PHARMALINK TERMS OF SERVICE AND USER AGREEMENT
Version 1.0 — Effective 2026-04-01

This Terms of Service Agreement ("Agreement") is a legally binding contract between PharmaLink ("Company", "we", "us", "our") and the registered pharmacy ("User", "you", "your") accessing and using the PharmaLink platform ("Platform", "Service").

By creating an account and using this Service, you acknowledge that you have read, understood, and agree to be bound by these terms.

1. ELIGIBILITY AND REGISTRATION

1.1 The Service is exclusively available to pharmacies licensed by the Ontario College of Pharmacists (OCP) and operating in the province of Ontario, Canada.

1.2 By registering, you represent and warrant that:
  (a) You are an authorized representative of an OCP-licensed pharmacy;
  (b) The OCP license number provided is valid, current, and in good standing;
  (c) You have the authority to bind your pharmacy to this Agreement;
  (d) All information provided during registration is accurate and complete.

1.3 Your account will remain in "Pending" status until verified by PharmaLink administration. We reserve the right to deny or revoke access at any time if your OCP license is found to be invalid, suspended, or revoked.

2. PLATFORM PURPOSE AND SCOPE

2.1 PharmaLink is a software-as-a-service (SaaS) marketplace that facilitates the identification and transfer of near-expiry pharmaceutical inventory between licensed Ontario pharmacies.

2.2 PharmaLink is NOT a wholesaler, distributor, or intermediary. We do not purchase, sell, hold, ship, or take possession of any pharmaceutical products at any time.

2.3 All transfers facilitated through the Platform are direct pharmacy-to-pharmacy transactions governed by the Ontario Drug and Pharmacies Regulation Act and OCP policies.

3. EXCLUDED PRODUCTS

3.1 The following products are strictly prohibited from being listed, offered, or transferred through the Platform:
  (a) Narcotics as defined under Schedule I of the Controlled Drugs and Substances Act (CDSA);
  (b) Controlled Drugs as defined under Schedules II, III, and IV of the CDSA;
  (c) Targeted Substances including but not limited to benzodiazepines;
  (d) Products that have been recalled by Health Canada or the manufacturer;
  (e) Products that have been stored outside manufacturer specifications;
  (f) Products with fewer than 45 days remaining until expiry;
  (g) Products that have expired;
  (h) Any product that cannot be legally transferred between pharmacies under Ontario law.

3.2 PharmaLink employs automated screening to block listed controlled substances. However, the ultimate responsibility for compliance rests with the selling and buying pharmacies.

4. TRANSFER COMPLIANCE

4.1 All transfers must comply with the Ontario Drug and Pharmacies Regulation Act and applicable OCP policies regarding pharmacy-to-pharmacy transfers.

4.2 Both the selling and buying pharmacy must:
  (a) Complete and sign the Transfer Manifest generated by the Platform;
  (b) Retain the signed Transfer Manifest for a minimum of two (2) years;
  (c) Verify product integrity, lot numbers, and expiry dates at the time of transfer;
  (d) Ensure the product has been stored according to manufacturer specifications.

4.3 The selling pharmacy certifies that any product listed on the Platform:
  (a) Has been stored in accordance with manufacturer requirements;
  (b) Has not been recalled or subject to safety alerts;
  (c) Is not a controlled substance or targeted substance;
  (d) Has a minimum of 45 days remaining until expiry at the time of listing.

5. PAYMENT

5.1 PharmaLink does not process, hold, or facilitate any payments between pharmacies.

5.2 Payment for transferred products is arranged and completed directly between the buying and selling pharmacies through mutually agreed methods (e.g., Interac e-Transfer, business cheque, or invoice).

5.3 PharmaLink bears no responsibility for payment disputes between pharmacies.

6. DATA AND PRIVACY

6.1 PharmaLink complies with the Personal Health Information Protection Act (PHIPA) and the Personal Information Protection and Electronic Documents Act (PIPEDA).

6.2 The Platform processes only pharmaceutical inventory data including: Drug Identification Numbers (DIN), drug names, quantities, lot numbers, expiry dates, and acquisition costs.

6.3 The Platform does NOT collect, process, or store any patient health information, prescriptions, patient names, or OHIP numbers. An automated PHI scrubber removes any patient-identifiable information from uploaded files before processing.

6.4 Your pharmacy's inventory data is used solely for:
  (a) Identifying near-expiry inventory and calculating at-risk revenue;
  (b) Listing eligible products on the marketplace visible to other verified pharmacies;
  (c) Generating transfer documentation and compliance records.

6.5 Your pharmacy's inventory data is never sold, shared with, or disclosed to any third party other than verified pharmacy members of the Platform for the purposes described above.

7. LIMITATION OF LIABILITY

7.1 PharmaLink provides a software platform for facilitating connections between pharmacies. We do not guarantee the quality, safety, efficacy, or regulatory compliance of any pharmaceutical product transferred through the Platform.

7.2 Each pharmacy is independently responsible for:
  (a) Verifying the identity and OCP license of the other party;
  (b) Inspecting transferred products upon receipt;
  (c) Ensuring compliance with all applicable laws and regulations;
  (d) Maintaining proper records as required by the OCP.

7.3 TO THE MAXIMUM EXTENT PERMITTED BY LAW, PHARMALINK SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING FROM YOUR USE OF THE PLATFORM OR ANY TRANSFERS FACILITATED THROUGH IT.

7.4 PharmaLink's total liability to you for any claims arising from this Agreement shall not exceed the fees paid by you to PharmaLink in the twelve (12) months preceding the claim.

8. INDEMNIFICATION

8.1 You agree to indemnify, defend, and hold harmless PharmaLink, its officers, directors, employees, and agents from any claims, damages, losses, or expenses (including legal fees) arising from:
  (a) Your use of the Platform;
  (b) Your breach of this Agreement;
  (c) Any transfer of pharmaceutical products you participate in through the Platform;
  (d) Any violation of applicable laws or regulations by you or your pharmacy.

9. ACCOUNT TERMINATION

9.1 You may close your account at any time by contacting admin@pharmalink.tech.

9.2 We may suspend or terminate your account if:
  (a) Your OCP license is suspended, revoked, or expires;
  (b) You violate any provision of this Agreement;
  (c) We have reason to believe your account is being used for unauthorized purposes.

9.3 Upon termination, your inventory data and marketplace listings will be removed within 24 hours. Transfer records will be retained for the legally required retention period.

10. MODIFICATIONS

10.1 PharmaLink reserves the right to modify these terms at any time. We will notify you of material changes via email at least 30 days before they take effect.

10.2 Your continued use of the Platform after the effective date of any modifications constitutes acceptance of the updated terms.

11. GOVERNING LAW

11.1 This Agreement is governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein.

11.2 Any disputes arising under this Agreement shall be resolved in the courts of the Province of Ontario.

12. CONTACT

For questions about these terms, contact:
PharmaLink
Email: admin@pharmalink.tech

By clicking "I Accept" and creating your account, you confirm that you have read this Agreement in its entirety, understand its terms, and agree to be bound by it on behalf of your pharmacy.