Additional Terms of Service

  1. Your relationship with Dental Web Center:

    1. 1.1 Your use of Dental Web Center's products, software, services and web sites (the "Services") is subject to the foregoing Terms and Conditions as well as these Additional Terms of Service. "Dental Web Center" means Dental Equipment Consolidators of Florida, Inc., doing business as "Dental Web Center" whose principal place of business is at 900 Indiana Ave., Wichita Falls, TX 76301, United States. This document further explains the parties' agreements regarding the Services. Accordingly, in the event of any conflict between the foregoing Terms and Conditions and these Additional Terms of Service, these Additional Terms of Service will be deemed to control.

    2. 1.2 Unless otherwise agreed in writing with Dental Web Center, your agreement with Dental Web Center will always include, at a minimum, the terms and conditions set out in the foregoing and this document (each, as modified from time to time by Dental Web Center). These are referred to below as the "Universal Terms".

    3. 1.3 Our agreement will also include the terms of any Legal Notices applicable to the Services, which, together with the Universal Terms, form a legally binding agreement between you and Dental Web Center in relation to the Services (collectively, the "Terms"). Please read them carefully. In the event of any conflict between the Universal Terms and any Legal Notice, the applicable Legal Notice will be deemed to control.

  2. Accepting The Terms:

    1. 2.1 In order to use the Services, you must first agree to the Terms. You may not use the Services if you do not accept the Terms.

    2. 2.2 You can accept the Terms by:

      1. clicking to accept or agree to the Terms, where this option is made available to you by Dental Web Center in the user interface for any Service; or
      2. by actually using the Services (in which case, you will be deemed to have accepted the Terms).

    3. 2.3 You may not use the Services and may not accept the Terms if (a) you are not of legal age to form a binding contract with Dental Web Center, or (b) you are a person barred from receiving the Services under the laws of the United States or other countries including the country in which you are resident or from which you use the Services.

    4. 2.4 Before you continue, please print off or save a local copy of the Terms for your records.

  3. Provision of the Services by Dental Web Center:

    1. 3.1 Dental Web Center is constantly innovating in order to provide the best possible experience for its users. You acknowledge and agree that the form and nature of the Services which Dental Web Center provides may change from time to time without prior notice to you.

    2. 3.2 You acknowledge and agree that if Dental Web Center disables access to your account, you may be prevented from accessing the Services, your account details or any files or other content which is contained in your account.

    3. 3.3 You acknowledge and agree that while Dental Web Center may not currently have set a fixed upper limit on the number of transmissions you may send or receive through the Services or on the amount of storage space used for the provision of any Service, such fixed upper limits may be set by Dental Web Center at any time, at Dental Web Center's discretion.

  4. Your Use of the Services:

    1. 4.1 You may be required to provide information about yourself as part of the registration process for, or to continue using, the Services. You agree that any registration information you give to Dental Web Center will always be complete, accurate and up to date.

    2. 4.2 You agree to use the Services only for purposes that are permitted by (a) the Terms and (b) any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions (including any laws regarding the export of data or software to and from the United States or other relevant countries).

    3. 4.3 You agree not to access (or attempt to access) any of the Services by any means other than through the interface that is provided by Dental Web Center, unless you have been specifically allowed to do so in a separate agreement with Dental Web Center. You specifically agree not to access (or attempt to access) any of the Services through any automated means (including use of scripts or web crawlers) and shall ensure that you comply with the instructions set out in any robots.txt file present on the Services.

    4. 4.4 You agree that you will not engage in any activity that interferes with or disrupts the Services (or the servers and networks which are connected to the Services).

    5. 4.5 Unless you have been specifically permitted to do so in a separate agreement with Dental Web Center, you will not reproduce, duplicate, copy, sell, trade or resell the Services for any purpose.

    6. 4.6 You are solely responsible for, and you agree to indemnify, defend and hold harmless Dental Web Center for, any breach of your obligations under the Terms and for the consequences (including any loss or damage which Dental Web Center may suffer) of any such breach.

  5. Your passwords and account security:

    1. 5.1 You will be responsible at all times for maintaining the confidentiality of passwords associated with any account you use to access the Services. Accordingly, you agree that you will be solely responsible to Dental Web Center for all activities that occur under your account.

    2. 5.2 If you become aware of any unauthorized use of your password or of your account, you agree to notify Dental Web Center immediately.

  6. Privacy and your personal information:

    1. 6.1 For information about Dental Web Center's data protection practices, please read Dental Web Center's privacy policy. This policy explains how Dental Web Center treats your personal information, and protects your privacy, when you use the Services.

    2. 6.2 You agree to the use of your data in accordance with Dental Web Center's privacy policies.

  7. Content in the Services:

    1. 7.1 You understand that all information you may have access to as part of, or through your use of, the Services shall be the sole responsibility of the person from which such content originated. All such information is referred to below as the "Content".

    2. 7.2 Content presented to you as part of the Services, including but not limited to advertisements in the Services and sponsored Content within the Services, may be protected by the providers of such Content or by other parties. You may not modify, rent, lease, loan, sell, distribute or create derivative works based on such Content (either in whole or in part) unless Dental Web Center or by the owner(s) of such Content have agreed to permit you to do so in a separate agreement.

    3. 7.3 Dental Web Center reserves the right (but shall have no obligation) to pre-screen, review, flag, filter, modify, refuse or remove any or all Content from any Service. For some of the Services, Dental Web Center may, in its sole discretion, filter out certain immoral or otherwise objectionable content.

    4. 7.4 You understand that by using the Services you may be exposed to Content that you may find offensive or otherwise objectionable and that you will be using the Services at your own risk.

    5. 7.5 You are solely responsible for (and that Dental Web Center has no responsibility to you or to any third party for) any Content (including without limitation, that which you create, transmit or display while using the Services and for the consequences of your actions. You will ensure that any Content you provide or display through use of the Services will not infringe upon or impair the intellectual property rights of Dental Web Center or any third party(ies), and you agree to indemnify, defend and hold harmless Dental Web Center from and against any and all liabilities, claims, damages, losses, costs and expenses (including without limitation, attorneys' fees and costs) arising from or associated with any claim(s) arising in connection therewith.

  8. Proprietary rights:

    1. 8.1 You acknowledge and agree that Dental Web Center (or Dental Web Center's licensors) own all legal right, title and interest in and to the Services, including any intellectual property rights (whether or not registered, and wherever they may exist). You further acknowledge that the Services may contain information which is identified as confidential by Dental Web Center and that you will not disclose such information without Dental Web Center's prior written consent.

    2. 8.2 Nothing in these Terms gives you a right to use any of Dental Web Center's trade names, trademarks, service marks, logos, domain names, and other identifying brand features. Unless you have been expressly authorized to do so in writing by Dental Web Center, you will not use any trade mark, service mark, trade name, logo of any company or organization in a way that is likely or intended to cause confusion about the owner or authorized user of such marks, names or logos, and you will not remove, obscure, or alter any proprietary rights notices (including copyright and trade mark notices) which may be included within, or displayed in connection with, the Services, whether by Dental Web Center or by any third party.

    3. 8.3 Other than the limited license set forth in Section 9, Dental Web Center will obtain no right, title or interest in or to any Content you submit, post, transmit or display using the Services. You are responsible for protecting and enforcing any and all intellectual property and other rights with respect to your Content, and that Dental Web Center has no obligation to do so on your behalf.

  9. License from Dental Web Center:

    1. 9.1 Dental Web Center hereby grants to you a personal, worldwide, royalty-free, non-assignable and non-exclusive license to use the software (if any) now or hereafter provided to you by Dental Web Center (in its sole and absolute discretion) as part of the Services ("Software"). This license is for the sole purpose of enabling you to use the Services in accordance with these Terms.

    2. 9.2 You may not (and you will not permit anyone else to) copy, modify, create a derivative work of, reverse engineer, decompile or otherwise attempt to extract the source code of the Software or any part thereof, unless the right to do so is expressly permitted by Dental Web Center in writing or otherwise required under applicable law.

    3. 9.3 Unless Dental Web Center has given you specific written permission to do so, you may not assign (or grant a sub-license of) your rights to use the Software, grant a security interest in or over your rights to use the Software, or otherwise transfer any part of your rights to use the Software. For this purpose, any transfer of more than 50% of the equity or control of any business entity will be deemed an assignment.

  10. Content license from you:

    1. 10.1 By submitting, posting or displaying any Content, you give Dental Web Center a perpetual, irrevocable, worldwide, royalty-free, and non-exclusive license to reproduce, adapt, modify, translate, publish, publicly perform, publicly display and distribute such Content.

    2. 10.2 The above referenced license includes the right to make such Content available to other companies, organizations or individuals with whom Dental Web Center has relationships for the provision of syndicated services, and to use such Content in connection with the provision of those services.

    3. 10.3 In performing the required technical steps to provide the Services to our users, we may (a) transmit or distribute your Content over various public networks and in various media; and (b) make such changes to your Content as we deem necessary to conform and adapt that Content to the technical requirements of connecting networks, devices, services or media. You agree that this license shall permit Dental Web Center to do so.

    4. 10.4 You represent and warrant to Dental Web Center that you have all necessary right, power and authority necessary to grant the above referenced license.

  11. Software updates:

    1. 11.1 If we provide any Software in connection with the Services, such Software may, from time to time, automatically download and install updates from time to time from Dental Web Center. These updates are designed to improve, enhance and further develop the Services and may take the form of bug fixes, enhanced functions, new software modules and completely new versions. You agree to receive such updates (and permit Dental Web Center to deliver these to you) as part of your use of the Services.

  12. Ending your relationship with Dental Web Center:

    1. 12.1 The Terms will continue to apply until terminated by either you or Dental Web Center in accordance with the terms of your agreement with Dental Web Center.

    2. 12.2 In addition to any other rights and/or remedies available hereunder, at law or in equity, Dental Web Center may at any time, terminate its legal agreement with you if:

      1. you breach any of the Terms (or act in a way that indicates you do not intend to, or are unable to comply with the Terms); or
      2. Dental Web Center is required to do so by law (for example, where the provision of the Services to you is, or becomes, unlawful); or
      3. any partner, vendor or affiliate of Dental Web Center whom/which provided or facilitated the provision of any portion of the Services to you terminates its relationship with Dental Web Center or ceases to offer the Services to you; or
      4. Dental Web Center elects to discontinue providing the Services to users in the area in which you are resident or from which you use the Service; or
      5. the provision of the Services to you by Dental Web Center is, in Dental Web Center's opinion, no longer commercially viable.

    3. 12.3 Nothing in this Section shall affect Dental Web Center's rights under Section 4 above.

    4. 12.4 These Terms shall, where appropriate, survive any termination or expiration of your relationship with Dental Web Center, and will continue to apply at all times in the future.

  13. EXCLUSION OF WARRANTIES: To the extent permitted under applicable law:

    1. 13.1 YOU AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK AND THAT THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE."

    2. 13.2 IN PARTICULAR, DENTAL WEB CENTER, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS DO NOT REPRESENT OR WARRANT TO YOU THAT:

      1. YOUR USE OF THE SERVICES WILL MEET YOUR REQUIREMENTS;
      2. YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR;
      3. ANY INFORMATION OBTAINED BY YOU AS A RESULT OF YOUR USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE, OR
      4. THAT DEFECTS IN THE OPERATION OR FUNCTIONALITY OF ANY SOFTWARE PROVIDED TO YOU AS PART OF THE SERVICES WILL BE CORRECTED.

    3. 13.3 YOU WILL BE SOLELY RESPONSIBLE (TO THE EXCLUSION OF DENTAL WEB CENTER) FOR ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES. YOU AGREE THAT, SHOULD YOU ELECT TO DO SO, YOU WILL DO SO AT YOUR SOLE RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.

    4. 13.4 NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM DENTAL WEB CENTER OR THROUGH OR FROM THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS.

    5. 13.5 DENTAL WEB CENTER FURTHER EXPRESSLY DISCLAIMS, AND YOU HEREBY WAIVE, ANY AND ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF SUITABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, FREEDOM FROM INTERFERENCE WITH THE INTELLECTUAL PROPERTY RIGHTS OF OTHERS, AND NON-INFRINGEMENT. YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS DENTAL WEB CENTER FROM AND AGAINST ANY AND ALL LIABILITIES, CLAIMS, DAMAGES, LOSSES, COSTS AND EXPENSES (INCLUDING WITHOUT LIMITATION, ATTORNEYS' FEES), WHETHER INCURRED BY YOU, YOUR AGENTS, EMPLOYEES AND/OR ASSIGNS, AND/OR ANY THIRD PARTY(IES), ARISING FROM OR ASSOCIATED WITH THE SERVICES, THE SOFTWARE (IF ANY), AND/OR YOUR/THEIR USE THEREOF OR ACCESS THERETO, EVEN IF ARISING FROM OUR NEGLIGENCE.

    NOTHING CONTAINED HEREIN SHALL EXCLUDE OR LIMIT DENTAL WEB CENTER'S WARRANTY OR LIABILITY FOR LOSSES WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW. IF AND TO THE EXTENT ANY JURISDICTION IN WHICH THE SERVICES (OR ANY PORTION THEREOF) ARE MADE AVAILABLE SHALL NOT PERMIT THE LIMITATION OR EXCLUSION OF CERTAIN WARRANTIES, LIABILITIES, OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, THEN AND TO THAT EXTENT WITHIN SUCH JURISDICTION(S), THE FOREGOING LIMITATIONS AND EXCLUSIONS SHALL NOT APPLY. ACCORDINGLY, ONLY THE LIMITATIONS WHICH ARE LAWFUL IN YOUR JURISDICTION WILL APPLY TO YOU, IT BEING UNDERSTOOD THAT OUR LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

  14. LIMITATION OF LIABILITY:

    1. 14.1 SUBJECT TO SECTION 13, YOU ACKNOWLEDGE AND AGREE THAT DENTAL WEB CENTER, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS SHALL NOT BE LIABLE TO YOU FOR:

      1. ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES ARISING FROM OR ASSOCIATED WITH THE SERVICES, THE SOFTWARE OR ANY USE THEREOF, WHETHER MADE BY YOU OR BY ANY THIRD PARTY, HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY.. THIS SHALL INCLUDE, BUT NOT BE LIMITED TO, ANY LOSS OF PROFIT (WHETHER INCURRED DIRECTLY OR INDIRECTLY), ANY LOSS OF GOODWILL OR BUSINESS REPUTATION, ANY LOSS OF DATA, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR OTHER TANGIBLE OR INTANGIBLE LOSS;
      2. ANY LOSS OR DAMAGE WHICH MAY BE INCURRED BY YOU, INCLUDING BUT NOT LIMITED TO LOSS OR DAMAGE AS A RESULT OF:
        1. (ANY RELIANCE PLACED BY YOU ON THE COMPLETENESS, ACCURACY OR EXISTENCE OF ANY ADVERTISING, OR AS A RESULT OF ANY RELATIONSHIP OR TRANSACTION BETWEEN YOU AND ANY ADVERTISER OR SPONSOR WHOSE ADVERTISING APPEARS ON THE SERVICES;
        2. ANY CHANGES WHICH DENTAL WEB CENTER MAY MAKE TO THE SERVICES AND/OR THE SOFTWARE, OR FOR ANY PERMANENT OR TEMPORARY CESSATION IN THE PROVISION OF THE SERVICES AND/OR THE SOFTWARE (OR ANY FEATURES WITHIN THE SERVICES);
        3. THE DELETION OF, CORRUPTION OF, OR FAILURE TO STORE, ANY CONTENT AND OTHER COMMUNICATIONS DATA MAINTAINED OR TRANSMITTED BY OR THROUGH YOUR USE OF THE SERVICES;
        4. YOUR FAILURE TO PROVIDE DENTAL WEB CENTER WITH ACCURATE ACCOUNT INFORMATION; AND/OR
        5. YOUR FAILURE TO KEEP YOUR PASSWORD OR ACCOUNT DETAILS SECURE AND CONFIDENTIAL.

    2. 14.2 THE LIMITATIONS ON DENTAL WEB CENTER'S LIABILITY TO YOU DESCRIBED IN THIS SECTION SHALL APPLY WHETHER OR NOT DENTAL WEB CENTER HAS BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POTENTIAL FOR ANY SUCH LOSSES OR DAMAGES.

  15. Advertisements:

    1. 15.1 Some of the Services are supported by advertising revenue and may display advertisements and promotions. These advertisements may be targeted to the content of information stored on the Services, queries made through the Services or other information.

    2. 15.2 The manner, mode and extent of advertising by Dental Web Center on the Services are subject to change without specific notice to you.

    3. 15.3 In consideration for Dental Web Center granting you access to and use of the Services, you agree that Dental Web Center may place such advertising on the Services at any time and from time to time without notice and without the need to obtain your approval.

  16. Other content:

    1. 16.1 The Services may include hyperlinks to other web sites or content or resources. Dental Web Center may have no control over any web sites or resources which are provided by companies or persons other than Dental Web Center.

    2. 16.2 You acknowledge and agree that Dental Web Center is not responsible for the availability of any such external sites or resources, and does not endorse any advertising, products or other materials on or available from such web sites or resources.

    3. 16.3 You acknowledge and agree that Dental Web Center is not liable for any loss or damage which may be incurred by you as a result of the availability of those external sites or resources, or as a result of any reliance placed by you on the completeness, accuracy or existence of any advertising, products or other materials on, or available from, such web sites or resources.

  17. Changes to the Terms:

    1. 17.1 Dental Web Center may make changes to these Terms from time to time. When these changes are made, Dental Web Center will make a new copy of the Terms available on our website, and any new Additional Terms will be made available to you from within, or through, the affected Services.

    2. 17.2 You understand and agree that if you use the Services after the date on which the Terms have been modified, Dental Web Center will treat your use as acceptance of the updated Terms.

  18. General legal terms:

    1. 18.1 The Terms constitute the entire legal agreement between you and Dental Web Center and govern your use of the Services and the Software, if any (subject to any separate written agreement between you and Dental Web Center), and completely replace any prior agreements between you and Dental Web Center in relation to the Services and Software.

    2. 18.2 Dental Web Center may provide you with notices, including those regarding changes to the Terms, by email, regular mail, or postings on the Services.

    3. 18.3 If Dental Web Center does not exercise or enforce any legal right or remedy which is contained in the Terms (or which Dental Web Center has the benefit of under any applicable law), its failure to do so will not be deemed a waiver of such rights and that those rights or remedies will still be available to Dental Web Center.

    4. 18.4 If any court of law having proper jurisdiction rules that any provision of these Terms is invalid, then that provision will be removed from the Terms without affecting the rest of the Terms. The remaining provisions of the Terms will continue to be valid and enforceable.

    5. 18.5 Dental Web Center, its affiliated companies, and their respective successors and assigns shall be third party beneficiaries of your obligations under these Terms, and as such, they will be entitled to directly enforce, and rely upon, any provision of these Terms which confers a benefit on (or rights in favor of) them. Other than this, no other person or company shall be a third party beneficiary to these Terms.

    6. 18.6 The Terms, and your relationship with Dental Web Center under the Terms, shall be governed by the laws of the State of Texas without regard to its conflict of laws provisions. You and Dental Web Center agree to submit to the exclusive jurisdiction of the courts located within the county of Wichita, State of Texas to resolve any and all legal matters arising from or in connection with these Terms and/or any use made of the Services and/or Software, whether by you or by any third party. Notwithstanding this, you agree that Dental Web Center shall still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.
 
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