TOPP-Terms
TRY OUR PRODUCT PROGRAM TERMS
This document ("Document") contains important information regarding your rights and obligations. PLEASE READ THE ENTIRE DOCUMENT CAREFULLY (Last Update: April 4, 2024)
1. APPLICATION.
Welcome to the Try Our Product Program (“TOPP”) offered by Tactile Robotics (“Company”). These terms outline the participation guidelines for our clients (“Trial Party”) who wish to trial PrepScanner and DenTeach (“Trial Unit”).
1. Program Overview
1.1 – TOPP allows the Trial Party to use the Trial Unit during a specified trial period (“Trial Period”) for purposes such as testing, comparison with other products, and academic publishing.
2. Trial Period and Trial Unit
2.1 – The Trial Period begins on the Anticipated Start Date and continues unless terminated earlier by either party. The specific duration and terms of the Trial Period are communicated upon initiation of each trial. The Trial Unit includes software, hardware and accessory parts.
3. Training Sessions
3.1 – To ensure effective use of the Trial Unit, the Company will provide training sessions on the following dates:
- Onboarding Session: Upon Delivery of the Trial Unit
- Performance Training Session: Within a week of the Trial Unit’s delivery
4. Shipping and Customs
4.1 – All responsibilities and costs for shipping and customs duties related to the delivery of the Trial Unit and subsequent parts are borne by the Trial Party.
5. Costs
5.1 – The Trial Unit is provided free of charge with no license fees during the Trial Period. Should the Trial Party choose to purchase the Trial Unit during the Trial Period, a discount on the regular purchase price will be applied.
6. Usage
6.1 – The Trial Unit must be used in a lawful and ethical manner, consistent with the purposes outlined herein. The Trial Party is expected to adhere to all relevant guidelines and standards for usage.
7. Intellectual Property
7.1 – All intellectual property rights in the Trial Unit remain with the Company. The Trial Party is not permitted to modify, reverse engineer, or create derivative works from the Trial Unit. The Trial party is not permitted to share or disclose any information on the Trial Unit with entities outside the TOPP.
8. Confidentiality
8.1 – Proprietary information obtained through participation in TOPP must be kept confidential. Disclosure of such information without the Company’s prior written consent is prohibited.
9. Termination and Return
9.1 – Participation in TOPP may be terminated by either party with proper notice. Upon termination, the Trial Party is expected to return the Trial Unit in good condition, considering reasonable wear and tear.
10. Promotional Announcements
10.1 – The Company reserves the right to announce and promote the participation of the Trial Party in the TOPP on the Company’s website, social media platforms, including LinkedIn, and other marketing channels. These announcements may include general information about the Trial Party’s involvement and aims to enhance visibility and engagement with the program.
11. Indemnification
11.1 – The Trial Party agrees to indemnify and hold harmless Company its respective directors, officers, employees, agents, volunteers, representatives, shareholders, heirs, executors, administrators, successors and assigns from any and all liability, harm, losses, damages, judgments or expenses, including legal fees, that it may incur or sustain as a result of (i) the Trial Party’s use, storage, or sale of the Trial Unit after delivery; (ii) the Trial Party’s failure to notify Company of any defect, abnormality, deviation, damage, or other issue with the Trial Unit; (iii) the Trial Party’s failure to provide Company an adequate opportunity to investigate and respond to any issue; (iv) the Trial Party’s modification, alteration, or addition to any Trial Unit; (v) the Trial Party’s negligence, recklessness, or willful misconduct; and (vi) delays in shipping and delivery caused by a Force Majeure Event, arising out of any and all third-party claims or demands of whatever kind or nature, either in law or in equity.
THIS PROVISION PLACES SIGNIFICANT OBLIGATIONS ON THE TRIAL PARTY TO INDEMNIFY COMPANY FROM SPECIFIC CLAIMS OR DEMANDS.
12. General Inquiries
12.1 – For general inquiries or non-urgent complaints, Company may be contacted by email at support@tactilerobotics.ca.
13. GENERAL
13.1 – If any term or provision of this Document shall be held to be invalid, illegal, or unenforceable by any court of competent jurisdiction, that term or provision shall be deemed modified so as to be valid and enforceable to the full extent permitted. The invalidity of any such term or provision shall not otherwise affect the validity or enforceability of the remaining terms and provisions.
13.2 – This Document shall enure to the benefit of and be binding upon the parties and their respective legal personal representatives, heirs, executors, administrators, and permitted assigns or successors.
13.3 – Section headings are for convenience of reference only and shall not define, modify, expand, or limit any of the terms of this Document.
13.4 – No waiver of any provision of this Document shall be enforceable against that party unless it is in writing and signed by that party.
13.5 – Any provision of this Document which expressly or by implication from its nature is intended to survive the termination or completion of the Document will continue in full force and effect after any termination, expiry or completion of this Agreement.
13.6 – The Trial Party acknowledges having obtained or having been given the opportunity to obtain independent legal advice from their respective solicitor with respect to these Terms and further acknowledges and agrees that it understands its rights and obligations under these Terms.
13.7 – The Trial Party confirms that it is their wish that this Trial Unit, including notices, be drawn up in English only. La Partie d’Essai confirme que c’est son souhait que cette Unité d’Essai, y compris les avis, soit rédigée uniquement en anglais.
By participating in TOPP, the Trial Party acknowledges and agrees to these terms.