Last Updated: March 12, 2025
Welcome to MedsOnWheels! These Terms of Service (“Terms“) govern your use of the MedsOnWheels Inc. (hereafter, “MedsOnWheels”) platform and services (“Services“). By accessing or using our Services, you, defined as the User, agree to be bound by these Terms. The Services are provided “as is” and “as available” without any warranties of any kind, either express or implied, to the fullest extent permitted by law. MedsOnWheels makes no representations or warranties about the reliability, accuracy, or completeness of the Services.
The purpose of these Terms of Service is to outline the rights and responsibilities of users accessing the MedsOnWheels platform and services. MedsOnWheels provides a technology platform and integration solutions that enable licensed pharmacies to facilitate the delivery of medications to their patients through various delivery partners, either via our standalone platform or through direct API integration with pharmacy management systems. These Terms establish the conditions under which pharmacies and their authorized representatives may use the Services, ensuring compliance with applicable laws and regulations, and limiting liability for all parties involved. As MedsOnWheels continues to expand its service offerings, these Terms will govern both current delivery services and any future pharmacy technology solutions that may be introduced.
MedsOnWheels provides a platform and associated APIs that enable pharmacies to facilitate the delivery of medications to their patients through delivery partners (including Uber Direct, Purolator, Canada Post, and local delivery vendors) solely for the purpose of facilitating medication delivery. We do not sell pharmaceuticals or medication. MedsOnWheels is not a pharmacy, healthcare provider, or delivery service, and does not handle, dispense, or deliver medications. Our Services include the software application, website, APIs for direct integration. While currently focused on delivery services, MedsOnWheels may expand its service offerings in the future to include additional pharmacy technology solutions. and any associated tools for marketing purposes.
4.1 Eligibility: You must be a licensed pharmacy in good standing with the Ontario College of Pharmacists, and your representative must be at least 18 years old and authorized to enter into binding contracts on behalf of the pharmacy to use our Services.
4.2Account Creation: To create an account, users must be at least 18 years old and provide the following mandatory information: full legal name, email address, phone number, and a valid form of identification. Users agree to provide accurate and complete information during the registration process and to keep their account information updated. False or misleading information may result in account suspension or termination. In the event of lost credentials, users can recover their account by: 1. Using the “Forgot Password” feature on the login page 2. Contacting MedsOnWheels customer support at support@medsonwheels.com 3. Verifying their identity through a multi-step authentication process that may include email verification, phone verification, or providing additional identification documents.
4.3 User Conduct and Support: You agree to use our Services in compliance with all applicable laws and regulations. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. MedsOnWheels provides customer support services for platform-related issues with a target response time of 24 hours for standard issues and 4 hours for critical system outages. Each delivery partner is responsible for addressing delivery-specific issues through their respective support channels. MedsOnWheels maintains no responsibility for delivery partner support response times or issue resolution.
4.4 Account Termination: Users may request account termination by contacting MedsOnWheels customer support via email or phone. Account termination requests will be processed within 5 business days. Upon termination, all user data will be securely deleted within 30 days in accordance with our privacy policy, and will not be retained beyond this period except as required by legal obligations. The maximum retention period for user data is 90 days from the date of account closure, after which all personal information will be permanently deleted. Any outstanding obligations or pending deliveries must be resolved prior to account closure.
4.5 Account Suspension and Security Consequences: MedsOnWheels reserves the right to suspend or terminate a user account under the following conditions:
4.6 In the event of a data breach that may compromise user information, MedsOnWheels commits to notify affected users within 72 hours of discovering the breach. Notification will include the nature of the breach, potential impacts, and recommended actions for users to protect their personal information. MedsOnWheels will provide guidance on steps taken to mitigate the breach and prevent future incidents.
4.7 Pharmacies can solely deliver products as per Exhibit B – Appendix A.
5.1 Integration and Delivery Partners: MedsOnWheels provides both a standalone platform and APIs that integrate with various delivery services. By using our Services, pharmacies may utilize our delivery partners including Uber Direct, Purolator, Canada Post, and local delivery vendors through direct platform access or API integration. Each delivery partner has specific terms, conditions, and limitations regarding prohibited items, insurance coverage, and liability. Additional services beyond delivery may be made available in the future, subject to separate terms and conditions:
Additional items restricted for package delivery through Uber Direct
MedsOnWheels provides services through both its standalone platform and API integrations with delivery partners. While current integrations focus on delivery services, MedsOnWheels is actively expanding its service offerings. All deliveries, whether through direct platform use or API integration, are subject to regulatory requirements, safety standards, and delivery restrictions. Items that may be restricted for delivery include:
These lists aren’t exhaustive. Uber retains the discretion to prohibit or restrict additional items that aren’t listed here.
Pharmacies must comply with each delivery partner’s specific requirements and prohibited items list.
5.2 Compliance: Pharmacies are responsible for ensuring compliance with all applicable laws and regulations related to medication delivery and personal health information, including but not limited to the Personal Health Information Protection Act (PHIPA) of Ontario, the Drug and Pharmacies Regulation Act, and other applicable provincial and federal regulations. This includes maintaining appropriate security measures for the text messaging feature and IVR system when handling patient information. Pharmacies shall indemnify and hold MedsOnWheels harmless from any claims, damages, or penalties arising from their non-compliance with applicable laws and regulations.
5.3 Liability: Pharmacies are solely responsible for the accuracy and legality of the medications they deliver using our Services, including proper verification of patient identity, prescription validity, and compliance with Ontario College of Pharmacists guidelines for remote delivery services. Pharmacies must maintain appropriate professional liability insurance coverage. MedsOnWheels shall not be liable for any direct, consequential, incidental, indirect, or special damages arising from the use of our Services, including but not limited to damages or losses arising from the actions or omissions of pharmacies, incorrect medications, dosages, or delivery to incorrect recipients, even if MedsOnWheels has been advised of the possibility of such damages.
5.4 Limitation on Liability: MedsOnWheels’ liability is limited to circumstances directly arising from gross negligence or willful misconduct by MedsOnWheels. The company shall not be liable for: (a) any errors or inaccuracies in medication delivery,
(b) actions taken by pharmacy partners or Uber drivers, (c) any consequential damages resulting from service interruptions, or (d) any claims not reported within the specified time frame in these Terms of Service.
In no event shall MedsOnWheels be liable for any consequential, incidental, indirect, special, punitive, or exemplary damages arising out of or related to these Terms or the use of its Services, even if advised of the possibility of such damages. This limitation applies regardless of the legal theory under which such damages are sought, including contract, tort, or any other legal basis.
6.1 Service Fees: MedsOnWheels may charge pharmacies and/or patients service fees for the use of our platform and services, including but not limited to platform access, IVR system usage, text messaging services, and delivery coordination. All applicable fees will be clearly disclosed in our pricing schedule prior to using our Services. Delivery fees are set independently by each delivery partner and may vary based on distance, time of delivery, and other factors. MedsOnWheels is not responsible for setting, collecting, or refunding delivery fees charged by delivery partners. Any disputes regarding delivery fees must be resolved directly with the applicable delivery partner.
6.2 Payment Processing: Payments for medications and delivery services are processed at the end of each month. MedsOnWheels reserves the right to charge interest at 1.5% per month on overdue amounts. Pharmacies agree to maintain valid payment methods and abide by the payment terms and conditions set forth by MedsOnWheels. Repeated payment failures may result in service suspension or termination.
7.1 Ownership: All intellectual property rights in the MedsOnWheels platform and Services are owned by MedsOnWheels or its licensors.
7.2 Use of Intellectual Property: Pharmacies and patients are granted a limited, non-exclusive, non-transferable license to use the MedsOnWheels platform and Services for the sole purpose of facilitating medication delivery. This license does not grant any rights to use our intellectual property for any other purpose. Pharmacies and patients agree not to copy, modify, distribute, sell, lease, or create derivative works of our platform and Services without our prior written consent.
7.3 Feedback: MedsOnWheels welcomes and encourages feedback from users to improve our platform and Services. By providing us with feedback, you grant us a non-exclusive, perpetual, irrevocable, royalty-free, worldwide license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such feedback in any media, for any purpose.
8.1 Our Privacy Policy governs the collection, use, and disclosure of personal information by MedsOnWheels. We maintain strict compliance with the Personal Health Information Protection Act (PHIPA), the Personal Information Protection and Electronic Documents Act (PIPEDA), and other applicable privacy laws. Our platform implements industry-standard security measures that meet or exceed the requirements set forth in O. Reg. 329/04 under PHIPA, including:
a)Encrypted text messaging services for patient communications
b)Secure IVR system for prescription refills
c)Protected data transmission and storage protocols
d)Regular security audits and updates
8.2 By using our Services, you agree to the terms of our Privacy Policy, available at https://meds-on-wheels.com/privacy-policy/, which is incorporated by reference into these Terms. Whether accessing our platform through our standalone solution or API integrations, you acknowledge our commitment to protecting personal health information and agree to comply with all applicable privacy laws and regulations in your use of our Services. You further agree to notify us of any actual or suspected privacy or security breaches related to the Services within 24 hours of discovery, and to cooperate fully in any resulting investigation or remediation efforts. All personal health information will be stored and processed within Canada unless explicit written consent is obtained from affected individuals. As we expand our service offerings beyond delivery services, these privacy commitments will extend to all future services.
8.3 Data Retention: After account termination, MedsOnWheels will retain user data for a period of 90 days for legal and administrative purposes. After this period, user 8.3data will be securely deleted, except where required to be maintained by applicable laws or regulations. Users can request earlier deletion of their data in accordance with our Privacy Policy.
8.4 Data Sharing and Integration Capabilities: MedsOnWheels operates as a technology platform that offers both standalone solutions and API integrations for delivery services, with plans to expand into additional healthcare technology services. We may share user and pharmacy information with our delivery partners (including Uber Direct, Purolator, Canada Post, and local delivery vendors) solely for the purpose of facilitating medication delivery. We may also share data with third-party service providers to support our platform operations, such as customer support, technical infrastructure, and payment processing. Our platform’s API capabilities enable secure integration with pharmacy management systems and other healthcare technology platforms. We are committed to protecting your privacy and will only share the minimum necessary information required to provide our Services. We do not sell personal information to third parties for marketing purposes. MedsOnWheels is not a pharmacy, healthcare provider, or delivery service, and does not handle, dispense, or deliver medications.
8.5 Requesting Information: Our Privacy Policy governs the collection, use, and disclosure of personal information by MedsOnWheels. Users have the right to request access to their personal data by contacting our privacy officer at privacy@medsonwheels.com. We will respond to such requests within 30 days and provide a comprehensive report of the personal data we hold.
9.1 MedsOnWheels reserves the right to modify or update these Terms. For material changes, particularly those affecting privacy, security measures, or service delivery, we will provide at least 30 days’ advance notice through email and our website, except where immediate changes are required for security purposes or regulatory compliance, in which case notice will be provided as soon as practicable. For minor changes, updates will be posted on our website. Continued use of our Services after such notice constitutes acceptance of the updated Terms. If you do not agree with the modified Terms, you must discontinue using our Services immediately and ensure all outstanding obligations are fulfilled prior to termination.
9.2 Notwithstanding the termination of Services, the following obligations shall survive: (a) payment obligations for services rendered prior to termination, (b) intellectual property rights protections, (c) confidentiality provisions, (d) limitations of liability, and (e) any obligations related to user data protection and privacy.
9.3 By using our Services, you represent and warrant that: (i) you are either the 9.3owner, director, or a duly authorized senior manager of the pharmacy with express authority to enter into binding contracts on behalf of the pharmacy; (ii) you have the authority to bind the pharmacy to these Terms of Service; and (iii) you have read, understood, and agree that the pharmacy will be bound by these Terms of Service. You acknowledge that these Terms of Service are legally binding whether accepted electronically or in physical form. Any person who accepts these Terms without proper authority shall be personally liable for all obligations under these Terms and shall indemnify and hold harmless MedsOnWheels for any losses arising from such unauthorized acceptance.
9.4 By using our Services, you explicitly consent to the collection, processing, and use of your personal data as described in our Privacy Policy. You acknowledge that you have the right to withdraw consent at any time by contacting our support team, understanding that withdrawal may impact the ability to use our Services.
10.1 Users agree to indemnify, defend, and hold harmless MedsOnWheels, its affiliates, officers, directors, employees, and agents from and against any and all claims, losses, damages, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to: (a) your use of the Services, (b) violation of these Terms, (c) any products or services delivered through the platform, or (d) your breach of any representation, warranty, or obligation under these Terms.
10.2 In no event shall MedsOnWheels be liable for any consequential, incidental, indirect, special, punitive, or exemplary damages arising out of or related to these Terms or the use of its Services, even if advised of the possibility of such damages. This limitation applies regardless of the legal theory under which such damages are sought, including contract, tort, or any other legal basis.
11.1 Entire Agreement: These Terms constitute the entire agreement between the parties and supersede all prior and contemporaneous agreements, proposals, or representations, written or oral, concerning their subject matter.
11.2 Validity: If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions shall be enforced to the fullest extent possible, and the remaining provisions of the Terms shall remain in full force and effect.
11.3 No waiver: Failure to enforce any right or provision in these Terms shall not constitute a waiver of such right or provision unless acknowledged and agreed to by MedsOnWheels in writing.
11.4 Jurisdiction: These Terms and any disputes arising under them shall be governed by and construed in accordance with the laws of the Province of Ontario, Canada, without giving effect to any principles of conflicts of law. Any action or proceeding arising out of or related to these Terms must be brought exclusively in a court located in the Province of Ontario, Canada, and the parties irrevocably submit to the jurisdiction of such courts.
11.5 Assignment: These Terms may not be assigned or transferred by you without the prior written consent of MedsOnWheels. MedsOnWheels may assign or transfer these Terms without restriction.
11.6 No agency: These Terms do not create any agency, partnership, joint venture, or employment relationship, and you may not make any representations on behalf of MedsOnWheels.
11.7 Force Majeure: MedsOnWheels shall not be liable for any failure or delay in the performance of its obligations under these Terms if such failure or delay is caused by events beyond its reasonable control, including but not limited to natural disasters, acts of God, war, terrorism, civil unrest, government actions, strikes, lockouts, labor disputes, pandemics, epidemics, power failures, or interruptions in telecommunications or internet services. In the event of such a force majeure occurrence, MedsOnWheels will use reasonable efforts to notify users and resume service as soon as practicable.
12.1 Initial Dispute Resolution: Most disputes can be resolved informally. You agree to contact MedsOnWheels’ support team at before taking any formal action. We will work to resolve disputes through good faith discussions within 30 days of your notice to us.
12.2 Binding Arbitration: If we cannot resolve the dispute informally, you and MedsOnWheels agree to resolve any claim, dispute, or controversy (excluding claims for injunctive or other equitable relief) arising out of or in connection with these Terms or the Services through binding arbitration by a single arbitrator. The arbitration will be conducted under the rules of the Canadian Arbitration Association, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.
12.3 Arbitration Procedure: The arbitration will be conducted in Ontario, Canada, in English, and will be done on an individual basis, not as a class action, and you waive your right to participate in a class action. The arbitrator will have the authority to award any relief that a court could grant, including attorney’s fees when authorized by law.
12.4 Exceptions to Arbitration: Either party may bring a claim in small claims court for disputes or claims within the scope of that court’s jurisdiction. Additionally, MedsOnWheels may seek injunctive or other equitable relief for the alleged infringement or misappropriation of intellectual property or other proprietary rights.
12.5 Costs of Arbitration: Each party will bear its own costs, and the parties will equally share the costs of the arbitration, including any administrative fees and the arbitrator’s fees. However, the prevailing party will be entitled to recover reasonable attorney’s fees and costs, unless the arbitrator determines otherwise.
12.6 Confidentiality: All aspects of the arbitration proceeding, including but not limited to the award of the arbitrator, shall be kept confidential, except as may be necessary to enforce the arbitrator’s decision or as required by law.
13.1 Links and Integrations: The MedsOnWheels platform and APIs may contain links to or integrations with third-party websites, applications, or services that are not owned or controlled by MedsOnWheels. These links and integrations are provided for your convenience, operational functionality, and informational purposes only.
13.2 No Endorsement: The inclusion of any link or integration capability does not imply endorsement by MedsOnWheels of the third-party website, application, API, or service, nor any association with its operators, except as explicitly stated in separate integration agreements.
13.3 No Control Over Third-Party Content and Services: MedsOnWheels has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third-party websites, applications, APIs, or services, whether integrated or linked. While MedsOnWheels may expand its service offerings and integration capabilities over time, you acknowledge and agree that MedsOnWheels shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods, services, or integrations available on or through any such third-party platforms, except as explicitly covered under separate integration agreements.
13.4 Review Terms and Policies: We strongly advise you to read the terms and conditions and privacy policies of any third-party websites or services that you visit.
Last updated: March 10, 2025
COMPANY CLIENT: —————————————————————–
(Insert Company Client name above)
This Uber Direct Company Client Access Agreement (the “Agreement”) is entered into as of the last signature date set forth below (“Effective Date”) by and between Uber Portier Canada Inc. (“Uber Canada”), Uber Technologies, Inc. (“UTI”, together with Uber Canada (“Uber”)) and the Company Client listed above (“Company Client”)
This Agreement sets forth the terms for establishing Company Client’s access to Uber Direct through a third-party software maintained by MedsOnWheels Inc. By signing below, Company Client agrees that Company Client’s access to Uber Direct through the Third-Party Software is subject to: (1) the Uber for Business terms and conditions available at https://www.uber.com/legal/en/document/?name=uber-for-business-dashboard-terms&country=canada&lang=en (the “U4B Online Terms”), as may be updated from time to time; and (2) the Uber Direct terms and conditions available at https://www.uber.com/legal/en/document/?name=uber-for-business-direct-product-addendum-to-the-uber-for-business-general-terms-and-conditions&country=canada&lang=en (the “Uber Direct Terms”), as may be updated from time to time. Company Client acknowledges that the Uber Direct Terms are Confidential Information of Uber and agrees to protect the confidentiality of the Uber Direct Terms in the same manner that Company Client protects the confidentiality of its own proprietary and confidential information, but in no event using less than a reasonable standard of care.
Notwithstanding any provision of the Uber Direct Terms, Company Client will limit the products delivered through Uber Direct to those listed as “Included Products” on the Appendix A to this Exhibit B. In no event will Company Client request delivery through Uber Direct any product listed as a “Restricted Product” on Appendix A to this Exhibit B.
Capitalized terms that are not defined herein shall have the meaning ascribed to them in the U4B Online Terms and the Uber Direct Terms. In the event of a conflict between (a) this Agreement and the U4B Terms or Uber Direct Terms, this Agreement shall prevail, and (b) this Agreement and any agreement between Company Client and Third-Party Software this Agreement shall prevail,
The Agreement, in its entirety, consists of this Agreement and the U4B Online Terms and Uber Direct Terms referenced herein and incorporated into this Agreement. An authorized representative of Company Client has caused this Agreement to be duly executed as of the Effective Date.
COMPANY CLIENT
By: ——————————————–
Name: ——————————————–
Title: ——————————————–
Date: ——————————————–
INCLUDED PRODUCTS
RESTRICTED PRODUCTS
