Terms and Conditions of Use
Last Modified: August 7, 2020
Walton’s Respiratory Services Inc. ("we", "us" or "our") is a corporation formed pursuant to the Business Corporations Act, SNB 1981, c B-9.1 in New Brunswick, Canada. In consideration for permitting your access to our website and online store hosted at https://www.waltonmedical.com and other domains and sub-domains (collectively the “Website”) and other good and valuable consideration, you agree as follows:
These terms and conditions (the "Terms") form a legally binding agreement which govern your access to and use of our Website in addition to the purchase of products from us. By using our Website, you, the user ("you" or "your"), represent and warrant that (a) you are at least 18 years of age; and (b) you have read and understand these Terms and agree to be bound by them.
If you are using the Website on behalf of, or in the employ of, an organization (corporation, trust, partnership, etc.), you are agreeing to these Terms for that organization and representing and warranting that you have the authority to bind that organization to these Terms. In such a case, "you" and "your" will also refer to that organization and yourself individually. Both you as an individual and your organization are legally bound by these Terms which form an agreement with Walton’s Respiratory Services Inc.
Establishing an Account
You may browse the public facing sections of our Website without establishing an account or providing us with any personal information. You may also purchase products from us without an account by proceeding to the online checkout as a guest user.
However, establishing an account on the Website makes the checkout process easier and allows you to store and save information and products you may wish to later purchase. Upon establishing a user account with us, we grant you a worldwide, non-transferable, non-exclusive license to access the Website and your account in accordance with these Terms but reserve the right to revoke said license and your access to our Website at any time.
Account Not Transferable, Updating Your Account & Security
If you establish an account with us, access to your account is not transferrable and is only intended for the individual or entity that established the account.
Upon setting up an account, you will be required to create a username and password. You are responsible for safeguarding the password you use to access the Website and you agree not to disclose your password to any third-party. You agree to use a unique password for your account which you do not use for any other online service. As we may send password reset notices and links to your email account registered on the Website (i) you are responsible for ensuring that your email address and phone number provided to us are accurate; and (ii) you represent and warrant to us, and agree that you will ensure, you are the sole person, at all times, with access to the email account registered in connection with your account.
You agree you are responsible for any activity on your account and all correspondence provided to us from any email address or phone number used to register your account, whether or not you authorized that activity or correspondence. You agree that we are, in respect of any instructions or actions taken by a person using your account or email address, entitled to assume that the person is you; the person whose name and personal information is registered and associated with the account.
You must immediately notify us of any unauthorized use of your account.
You must inform us of any changes to your contact details and other information provided to us, including, but not limited to, your email address and telephone number.
In using our Website, you agree, and you represent and warrant to us that you:
- Will not use the Website in a way that has any unlawful or fraudulent purpose or effect;
- Will not use or provide us with personally identifiable information belonging to others except (i) with their consent; and (ii) in accordance with applicable privacy laws, rules and regulations;
- Will not impersonate any person or entity;
- Will not use any software bot or data scraping techniques that accesses the Website to scrape or pull data for any purpose, whether such data was displayed publicly or not.
- Will not collect, harvest or store any personally identifiable information, including user account information, from us; and
- Will not circumvent, disable, violate or otherwise interfere with any security related feature of the Website.
We may, but have no obligation to, remove users and accounts from the Website that we determine, in our sole discretion, to have, or which may reasonably appear to have, violated these Terms.
Where prices are listed on the Website, they are subject to change without notice. Such prices listed are an invitation to make an offer and are subject to acceptance by us. Even in the event of the automated processing of your order on the Website, you agree that we will have the opportunity to review and accept such orders. All orders placed are also subject to availability and subject to being within our delivery area.
Additional terms, including but not limited to sales tax, account access, discounts, refunds and exchanges, delivery and payment may also be specified on the Website. Those terms and policies, as amended from time to time, are incorporated by reference and form part of this agreement. We further reserve the right to:
- Remove any product from the Website;
- Change, at any time, the prices, fees, taxes, charges and specifications, any promotional offers and any other content without any notice or liability to you or any other person; and
- Reject, correct, cancel or terminate any order, including accepted orders for any reason.
You agree to pay all sales taxes, whether Canadian or foreign, applicable to this agreement or arising in any way from the purchase of products or services from us.
We use third-party payment processors to process payments made by you on the Website. Our third-party payment processors include ShopPay, PayPal and others. Although we may display their forms on or in connection with our Website, when you provide your payment details via the Website, you are providing them to the applicable payment processor.
We may have access to view portions of your payment information via the third-party payment processor, however, we do not collect or store your full credit card information ourselves. You acknowledge that third-party payment processes may have their own terms and conditions that apply to you. If you have any questions concerning our third-party payment providers, please contact us.
You represent and warrant that: (i) you have the legal right to use any credit card(s) or other payment method(s) used in connection with any order placed with us; and that (ii) the information you supply to us is true, correct and complete.
You agree that our Shipping Policy, as updated from time-to-time and as made available on our Website at https://www.waltonmedical.com/pages/shipping, is incorporated by reference and forms part of these Terms.
You agree that our Return Policy, as updated from time-to-time and as made available on our Website at https://www.waltonmedical.com/pages/return-policy, is incorporated by reference and forms part of these Terms.
Acceptance of Risk and Disclaimers
Unless expressly stated otherwise on our Website, everything on the Website, including all products available for order, are provided "as is" without warranty of any kind including all implied warranties and conditions of merchantability and fitness for a particular purpose. We hereby disclaim all warranties and conditions of any kind, whether express, implied or statutory.
We do not manufacturer the products listed for sale on our Website. We merely sell products manufactured, distributed and shipped by third parties. If you have questions regarding the suitability of a product for you, or the use of various products listed for sale on our Website, you should contact the manufacturer and your health care provider directly.
In some cases, products sold on our Website may have a warranty provided by the applicable manufacturer or supplier. While we may facilitate the submission of warranty claims to a manufacturer or supplier on your behalf, you agree and acknowledge that (i) we are not liable or responsible to you in connection with any product warranty; and (ii) we have no say in whether warranty claims submitted by you or on your behalf will be accepted by the applicable manufacturer or supplier.
We rely on a number of third parties to make our Website available, including data and web hosting providers. You accept all such risks in using the Website and you agree and acknowledge that in using online platforms, there is always a risk of unauthorized access to and use of your information, including your personal information.
LIMITATION OF OUR LIABILITY
YOU AGREE THAT, TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL WE, OUR AFFILIATES, OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, CONTRACTORS, AGENTS OR LICENSORS BE LIABLE, HOWSOEVER CAUSED, FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES YOU SUFFER, WHETHER FROM USING PRODUCTS SOLD BY US, USING OUR WEBSITE OR OTHERWISE, REGARDLESS OF LEGAL THEORY AND WHETHER OR NOT WE HAVE BEEN WARNED OF THE POSSIBILITY OF SUCH DAMAGES AND WHETHER THOSE DAMAGES WERE FORESEEABLE OR NOT.
IF YOU ARE DISSATISFIED WITH THE WEBSITE OR ANY PRODUCTS ORDERED FROM OUR WEBSITE, OR DO NOT AGREE WITH ANY PART OF THESE TERMS, OR HAVE ANY OTHER DISPUTE OR CLAIM WITH OR AGAINST US, OUR AFFILIATES, OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, CONTRACTORS, AGENTS OR LICENSORS, THEN YOUR REMEDIES ARE LIMITED TO (I) REQUESTING A PRODUCT RETURN OR EXCHANGE PURSUANT TO OUR POLICIES, IF APPLICABLE; AND (II) DELETING YOUR ACCOUNT WITH US.
IN ADDITION TO YOUR AGREEMENT TO NOT HOLD THE ABOVE ENTITIES AND PERSONS LIABLE FOR ANY DAMAGES, IN THE EVENT A COURT OR ARBITRATOR OF COMPETENT JURISDICTION DECLINES TO UPHOLD SAID CLAUSE, YOU AGREE THAT IN NO CIRCUMSTANCES SHALL THE AGGREGATE LIABILITY FOR ANY AND ALL CLAIMS RELATING TO OR IN ANY WAY ARISING FROM THE USE OF OUR WEBSITE, OR PRODUCTS SOLD ON OUR WEBSITE, BE MORE THAN (I) THE AMOUNTS PAID BY YOU TO US OVER THE PRECEDING FOUR (4) MONTHS FROM THE DATE OF YOUR CLAIM; OR (II) CAD $50.00, WHICHEVER IS GREATER.
YOU AGREE AND ACKNOWLEDGE THAT WE WOULD NOT ENTER INTO THIS AGREEMENT, SELL PRODUCTS TO YOU OR GRANT ACCESS TO THE WEBSITE WITHOUT THESE RESTRICTIONS AND LIMITATIONS ON OUR LIABILITY.
INDEMNIFICATION AND HOLD HARMLESS
Ownership of the Website and Its Contents
Our Website contains open source and public domain content, licenced content as well as proprietary content owned by us and by third parties. You are not permitted to copy or distribute any content (including but not limited to text, software code, images, trademarks, videos and audio) on the Website without the express consent of the owner. Without limiting the forgoing, you are not permitted to use any trademark or trade name of Walton’s Respiratory Services Inc., including our logo without our express permission.
Our Website may permit you and other users the ability to upload and post content, including product reviews ("User Content"). We do not pre-screen User Content uploaded or posted to the Website by you or other users. You grant us a non-exclusive, transferable, sub-licensable, royalty-free, worldwide license to use any of your User Content that you post or upload to the Website. You agree not to use our Website in any manner which may infringe copyright or other intellectual property rights of any third party. We may, but have no obligation to, remove content and accounts that we determine in our sole discretion to be unlawful, damaging, or violate any third-party's intellectual property rights, these Terms or any policy incorporated by reference herein.
If you believe that your copyrighted work has been copied in a way that constitutes copyright infringement and is accessible on our Website, please notify us at firstname.lastname@example.org. While we take no responsibility for any user or supplier who breaches your copyright or other intellectual property rights, we may, in our sole discretion and without liability, undertake to attempt to contact the infringer on your behalf and/or cancel the infringer's account.
Whether or not we are affiliated with sites or third-party vendors that may be linked to our Website, we are not responsible for their content (the "Linked Sites"). The Linked Sites are for your convenience only and you access them at your own risk. We and other users provide links and references to material on other websites not owned or operated by us. Links found on our Website or in connection with our marketing materials and social media accounts are not an endorsement and we do not represent or warrant the accuracy or truth of the contents of information found on said websites. You access those links and corresponding sites at your own risk.
Law of the Contract (Governing Law) and Jurisdiction
These Terms, all documents incorporated by reference and your relationship with us, shall be governed by, construed and enforced in accordance with the laws of the Province of New Brunswick, Canada, (and any Canadian federal laws applicable therein) as it is applied to agreements entered into and to be performed entirely within such province.
You agree to irrevocably and unconditionally submit to the exclusive jurisdiction of the courts and tribunals of New Brunswick, Canada (including the Federal courts and tribunals as applicable therein) to settle any disputes arising out of or in any way related to these Terms, all documents incorporated by reference and your relationship with us.
If any provision (or part of any provision) of these Terms is found to be unlawful, void, or for any reason unenforceable, then that provision, or that part of the provision, shall be deemed severable from this agreement and shall not affect the validity and enforceability of any remaining provisions or parts.
No Construction Against Drafter
If an ambiguity or question of intent arises with respect to any provision of these Terms, the Terms shall be construed as if drafted jointly by the parties and no presumption or burden of proof will arise favouring or disfavouring either party by virtue of authorship.
Waiver of Class Proceedings and Trial by Jury
To the extent permitted by law, you waive your right to participate in any class action lawsuits against us, our contractors, employees, shareholders, successors, assigns, officers and directors. To the extent permitted by law, you further waive any right to a trial by jury, should such a right exist, in relation to any legal dispute connected to or in any way arising out of these Terms.
You may terminate your account with us at any time. To do so, please contact us by email at email@example.com.
If we reasonably believe you have violated these Terms, or for any reason we deem it undesirable to continue to offer you an account on our Website, we reserve the right to suspend or delete your account and access to our Website at any time, with or without cause, and with or without notice.
The cancellation, suspension or termination of access to our Website, or your account, shall not terminate this agreement. Without limiting the foregoing, any provision of these Terms concerning the limitation of our liability, your indemnification obligations, settling disputes (including the jurisdiction and choice of law) shall remain binding.
Assignment of this Agreement
You agree that we may assign this agreement to any successor or assignee, whether pursuant to the purchase of our Website, the transfer of control of Walton’s Respiratory Services Inc., or otherwise.
Our failure to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision.
In the course of using your account with us or using our Website, you may be required, or by your actions may be deemed, to consent to the terms of agreements provided by third-party service providers, including for example, payment processors, credit card companies and banks. You agree that nothing in those agreements shall, in any way, alter these Terms or your obligations hereunder.
AS OUR WEBSITE AND PRODUCTS CONTINUE TO CHANGE, WE MAY, AT ANY TIME, REVISE THESE TERMS AND OUR POLICIES BY UPDATING THIS PAGE OR THE PAGE HOSTING THE RELEVANT POLICY. THE DATE OF THE LAST VERSION OF THESE TERMS IS POSTED ABOVE. AS YOU ARE BOUND BY THESE TERMS EACH TIME YOU VISIT OUR WEBSITE, YOU ARE RESPONSIBLE FOR PERIODICALLY REVIEWING THE AMENDMENTS TO THESE TERMS AND YOU ARE DEEMED TO HAVE ACCEPTED AND AGREED TO SUCH AMENDMENTS BY ACCESSING AND USING THE WEBSITE AFTER SUCH AMENDMENTS HAVE BEEN POSTED. IF YOU DO NOT AGREE WITH THE AMENDMENTS, PLEASE STOP ACCESSING THE WEBSITE AND TERMINATE YOUR ACCOUNT. WE MAY ALSO UNDERTAKE TO SEND YOU NOTICE OF ANY CHANGES TO THE TERMS OR POLICIES VIA EMAIL.