Pala Digital Dentures Terms of Sale

Pala Digital Denture Terms of Sale

These Terms of Sale (the “Terms”) govern the ordering of any products (“Products”) through this Site, which is operated by Heraeus Kulzer LLC (“Heraeus”, “we” or “us”). This Site facilitates purchases between dentists and or dental offices (“Dentists” or “you”) and a dental laboratory that participates in the sale of our products (each a “Participating Dental Lab”).

These Terms constitute a binding legal agreement between you, us and the Participating Dental Lab. By ordering Products through this Site (“Products”), you signify your acceptance of these Terms, as they may be amended from time to time, in our sole discretion. These Terms establish your rights and obligations with respect to your purchases, including important limitations and exclusions. All changes to these Terms are effective when posted on the Site.

Licensed Dentist

By ordering Products through this Site, you certify that you are a licensed dentist, in good standing.

Types of Sales

This Site provides Products to be ordered by a licensed dentist and paid for through your customary methods of payment to the Participating Dental Lab. If your dental laboratory or distributor is not a Participating Dental Lab with Heraeus, or if you wish to find a Participating Dental Lab, please call us at 800-431-1785. If you have any questions regarding the ordering process, please call us at 800-431-1785 or by email at paladigital.customerservice@kulzer-dental.com.

Payment Methods

We do not accept payment through the Site. All financial transactions take place between the dentist and the Participating Dental Lab.

Pricing, Taxes, Pricing Errors

PRICES AND AVAILABLITY OF THE PRODUCTS LISTED ON THE SITE ARE SUBJECT TO CHANGE WITHOUT NOTICE. Prices listed on the Site are quoted in U.S. Dollars. Such prices do not include shipping and handling, expedited service, or sales taxes, if applicable. All purchases are subject to acceptance by us, and we reserve the right to reject any purchase order submitted through this Site for any reason, and to limit the quantity of items purchased per order. The receipt by you of an order confirmation does not constitute our acceptance of an order. We reserve the right to discontinue any Product in our sole discretion without notice. We will use reasonable efforts to notify you of any back order or unavailable Products. If the amount you pay for an item is incorrect, regardless of whether it is an error in a price posted on this Site or otherwise communicated to you, or the Product is out of stock or unavailable for any reason after your order is processed, then we reserve the right, at our sole discretion, to reject or cancel your order and refund to you the amount you paid.

Shipping and Delivery

The Products are shipped as described within this Site. Products will only be shipped to a United States or Canada address. Shipping dates are approximate. It is your responsibility to provide accurate contact information that allows the shipper to contact you when shipment is made. We will make commercially reasonable efforts to meet the specified delivery date or window described on this Site or in your confirmation of purchase, but we are not liable to you if we are unable to meet such date.

Returns, Exchanges and Refunds

We attempt to describe and display the items offered on this Site as accurately as possible. We do not warrant, however, that the descriptions or other content on this Site are accurate, complete, reliable, current or error-free. We have used reasonable efforts to accurately display the colors of the Products shown on this Site, although actual Product colors may vary. We cannot guarantee actual color.

Warranty Information / Return Procedures

Heraeus provides the following warranty for the Pala Digital Denture products when the products are used properly in the applications for which they were intended:

Pala Digital Denture trays are warranted for a period of six (6) months after the date the trays are received by the dentist as follows: Heraeus will repair or replace the Pala trays, lip ruler, jaw gauge, Pala Tracers, and demo denture models found defective within the warranty period. Heraeus may refund the full amount received for materials if found defective within two (2) weeks of the received date.

Pala Digital Dentures are warranted as follows: Heraeus will provide one (1) free remake service for dentures found to be defective solely due to errors made by Heraeus and the Pala Laboratory within two (2) months of the date the dentures are received by the dentist. Pala Digital Dentures are also refundable if and only if they are due to problematic issues caused solely from errors made by Heraeus, and if returned to Heraeus within two (2) months of the received date. Heraeus will consider Warranty may be considered under the following circumstances: (i) Final denture does not reflect the prototype and/or adjustments made and requested by the doctor; or (ii) The teeth and/or gum shade does not reflect the choice made by the doctor.

All refunds or credits will be issued after all of the corresponding products are returned to Heraeus and the Pala Laboratory and reviewed by Heraeus and the Pala Laboratory. Terms of shipment are F.O.B. shipping point.

Limited Warranty and Warranty Disclaimer

THE LIMITED MANUFACTURER’S WARRANTY, IF ANY, PROVIDED BY US, AND SET FORTH IN THE INFORMATION PROVIDED ON OR PACKAGED WITH ANY PRODUCT PURCHASED THROUGH THIS SITE, CONSTITUTES THE ONLY WARRANTY WITH RESPECT TO SUCH PRODUCT. EXCEPT WITH RESPECT TO SUCH MANUFACTURER’S WARRANTY, IF ANY, THE PRODUCT IS PROVIDED ON AN “AS IS” BASIS, AND WE EXPRESSLY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE PRODUCTS, WHETHER IMPLIED, EXPRESS, OR STATUTORY, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT OF THIRD-PARTY RIGHTS, AND ACCURACY. WE DO NOT WARRANT THAT PRODUCTS WILL IN EVERY CASE PERFORM AS DESCRIBED ON THIS SITE OR IN THE ACCOMPANYING PRODUCT INFORMATION.

Limitation of Liability

IN ADDITION TO THE ABOVE WARRANTY DISCLAIMERS, IN NO EVENT WILL (A) WE OR THE PARTICIPATING DENTAL LAB BE LIABLE FOR ANY CONSEQUENTIAL, EXEMPLARY, SPECIAL, OR INCIDENTAL DAMAGES, INCLUDING ANY DAMAGES FOR LOST PROFITS, ARISING FROM OR RELATING TO THE PRODUCTS, EVEN IF WE OR THE PARTICIPATING DENTAL LAB KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, AND (B) OUR OR THE PARTICIPATING DENTAL LAB’S TOTAL CUMULATIVE LIABILITY ARISING FROM OR RELATED TO THE PRODUCTS, WHETHER IN CONTRACT OR TORT OR OTHERWISE, EXCEED THE PURCHASE PRICE PAID BY YOU FOR THE PRODUCT. THIS LIMITATION IS CUMULATIVE AND WILL NOT BE INCREASED BY THE EXISTENCE OF MORE THAN ONE INCIDENT OR CLAIM. WE DISCLAIM ALL LIABILITY OF ANY KIND OF OUR SUPPLIERS.

Warranty Disclaimer and/or Limitation of Liability May Not Apply

Some states do not allow the exclusion of implied warranties or the exclusion or limitation of incidental or consequential damages, so the above limitations or exclusions may not apply to you. This warranty gives you specific legal rights, and you may also have other rights which vary from state to state. The disclaimers, exclusions, and limitations of liability under this limited warranty will not apply to the extent prohibited by applicable law.

Dentist Representations and Warranties

Dentist warrants and represents that (i) Dentist is licensed to practice dentistry in the location of and at the time treatment is provided; (ii) Dentist will not use Pala Digital Denture products if such license expires, is not valid, is revoked, suspended or otherwise jeopardized at any time during treatment with Heraeus Pala Digital Denture products; (iii) Dentist’s use of Heraeus Pala Digital Denture products will be in accordance with generally accepted business or medical standards and shall comply with Heraeus Pala Digital Denture product or service specifications; (iv) Dentist takes full responsibility and is directly and solely liable for using information obtained from the use of Heraeus Pala Digital Denture products in the treatment of patients, including but not limited to, achieving a desired outcome or the decision to move forward with treatment; (v) Dentist will regularly review the Pala Digital Denture website to verify that Dentist is aware of any changes to Pricing, Terms & Conditions for Pala Digital Denture; (vi) Dentist will provide, upon request, feedback regarding the status of a patient’s treatment and the success of the Heraeus Pala Digital Denture service or product, and Heraeus may use such information for promotional, education or other publication purposes.

Incorporation of Auxiliary Techniques

Dentist is responsible for the treatment outcome and any additional costs of auxiliary treatment used to achieve a desired outcome with the Pala Digital Denture products.

Records


Records submitted to the Pala Laboratory become the property of Heraeus and the Pala Laboratory and will not be returned to Dentist. Records such as impressions require inspection and may be deemed unacceptable by Heraeus and the Pala Laboratory. If deemed unacceptable, replacement records will be requested. Physical materials such as impressions and study models will only be maintained by Heraeus and the Pala Laboratory for a short time period and are discarded and/or archived at the discretion of Heraeus and the Pala Laboratory

Force Majeure

Except for monetary obligations hereunder, neither party shall be liable for any failure or delay in performance due in whole or in part to any cause beyond the reasonable control of such party or its contractors, agents or suppliers, including but not limited to utility or transmission failures, power failure, strikes or other labor disturbances, acts of God, acts of war or terror, floods, sabotage, fire, natural or other disasters.

Miscellaneous

If any provision of these Terms is held to be unlawful, void, or for any reason unenforceable, that provision will be deemed severable and will not affect the validity and enforceability of the remaining provisions.

These Terms are governed by the laws of the State of Indiana and controlling United States Federal law without regard to any conflicts of law provisions. All parts of these Terms apply to the maximum extent permitted by law. Both parties agree that if either party cannot enforce a portion of these Terms as written, then that portion will be replaced with terms that most closely match the intent of the portion that cannot be enforced to the extent permitted by law. The invalidity of part of these Terms will not affect the validity and enforceability of the remaining provisions. The section headings are for convenience and do not have any force or effect. Except as otherwise prohibited by law, any claim or dispute must be brought within one (1) year from the date such cause of action arises. Any claim or dispute arising out of or relating to any Product or these Terms is subject to the exclusive jurisdiction of state or federal courts located in South Bend, Indiana, and you hereby consent and submit to the personal jurisdiction of such courts.

These Terms, the Site Terms of Use, the Privacy Policy, and other terms or policies defined therein or that we may post on the Site constitute the entire agreement between us and you in connection with your purchase of any Products and supersedes any prior agreements between us and you regarding such purchases, including prior versions of these Terms.

Each party must perform its obligations under these Terms in compliance with all applicable international, federal, state and local laws, regulations and ordinances.

Any rights or obligations hereunder may not be transferred or assigned by you without our prior written consent. We may freely assign and delegate any of our rights or obligations hereunder.

Applicability of the Privacy Policy

You agree and understand that it is necessary for us to collect, process and use the information you submit to us in order to sell Products and confirm compliance with applicable laws in respect of your transaction. We will protect your information in accordance with our Privacy Policy located here (the “Privacy Policy”).

How to Contact Us

If you have any questions about these Terms, please write to us at Heraeus Kulzer LLC, 300 Heraeus Way, South Bend, IN 46614, or by phone at 800-431-1785 or by email at paladigital.customerservice@kulzer-dental.com.

Terms of Sale: Last updated April ___ , 2014

* Please note pricing may be subject to change due to laboratory pricing. If you have questions on pricing, please consult with your laboratory partner.
Kulzer