Effective Date: 2026
PLEASE READ THE FOLLOWING TERMS AND CONDITIONS CAREFULLY. THEY APPLY UPON YOUR EXECUTION OF THE AGREEMENT (THE “AGREEMENT”) TO WHICH THIS IS APPENDED AND GOVERN YOUR USE OF THE SOLUTION AND SERVICES (TOGETHER, THE “SOLUTION”).
THIS GRANT OF USE RIGHTS IS NOT A SALE. TITLE, OWNERSHIP, PROPRIETARY AND INTELLECTUAL PROPERTY RIGHTS TO THE SOLUTION AND DERIVATIVE PRODUCTS, ACCOMPANYING MATERIALS AND ALL SERVICES RELATED THERETO REMAIN THE EXCLUSIVE PROPERTY OF DEUN DENTAL L.L.C. / DEUN ORTHOPEDICS LLC (“DEUN”, “WE”, OR “OUR”). USER SHALL BE REFERRED TO AS “YOU” OR “YOUR.”
Subject to the terms of the Agreement, DEUN grants You a limited, non-exclusive, non-transferable, non-assignable right to use the Solution and such associated documentation and technical materials as may be available on the date You executed the Agreement. This use also extends to any enhancements that We may choose to release. Any enhancements or other modifications to the Solution will be made at Our sole discretion. Your license to use the Solution will be automatically revoked if the Agreement is terminated or as described herein. If you access the Solution outside the United States, You do so on Your own initiative and are responsible for compliance with local laws and regulations.
No modifications, additions or deletions may be made to the Solution by You. In the event You violate this provision and unlawfully create any derivative work, You agree that title to such derivative work remains with Us. The Solution is a cloud-based solution You may use in accordance with the Agreement. Under no circumstances will any visual or other use choices You make grant you any ownership in the Solution or its related services. Under no circumstances will customizations (or augmentations) and any related documentation be construed as a work made for hire, and no ownership rights shall be transferred to or created in You or any third party. You will not own resale or marketing rights. You also have the obligation to ensure that your actions or inactions do not result in the violation of Our ownership rights.
We grant on the date of the execution of the Agreement and during the term thereof except as otherwise provided that:
Your rights as granted herein shall commence upon your acceptance of these Terms and shall continue until Your authorized use of the Solution ceases. Notwithstanding the termination of your rights to access the Solution, these Terms will remain in full force and effect except to the extent that they grant You any rights or access to the Solution. Unauthorized use, copying, or transfer of the Solution, or portions or derivative products, or the accompanying materials or failure to comply with the above restrictions will result in automatic and immediate termination of your use of the Solution and will make available to Licensor other legal remedies. Our mutual obligations of confidentiality do not end upon termination of the Agreement.
The protection of any data, information, or content provided by You or through Your use of the Solution (collectively, “User Data”) is solely your responsibility. You are also entirely responsible for the accuracy, quality, legality, reliability, and appropriateness of all User Data. DEUN does not assume any responsibility or liability for the accuracy of User Data.
We acquire the needed source data from You, You are responsible for the source data we receive, and for using the information the Solution generates in a proper manner and as designed. You acknowledge that We shall not be liable for any errors, omissions, delays, or losses caused by You or Your agents, including the consequences of untimely, incomplete, incorrect or unusable data. You are also responsible for complying with all local, state, and federal laws pertaining to the use and disclosure of any data. We shall be permitted to use the data consistent with our obligations hereunder and as required by the Agreement to which this is attached. You agree that we may collect and use de-identified data from the data you supply, and that we may aggregate such de-identified data from other end users and sources. Collected de-identified data shall not be used in any way that identifies You or any individual.
You acknowledge and agree that Your use of the Solution will be impacted negatively by the use of incorrect or incomplete User Data, and hereby hold harmless and indemnify DEUN from and against any and all claims and damages of any kind arising from or relating to incorrect, incomplete or otherwise deficient User Data. The Solution operates under a single login interface, it is Your sole responsibility to make reasonable efforts to limit the use, sharing or requests of User Data while accessing the Solution to not disclose more than the minimum necessary.
The Solution may contain copyrighted material, trademarks and other proprietary information, including, without limitation, text, software, photos, video, graphics, music and sound, all of which are protected by applicable intellectual property law. You may not modify, publish, transmit, display, participate in the transfer or sale, create derivative works, or in any way exploit any of the content, in whole or in part without Our express written pre-approval. No copying, redistribution, retransmission, publication or commercial exploitation of downloaded material will be permitted without Our express written permission, and/or that of the content owner. In the event of any permitted copying, redistribution or publication of copyrighted material, no changes in or deletion of author attribution, trademark legend or copyright notice shall be made. You acknowledge that You do not acquire any ownership rights by downloading or accessing Our materials, including the Solution. DEUN and each of the logos used in providing Solution are trademarks of the owner.
YOU EXPRESSLY AGREE THAT USE OF THE SOLUTION IS AT YOUR SOLE RISK. THE SOLUTION IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. EXCEPT AS OTHERWISE SET FORTH HEREIN, WE DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. WE MAKE NO WARRANTY THAT: (i) THE SOLUTION WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; (ii) THE SOLUTION WILL MEET YOUR REQUIREMENTS; (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SOLUTION WILL BE ACCURATE OR RELIABLE; AND (iv) ANY ERRORS IN THE SOLUTION WILL BE CORRECTED. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE SOLUTION IS AT YOUR OWN RISK.
IN NO EVENT WILL WE BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL, EXEMPLARY, OR SIMILAR DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY LOST PROFITS OR REVENUES, DIRECT, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, OR INTANGIBLE LOSSES, ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOLUTION OR ANY OTHER MATTER RELATING TO THE SOLUTION. IN ADDITION, IN NO EVENT WILL DEUN’S LIABILITY TO YOU FOR ANY DAMAGES ARISING OUT OF YOUR USE OF OR INABILITY TO USE THE SOLUTION OR ANY OTHER MATTER RELATING TO THE SOLUTION EXCEED, FOR EACH PARTY RESPECTIVELY, THE AMOUNT OF FEES PAID BY YOU OR PAYABLE, IF ANY, DURING THE TERM OF THE AGREEMENT. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OF LIABILITY OR EXCLUSION OF CERTAIN WARRANTIES AS SET FORTH IN THESE TERMS, SO THE ABOVE LIMITATION OR EXCLUSIONS MAY NOT APPLY TO YOU. TO THE EXTENT DEUN MAY NOT, AS A MATTER OF APPLICABLE LAW, LIMIT ITS LIABILITY OR EXCLUDE CERTAIN OR ANY WARRANTIES, THE SCOPE AND DURATION FOR SUCH WARRANTY AND THE EXTENT OF DEUN’S LIABILITY WILL BE THE MINIMUM PERMITTED UNDER SUCH APPLICABLE LAW.
By entering into the Terms or using the Solution, You agree to receive communications from DEUN and our affiliates and representatives, which may include, without limitation, push notifications, SMS, MMS and other text messages. To opt out of text messages, you can follow the instructions provided in the text, however You acknowledge that opting out of receiving text messages may impact Your use of the Solution.
DEUN has the right at any time to change or modify the Terms, or to impose new conditions, including, without limitation, adding fees and charges for use. You will be notified of any changes to these Terms by Us.
These Terms shall be construed in accordance with the applicable laws of the State of Minnesota. Any cause of action or claim You may have arising out of or relating to these Terms must be commenced within one (1) year after the cause of action accrues, otherwise, such cause of action or claim is permanently barred, and You hereby agree to waive such cause of action or claim after such date. If any provision of these Terms is found to be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions. No waiver of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. You may not transfer or sub-license Your rights. You may not resell Your rights nor provide access to the Solution to parties that are not specifically authorized to use it by Us. The section headings used herein are for convenience only and shall not be given any legal import.
Document reference: 4880155