Terms Conditions
SoClear Terms & Conditions
1. Introduction
1.1 SoClear® through La Vie Med, has developed a series of clear removable devices that either retain teeth or induce teeth movement by controlled gradual force, they shift teeth into their ideal position, making teeth straight. This is achieved through wearing a series of those removable devices to be changed every two weeks. They are made of Tritan materials free from any toxic materials. SoClear trains doctors to use SoClear aligners products. After completing the necessary training, doctors can develop treatment plans for specific patients incorporating use of the OrthoAnalyzer software to assist in creating a treatment plan. “treatment plan” shall mean the prescription form approved by the doctor, which specifies the desired movements for a particular patient’s teeth over the course of the treatment period. Upon approval from the doctor, SoClear will use the treatment plan to develop a series of customised SoClear aligners.
The following terms and conditions are in effect as of the date of the receipt of your order, as applicable, and will constitute an agreement between you (“Doctor”) and SoClear aligners (the “Agreement”). It is the Doctor’s responsibility to read and understand these terms and conditions before downloading any materials or software, uploading patient records or placing any orders.
2. Pricing
2.1 Detailed pricing is available to the practitioners, if not yet received please ask SoClear agent or affiliates to deliver the price list, or send us an e-mail at: hello@soclearaligners.com Att: Sales department
2.2 SoClear Aligners reserves the right to change fees at any time without notification.
3. Terminology
3.1 Receipt of an Order is defined as SoClear having received all required records for processing the treatment order.
3.2 Treatment Expiration Date
3.2.1 Treatment expiration date is calculated as:
3.2.1.1 3 years from the date of shipment of the initial set of aligners for the full and unlimited package, 2 years for the Lite Package and 1 year for the Easy Package; and
3.2.2 Upon reaching the Treatment Expiration Date. The treatment order shall be closed, and any extra aligner treatment for the patient shall be considered a new order and will incur an additional charge at the current pricing for the SoClear treatment option.
3.2.3 SoFix® Retainers and Replacement Aligners may be ordered at any time prior to or after the Treatment Expiration Date, and will be charged at the current pricing and will not affect the Treatment Expiration Date.
3.3 Additional Aligners
3.3.1 Additional Aligners is an option to order new aligners during treatment if further tooth movement is needed or if clinical results have deviated to such an extent that the aligner(s) no longer fit.
3.3.2 Additional Aligners are included in the price up to a limit depending on the treatment option, but must be received prior to the Treatment Expiration Date.
3.3.3 SoClear reserves the right, at its sole discretion, to charge an additional fee for excessive use or excessive time lapse between orders for an individual patient’s treatment up to a maximum of 50% of the price of the Treatment Option purchased.
3.4 Required Records
3.4.1 All packages treatment should include: Treatment submission form, digital photos of the patient (Intraoral and extra-oral) as well as upper and lower impressions or intra-oral scans. (Radiographs are optional)
3.4.2 If one or more items are missing, the treatment order will not be processed until all records are received.
3.4.3 All hard-copy and digital records are submitted to SoClear agents or sales representative.
3.4.4 For any Additional Aligners, new impression(s) or intra-oral scans are required, along with the prescription form and new photos.
3.4.5 For SoFix® retainers, the completed prescription form is required and new impression(s) or intra-oral scan(s) may or may not be required dependent on the option chosen.
3.4.6 For SoFix® retainers for non-SoClear patients, Doctor must submit a new impression(s) or intra- oral scan(s) for use in manufacturing the retainers. If replacement aligners are required, SoClear agent has to be advised and a request will be submitted.
3.5 Cancellation Fees for Products
Note: SoClear aligners begins manufacture upon Doctor’s approval of the SoClear treatment plan, or placement of the order for retainers or replacement retainers.
3.5.1 An order for treatment will be cancelled and a cancellation fee will apply if any of the following occurs:
3.5.1.1 An order is cancelled by Doctor (practitioner who submits the case to SoClear agent or sales representative) any time after submission of treatment to SoClear.
3.5.1.2 An order has not been finalised by Doctor within 180 days from receipt at SoClear and Doctor has been advised of one or more missing mandatory requirements (completed submission form, missing or unacceptable impressions or intra-oral).
3.5.1.3 SoClear treatment plan is not signed off by Doctor within 180 days from the first SoClear treatment plan posting.
3.5.1.4 There will be no cancellation fee for the case if it is submitted as a digital impression and cancelled prior to SoClear approval. There will however, be a $50 treatment planning fee associated to the digital case cancellation.
3.5.2 It is the policy of SoClear that aligners will not be manufactured using patient information that is more than 180 days old.
3.5.3 If cancellation is processed either after SoClear treatment plan has been approved, or after Submission form for products not requiring a treatment plan (which includes SoFix® retainers, Replacement Aligner orders and Additional Aligners) has been approved, then instead of a cancellation fee, Doctor is liable for the corresponding treatment option or product fee.
3.5.4 If a patient’s case has been cancelled and Doctor wishes to re-start treatment at a later date, new patient records are required (impressions or scans and photos).
3.5.5 Cancellation conditions and fee applies to all SoClear treatment Packages.
4. Product Use and Doctor Responsibility
4.1 SoClear agents, sales representative or affiliates are not a provider of medical, dental or health care services and do not and cannot practice medicine, dentistry.
4.2 SoClear agents, sales representative or affiliates will not initiate, edit or change a patient’s treatment plan.
4.3 SoClear agents, sales representative or affiliates may from time to time provide information or recommendations to Doctor; however, will not control or pressure Doctor in the exercise of Doctor’s professional judgement.
4.4 Decisions about treatment of a patient are to be made by Doctor, and Doctor is solely responsible for review and approval of his patient treatment plan to determine whether SoClear products and/or treatment options are appropriate for a specific patient, use or application, diagnosis and treatment of each patient & the resulting outcome.
4.5 Some treatment options offerings incorporate default or pre-set treatment staging protocols which are accepted by the Doctor as part of his/her prescription when submitting an order to which these protocols apply.
4.6 Information about treatment staging protocols can be obtained from SoClear sales representative or gent. It is within Doctor’s sole discretion to implement any of the sales representative recommendations, including but not limited to proceeding with order submission.
4.7 Each order is subject to acceptance by SoClear, and will become a binding contract only if accepted by SoClear.
5. Description of Products and Services
5.1 SoClear Services
5.1.1 SoClear sales representative may offer services containing factual advice and documentation for use by the doctors in creating or evaluating the effectiveness of a proposed treatment plan.
5.1.2 The services are not a substitute for dental or medical advice, and Doctor has the sole responsibility for evaluating whether a SoClear treatment plan is appropriate for a specific patient.
5.1.3 SoClear Sales representative or agents assumes no liability or responsibility for SoClear treatment plans.
5.1.4 It is a Doctor’s responsibility to adhere to relevant State and Commonwealth laws and regulations and any professional obligations.
5.2 Treatment Review Planning
5.2.1 SoClear offers a treatment planning review service using licensed dentists or orthodontists suitably skilled and experienced to perform the tasks assigned to them (“SoClear practitioner partners or consultant”), to:
5.2.1.1 Assist Doctor’s in filling Treatment submission Form with instructions for the orthodontic set-up and movements required; and
5.2.1.2 Review the SoClear treatment plan.
5.2.2 Doctors are under no obligation to adopt or follow any advice, comments or suggestions provided by SoClear practitioner partners or consultant or SoClear sales representative or agent in relation to the treatment of your patients. Following receipt of the review report from, Doctors must exercise their own professional judgement on making the final decision on whether and how to proceed with the treatment of their patient;
5.2.3 SoClear practitioner partners or consultant or SoClear sales representative or agent does not provide any warranties or guarantees regarding any treatment or treatment outcome.
5.3 Third Party Services
5.3.1 If a Doctor requires further guidance, treatment planning services are available through independent third parties.
5.3.2 SoClear assumes no liability or responsibility for treatment plans developed with a third party or the associated outcome of such third party treatment planning services.
5.3.3 If third party treatment planning services are used, the sharing of any records or medical information must be adhered to and it is the Doctor’s responsibility to ensure compliance with relevant laws and regulations, including the relevant privacy legislation.
5.4 OrthoAnalyzer Software
5.4.1 OrthoAnalyzer software is a computerised approximation of desired tooth movement for a specific patient.
5.4.2 OrthoAnalyzer software results are simulated approximations based on the approved OrthoAnalyzer
5.4.3 Doctor is required to review the SoClear treatment plans thoroughly.
5.4.4 Doctors may make changes via the OrthoAnalyzer software, sometimes after consultation with SoClear team, prior to approving the final SoClear treatment plan.
5.4.5 Doctor must exercise Doctor’s own professional judgement on making the final decision on whether and how to proceed with treatment of Doctor’s Patient.
5.4.6 Doctor’s approval of the customised OrthoAnalyzer treatment plan is considered a prescription to SoCkear final authorisation to manufacture the aligners.
5.4.7 Prior to use of the OrthoAnalyzer software, Doctor agrees to review and approve the terms of the OrthoAnalyzer Software License Agreement.
5.4.8 SoClear recommends that Doctor delays extraction of any teeth until after approval of the OrthoAnalyzer treatment plan, if medically feasible.
5.5 SoClear Aligners
5.5.1 The aligners may be used by a Doctor to treat a patient’s upper and/or lower arch.
5.5.2 All aligners are manufactured to cover the teeth captured in the impression(s) or intra-oral scans.
5.5.3 The scope of SoClear treatment plan will vary depending on the treatment methodology and prescription submitted by Doctor.
5.5.4 Replacement aligners may be ordered as needed if an aligner has been lost or damaged.
5.5.5 Additional fees may apply unless such loss or damage has been caused by an act or omission of SoClear team members.
5.6 Replacement Aligners
5.6.1 An aligner that fails due to faulty manufacture will be replaced free of charge.
5.6.2 To assess the cause of the failure, Doctor is to provide intra-oral and extra-oral photographs of the aligner.
5.6.3 The decision as to the nature of the failure is at the sole discretion of SoClear.
5.6.4 An aligner that fails during routine function as a result of inappropriate use by the patient will be replaced at an additional cost.
5.10 SoFix® Retainers
5.10.1 SoFix® retainers are a set of 2 retainers per arch.
5.10.2 Doctor will receive in one convenient shipment.
5.10.3 Cost is per SoClear price list or as advised by SoClear Team.
5.10.4 SoFix® retainers are available for both SoClear and non-SoClear patients.
5.10.5 Doctor may choose a OrthoAnalyzer stage and/or submit a new impression(s) for use in manufacturing the retainers.
5.10.6 For non SoClear patients, the doctor must submit a new impression(s) or intra-oral scans for use in manufacturing the retainers.
5.10.7 SoFix® retainers are available to support the concurrent use of pontics and bonded lingual wires with the submission of new impression(s) or intraoral scan(s).
5.10.8 SoFix® retainers may be ordered for non SoClear patients or patients currently in treatment or having completed treatment using an SoClear treatment option.
5.10.9 Emergency replacement retainer orders can be placed for one arch or for both arches.
5.10.10 One emergency replacement retainer order may be ordered with each new SoFix® set for the same patient.
6. Payment and Shipping Policies
6.1 Payment
6.1.1 Upon receipt of Doctor’s approval of the SoClear treatment plan or placement of the order for SoClear treatment option or SoFix® retainers, all charges are non-refundable.
6.1.2 Orders are subject to current Price List for SoClear as of the order receipt date, known as the All Materials Received date.
6.1.3 Receipt of an order after any change to the Price List for SoClear shall constitute conclusive evidence of your acceptance of those terms i.e. the new price.
6.1.4 Payment for all products and fees is due from Doctor within thirty (30) days of invoice date.
6.1.5 The invoice date is the day the treatment option and/or retainer is shipped from SoClear to the doctor.
6.1.6 Credit is provided to Doctor at sole discretion of SoClear, and can be withdrawn at any time.
6.1.7 SoClear reserves the right to request payment in advance from Doctor.
6.1.8 Invoice is sent from SoClear with the aligners/product ordered.
6.1.9 To the extent any supply made by SoClear is subject to specific tax, the price for that supply will be increased by an amount equal to specific tax payable on supply.
6.1.10 Additional fees may apply if a shipping method is requested other than SoClear’s standard shipping procedure.
6.1.11 Any invoice or other outstanding balance not paid by the invoice due date may be subject to a finance charge of one and one half (1%) percent per month, or the maximum amount allowed by law.
6.1.12 SoClear or any SoClear team members do not accept payments from patients, including payments in the patient’s name forwarded by Doctor.
6.1.13 When Doctor approves SoClear treatment plan, Doctor is the party responsible for payment to SoClear.
6.1.14 Prices and other terms & conditions are subject to change by SoClear management, without prior notice (but will not be varied with respect to a particular order once such order has been placed).
6.2 Shipping
6.2.1 SoClear aligners are manufactured and shipped to Doctor within approximately 14 business days of approval of the SoClear treatment plan.
6.2.2 Replacement aligners or retainers will be shipped to doctors within approximately 5 business days of SoClear receipt of a request.
6.2.3 SoClear will make reasonable efforts to contact Doctor within 5 days of order receipt if the order submission is not complete or all materials are not received. Incomplete order submissions will result in delays in manufacturing and shipping of products.
6.2.4 SoClear is responsible for the delivery of aligners and retainers to Doctor.
6.2.5 Upon shipment, all aligners and retainers are nonreturnable and fees are non-refundable.
7. Records
7.1 Doctor is responsible for securing all consent from patients required by law, in order for records to be disclosed to SoClear in accordance with this clause.
7.2 SoClear will comply with the requirements of relevant State and Commonwealth laws, which may include obligations to provide personal information SoClear hold about a patient to such patient on request by such patient.
7.3 Subject to applicable law, records submitted to SoClear become the property of SoClear and will not be returned to Doctor.
7.4 Records such as impressions and intra-oral scans require inspection and may be deemed unacceptable by SoClear.
7.5 If deemed unacceptable, replacement records will be requested.
7.6 Physical materials such as impressions and study models will only be maintained by SoClear for a short time period and are discarded and/or archived at the discretion of SoClear.
7.7 Subject to applicable law, Doctor authorises SoClear to use records, including but not limited to, impressions and intra-oral scans, patient information, radiographs, photographs and plaster models for internal use, purposes of orthodontic or dental consultations, education and research purposes, publication in professional journals or use in professional collateral materials, provided that such use does not include disclosure of a specific name, patient ID, address or other personal information which would have the effect of specifically identifying the doctor or the patient, unless the appropriate consents are obtained.
7.9 Doctor is advised to obtained appropriate patient authority to use records.
8. General Risks
8.1 SoClear reminds each Doctor of their professional responsibility to ensure that each patient is dentally and periodontally stable and does not have any known contraindications prior to the start of treatment.
8.2 The use of SoClear aligners product(s) or service(s) may involve some of the risks detailed below. Many of the risks are general (for example, health and hygiene related risks) and can occur without any orthodontic treatment or are risks that are associated with other traditional orthodontic treatments.
8.2.1 Failure to wear the appliances for the required number of hours per day, not using the products as directed by Doctor, missing appointments, and erupting or atypically shaped teeth can lengthen the treatment time and affect the ability to achieve the desired results.
8.2.3 Gums, cheeks and lips may be scratched or irritated.
8.2.4 Teeth may shift position after treatment. Consistent wearing of retainers at the end of treatment helps to reduce this tendency.
8.2.5 Tooth decay, periodontal disease, inflammation of the gums or permanent markings (e.g. decalcification) may occur if patients consume foods or beverages containing sugar, do not brush and floss their teeth properly before wearing the SoClear aligners products or do not use proper oral hygiene and preventative maintenance.
8.2.6 The aligners may temporarily affect speech and may result in a lisp, although any speech impediment caused by the SoClear aligners products should disappear within one or two weeks.
8.2.7 Aligners may cause a temporary increase in salivation or mouth dryness and certain medications can heighten this effect.
8.2.8 Attachments may be bonded to one or more teeth during the course of treatment to facilitate tooth movement and/or appliance retention. These will be removed after treatment is completed.
8.2.9 Attachments may fall off and require replacement.
8.2.10 Teeth may require interproximal reduction or stripping in order to create space needed for dental alignment to occur.
8.2.11 The bite may change throughout the course of treatment and may result in temporary patient discomfort.
8.2.12 In rare instances, slight superficial surface wear of the aligner may occur where patients may be grinding their teeth or where the teeth may be rubbing and is generally not a problem as overall aligner integrity and strength remains intact.
8.2.13 At the end of orthodontic treatment, the bite may require adjustment (“occlusal adjustment”).
8.2.14 Atypically shaped, erupting and/or missing teeth may affect aligner adaptation and may affect the ability to achieve the desired results.
8.2.15 Treatment of severe open bite, severe overjet, mixed dentition, and/or skeletally narrow jaw may require supplemental treatment in addition to aligner treatment.
8.2.16 Supplemental orthodontic treatment, including the use of bonded buttons, orthodontic elastics, auxiliary appliances/dental devices (e.g. temporary anchorage devices, sectional fixed appliances), and/or restorative dental procedures may be needed for more complicated treatment plans where aligners alone may not be adequate to achieve the desired outcome.
8.2.17 Teeth which have been overlapped for long periods of time may be missing the gingival tissue below the interproximal contact once the teeth are aligned, leading to the appearance of a “black triangle” space.
8.2.18 Aligners are not effective in the movement of dental implants.
8.2.19 General medical conditions and/or use of medications can affect orthodontic treatment.
8.2.20 Health of the bone and gums which support the teeth may be impaired.
8.2.21 Oral surgery may be necessary to correct crowding or severe jaw imbalances that are present prior to wearing the SoClear aligners product. If oral surgery is required, risks associated with anaesthesia and proper healing must be taken into account prior to treatment.
8.2.22 A tooth that has been previously traumatised or significantly restored may be aggravated. In rare instances the useful life of the tooth may be reduced, the tooth may require additional dental treatment such as endodontic and/or additional restorative work and the tooth may be lost.
8.2.23 Existing dental restorations (e.g. crowns) may become dislodged and require re-cementation or in some instances, replacement.
8.2.24 Short clinical crowns can pose appliance retention issues and inhibit tooth movement.
8.2.25 The length of the roots of the teeth may be shortened during orthodontic treatment and may become a threat to the useful life of teeth.
8.2.26 Product breakage is more likely in patients with severe crowding and/or multiple missing teeth.
8.2.27 Orthodontic appliances or parts thereof may be accidentally swallowed or aspirated.
8.2.28 In rare instances, problems may also occur in the jaw joint, causing joint pain, headaches or ear problems.
8.2.29 Allergic reactions may occur.
8.2.30 Teeth that are not at least partially covered by the aligner may undergo supraeruption; and
8.2.31 In rare instances, patients with hereditary angioedema (HAE), a genetic disorder, may experience rapid local swelling of subcutaneous tissues including the larynx. HAE may be triggered by mild stimuli including dental procedures.
9. Aligner and SoFix® Retainer Warranty
9.1 Each party acknowledges that some laws may imply certain conditions and warranties into this Agreement and confer certain rights and remedies on Doctor that cannot be excluded or modified (“Rights”).
9.2 Nothing in this section or otherwise in this Agreement excludes or modifies any of those Rights if to do so would contravene such Rights or make any part of this Agreement void.
9.3 SoClear warrants that the SoClear aligners and SoFix® retainers are free from defects in material and workmanship when used properly in the applications for which they were intended.
9.4 For SoClear aligners, this warranty expires on the Treatment Expiration Date.
9.5 For SoFix® retainers, this warranty expires three (3) months after shipment of the retainers.
9.6 Additionally, SoClear warrants the fit of the first SoFix® retainer shipped for each patient for a period of thirty (30) days from shipment.
9.7 Except as provided in this section, SoClear makes no warranty of any kind, whether express, implied, statutory or otherwise with respect to SoClear treatment options and/or products or services.
9.8 SoClear specifically disclaims all implied warranties of design, merchantability, fitness for a particular purpose and non-infringement and any other implied warranties.
9.9 Where SoClear (i) cannot exclude any express or implied condition or warranty, or (ii) the aligner or retainer fails to conform to the warranty in this section, then SoClear sole and exclusive liability and Doctor‘s sole and exclusive remedy is at the sole discretion of SoClear (i) to repair or replace the goods or (ii) to pay the cost of having those goods repaired or replaced.
9.10 No sales representative, employee or agent of SoClear is authorised to incur warranty obligations on behalf of SoClear or modify the limitations set forth herein.
9.11 These warranties are void if the aligners or retainers have been misused or modified after manufacture by SoClear.
9.12 No warranty is made regarding the outcome of any treatment using the aligners, retainers, or any combination of SoClear products or services with third party products.
10. Doctor Warranty
Doctor warrants and represents that:
10.1 Doctor is licensed to practice dentistry and/or orthodontia in the location of and at the time treatment is provided;
10.2 Doctor will not use SoClear treatment options and/or products if such license expires, is not valid, is revoked, suspended or otherwise jeopardised at any time during treatment with SoClear products;
10.3 Doctor’s use of SoClear treatment options and/or products or services will be in accordance with generally accepted business or medical standards and shall comply with SoClear aligners product or service specifications;
10.4 Doctor has expertise, experience, and training to perform procedures associated or in conjunction with aligner treatment;
10.5 Any use of La Vie Med or SoClear trademarks by Doctor will be only in connection with Doctor’s provision of La Vie med and SoClear products and will comply with La Vie Med and SoClear Art & Advertising Standards.
10.6 Any use of La Vie med or SoClear trademarks or imagery should be sent to hello@soclearaligners.com not less than 10 working days prior to publication or production and not be used without SoClear written permission on behalf of La Vie Med;
10.7 Doctor takes full responsibility and is directly and solely liable for using information obtained from the use of SoClear products in the treatment of patients, including but not limited to, achieving a desired outcome or the decision to proceed with treatment;
10.8 Doctor will provide, upon request, feedback regarding the status of a patient’s treatment and the success of the SoClear service or product, and SoClear may use such information for promotional, education or other publication purposes.
11. Liability
11.1 Each party acknowledges that some laws may imply certain conditions and warranties into this Agreement and confer certain rights and remedies on Doctor that cannot be excluded or modifies (“Rights”).
11.2 Nothing in this section or otherwise in this Agreement excludes or modifies any of those Rights if to do so would contravene such Rights or make any part of this Agreement void.
11.3 In no event SoClear total cumulative liability arising out of or related to this agreement under any theory of law exceed the total sum of fees paid or payable by Doctor for such SoClear product.
11.4 The existence of one or more claims shall not expand such limit.
11.5 In no event will SoClear it’s licensors or suppliers, have any direct liability for any indirect, special, incidental, exemplary, punitive or consequential damages however caused and under any theory of liability whether in contract, tort, indemnity or other cause or theory whatsoever (including negligence, delay in delivery, injury to reputation, good will, etc) whether or not Doctor has been advised of the possibility of such damage.
11.6 In no event will SoClear or any of its licensors or suppliers, have any liability for any lost profits, loss of use or costs of procurement of substitute goods or services.
11.7 All claims against SoClear employees, sales representative, agents, contractors, officers or directors based on:
11.7.1 The failure of SoClear products to achieve a successful or desirable outcome or;
11.7.2 Injury to a patient, either alone or in combination with other treatment appliances are hereby waived by Doctor.
11.8 This Agreement does not exclude or modify any of those Rights if to do so would contravene a law or make any part of this Agreement void.
12. Indemnification
12.1 Doctor agrees to indemnify, defend and hold harmless SoClear and its past, present and future officers, directors, stockholders, employees, agents, assigns, attorneys, contractors, service providers, licensors, insurers and successors in interest against and from any and all claims, causes of actions, damages, injuries, debts, liabilities, losses, obligations, payments, costs, expenses, demands, and other requests for relief, compensation or remuneration of any kind, description or nature whatsoever (collectively, “Losses”), related to, pertaining to or arising from:
12.1.1 Doctor’s breach of or failure to abide by any term of this Agreement;
12.1.2 Doctor’s breach of any term of any agreement between you and your patient or any acts or failures in respect of a patient;
12.1.3 Any incorrect information provided to SoClear or any failure to timely provide SoClear with any information it requests from Doctor, or Doctor’s dental practice;
12.1.4 Dealings with national regulators, licensing or professional bodies in relation to Doctor’s or thier practice; or
12.1.5 SoClear provision of/or failure to provide goods or services to Doctor, unless such provision of or failure to provide such goods or services was due to SoClear team wilful action.
12.2 This indemnity is a continuing obligation which shall survive the termination of any order or contract for SoClear aligners products or services.
13. Trademark Usage
13.1 Subject to the terms and conditions of this Agreement, and subject to the SoClear Advertising Agreement, SoClear grants to Doctor limited and personal (non-transferable or sub-licensable) permission to use the SoClear trademark and certain other La Vie Med trademarks identified and approved for use in the SoClear Advertising Agreement.
13.2 La Vie Med trademarks may be used by Doctor only in connection with Doctor’s provision of SoClear aligners products.
13.3 Doctor must review the SoClear artwork guidelines, as these documents may be amended by SoClear from time to time otherwise in writing to SoClear.
13.5 Any use of La Vie Med trademarks by Doctor and any associated goodwill inures to the benefit of La Vie Med, and doctor acknowledges that La Vie Med and SoClear remains the sole owner of all right, title and interest in the La Vie Med trademarks.
13.6 SoClear has the right to monitor the quality of Doctor’s services provided in connection with its trademarks and may in SoClear sole discretion terminate Doctor’s permission to use any of its trademarks at any time.
14. Marketing
14.1 SoClear may, but is not required to, include doctor in co-marketing or lead generating tools such as the “Find a Practitioner“ web based locator.
14.2 SoClear retains sole discretion over all aspects of the “Find a Practitioner” web based locator, including but not limited to, inclusion, designations, order of placement, and removal of doctors.
14.3 By way of this Agreement, Doctor authorises La Vie Med, SoClear or a third party on its behalf to send programs, training event, sales and marketing promotions and materials, surveys or other information related to SoClear aligners products to doctor’s office via facsimile, e-mail, and other means unless doctor has indicated otherwise in writing to SoClear.
14.4 No later than ten (10) working days prior to the use of any advertising or marketing materials referring to SoClear you are required to:
14.4.1 Submit to SoClear an electronic copy of all such any advertising or marketing materials referring to SoClear (in all formats including, but not limited to, online web pages and banners, physically printed materials, and audio or audio-visual work including video, smartphone app’s or other digital content created for broadcast, webcast, podcast, posting to website, use on “smart” handheld devices or any other mode of transmission).
14.4.2 Obtain SoClear written approval (within 10 days) prior to any such use.
14.4.3 SoClear reserves the right to impose such additional terms and conditions as it deems reasonably.
14.5 La Vie Med and SoClear reserves the right to require modifications to any part of your original artwork.
14.6 No deviation from the copy shown in the print advertising templates is allowed without prior written approval from La Vie Med or SoClear.
14.7 No editing or re-mixing of SoClear video content is permitted without prior written approval from SoClear.
14.8 All edited or re-mixed versions of SoClear video content created with SoClear’s permission must be submitted for approval prior to use, and shall not be posted online, transmitted, displayed broadcast, or otherwise used without prior written approval by SoClear.
14.9 SoClear written approval must be received by its agent no later than 10 working days after date of submission.
14.10 No products competitive to or incompatible with SoClear products or services may appear or be mentioned in any marketing materials, including but not limited to web pages or coupons, or advertising that uses SoClear or any other marks belonging to SoClear.
14.11 La Vie Med and SoClear retain the right to require immediate removal of any work that may have been provided or approved for use; and you agree to promptly comply with such requirement(s).
15. Sign-off on Documentation
15.1 All parties agree that any correspondence, marketing material, art work and documentation that require review and sign-off by the other party/parties will provide this feedback and/or sign-off in writing within a maximum timeframe of 10 working days from the date of submission.
16. Force Majeure
16.1 Neither party shall be deemed to be in breach of this Agreement for any failure or delay in performance caused by reasons beyond its reasonable control, if such party makes reasonable efforts to perform, provided however, the inability of either party to meet financial obligations is expressly excluded.
17. Governing Law
18.1 These terms and conditions shall be governed by, and construed and interpreted in accordance with the laws of United States of America.
18. Export
18.1 SoClear treatment options and/or products purchased by Doctor under this Agreement may only be used by Doctor within the country of purchase and may not be exported or re-sold.
18.2 Doctor shall not provide, transfer, sell or otherwise make available the product or services or related technology in violation of any such Laws.
19. Independent Contractors
19.1 It is the mutual intent of the parties to this Agreement that Doctor, Doctor’s employees, agents, and other representatives are not employees, agents, joint ventures, or partners of SoClear.
19.2 Nothing contained in this Agreement shall be interpreted or construed to create or establish an employment relationship between the parties.
19.3 Neither party is granted any express or implied right or authority by the other party to assume or create any obligation or responsibility on behalf of or in the name of the other party, or to bind the other party in any manner whatsoever.
20. No Waiver
20.1 The failure of either party at any time to require performance by the other party of any provision will not affect in any way the full right to require such performance at any time thereafter.
21. Severability
21.1 If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, such provision shall be changed by the court and interpreted so as to best accomplish the objectives of the original provision to the fullest extent allowed by law and the remaining provisions of this Agreement shall remain in full force and effect.
22. Termination and Modification
22.1 La Vie Med or SoClear aligners reserves the right to cancel this agreement, refuse an order of product or revoke the certification of a Doctor for any reason at any time.
23. Entire Agreement
23.1 This Agreement sets forth the entire agreement and understanding of the parties with respect to the subject matters covered; and this Agreement supersedes all prior letters of intent, agreements, covenants, arrangements, communications, warranties or representations, whether oral or written, by any officer, employee, or representative of SoClear relating thereto.
23.2 This Agreement Prevails over any conflicting or additional terms of any quote, order, invoice or other communication.
23.3 This Agreement can only be modified by an authorised representative of SoClear aligners.