DENTAURUM TERMS AND CONDITIONS

PLEASE READ THESE TERMS CAREFULLY AND MAKE SURE YOU UNDERSTAND THEM BEFORE USING THE WEBSITE AND/OR PURCHASING ANY PRODUCTS.

GENERAL TERMS

Welcome to www.dentaurum.us (the “Website”). Dentaurum Inc. and our affiliate companies (“shop.dentaurum.us,” “us,” “our,” or “we”) provide website features and other products or services to our online visitors who visit or purchase products through the Website, subject to the terms and conditions set forth herein (“Terms”). By accessing the Website you accept and agree to be bound by these Terms. If you do not wish to be bound by these terms, or if you do not understand the meaning of any of these terms, do not use the Website. References to “you” and “your” refer to you, a user of the Website. Dentaurum and you may collectively be referred to herein as the “Parties.”

Your use of the Website, including your purchase of any products through the Website, is also subject to our Privacy Policy , which is hereby incorporated by reference into these Terms. We reserve the right to modify these Terms (including the Privacy Policy) from time to time at our discretion. You should review these Terms each time you access the Website. If you are accessing or using our Website on behalf of any business, organization, or other entity of any kind, you represent and warrant that you are authorized (a) to accept these Terms on its behalf, and (b) to bind such business, organization, or entity to these Terms.

Permitted Use of the Website

Certain materials on the Website are protected by intellectual property laws, including but not limited to U.S. copyright laws. You expressly acknowledge and agree that the content on the Website that is not expressly designated as being provided by a third party is the property of Dentaurum and its content providers, and Dentaurum and its content providers retain all right, title, and interest in the content.

Subject to these terms, you are granted a limited, personal, non-exclusive, non-sublicensable, non-assignable, non-transferable, and revocable license to access and use our Website solely for your own non-commercial use. Except as expressly provided, all rights are reserved. Among other things, except to the extent required for the limited purpose of reviewing material on the Website, electronic reproduction, adaptation, distribution, performance, or display of the Website is prohibited. Changes to or removal of author attribution or copyright notices or other proprietary notices are prohibited. Use of any of our trademarks as meta-tags on any other website is also strictly prohibited. You may not display or copy the Website, or portions thereof, in things or by automated means (e.g., framing, scraping, etc.) without our express written permission. You further agree not to circumvent, disable, or otherwise interfere with security related features of the Website or any other features that prevent or restrict the use or copying of any related materials.

You may not:

use the Website for any non-authorized or any illegal purpose, or to violate any legal right of any third party;
copy, modify, erase, or damage any information contained on computer servers used or controlled by Dentaurum or any third party;
access or use any password-protected, secure, or non-public areas of the Website, except as specifically authorized in writing by Dentaurum;
impersonate or misrepresent your affiliation with any person or entity;
use any automated means to access or use the Website, including scripts, bots, scrapers, data miners, or similar software;
attempt to or actually disrupt, impair, interfere with, alter, or modify the Website, or any information, data, or materials posted and/or displayed by Dentaurum;
attempt to probe, scan, or test the vulnerability of the Website or breach any implemented security or authentication measures; or
attempt to interfere with or disrupt access to or use of the Website by any user, processor, host, or network, including, without limitation, by submitting a virus, worm, Trojan horse, or other malicious code.

Dentaurum reserves the right to deny access to the Website at our discretion and for any reason, including any violation of these Terms.

Website Modifications and Operation

Dentaurum reserves the right to modify the Website, or any portion or function thereof, at any time and without notice. While Dentaurum uses reasonable efforts to keep our Website operational, we do not guarantee 100% availability. You agree that Dentaurum shall not be liable to you or to any third party for any direct or indirect consequence of any modification, suspension, discontinuance of, or interruption to our Website. Dentaurum makes no representations about the accuracy or completeness of content on our Website.

Dentaurum makes products available through the Website at its sole discretion. Dentaurum reserves the right to modify, improve, or discontinue sale of any products at any time without notice or liability.

Third Party Properties

The Website may refer to physical venues, geographical sites, websites on the internet, and/or products or services that are not under the control of or maintained by Dentaurum (“Third Party Properties”). Unless expressly stated to the contrary, such references do not constitute an affiliation with or endorsement by Dentaurum of any such Third Party Properties. You acknowledge that Dentaurum is providing any references to such Third Party Properties to you solely as a convenience to you, and you agree that Dentaurum is not responsible for any injury, harm, damages, or negative experience you may encounter by accessing, visiting, or using such Third Party Properties. Dentaurum does not endorse or make any representations about any Third Party Properties. If you access, visit, or use any Third Party Properties referred to on the Website, you do so at your own risk.

The Website may contain materials submitted by third parties. Any such materials are provided solely as a convenience to you. Unless expressly stated to the contrary, Dentaurum has not tested or evaluated these materials and does not endorse or make any representations about these materials or your use thereof. If you use any of the third party materials, you do so at your own risk. In no event shall Dentaurum be liable for any loss, claim, damages, or costs that may arise in connection with your use of such materials.

Account Creation

Your use of the Website to purchase products requires the creation of an account and password. You are responsible for keeping your password confidential. You must not knowingly disclose your password to any third party. Please notify us immediately of any unauthorized use of your password or if you believe that your password is no longer confidential or that there has been a breach in security of your account. We reserve the right to require that you change your password if we believe your account is no longer secure. We will not be liable for any loss or damages you may suffer as a result of someone else using your password. You must not use the username or password of any other user at any time or attempt to impersonate another user or another person who is not a user.

SALES TERMS

Prices and Payment

We aim to ensure that prices provided on our Website are correct and up-to-date. From time to time, however, prices for certain products may not be current or may be inaccurate on account of technical issues, typographical errors or incorrect product information provided to us by a third party. In the event of such a case, notwithstanding anything to the contrary, we reserve the right to cancel the order without any further liability or notice to you at our sole discretion, which will be conclusive and binding. Subject to the foregoing, the price displayed at the time of ordering a product through our Website shall be the price charged at the time of delivery.

All products prices, shipping charges, and service charges are subject to change without notice. Prices do not include any taxes or charges for shipping and handling. Unless otherwise stated, freight, insurance and the installation of equipment are not included in the purchase price, and will appear as separate charges.

Invoices shall be payable within thirty (30) days from the date of shipment, without deduction of any kind. In the event of any delay in payment, Dentaurum is entitled to interest on the amount overdue from the due date at an annual interest rate corresponding to the greater of 18% or the maximum amount permitted by law. There will be a $25.00 charge for all “Non-Sufficient Funds” checks that are returned from our bank.

The minimum for each order is $100.00 in product value. A $20.00 service charge will be applied to orders totaling less than $100.00 in product value.

Terms of Sale and Shipping.

Unless otherwise stated or required by law, the following terms shall also apply to all goods purchased from Dentaurum. Dentaurum will ship or deliver the goods purchased to the destination provided by you, as soon as reasonably practicable. All orders are shipped from Dentaurum Inc. 2050 Cabot Blvd Suite 100 in Langhorne, PA. Title to, and risk of loss for, the ordered products pass to you to immediately upon departure from Dentaurum Inc. 2050 Cabot Blvd Suite 100 in Langhorne, PA for shipment to you. Dentaurum shall not be liable for any damage to the goods caused while the goods are in the hands of a third party, including, without limitation, during shipment to you. Dentaurum reserves the right to fill orders on a pro rata basis if inventory shortages arise. We also reserve the right to hold your shipment because of inclement weather or any other shipping related delays.

Delivery dates indicated on Dentaurum’s quotations, order acknowledgments or other communications are estimates only and Dentaurum shall not be liable for or in respect of any loss or damage arising from any delay in filling any order, failure to deliver, or delay in delivery. No delay in the shipment or delivery of any goods relieves you of your obligations, including accepting delivery of any remaining products under the same order or products purchased by you under another order.

The delivery provisions are subject to change, and no such changes in the delivery terms shall not constitute cause for you to cancel an order. We reserve the right to refuse service or cancel an order, in whole or in part, in our sole discretion without regard to whether the order has been confirmed or any payments have been made. If payment has already been made or if the credit card has already been charged for the purchase and the order is cancelled, Dentaurum’s sole liability, and your sole remedy, will be a refund for the amounts paid, if any, for such undelivered products. Should the delivery terms be changed or should Dentaurum cancel an order in whole or in part, Dentaurum shall not be liable for any direct, indirect, consequential, incidental, or special damages suffered by you in.

Return and Refund Policy

Except for the limited non-returnable items identified below, Dentaurum products may be returned at your expense for full credit within thirty (30) days of invoice. Dentaurum will accept returned product between thirty (30) and sixty (60) days after receipt, provided that such returns will be subject to a 15% restocking fee, and the credits for such returns will be issued as a merchandise credit only. Returns after sixty (60) days of receipt will not be accepted. Except in the case of returns due to a defective product or incorrect shipment, all credits will be issued for the value of the product only (excluding any handling charges, shipping charges, or other service charges).

The following conditions apply to returns:

Products must be current, unused, undamaged, unopened, in resalable condition, and may only be returned by the original purchaser.
You must call, prior to any return, to provide an explanation for the return and request a Return Authorization Number (RAN)
Products must be shipped prepaid by the customer, and must be insured for full value.
Equipment, gold brackets, welded bands, and all other custom-made or custom-packaged products are not returnable.
Hazardous materials, chemicals, or refrigerated products are not returnable.

Dentaurum reserves the right to determine in its sole discretion whether a return has satisfied the foregoing conditions. Dentaurum field representatives are not authorized to approve or pick up products for return.

All refunds will be provided as a credit to the customer’s account, or the credit card used at the time of purchase, as applicable.

Express Limited Warranty

Dentaurum warrants that, for a period of one (1) year from the date of shipment of the products, the products will materially conform to the specifications in effect at time the order was placed, and the products will be free from material defects in quality and workmanship.

Dentaurum shall not be liable for a breach of the Express Limited Warranty with respect to any product unless:

you give written notice of the defect, reasonably described, to Dentaurum within one (1) year of receipt;
Dentaurum has the opportunity to, within sixty (60) days of receiving written notice of the alleged defect, either by having an agent inspect the product for defects, or Dentaurum may request you return such product to Dentaurum’s facility for inspection, at your own expense and risk of loss; and
Dentaurum reasonably verifies your claim that the product is defective.

Your sole and exclusive remedy for a verified defective product shall be, in Dentaurum’s sole discretion, either (i) the replacement of the defective product, or (ii) a refund the purchase price of the product.

Dentaurum shall not be liable for a breach of the Express Limited Warranty if (i) you make any further use of such product after notifying Dentaurum of an alleged defect; (ii) the defect arises because you failed to follow Dentaurum’s oral or written instructions as to the storage, installation, use, or maintenance of the product; or (iii) you alter or repair the product without the prior written consent of Dentaurum.

DISCLAIMER OF WARRANTIES

THE WEBSITE IS MADE AVAILABLE ON AN “AS IS” AND “AS AVAILABLE” BASIS. DENTAURUM MAKES NO GUARANTEES, REPRESENTATIONS, OR WARRANTIES THAT THE WEBSITE IS OR WILL BE ACCURATE, RELIABLE, CURRENT, UNINTERRUPTED, OR ERROR-FREE. EXCEPT FOR THE EXPRESS LIMITED WARRANTY SET FORTH IN THESE TERMS, DENTAURUM MAKES NO WARRANTY WHATSOEVER WITH RESPECT TO THE WEBSITE OR PRODUCTS. DENTAURUM SPECIFICALLY DISCLAIMS ANY WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT AND NON-VIOLATION OF THIRD-PARTY RIGHTS, AND ANY WARRANTIES THAT MAY ARISE DUE TO COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE, WHETHER RELATED TO THE SITE, PRODUCTS, OR ANY SOLID & STRIPED MARKETING MATERIAL, AS APPLICABLE, OR OTHERWISE. THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS IN THIS SECTION APPLY TO THE FULLEST EXTENT PERMITTED BY LAW.

Some states or other jurisdictions do not allow the exclusion of implied warranties, so the above exclusions may not apply to you if prohibited by law.

Limitation of Liability

IN NO EVENT SHALL DENTAURUM BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, LOST PROFITS OR REVENUES, OR DIMINUTION IN VALUE ARISING OUT OF OR RELATING TO ANY BREACH OF THESE TERMS (A) REGARDLESS OF WHETHER OR NOT THE DAMAGES WERE FORESEEABLE, OR WHETHER OR NOT DENTAURUM WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; (B) REGARDLESS OF THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT, OR OTHERWISE) UPON WHICH THE CLAIM IS BASED; AND (C) NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE.

IN NO EVENT SHALL DENTAURUM’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EXCEED THE GREATER OF (1) TOTAL OF THE AMOUNTS PAID TO DENTAURUM FOR THE PRODUCT THAT IS THE SUBJECT OF THE CLAIM, OR (2) $100.00.

Indemnification

You agree to indemnify, defend, and hold harmless Dentaurum, it officers, directors, shareholders, partners, employees, agents, attorneys, affiliates, successors, and assigns from any liability, loss, claim, and expense, including reasonable attorneys’ fees, that in any way arise out of or relate to (1) your breach or violation of the Terms or any applicable state or federal law, or (2) your use of the Website or products.

Copyright Infringement Notice Policy

If you believe a work protected by a U.S. copyright you own has been posted on the Website without authorization, you may notify our copyright agent, and provide the following information:

your physical or electronic signature;
description of the copyrighted work or works claimed to have been infringed;
a detailed description of the material you claim is infringing and that you request us to remove, together with information sufficient to enable us to locate it;
your name, mailing address, telephone number, and e-mail address;
a statement by you that you believe in good faith that the objectionable material identified is being used in a manner that is not authorized by the copyright owner, its agent, or the law; and
a statement by you that the information in the notification is accurate and, under penalty of perjury, that you are either the owner of the copyright that has allegedly been infringed or that you are authorized to act on behalf of the owner of the copyright allegedly infringed.

Please note that, pursuant to 17 U.S.C. § 512(f), any misrepresentation of material fact (falsity) in a written notification automatically subjects the complaining party to liability for any damages, costs and attorney’s fees incurred by us in connection with the written notification and allegation of copyright infringement.

To notify Dentaurum of a claimed copyright infringement, please contact:

Dentaurum USA
Louise Brown
2050 Cabot Blvd W. Suite 100
Langhorne PA, 19047
1-800-553-6389
lbrown@dentaurum-us.com

General

Severability. If any provision of these Terms, or any portion thereof, is held to be invalid or unenforceable in any respect for any reason, then that particular provision or portion notwithstanding, the remaining provisions of these Terms shall not be in any way impaired.

Governing Law, Jurisdiction and Venue, Expenses. These Terms are governed by and interpreted under the laws of the Commonwealth of Pennsylvania, without giving effect to any principles relating to conflict of laws. The Parties agree that the state and federal courts having jurisdiction over Bucks County, Pennsylvania shall have sole and exclusive jurisdiction over all disputes between the Parties, that venue rests properly in such courts, and that they consent to the exercise of personal jurisdiction by such courts. In the event of a dispute between the Parties, the prevailing party shall be entitled to recover its costs and expenses, including reasonable attorneys’ fees, from the other.

No Waiver. No waiver by Dentaurum of any term or condition set forth in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Dentaurum to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.

Entire Agreement. These Terms, and any documents incorporated herein by reference, constitute the complete and exclusive statement of the contract between the Parties, and will supersede all prior and contemporaneous agreements, inducements, or conditions, express or implied, oral or written. No course of prior dealings between the Parties and no usage of trade shall be relevant to supplement or explain any term herein. Buyer’s acceptance or acquiescence in a course of performance rendered by Dentaurum hereunder shall not be relevant to determine the meaning of this contract even though Buyer has knowledge of the nature of the performance and opportunity for objection.

Assignment. These Terms may not be transferred or assigned by you without Dentaurum’s prior written consent. Dentaurum may assign or transfer the Terms to its affiliates or in connection with a merger, sale, reorganization, or other change of control.

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