Being of the age of majority in my province or territory of residence, I hereby enter into this agreement (the “Agreement”) with Kinami Limited, for and on behalf of itself and each Licensed Supplier and My Agents (defined below), intending to be legally bound:
1.01 I am entering this Agreement with Kinami Limited because I wish to place an order (“My Order”) for certain medical products and other products (“The Products”) on the terms and conditions set out herein.
1.02 I want to purchase The Products from, and have My Order filled by, a Licensed Supplier in one or more of the following countries or geographic territories: Canada, Europe and/or other locations around the world.
1.03 I confirm, acknowledge and agree that, as part of the Order process, I have indicated that:
(a) where I want to purchase The Products from, and have My Order filled by, a supplier in more than one of the listed countries (all countries selected by me being referred to hereafter as a “Selected Country”), Kinami Limited will, as my agent and on my behalf, select a supplier or, where applicable, a licensed supplier (each, a “Licensed Supplier”) from one or more countries to supply The Products. Kinami Limited will, as my agent, decide which Licensed Supplier(s) will supply The Products based on the availability and/or price of The Products in the Selected Countries; and
(b) where I want to purchase The Products from, and have My Order filled by, a Licensed Supplier in a specific Selected Country, The Products will be supplied by a Licensed Supplier in that Selected Country selected for me by Kinami Limited, as my agent.
1.04 I understand that Kinami Limited is not a pharmacy and that in every case I am purchasing The Products from the Licensed Supplier, and The Products will be shipped directly to me by the Licensed Supplier. If The Products are purchased from suppliers in different countries, they will be shipped directly to me by the Licensed Supplier in each of those countries.
1.05 I confirm, acknowledge and agree that if The Products are shipped to me from more than one location, I will not be charged a separate shipping fee for each shipment.
1.06 I specifically confirm, acknowledge and agree that title to The Products passes to me from the Licensed Supplier when The Products are picked up from the Licensed Supplier by a Third Party Shipping Provider contracted on my behalf, and that (subject expressly to Section 1.8 of Schedule “A”) any and all agreements reached or contracts formed in the course of my purchase of The Products are, and shall be deemed to be, made in respect of any of The Products purchased in a Selected Country, in that Selected Country, and accordingly shall be governed by the laws of that Selected Country applicable to such contracts and agreements.
1.07 I specifically confirm, acknowledge and agree that (subject expressly to Section 1.8 of Schedule “A”) any dispute that arises between me and Kinami Limited or any of My Agents shall, insofar as such dispute relates to any of My Agents located in a Selected Country, be governed by the laws of that Selected Country applicable to contracts formed in that Selected Country, and the courts of that Selected Country shall have sole and exclusive jurisdiction over any such dispute.
1.08 The additional terms and conditions set out in Schedule “A”, which is hereby incorporated by reference, form an integral part of this Agreement, and I acknowledge having read and agreed to them.
1.1 The authorizations, appointments, powers of representation and consents that I provide herein to Kinami Limited and My Agents commence on the date I sign the Agreement and will continue until I cancel them. I understand that I can cancel them at any time.
1.2 I hereby authorize and appoint Kinami Limited and My Agents as my agents and attorneys for the limited purpose of taking all steps and signing all documents on my behalf necessary to obtain The Products, if required by law in a Selected Country from which I am purchasing The Products, to the same extent as I could do if I were personally present. This authorization includes, but is not limited to: collecting My Information (defined below) about me or the legal entity I represent; collecting similar information from my licensing body or professional college; and disclosing My Information to Kinami Limited’s employees, agents, contractors, subcontractors, affiliates and service providers, including any agent physician, any Licensed Supplier and any pharmacist in a Selected Country engaged on my behalf (collectively, “My Agents”), as required, for the limited purpose of obtaining The Products and having My Order filled.
1.3 In this Agreement, “My Information” means information about me or the legal entity I represent (including, without limitation, my order history and licence information), my contact and demographic information (including, without limitation, my full name, address and phone number) and payment information.
1.4 I further consent to Kinami Limited and My Agents contacting one another to discuss My Information as it pertains to the supply and shipping of The Products. I understand that the reason for this consent is to allow My Agents to conduct an independent analysis of whether My Order is appropriate and to discuss any potential complications that might arise. My Information and information concerning My Order will also be provided to any marketing company on whose behalf Kinami Limited carries out its marketing and administrative services, in order to facilitate the processing of My Order and to establish and maintain my customer account. I understand that My Information will not be used for any other purpose and will be handled in accordance with the Kinami Health Privacy Policy and applicable Canadian privacy law.
1.5 I specifically acknowledge that Kinami Limited will transmit My Information by electronic means (for example, secure internet) to My Agents, some of whom may be located outside Canada. I understand that the use of electronic means enhances the efficiency and timeliness of processing My Order, and that Kinami Limited, as custodian of My Information, will take precautions to protect it from improper disclosure or use. I hereby consent to this transmission.
1.6 If I was directed to Kinami Limited’s services through an intermediary (for example, a group purchasing organization, a health management organization, another service provider, or a provincial, municipal or other group program), I authorize Kinami Limited to release My Information to such intermediary if required for quality assurance or auditing purposes, or to permit the processing of any claims on my behalf. I understand that all such intermediaries will provide confidentiality covenants to Kinami Limited under which they agree to hold such information in strictest confidence and to abide by Kinami Limited’s privacy policies. I specifically consent to the transmission of such information to intermediaries by electronic means.
1.7 Subject specifically to Sections 1.05 and 1.06 of the Agreement, I authorize and appoint Kinami Limited and My Agents as my agents and attorneys for the purpose of taking all steps and signing all documents on my behalf necessary to package or repackage The Products and to arrange their delivery to me, to the same extent as I could do if I were personally present.
1.8 I confirm, acknowledge and agree that I initiated contact with Kinami Limited and that Kinami Limited is not located in Canada. Without limiting this Section, I also confirm, acknowledge and agree that all services I receive from Kinami Limited, My Agents and Licensed Suppliers are received outside Canada, and that any transportation and importation of goods into Canada are solely my responsibility and liability, including compliance with any applicable Health Canada and Canada Border Services Agency requirements.
2.1 I hereby represent and confirm to Kinami Limited, to each of its affiliates, associates, related companies, subsidiaries and parent company and each of their respective directors, officers, shareholders, employees, contractors, subcontractors, successors and assigns, and to My Agents, that:
(a) The Products are being purchased by me as a licensed healthcare professional, or I am acting on behalf of an institution or other legal entity, and I maintain all licences, permits and approvals required in my province or territory to order and receive the products I am or will be requesting. I will provide proof of licensing to Kinami Limited to verify my (or our) standing as a licensed professional or entity and eligibility to purchase from Kinami Limited.
(b) I can make my own decisions to purchase The Products, or I am duly authorized to make legally binding decisions on behalf of the legal entity, individuals or institutions I represent, including purchasing The Products and entering into this Agreement on its behalf.
(c) I am not seeking or relying on any medical information, advice or approval from Kinami Limited or My Agents.
(d) I acknowledge that Kinami Limited and My Agents have relied and will continue to rely on the information and documentation I provide to them (including the Agreement, My Order and My Profile), and I represent and confirm that I have fully and truthfully disclosed all pertinent information and documentation to Kinami Limited. I agree to notify Kinami Limited of any change to my licensing, or to the licensing of the entity I am authorized to act for, by providing an updated Profile. I understand that if I have provided incorrect or incomplete information, my account may be terminated immediately at the sole discretion of Kinami Limited.
(e) Calls may be monitored to ensure quality service.
3.1 Kinami Limited will charge my credit card, through a third party, for the price of the products and shipping charges as posted on the kinamihealth.com website on or about the day My Order is processed and all other documentation necessary to enable the Licensed Supplier(s) to process My Order has been received. If my payment is not authorized, Kinami Limited has the right to cancel My Order and will attempt to notify me of such cancellation.
3.2 I confirm, acknowledge and agree that:
(a) Any of The Products purchased from a Licensed Supplier will be packaged as required by law in the jurisdiction of the Licensed Supplier.
(b) Products may be returned or exchanged within thirty (30) days of purchase where applicable. Should it be necessary to return or exchange a product, I will contact Kinami Limited for approval before making any attempt to do so. Returns or exchanges are accepted at the sole discretion of Kinami Limited, as described in the Return & Refund Policy.
(c) Kinami Limited and My Agents reserve the right to refuse to assist me in obtaining My Order or any other order at their sole discretion, in which case I will be entitled to a refund of the monies paid for such order.
(d) Neither Kinami Limited nor My Agents provide their agency or attorney services as a substitute for the advice of licensed legal counsel.
(e) I authorize Kinami Limited, My Agents and/or the Licensed Supplier to establish an account with a third-party shipping and sorting facility so that I may receive product storage, shipping and ancillary administrative services from such facility.
(f) I expressly authorize Kinami Limited, My Agents and/or the Licensed Supplier to choose the third-party shipping and sorting facility at their sole discretion on my behalf. That facility may perform tasks such as shipping, storing and sorting stock owned by me that it ships on my behalf.
(g) I understand that the third-party shipping provider will pick up my stock from the Licensed Supplier, store it and ship it in my name, on my behalf and at my request.
(h) I acknowledge that any third party used for the transportation, storage or sorting of goods for me is responsible for any damage arising from its services, as it acts on my behalf and is not owned, operated or controlled by Kinami Limited. I therefore agree not to hold Kinami Limited liable for any damages or claims arising from the actions or services of that third party. I further agree and acknowledge that I will at all times be the importer of record for all products shipped using the third party, and that the third-party shipping and sorting facility will not import the products on my behalf and may not provide importation or customs brokerage services.
3.3 I confirm, acknowledge and agree that, to the extent that my customer account and records can be considered to be owned by any person, they shall be owned by Kinami Limited, subject to my rights of access and correction under applicable privacy law.
3.4 I specifically confirm, acknowledge and agree that each of these terms and conditions (including, without limitation, my choice of Selected Country(ies), Third Party Shipping Providers and Licensed Supplier(s)) will automatically, without further action by me or Kinami Limited, apply to and govern any future orders I place with Kinami Limited, unless I specifically indicate otherwise at the time of ordering. Without limiting the foregoing, each authorization and consent I provide in this Agreement will continue until cancelled, which I can do at any time.
