Terms and Conditions

Effective Date: June 2, 2026

1| ACCEPTANCE OF TERMS

By accessing or using https://vital.ca (the “Website”), which is operated by Vital - Canada’s Pharmaceutical Supply Chain Alliance (“Vital”, “we”, “us”, “our”), you agree to be bound by these Terms and Conditions (“Terms”) and all applicable laws and regulations. These Terms set out the conditions of use of the Website, and constitute an agreement between Vital and you (“you” or “your”).

If you do not agree with these Terms, do not use the Website.

2| USE OF THE WEBSITE

The Website is maintained for your personal use and viewing, and Vital reserves the right to change data, references, specifications, or any other information contained in or on the Website at any time, without notice to you. Vital hereby grants you a personal, limited, revocable, non-transferable, non-assignable, and non-exclusive license to access, use, read, and print the content of the Website for your personal, non-commercial, and not-for-profit use only. Your use of the Website does not transfer to you any ownership or other rights in the Website or its content. You may use the Website only in the manner described expressly in the Terms and subject to all applicable laws. Using the Website for any other purpose or in any other manner is strictly prohibited.

3| ACCEPTABLE USE AND PROHIBITED CONDUCT

You agree to access and use the Website and its content only for lawful purposes, and in a manner that does not infringe the rights of, or restrict, or inhibit the use and enjoyment of the Website by any third party. Such restriction or inhibition includes, without limitation:

• Using the Website for unlawful purposes;
• Interfering with Website normal operations or security;
• Attempting unauthorized access to systems or accounts;
• Uploading malicious code or harmful content;
• Misrepresenting your identity or affiliation;

Anything which in the sole discretion of Vital imposes an unreasonable or disproportionately large load on the Vital Website infrastructure.

Without limiting the generality of the foregoing, you are prohibited from attempting to circumvent and from violating any security measures of the Website. You are also prohibited from, without limitation (i) modifying, translating, reverse engineering, decompiling, disassembling the Website, its content or any part thereof; (ii) using any robot, spider, or other automatic device, process, or means to access the Website for any purpose, including monitoring or copying any of the material, and content on the Website; (iii) attempting to breach or breaching the security and/or authentication measures which are not authorized; (iv) restricting, disrupting, or disabling service to users, hosts, servers, or networks; (v) illicitly reproducing TCP/IP packet header; (vi) disrupting network services and otherwise disrupting Vital ability to monitor the Website; (vii) renting, leasing, sublicensing, or transferring any rights in the Website or its content; (viii) violating, plagiarizing, or infringing on the rights of Vital or any third party, including intellectual property rights, privacy, contractual, or other personal or proprietary rights; (ix) any unauthorized use of the content (including use on any other website or networked computer environment); (x) introducing any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful; (xi) attacking the Website via a denial-of-service attack, distributed denial-of-service attack, flooding, mailbombing, or crashing; (xii) engaging in any conduct which Vital, in its sole discretion, determines to be detrimental to its interests, including, without limitation, acting in a manner contrary to these Terms, or intentionally interfering with the proper working of the Website or Vital’s computer systems; and (xiii) modifying any of the pages, removing, or altering any visible or non-visible identification, marks, notices, or disclaimers.

4| MEMBERSHIP ACCOUNTS

Where account registration is required:

• Each individual may maintain only one personal account unless expressly authorized by Vital.
• Account credentials must remain personal and confidential, and may not be shared with others.
• You are responsible for all activities conducted through your account.
• Vital reserves the right to suspend or terminate accounts that violate these Terms, engage in abusive behavior, misuse services, or compromise the integrity or security of the Website.

5| EVENT REGISTRATION AND PAYMENTS

Event registrations may require payment of fees.

By registering for an event, you agree to provide accurate and complete information.

Cancellation, refund, and transfer policies for events may be described on the applicable event registration page or in separate policies published by Vital. Those policies form part of these Terms.

Vital reserves the right to modify event schedules, speakers, venues, or programming where reasonably necessary.

6| INTELLECTUAL PROPERTY

As between the parties, the Website, and any and all content on the Website, including material, page headers, button icons, scripts, text, graphics, logos, branding, documents, images, videos, designs, applications, data, software, other elements available on or through the Website, and the presentation, arrangement, coordination, enhancement, and selection of such, is owned by or licensed to Vital and is protected by Canadian and international intellectual property laws.

As between the parties, all brand names, service names, product names, titles, and copyrights used on the Website are trademarks or copyrights of Vital. All rights are reserved. You may not reproduce, distribute, modify, publish, or exploit Website content, in any manner, without prior written permission from Vital, as such use may constitute an infringement of the holders’ rights. It is strictly prohibited to use in any way the trade names, trademarks, and logos displayed on the Website or any other word, expression, name, or symbol which could cause confusion as to the link or association of the user with Vital or its endorsement or sponsorship of user’s products or services. Nothing appearing on the Website or elsewhere shall be construed as granting, by implication, estoppel, or otherwise, any licence or right to use any trade names, trademarks, and logos displayed on the Website.

In the event you send Vital feedbacks, comments, or other types of unsolicited comments (collectively, “Feedback(s)”), you agree that Vital is not required to (i) use any Feedback, (ii) identify you when using any Feedback you may have submitted nor (iii) treat any Feedback as confidential, and will be entitled to use the Feedbacks, or any part thereof for any purposes whatsoever. By submitting Feedback, you hereby grant (or warrant that the owner of the Feedback grants) to Vital and its assigns a perpetual, royalty-free, irrevocable, unrestricted, non-exclusive, assignable, transferable, sublicensable, right and license to copy, modify, publish, create derivative works from, distribute, publicly display, and otherwise use the Feedback or any ideas, concepts, know-how, or techniques associated with the Feedback for any purpose whatsoever. You also agree, represent, and warrant that all moral rights in the Feedback are waived in favour of Vital and its assigns.

7| DISCLAIMER OF WARRANTIES

The Website and its content are provided on an “as is” and “as available” basis. Vital disclaims any representation, warranties, and conditions, whether express or implied, to the maximum extent permissible by applicable law, including but not limited to the implied warranties of merchantability, satisfactory quality, fitness for a particular purpose, and implied warranties and conditions arising from the course of dealing or course of performance.

Without limiting the generality of the foregoing, Vital makes no representation, warranty, or condition that: (i) the Website will be compatible with your computer and related equipment and software; (ii) the Website will be available or will function without interruption or will be free of errors or that any errors will be corrected, or that it will be accurate or complete; or (iii) the use of the Website will not infringe the rights (including the intellectual property rights) of any person; and Vital hereby disclaims any and all liability regarding such matters to the fullest extent permitted by applicable law.

8| LIMITATION OF LIABILITY

To the maximum extent permitted by applicable law, Vital and its subsidiaries, affiliates, directors, officers, employees, representatives, licensors, and licensees shall not be liable for any indirect, incidental, consequential, special, punitive damages arising from or related to your use of the Website, memberships, events, or services, or for any inaccuracies or omissions or for any damage, however caused, that may be sustained as a result of malicious content, malware, or software viruses/defects contained in or on the Website, as well as data corruption, failed messages, transmission errors, or problems, links to third-party websites, third-party content, products or services, the use or inability to use the Website or its content.

Any decisions or use you make based on information contained on the Website are your sole responsibility, and Vital will not be liable to you, or anyone else, for any decisions or use you, or anyone else, make in relation to the information provided through the Website.

9| INDEMNIFICATION

You agree to indemnify, defend, and hold harmless Vital, and its subsidiaries, affiliates, directors, officers, employees, representatives, licensors, and licensees, (collectively, the “Indemnified Parties”) from and against all claims, losses, expenses, damages, and costs, including reasonable attorneys’ fees, sustained, incurred, or paid by the Indemnified Parties, resulting from any violation of the Terms or any activity related to your use of the Website, by you or any other person accessing the Website on your behalf, or your violation of any law or the rights of such third party. You will assist and co-operate as fully as reasonably required by the Indemnified Parties in the defense of any such claim or demand.

10| THIRD-PARTY SERVICES

The Website may integrate with or link to third-party services, including payment processors and QuickBooks Online (Intuit), which are not under Vital’s control. Vital is not responsible for the content and practices of any linked website, or availability of third-party services, and such links are provided as a convenience.

Listing and linking should not be taken as an endorsement of any kind and we accept no liability in respect of the content, information, products, or services appearing, available or described in said linked websites. We cannot guarantee that these links will work all of the time and have no control over the availability of the linked pages. When you access such linked websites, you are doing so at your own risk, and you should abide by the terms and conditions of use of the linked websites.

11| PRIVACY

Your use of the Website is also governed by our Privacy Policy, which describes how Vital processes your personal information.

12| SECURITY

Vital uses physical, electronic, and administrative measures designed to secure the Website, content, and information provided, from accidental loss and from unauthorized access, use, alteration, and disclosure. However, we cannot guarantee the security of the information transmitted to and from the Website.

13| ENTIRE AGREEMENT

The Terms as they may be amended from time to time constitute the entire agreement between you and Vital with respect to the access or use of this Website and its content and supersede any previous and contemporaneous communications, representations, understandings, and agreements, whether oral or written, between Vital and you with respect to such subject matter.

14| ASSIGNMENT

The provisions of the Terms shall endure to the benefit of and be binding upon Vital and its successors and assigns and related persons, and you and your heirs, executors, administrators, successors, and personal representatives (and those of any person you represent). You cannot assign any of your rights or delegate any of your obligations under the Terms. We may, however, assign any of our rights and obligations under these Terms to a third party, without obtaining your prior consent.

15| WAIVER

The failure or delay by us to exercise or enforce any right or provision of the Terms will not constitute a waiver of future enforcement of that right or provision.

16| SEVERABILITY

In the event that any or any part of the terms contained in the Terms shall be determined by any competent authority to be invalid, unlawful, or unenforceable to any extent, such term shall to that extent be severed from the remaining terms which shall continue to be valid and enforceable to the fullest extent permitted by applicable law.

17| GOVERNING LAW

These Terms are governed by the applicable federal laws of Canada and by the laws of the Province of Québec.

Any disputes arising from these Terms shall be subject to the exclusive jurisdiction of the courts of Canada, Québec.

18| CHANGES TO THESE TERMS AND CONDITIONS

Vital may update these Terms at any time and in its sole discretion and without any prior notice or liability to you or any other person by posting revised versions on the Website. If any term, condition, or any change thereto is not acceptable to you, you must discontinue immediately your use of the Website. Continued use of the Website after changes are posted constitutes acceptance of the updated Terms.

19| LANGUAGE (APPLICABLE ONLY IF YOU ARE LOCATED IN QUÉBEC)

You acknowledge having been offered the choice to enter into these Terms in English and in French and having expressly requested to enter into these Terms in English only, after being provided with the French version. Therefore, the parties hereby consent to these Terms being drawn up exclusively in English and to have all related documents be drawn up in English only. Vous reconnaissez vous être fait offrir le choix de conclure ce contrat en anglais et en français et avoir expressément demandé de le conclure uniquement en anglais, après avoir reçu la version française. Par conséquent, les parties conviennent que ce contrat soit rédigé exclusivement en anglais et que tous les documents qui s’y rattachent soient uniquement en anglais.

20| CONTACT

Questions regarding these Terms may be directed to:

Vital - Canada’s Pharmaceutical Supply Chain Alliance
PO Box 76006
Oakville, Ontario
L6M 3H5
T: (905) 265-1706 
info@vital.ca