Consent, Indemnity and Release for the Workplace PPE Supplier Directory

Terms and conditions

This is an agreement between your business (the Supplier) and Her Majesty the Queen in Right of Ontario (the Province). The supplier is required to agree to the terms and conditions outlined below in order to appear on the Workplace PPE Supplier Directory (Supplier Directory).

The Supplier Directory is intended to help Ontario businesses identify suppliers of personal protective equipment (such as gloves, face masks, face protection and sanitization supplies) and other equipment and technology (the Products) that will help support their employees’ safe return to work.

In consideration of the Province permitting the Supplier to appear on the Supplier Directory and for other good, valuable and legal consideration, the receipt and sufficiency of which are acknowledged, the Supplier acknowledges and agrees to the following:

1. The Supplier consents to Her Majesty the Queen in Right of Ontario (the Government of Ontario) posting the Supplier’s business name, business address, business contact information (e.g. website, e-mail, phone number, etc.) and the type(s) of Products the Supplier manufactures for the purpose of informing Ontario businesses of sources for the immediate access of such Products. The Supplier agrees that it may be contacted by the public with inquiries regarding securing the Products.
2. The Supplier will indemnify and hold harmless Her Majesty the Queen in right of Ontario, members of the Executive Council of Ontario and their directors, officers, advisors, agents, appointees and employees (the Indemnified Parties) from and against any and all liability, loss, costs, damages and expenses (including legal, expert and consultant fees), causes of action, actions, claims, demands, lawsuits or other proceedings, by whomever made, sustained, incurred, brought or prosecuted, in any way arising out of or in connection with the appearance of the Supplier on the Supplier Directory, including the sale of the Supplier’s Products.
3. The Supplier is responsible for its own insurance and should carry all the necessary and appropriate insurance that a prudent person in the business of the Supplier would maintain, including, but not limited to commercial general liability insurance. The Supplier is not covered by the Government of Ontario's insurance program and no protection will be afforded to the Supplier by the Government of Ontario for any claims that may arise in connection with the Supplier’s appearance on the Supplier Directory, including the sale of the Supplier’s Products.
4. The Supplier releases and forever discharges the Indemnified Parties from all claims, demands, damages, actions or causes of action arising or to arise by reason of the Supplier appearing on the Supplier Directory (including the sale of the Supplier’s Products), and from all claims or demands whatsoever in law or in equity which the Supplier, its heirs, successors, legal representatives or assigns can, shall or may have against the Indemnified Parties by reason of the Supplier’s appearance on the Supplier Directory (including the sale of the Supplier’s Products).
5. Please note that the Province is bound by the Freedom of Information and Protection of Privacy Act, R.S.O. 1990, c. F.31 (the “Act”), as amended from time to time, and any information provided to the Province, including to the Ministry of Economic Development, Job Creation and Trade (the Ministry), may be subject to disclosure under the Act. Section 17 of the Act provides an exemption from the disclosure of certain third-party information that reveals a trade secret or scientific, technical, commercial, financial or labour relations information supplied in confidence where disclosure of the information could reasonably be expected to result in certain harms. Any trade secret or scientific, technical, commercial, financial or labour relations information submitted by a third party in confidence to the Ministry should be clearly marked by the third party as such. The Ministry will provide notice to the affected third party before granting access to a record that might contain information referred to in section 17 of the Act so that it may make representations to the Ministry concerning disclosure. The Supplier’s information may also be shared with other ministries of the Government of Ontario.
6. The Province is not acting as an agent or partner of the Supplier nor as a promoter of the Supplier’s business or products.
7. The Province makes no guarantee or assurance regarding the sale of the Supplier’s Products to prospective purchasers who may access the Supplier Directory nor whether the Supplier will receive any enquiries from such prospective purchasers regarding the Supplier’s Products.
8. The Supplier (i) is, in all material respects, in compliance with all applicable laws, statutes, by-laws, ordinances, decrees, requirements, directives, orders, judgments, licenses, permits, codes or regulations having the force of law, and any applicable determination, interpretation, ruling, order or decree, of any governmental authority or arbitrator, which is legally binding at such time, and (ii) agrees to the Province conducting the necessary due diligence and investigations in connection with such compliance.
9. The Supplier has obtained all necessary approvals and certifications and satisfied all other requirements, including meeting applicable standards, in connection with the Supplier’s Products and the Supplier’s Products are fit for the purpose for which they have been identified by the Supplier.
10. The Province may, for any reason that the Province deems appropriate (i) choose not to include the Supplier on the Supplier Directory, and (ii) remove any information about the Supplier from the Supplier Directory.
11. The Supplier has had sufficient time and opportunity to seek independent legal advice in connection with this agreement and has freely agreed to the terms, conditions and statements contained herein.
12. The terms, conditions and statements contained herein have been agreed to by a person who is authorized to legally bind the Supplier.
13. This agreement shall be governed by the laws of the Province of Ontario and the federal laws of Canada as applicable in the Province of Ontario.