive any right you may have to commence or participate in any class action against the Tidal Health Solutions Parties relating to any Dispute and you also agree to opt out of any class proceedings against Tidal Health Solutions.

19. CONTACT INFORMATION

If you need to contact us regarding this Website, the Services, the Products or these Terms, please contact us by: (i) phone at 1 (506) 465-1182; or (ii) mail us at: 1111 International Blvd., Suite 100, Burlington, ON, L7L 6W1, Canada

May 21, 2019