term of sale

  1. INTRODUCTION.
    1. Application and Notice of Important Information. These Standard Terms for the Sale of Products and Services (the “Sales Terms”) apply to your purchase of products or services from Frontline Medical Supply Ltd. (“Frontline Medical Supply“, “us” “we” or “our”) and contain very important information regarding your rights and obligations, as well as conditions, limitations, and exclusions that might apply to you. Please read these Sales Terms carefully. By ordering products or services from us (whether through our Site, by telephone, or otherwise), you confirm your acceptance of these Sales Terms.
    2. Incorporation and Conflict. These Sales Terms are incorporated into all contracts for the supply of products and services by Frontline Medical Supply. If there is a separate written agreement between us and you, these Sales Terms will prevail over the separate written agreement in the event of a conflict unless that separate written agreement has been signed by an authorized representative of Frontline Medical Supply and expressly provides that it prevails over these Sales Terms.
    3. Notice of Binding Arbitration; Waiver of Class Action. THESE SALES TERMS CONTAIN A BINDING ARBITRATION PROVISION IN SECTION 14 WHICH PROVIDES THAT YOU WILL RESOLVE ALL DISPUTES THROUGH MANDATORY AND BINDING ARBITRATION, UNLESS YOU OPT OUT THROUGH THE MECHANISM PROVIDED IN THESE SALES TERMS OR ARE IN A PROVINCE, STATE, OR COUNTRY IN WHICH THE COURTS WILL NOT PERMIT YOU TO CONSENT TO BINDING ARBITRATION. THIS MEANS THAT, IN THE EVENT OF A DISPUTE WITH FRONTLINE MEDICAL SUPPLY, YOU WILL NOT BE ABLE TO HAVE THAT DISPUTE RESOLVED BY A JUDGE OR A JURY. ADDITIONALLY, IN SECTION 14 OF THESE SALES TERMS, YOU WAIVE YOUR RIGHT TO A JURY TRIAL AND ALSO WAIVER YOUR RIGHT TO PARTICIPATE IN CLASS ACTIONS AGAINST FRONTLINE MEDICAL SUPPLY. PLEASE CAREFULLY READ SECTION 14.
    4. Age of Majority; Entities. By placing an order for products or services, you affirm that you are of legal age to enter into these Sales Terms, and that you accept and are bound by these Sales Terms. If you place an order on behalf of an entity, you affirm (a) that you are an authorized representative or agent of that entity with the authority to bind such entity to these Sales Terms; and (b) such entity accepts and is bound by these Sales Terms. In such a circumstance, the words “you” and “your” as used in these Sales Terms will refer to and apply to both that entity and you personally.
    5. You shall not order or obtain products or services from Frontline Medical Supply if you: (a) do not agree to these Sales Terms; (b) are not the older of (i) at least 18 years of age or (ii) the legal age to form a binding contract with Frontline Medical Supply; or (c) are prohibited from accessing or using this Site or any of this Site’s contents, products or services by applicable law.
    6. Modifications. We may amend these Sales Terms at any time in our sole discretion by posting the amended Sales Terms on our website, which is currently located at https://www.thefrontlinemedicalsupply.com/ and https://www.thefrontlinemedicalsupply.ca/ (either, the “Site”). Such amendment will become effective as of the “Last Updated” date posted on the Site. You are responsible for reviewing these Sales Terms before purchasing any products or services from Frontline Medical Supply. Your order of products or services on or after the “Last Updated” date or your continued use of the Site constitutes your acceptance of and agreement with such amendments.
    7. Sales Terms of Use. These Sales Terms are an integral part of the Site Terms of Use that apply generally to the use of our Site. You should also carefully review our Site Privacy Policy before placing an order for products or services from us, as it will apply to your order.
  2. ORDER, ACCEPTANCE, CANCELLATION, AND PRODUCT INFORMATION.
    1. Advertisements and Acceptance. Advertisements respecting our products and services are invitations to you to make offers to purchase products and services and are not offers to sell. You agree that your order is an offer to buy, under these Sales Terms, all products and services listed in your order. A properly-completed order on our Site or with one of our sales representatives by you constitutes only your offer to purchase the products or services in your order, even if we have processed payment for such offer. All orders must be accepted by us or we will not be obligated to sell the products or services to you. We will confirm acceptance by sending you an acceptance confirmation email or otherwise an express written confirmation of acceptance. We may choose not to accept orders at our sole discretion, even after we send you a confirmation email with your order number and details of the items you have ordered. You must immediately notify us of any discrepancy between the details in the order confirmation email you receive and your actual order. Failure to notify us of such discrepancy within 24 hours of your order will result in you becoming bound to purchase the items as described in the order confirmation email.
    2. Depictions of Products. Products may differ slightly from how depicted in any illustrations, photography, or descriptions on our Site. We have endeavoured to display as accurately as possible the colours of our products as they appear on our Site. However, as the actual colours you see will depend on photographic processes and your screen, we cannot guarantee that your screen’s display of any colour will be accurate.
    3. Product Changes. Our products and services may change or be discontinued at any time. Products and services that are delivered will have similar characteristics of the products and services you ordered, but non-material changes between what is delivered and what is described online are possible. We may ship products with minor specifications changes, provided that the characteristics of such product are materially the same as the ordered products.
    4. Cancellation or Modification. No cancellation or modification of an order is effective until such time as Frontline Medical Supply confirms acceptance of the cancellation or modification. Frontline Medical Supply reserve the right, in its sole and arbitrary discretion, to reject any request for cancellation or modification of an order. You shall reimburse Frontline Medical Supply for all reasonable costs and expenses incurred by Frontline Medical Supply in connection with the cancellation or alteration of an order.
    5. Availability. Delivery of products is subject to availability. If you have paid for a product but it is unavailable, we will notify you of the unavailability and, at our election, either refund you the purchase price for such product or provide you with a replacement product of equal or greater value. Alternatively, you may keep your order until such time as the product becomes available again, subject to our right to cancel the order in the event the price of the product has materially changed upon becoming available.
    6. Limited Quantities. Despite anything to the contrary in these Sales Terms, we may impose a limit on the purchasable quantity of a particular product or service.
    7. Promotional Offers. At our discretion, we may make available certain products or services at a discount or for free for a trial period (“Promotions”). We reserve the right to modify or cancel these Promotions at any time. If we reasonably determine you have violated the terms and conditions applicable to the Promotion, we may charge you the full price for the product or service that was otherwise subject to the Promotion.
  3. PRICES AND PAYMENT TERMS.
    1. Prices. All prices, discounts, and promotions posted on this Site, in any of our catalogues or promotional materials are subject to change without notice. The price charged for a product or service will be clearly stated in your order confirmation email. Price increases will only apply to orders placed after the time of the increase. Posted prices do not include taxes or charges for shipping and handling. All such taxes and charges will be added to your total price and will be itemized in your shopping cart (for web based orders) and in your order confirmation email. We strive to display accurate price information, however, we may, on occasion, make inadvertent typographical errors, inaccuracies or omissions related to pricing and availability. We reserve the right to correct any errors, inaccuracies, or omissions at any time and to cancel any orders arising from such occurrences.
    2. Terms of Payment. Terms of payment are within our sole discretion and, unless otherwise agreed by us in writing, payment must be received by us before our acceptance of an order. If we have agreed in writing to net Sales Terms (i.e. payment in arrears), we will invoice you for your order and invoices are due and payable within the time period stated on your invoice. Partial shipments of an order may be invoiced separately from other parts of your order.
    3. Late Payments.
      1. Excluding invoices you have successfully disputed, we may charge late payment interest of 18% per annum, compounded monthly (effective rate of 19.56% per annum) or the maximum rate permitted by law, whichever is less, on all late payments. Without waiving any of our other rights or remedies, we may refuse additional orders and suspend any shipments or services until all overdue amounts are paid in full.
      2. If any amounts remain outstanding for over a year, without limiting any of our other rights or remedies, we may cancel any outstanding orders and upon such cancellation you shall pay a cancellation fee equal to 25% of the aggregate price of the products that were included in such cancelled order. You shall also reimburse us for all costs and expenses incurred in collecting any late payments and the cancellation fee, including legal fees.
    4. Invoice Disputes. This Section 3.4 applies if we have invoiced you for your order. You shall notify us in writing of any dispute with any invoice (along with substantiating documentation) within five business days from your receipt of the disputed invoice (“Invoice Dispute Period”). You will be deemed to have accepted all invoices unless we receive notice of your dispute prior to the expiration of the Invoice Dispute Period, and you shall pay all undisputed amounts due under such invoices by the payment date specified in such invoices. The Parties shall seek to resolve all such disputes promptly and in good faith. Notwithstanding anything to the contrary, you shall continue performing your obligations under these Sales Terms during any such dispute, including, without limitation, your obligation to pay all due and undisputed invoice amounts.
    5. Payment Method. We accept the payment methods indicated on our Site. Subject to our written approval, we may also accept payment by cheque. You represent, warrant, and covenant that any payment information you provide us is true, accurate, and complete, that you are authorized to use such payment method, that you will pay all charges incurred by you, including shipping and handling charges and all applicable taxes, if any, regardless of the amount quoted on the Site at the time of your order, and, if you pay by credit card, that charges incurred by you will be honoured by your credit card company.
    6. No Set-Off. Except with our express written consent, you shall not, and have no right to, withhold, offset, recoup, or debit any amounts owed (or to be owed) to Frontline Medical Supply, whether under these Sales Terms or otherwise, against any other amount owed (or to be owed) by us to you for any reason, including, without limitation, relating to our breach or non-performance of these Sales Terms, any order you make, any alleged claim, claim, or judgment you have against us, or any other agreement between us and you.
    7. Purchase Money Security Interest. If you have not paid in full for a product at the time of shipment, you hereby grant Frontline Medical Supply a security interest in such product and the proceeds therefrom to secure your payment obligations under these Sales Terms. You acknowledge that the security interest granted under this Section 3.7 is a purchase money security interest under British Columbia law. Frontline Medical Supply may file a financing statement for such security interest, and you will execute any documentation necessary to perfect Progressive Automation’s security interest in such product.
  4. SHIPMENTS; DELIVERY; TITLE AND RISK OF LOSS.
    1. Shipment. We will arrange for shipment of the products to you. Please check the individual product page or speak with one of our customer service representatives for specific delivery options. You will pay all shipping and handling charges prior to shipment of your order unless otherwise specified in the order confirmation. Each shipment will constitute a separate sale, and you shall pay for the products shipped whether such shipment is in whole or partial fulfilment of your order.
    2. Title and Risk of Loss. Title and risk of loss pass to you upon our transfer of the ordered products to the carrier or other provider of shipment services.
    3. Delivery Dates. Shipping and delivery dates are estimates only and cannot be guaranteed. Shipping and delivery of products are subject to delay. We are not liable for any delays in shipments or deliveries. You may cancel your order by providing us notice if your order has not shipped within 60 days after the estimated shipment date.
    4. Rejection of Delivery. Refusing delivery of a product does not release you of your payment obligations for such product (including, without limitation, shipping and handling fees).
  5. RETURNS AND REFUNDS
    1. No Returns or Refunds. Except where a product was damaged upon delivery (as demonstrated by photographic evidence), WE DO NOT ACCEPT RETURNS OR PROVIDE REFUNDS. If your product was damaged upon delivery, to return that product, you must:
      1. Promptly call email our Customer Support Department at info@thefrontlinemedicalsupply.com with a description of the damage, provide us instructions on whether you will be seeking an exchange or a refund of the damaged product, and provide us photographic evidence of the damage. If we determine that your product was damaged in delivery, we will provide you with a Return Merchandise Authorization (”RMA”) number before you return-ship your product. No returns of any type will be accepted without an RMA number;
      2. Include the RMA number on the outside of the package or RMA invoice inside the package; and
      3. Ship the package back to us.
    2. Shipping and Handling. You are responsible for all shipping and handling charges on returned items unless otherwise specified. You bear the risk of loss during return shipment. We, therefore, strongly recommend that you fully insure your return shipment against loss or damage and that you use a carrier that can provide you with proof of delivery for your protection. All returns are subject to a 5% restocking fee.
    3. Processing Time. Refunds and exchanges are processed within approximately seven business days of our receipt of the returned product. In the case of refunds for purchases by credit card, if we approve the refund, your refund will be credited back to the same payment method used to make the original purchase.
    4. Defective Products. If your product arrived defective, please see Sections 6 and 7.
  6. INCIDENT REPORTING. If you discover any problems, or any incident occurs, relating to the performance characteristics or safety of our products or services, please promptly contact us with a description of the problem or incident, including, without limitation, the name of the product and its identifier, the date on which the problem or incident occurred, details in respect of the problem or incident (including any consequences for any person), your name, address, and telephone number, and the identity of any other medical devices or accessories involved in the incident (if known). At the reasonable request of Frontline, you shall cooperate (at the expense of Frontline) in any investigation related to the problem or incident.
  7. MANUFACTURER’S WARRANTY AND DISCLAIMERS.
    1. Notice Re Products. We do not manufacture or control any of the products or services offered on our Site or otherwise sold by us. The availability of products or services through our Site or otherwise does not indicate an affiliation with or endorsement of any product, service, or manufacturer. Accordingly, we do not provide any warranties with respect to the products or services sold on our Site or by any other means of sale. However, the products and services sold on our Site or otherwise by us might be covered by the manufacturer’s warranty as detailed in the product’s description on our Site and included with the product. To obtain warranty service for defective products, please follow the instructions included in the manufacturer’s warranty (if any).
    2. Disclaimer of Warranties. ALL PRODUCTS AND SERVICES ADVERTISED OR SOLD ON THIS SITE OR OTHERWISE ADVERTISED OR SOLD BY US ARE PROVIDED “AS IS” WITHOUT ANY WARRANTY WHATSOEVER, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OR CONDITION: (A) OF MERCHANTABILITY; (B) OF FITNESS FOR A PARTICULAR PURPOSE; (C) OF NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY; (D) OF SATISFACTORY QUALITY; OR (E) OF FREEDOM FROM DEFECTS; WHETHER EXPRESS OR IMPLIED BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE, OR OTHERWISE. WITHOUT LIMITING THE FOREGOING, WE DO NOT REPRESENT OR WARRANT THAT ANY PRODUCT OR SERVICE WILL MEET YOUR SPECIFIC NEEDS, WORK IN ANY PARTICULAR ENVIRONMENT, PROTECT AGAINST ANY PARTICULAR DISEASE, PATHOGEN, OR CONTAMINANT, OR WILL PERFORM WITHOUT INTERRUPTION OR DEFECT, OR BE ERROR FREE.
    3. Limitation. SOME JURISDICTIONS LIMIT OR DO NOT ALLOW THE DISCLAIMER OF IMPLIED OR OTHER CONDITIONS AND WARRANTIES. IF YOU ORDERED A PRODUCT OR SERVICE FROM SUCH A JURISDICTION, THEN THE DISCLAIMER IN SECTION 7.2 MIGHT NOT APPLY TO YOU.
    4. Release of Liability. YOU AFFIRM THAT WE SHALL NOT BE LIABLE, UNDER ANY CIRCUMSTANCES, FOR ANY BREACH OF WARRANTY OR CONDITION CLAIMS OR FOR ANY DAMAGES ARISING OUT OF THE MANUFACTURER’S FAILURE TO HONOUR ITS WARRANTY OBLIGATIONS (IF ANY) TO YOU.
  8. LIMITATION OF LIABILITY; ASSUMPTION OF RISK
    1. Exclusion of Liability. IN NO EVENT WILL FRONTLINE MEDICAL SUPPLY, OR ITS DIRECTORS, OFFICERS, EMPLOYEES, OR AGENTS (COLLECTIVELY, THE “FRONTLINE REPRESENTATIVES”), BE LIABLE TO YOU OR ANY THIRD PARTY FOR CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR AGGRAVATED DAMAGES, LOST PROFITS OR REVENUES OR DIMINUTION IN VALUE, ARISING OUT OF, OR RELATING TO, ANY PRODUCT OR SERVICE, ANY BREACH OF THESE SALES TERMS, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, REGARDLESS OF: (A) WHETHER SUCH DAMAGES WERE FORESEEABLE; (B) WHETHER OR NOT FRONTLINE MEDICAL SUPPLY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; (C) THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED; AND (D) FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, NEITHER FRONTLINE MEDICAL SUPPLY NOR THE FRONTLINE REPRESENTATIVES ARE LIABLE FOR ANY OMISSIONS, ERRORS, OR INACCURACIES IN ANY INFORMATION OR MATERIALS MADE AVAILABLE TO YOU AND NEITHER FRONTLINE MEDICAL SUPPLY NOR THE FRONTLINE REPRESENTATIVES WILL HAVE ANY LIABILITY FOR YOUR INTERPRETATION, MISINTERPRETATION, OR APPLICATION OF ANY INFORMATION OR MATERIALS WE MAKE AVAILABLE
    2. Liability Cap. FRONTLINE MEDICAL SUPPLY’s AND THE FRONTLINE REPRESENTATIVES’ AGGREGATE SOLE AND ENTIRE MAXIMUM LIABILITY, FOR ANY REASON, AND YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY CAUSE WHATSOEVER, WILL BE LIMITED TO THE ACTUAL AMOUNT PAID BY YOU FOR THE PRODUCTS AND SERVICES YOU HAVE ORDERED THROUGH OUR SITE.
    3. Assumption of Risk. WITHOUT LIMITING THE GENERALITY SECTION 8.1 AND 8.2:
      1. USE OF OUR PRODUCTS AND SERVICES IS AT YOUR SOLE RISK. YOU ASSUME ALL RISK AND LIABILITY FOR THE RESULTS OBTAINED BY THE USE OF ANY PRODUCTS FOR ANY PURPOSE; and
      2. YOU ARE SOLELY RESPONSIBLE AND LIABLE FOR THE APPLICATION, USE, AND OPERATION OF ANY PRODUCTS, WHETHER OR NOT SUCH APPLICATION, USE, OR OPERATION HAS BEEN APPROVED OR AUTHORIZED BY FRONTLINE MEDICAL SUPPLY.
  9. TESTING. Prior to any application or use of any product supplied pursuant to these Sales Terms, you shall at your own expense conduct, or shall cause to be conducted, in accordance with best industry standards comprehensive testing of each such product to verify that each such product is safe and suitable for your intended application or use of such product and to verify that such product meets or exceeds all applicable industry standards and regulations for your intended application or use.
  10. CONFIDENTIALITY.
    1. Confidential Information. We may disclose or make available to you information about our business affairs, products, and services, confidential information, and materials comprising or relating to intellectual property rights, trade secrets, third-party confidential information and other sensitive or proprietary information, such as pricing information, whether or not marked, designated or otherwise identified as “confidential” (collectively, “Confidential Information”). Confidential Information does not include information that, at the time of disclosure and as established by documentary evidence:
      1. is or becomes generally available to and known by the public other than as a result of, directly or indirectly, any breach of this Section 10 by you;
      2. is or becomes available to you on a non­confidential basis from a third­party source, so long as such third party is not and was not prohibited from disclosing such Confidential Information;
      3. was known by you or in your possession before it was disclosed to you by us;
      4. is required to be disclosed under applicable law or court order.
    2. Non-Disclosure. You shall keep and maintain all Confidential Information in strict confidence and shall protect the Confidential Information with at least the same degree of care (and in any event no less than reasonable care) that you use to protect your own confidential and proprietary information. You shall not disclose or permit your personnel to disclose any Confidential Information (or summaries thereof) to the public or any third party without the prior written consent of Frontline Medical Supply. You are responsible for any breach of this Section 10 by any of your employees, contractors, directors, officers, agents, shareholders, or other representatives.
  11. COMPLIANCE WITH LAWS.
    1. Compliance Generally. You shall at all times comply with all laws, regulations, by-laws, and court orders applicable to these Sales Terms, to your obligations under these Sales Terms, and to your use or sale of any product or service. Without limiting the generality of the foregoing, you shall:
      1. at your own expensive maintain all certifications, credentials, licenses, and permits necessary to conduct your business relating to the purchase, sale, or use of our products or services; and
      2. not engage in any activity or transaction involving any product or service that violates any law, regulation, by-law, or court order, whether by way of shipment, use, or otherwise.
    2. Export Controls. The products licensed or sold under these Sales Terms are subject to applicable Canadian, United States and other export control laws and regulations, and you agree you are responsible for ensuring compliance with such laws and regulations. Without limiting the generality of the previous sentence, you acknowledge and agree that you may be required to obtain export permits in numerous circumstances, including, without limitation, to export products on Canada’s Export Control List, to export products to a country on Canada’s Area Control List, or if the products are of United States origin.
    3. No Corruption of Foreign Public Officials. You and your directors, officers, employees, and agents are, and have always been, in compliance with the Corruption of Foreign Public Officials Act (S.C. 1998, c. 34) (“CFPOA”). Without limiting the generality of the foregoing, you shall, and shall cause your directors, officers, employees, and agents to comply with CFPOA.
  12. PRIVACY. Our Privacy Policy governs the processing of all personal data collected from you in connection with your purchase of products or services through the Site.
  13. GOVERNING LAW. These Sales Terms and all matters related to them are governed by the law of the Province of British Columbia and Canada therein, without giving effect to: (a) any choice or conflict of law provision or rule (whether of the Province of British Columbia or any other jurisdiction); or (b) the 1980 United Nations Convention on Contracts for the International Sale of Goods.
  14. DISPUTES.
    1. Arbitration. If the courts in your province, state, or country will not permit you to consent to binding arbitration, then any legal suit, action, or proceeding arising out of or related to these Sales Terms will be instituted exclusively in the courts of the Province of British Columbia, Canada, and you irrevocably submit to the exclusive jurisdiction of such courts in any such suit, action, or proceeding. Otherwise, you agree that in the event of any dispute between you and Frontline Medical Supply arising out of or relating to these Sales Terms, any products or services we make available or sell, or the relationship between Frontline Medical Supply and you, that you and Frontline Medical Supply shall consult and negotiate with each other and, recognizing your mutual interests, attempt to reach a solution satisfactory to both you and Frontline Medical Supply. If you and Frontline Medical Supply do not reach settlement within a period of 60 days, then such dispute shall be referred to and finally resolved by mandatory and binding arbitration under the International Commercial Arbitration Rules of Procedure of the British Columbia International Commercial Arbitration Centre. The appointing authority will be the British Columbia International Commercial Arbitration Centre. The case shall be administered by the British Columbia International Commercial Arbitration Centre in accordance with its Rules. The place of arbitration will be Vancouver, British Columbia, Canada. The number of arbitrators will be set to one unless otherwise required by the Rules. The language of the arbitration will be English. The existence and content of the arbitration proceedings, including documents submitted by the parties, correspondence to and from the British Columbia International Commercial Arbitration Centre, correspondence to and from the arbitrator, and orders and awards issued by the sole arbitrator, will remain strictly confidential and shall not be disclosed to any third party (except for professional advisors) except as expressly permitted by Frontline Medical Supply unless: (a) (i) the disclosure to the third party is reasonably required in the context of conducting the arbitration proceedings; and (ii) the third party agrees unconditionally in writing to be bound by the confidentiality obligation stipulated herein; or (b) such disclosure is required by applicable law or court order. You may opt out of the above arbitration clause. If you opt out, then neither you nor we will be able to require the other to participate in arbitration for the purposes of resolving any dispute, claim or controversy between you and Frontline Medical Supply arising out of or relating to these Sales Terms, any products or services we make available or sell, or the relationship between Frontline Medical Supply and you. To opt out, you must, within 30 days of accepting these Sales Terms, deliver to Frontline Medical Supply a clear written statement indicating that you wish to opt out of the arbitration provisions in these Sales Terms. The statement must contain: (a) your name; (b) your mailing address; (c) your telephone number; (d) your email address; and (e) your account name on our Site (if any). The opt-out statement must be delivered to the following address:

      Frontline Medical Supply Inc.
      270-288 W8th Avenue
      Vancouver, British Columbia
      V5Y 1N5

      If you opt out of the arbitration clause in the manner provided above, then you irrevocably agree that the courts of British Columbia will have exclusive jurisdiction to settle any dispute, claim, or controversy arising out of or related to these Sales Terms,
      any products or services we make available or sell, or the relationship between Frontline Medical Supply and you. 
    2. Waiver of Class Action and Jury Trial. You hereby agree to waive any right you may have to commence or participate in any class action against Frontline Medical Supply related to any claim and, where applicable, you also agree to opt out of any class proceedings against Frontline Medical Supply. Where applicable, if a dispute arises between us and you, you hereby waive any right you may have to participate in a trial by jury with respect to that dispute.
  15. GENERAL
    1. Force Majeure. No delay, failure, or default on the part of Frontline Medical Supply will constitute a breach of these Sales Terms to the extent caused by: (a) acts of war, terrorism, invasion, riots or other acts of civil unrest; (b) hurricanes, earthquakes, pandemic, epidemic, flood, fire, tsunami, solar flare, electro-magnetic pulse, explosion, other acts of God or of nature; (c) strikes or other labor disputes; (d) national or regional emergency; (e) passage of Law or any action taken by a governmental or public authority, including imposing an embargo, workplace shutdown or staffing restrictions, health order, export or import restriction, quota or other restriction or prohibition, or any complete or partial government shutdown; (f) national or regional shortage of adequate power or telecommunications or transportation facilities; or (g) other causes beyond Frontline Medical Supply’s reasonable control.
    2. No Third-Party Beneficiaries.
      1. Except as set forth in Paragraph 15.2(b), the parties do not confer any legal, equitable or other rights or remedies of any nature whatsoever under or by reason of these Sales Terms upon any person other than the parties to these Sales Terms and their respective successors and permitted assigns.
      2. The parties hereby designate each of the Frontline Representatives as third-party beneficiaries of Section 8 having the right to enforce that Section.
    3. Relationship. The relationship between the parties is that of independent contractors. Nothing contained in these Sales Terms will be construed as creating any agency, partnership, joint venture, franchise, or other form of joint enterprise, employment or fiduciary relationship between the parties, and neither party will have authority to contract for or bind the other party in any manner whatsoever.
    4. No Waiver. The failure of Frontline Medical Supply to assert a right hereunder or to insist upon compliance with any term or condition will not constitute a waiver of that right or excuse any subsequent non-performance of any such term or condition by you.
    5. Headings. The headings used in these Sales Terms are included for convenience only and will not limit or otherwise affect these Sales Terms.
    6. Severability. If any term or provision of these Sales Terms is invalid, illegal or unenforceable in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other term or provision of these Sales Terms or invalidate or render unenforceable such term or provision in any other jurisdiction.
    7. Assignment. We may assign these Sales Terms in part or in their entirety, including our rights, interests, and obligations hereunder, without notice to you or your consent. These Sales Terms are personal to you and you may not assign these Sales Terms nor your rights, interests, or obligations under these Sales Terms to any person without our express written consent.
    8. Entire Agreement. Subject to section 9, these Sales Terms, together with our Privacy Policy, Site Terms of Use, and any other agreement incorporated by reference, constitutes the sole and entire agreement between you and Frontline Medical Supply regarding the subject matter herein, including, without limitation, in respect of any products or services you purchase from us, and supersedes all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, regarding such subject matter.
    9. Supplemental Contract. These Sales Terms are subject to any other written and duly executed contract you may have with Frontline Medical Supply if such contract expressly supersedes these Sales Terms.
    10. Language. The parties acknowledge that they have required that the Sales Terms and all related documents be prepared in English. Les parties reconnaissent avoir exigé que les présentes modalités de vente et tous les documents connexes soient rédigés en anglais.
    11. Enurement. These Sales Terms will enure to the benefit of and be binding upon the parties to these Sales Terms and their respective successors, heirs, and permitted assigns.
    12. Survival. Sections 3.6, 4.2-4.4, the first sentence of 5.1, 7, 8, 9, 10, 11, 13, 14, 15 and all other provisions of these Sales Terms which must survive termination to fulfill their purpose, will survive termination or expiration of these Sales Terms.
    13. Equitable Relief. You hereby acknowledge and agree that any breach by you of these Sales Terms would result in harm to Frontline Medical Supply, and that Frontline Medical Supply could not be adequately compensated for such harm by monetary award. Accordingly, you hereby agree that in the event of any such breach, in addition to all other remedies available to Frontline Medical Supply at law or equity, Frontline Medical Supply will be entitled as a matter of right, and without posting bond or proving damages, to, notwithstanding Section 14, apply to any court of competent jurisdiction for such equitable relief by way of restraining order, injunction, decree or otherwise as may be appropriate to ensure compliance by you with these Sales Terms.
    14. Consumer Rights. Nothing in these Sales Terms affects consumer rights that, pursuant to applicable law, cannot be limited or waived.
    15. Notice. We may give you notice at the email address (or if no email address, other contact information) you provide to Frontline Medical Supply during the sale or registration process. Except as otherwise stated herein, you may give us notice by letter at:
      Frontline Medical Supply Inc.
      270-288 W8th Avenue
      Vancouver, British Columbia
      V5Y 1N53