Terms of Service

Effective Septemeber 9, 2026

Welcome to udentifix.com (the “Website”). This Terms of Use Agreement (the “Agreement”) is made and entered into by and between you and uDent iFix (the “Company,” “us,” “we,” or “our”). This Agreement sets forth the terms and conditions that govern your use of and access to the Website and any products, materials, and services provided by or through the Website (collectively, the “Services”).

1. Acceptance of this Agreement

1.1 Acceptance Through Using or Accessing the Services

Please review the following terms carefully. By accessing or using the Services, or by clicking “accept” or “agree” to this Agreement when prompted, you agree to be bound by the terms and conditions of this Agreement on behalf of yourself or the entity or organization that you represent.

If you do not agree to the terms and conditions of this Agreement, you may not use or access the Services and must exit the Website immediately.

1.2 Eligibility Requirements to Use or Access the Services

To use the Website or any Services, you represent and warrant that you:

(i) are at least 13 years old;

(ii) are a resident of the United States;

(iii) have the legal capacity to enter into a binding agreement;

(iv) will provide accurate, current, and complete information when interacting with the Services;

(v) will use the Services only for lawful purposes and in compliance with all applicable laws and regulations;

(vi) will not access or use the Services for any fraudulent, abusive, or harmful activity; and

(vii) are not a competitor of the Company and will not use the Services for any purpose that is competitive with the Company.

By accessing or using the Services, you represent and warrant that you meet all of the foregoing eligibility requirements.

You also represent and warrant that you have the right, authority, and capacity to enter into this Agreement on your behalf or on behalf of the entity or organization that you represent.

If you do not meet all of these requirements, you may not use or access the Services.

1.3 Changes to this Agreement

The Company reserves the right to change this Agreement from time to time in its sole discretion.

Except for changes made for legal or administrative purposes, the Company will provide reasonable advance notice before the changes become effective.

All changes will apply to your use of and access to the Services from the date the changes become effective and onward. For new users, changes will be effective immediately.

Your continued use of or access to the Services following any changes to this Agreement constitutes your acknowledgment of such changes and agreement to be bound by the terms and conditions of those changes.

You should check this page periodically so that you are aware of any changes, as they are binding on you.

2. Access to the Services

(a) Changes to Your Access and the Services. The Services may change from time to time as the Company evolves, refines, or adds more features to the Services.

The Company reserves the right to modify, withdraw, or discontinue the Services, in whole or in part, at any time without notice to you.

You agree that the Company shall have no liability to you or any third party for losses or damages caused by the Services not being available, in whole or in part, at any time or for any period.

(b) Creating an Account. You may be required to register for an account and provide certain information about yourself to access the Services or certain features of the Services.

You promise to provide us with accurate, complete, and updated information about yourself.

The Company may have different types of accounts for different users.

If you connect to any Services using a third-party service, you grant us permission to access and use your information from such service as permitted by that service and to store login credentials as necessary to provide the applicable functionality.

All information that you provide will be governed by our Privacy Policy:

www.udentifix.com/legal/privacy

You consent to all actions that we may take with respect to your information consistent with our Privacy Policy.

(c) Account Responsibilities. You are entirely responsible for maintaining the confidentiality of your password and account.

You are also entirely responsible for any and all activities associated with your account.

Your account is personal to you, and you agree not to provide any other person with access to the Services or any portion of them using your username, password, or other security information.

You should ensure that you exit from your account at the end of each session and use extra caution when accessing your account from a public or shared computer.

You may not transfer your account to anyone else without our prior written permission.

You agree to notify the Company immediately of any actual or suspected unauthorized use of your account or any other breach of security.

The Company will not be liable for any losses or damages arising from your failure to comply with these requirements.

You may be held liable for losses or damages incurred by the Company or a third party due to someone else using your account or password.

(d) Termination or Deletion of an Account. The Company shall have the right to suspend or terminate your account at any time in our sole discretion for any or no reason, including if we determine that you have violated any term or condition of this Agreement.

3. Policy for Using the Services

3.1 Prohibited Uses

You may use the Services for lawful purposes only and in accordance with this Agreement.

You agree not to use the Services in any way that could damage the Services or the general business of the Company.

You may use the Services for business or commercial purposes subject to this Agreement.

3.2 Prohibited Activities

You further agree not to engage in any of the following prohibited activities in connection with using the Services:

(a) No Violation of Laws or Obligations. Violate any applicable laws or regulations, including intellectual property laws and rights of privacy or publicity, or any contractual obligations.

(b) No Unsolicited Communications. Send any unsolicited or unauthorized advertising, promotional materials, spam, junk mail, chain letters, or any other form of unsolicited communications, whether commercial or otherwise.

(c) No Impersonation. Impersonate others or otherwise misrepresent your affiliation with a person or entity in an attempt to mislead, confuse, or deceive others.

(d) No Harming of Minors. Exploit or harm minors in any way, including by exposing them to inappropriate content or obtaining personally identifiable information.

(e) Compliance with Content Standards. Upload, display, distribute, or transmit any material that does not comply with the Content Standards set forth in this Agreement.

(f) No Interference with Others’ Enjoyment. Harass or interfere with anyone’s use or enjoyment of the Services, or expose the Company or other users to liability or other harm.

(g) No Interference or Disabling of the Services. Use any device, software, or routine that interferes with the proper working of the Services, or take any action that may interfere with, disrupt, disable, impair, or create an undue burden on the infrastructure of the Services, including servers or networks connected to the Website.

(h) No Monitoring or Copying Material. Copy, monitor, distribute, or disclose any part of the Services by automated or manual processes, devices, or means.

This includes using automated devices such as robots, spiders, offline readers, crawlers, or scrapers to strip, scrape, or mine data from the Website.

However, the Company conditionally grants operators of public search engines revocable permission to use spiders to copy materials from the Website solely for the purpose and to the extent necessary to create publicly available searchable indexes, but not caches or archives of such materials.

(i) No Viruses, Worms, or Other Damaging Software. Upload, transmit, or distribute through the Services any viruses, Trojan horses, worms, logic bombs, or other materials intended to damage or alter the property of others, including denial-of-service or distributed denial-of-service attacks.

(j) No Unauthorized Access or Violation of Security. Violate the security of the Services through:

(i) an attempt to gain unauthorized access to the Services or systems or networks connected to them;

(ii) the breach or circumvention of encryption or other security codes or tools; or

(iii) data mining or interference with any server, computer, database, host, user, or network connected to the Services.

(k) No Reverse Engineering. Reverse engineer, decompile, or otherwise attempt to obtain the source code or underlying information relating to the Services.

(l) No Collecting User Data. Collect, harvest, or assemble any data or information regarding another user without consent, including emails, usernames, or passwords.

(m) No Other Interference. Otherwise attempt to interfere with the proper working of the Services.

(n) Attempt or Assist Others in Attempting. Attempt any prohibited activity described above or assist, permit, or encourage others to do or attempt any of the foregoing.

3.3 Geographic Restrictions

The Company is based in the United States.

The Services are intended for use by persons located in the United States.

By choosing to access the Services from any location outside the United States, you accept full responsibility for compliance with applicable local laws.

The Company makes no representations that the Services or any of their content are accessible or appropriate outside of the United States.

4. Terms and Conditions of Sale

4.1 Purchasing Process

Any steps taken from choosing Services to submitting an order form part of the purchasing process.

The purchasing process includes the following steps:

(a) By clicking the checkout button, users may be directed to a third-party merchant checkout section where they must provide contact details and select a payment method.

(b) After providing the required information, users must carefully review the order and confirm and submit it using the applicable button or mechanism on the Website, thereby accepting these Terms and agreeing to pay the specified price.

4.2 Order Submission

When you submit an order, the following applies:

(a) Submission of an order determines contract conclusion and creates an obligation for you to pay the price, taxes, and any additional fees or expenses specified on the order page.

(b) If the purchased Services require active input from you, such as providing personal information, specifications, data, or special instructions, order submission creates an obligation for you to cooperate accordingly.

(c) Upon submission of the order, users may receive a receipt confirming that the order has been received.

Notifications related to the purchasing process will generally be sent to the email address you provided for such purposes.

4.3 Prices

You will be informed during the purchasing process and before order submission of applicable fees, taxes, costs, and, where applicable, delivery costs.

4.4 Methods of Payment

Information regarding accepted payment methods is made available during the purchasing process.

Some payment methods may be available only subject to additional conditions or fees.

Payments may be processed independently through third-party services.

Therefore, the Website may not directly collect complete payment information such as credit card details and may instead receive notification when payment has been successfully completed.

If payment through an available method fails or is refused by the payment service provider, the Company shall have no obligation to fulfill the purchase order.

Any costs or fees resulting from failed or refused payment shall be borne by you.

4.5 Retention of Usage Rights

You do not acquire any rights to use purchased Services until the total purchase price has been received by the Company.

5. Intellectual Property Rights

5.1 Ownership of Intellectual Property

You acknowledge that all intellectual property rights, including copyrights, trademarks, trade secrets, and patents, in the Services and their contents, features, and functionality (collectively, the “Content”) are owned by the Company, its licensors, or other providers of such material.

The Content is protected by United States and international intellectual property and proprietary rights laws.

Neither this Agreement nor your access to the Services transfers to you any right, title, or interest in or to those intellectual property rights.

Any rights not expressly granted in this Agreement are reserved by the Company and its licensors.

5.2 License to Use the Services

During the term of this Agreement, the Company grants you a limited, non-exclusive, non-transferable, non-sublicensable, and revocable license to use and access the Content for business or commercial purposes in accordance with this Agreement.

The Content may not be used for any other purpose.

This license will terminate upon your cessation of use of the Services or termination of this Agreement.

5.3 Certain Restrictions

The rights granted to you in this Agreement are subject to the following restrictions:

(a) No Copying or Distribution. You shall not copy, reproduce, publish, display, perform, post, transmit, or distribute any part of the Content in any form or by any means except as expressly permitted herein or enabled by the Services.

(b) No Modifications. You shall not modify, create derivative works from, translate, adapt, disassemble, reverse compile, or reverse engineer any part of the Content.

(c) No Exploitation. You shall not sell, license, sublicense, transfer, assign, rent, lease, loan, host, or otherwise exploit the Content or Services, whether in whole or in part.

(d) No Altering of Notices. You shall not delete or alter copyright, trademark, or other proprietary-rights notices from copies of the Content.

(e) No Competition. You shall not access or use the Content to build a similar or competitive website, product, or service.

(f) Systematic Retrieval. You shall not use an information-retrieval system to directly or indirectly create or compile a database, compilation, collection, or directory of the Content or other data from the Services.

5.4 Trademark Notice

All trademarks, logos, and service marks displayed through the Services are either the Company’s property or the property of third parties.

You may not use such trademarks, logos, or service marks without the prior written consent of their respective owners.

6. User Content

6.1 User Generated Content

The Services may contain message boards, chatrooms, profiles, forums, and other interactive features that allow users to post, upload, submit, publish, display, or transmit content or materials to other users or persons (collectively, “User Content”).

You are solely responsible for your User Content.

Please carefully consider what you choose to share.

All User Content must comply with the Content Standards set forth below.

Any User Content you post on or through the Services will be considered non-confidential and non-proprietary.

You assume all risks associated with the use of your User Content, including reliance on its accuracy, completeness, reliability, or appropriateness by other users and third parties, and any disclosure of your User Content that personally identifies you or a third party.

You agree that the Company shall not be responsible or liable to a third party for User Content posted by you or another user.

The Company shall also not be responsible for losses or damages resulting from interactions between you and other users.

Your interactions with other users are solely between you and those users.

If a dispute arises between you and another user, we are under no obligation to become involved.

6.2 License

You hereby grant the Company an irrevocable, non-exclusive, royalty-free, fully paid, transferable, perpetual, and worldwide license to reproduce, distribute, publicly display and perform, prepare derivative works of, incorporate into other works, and otherwise use and exploit your User Content, and to grant sublicenses of the foregoing rights, in connection with the Services and the Company’s business, including for promoting and redistributing part or all of the Services through media formats and channels.

You represent and warrant that you have all rights, power, and authority necessary to grant the rights described in this section for any User Content that you submit.

You hereby irrevocably waive claims and recourse against us for alleged or actual infringement or misappropriation of proprietary rights in communications, content, or materials submitted to us.

These licenses are subject to our Privacy Policy at:

www.udentifix.com/legal/privacy

to the extent they relate to User Content containing personally identifiable information.

6.3 Content Standards

You agree not to send, knowingly receive, upload, transmit, display, or distribute User Content that does not comply with the following standards (“Content Standards”).

User Content must not:

(a) Violate Laws or Obligations. Violate any applicable laws or regulations, including intellectual property laws, privacy laws, publicity laws, or contractual or fiduciary obligations.

(b) Promote Illegal Activity or Harm to Others. Promote illegal activity; advocate, promote, or assist an unlawful act; or create a risk of harm, loss, or damage to any person or property.

(c) Infringe Intellectual Property Rights. Infringe any copyright, trademark, patent, trade secret, moral right, or other intellectual property right of another person.

(d) Contain Defamatory, Abusive, or Otherwise Objectionable Material. Contain material that we deem unlawful, defamatory, trade libelous, invasive of privacy or publicity rights, abusive, threatening, harassing, harmful, violent, hateful, obscene, vulgar, profane, indecent, offensive, inflammatory, humiliating, or otherwise objectionable.

This includes information or material that we deem likely to cause annoyance, inconvenience, needless anxiety, embarrassment, alarm, or distress to another person.

(e) Promote Sexually Explicit Material or Discrimination. Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age.

(f) Contain Fraudulent Information or Impersonation. Contain information or material that is false, intentionally misleading, or likely to deceive another person, including impersonating any person or misrepresenting your identity or affiliation with a person or organization.

(g) Falsely Imply Endorsement by the Company. Represent or imply that material is provided, sponsored, or endorsed by the Company or another person or entity if that is not the case.

6.4 Monitoring and Enforcement

We reserve the right, but are not obligated, to:

(a) take any action regarding User Content that we deem necessary or appropriate in our sole discretion, including where we believe that User Content violates the Content Standards or any other provision of this Agreement or creates liability for the Company or another person;

(b) remove or reject User Content for any or no reason in our sole discretion;

(c) disclose User Content, identity information, or electronic communications to satisfy a law, regulation, government request, or to protect the rights or property of the Company or another person; and

(d) terminate or suspend access to all or part of the Services for any or no reason, including a violation of this Agreement.

We do not necessarily review User Content before it is posted through the Services and therefore cannot ensure prompt removal of questionable User Content.

Accordingly, the Company, its affiliates, and their respective officers, directors, employees, and agents assume no liability for action or inaction regarding transmissions, communications, or content provided by a user or third party.

6.5 Copyright Infringement — Digital Millennium Copyright Act Policy

The Company respects the intellectual property rights of others and expects users of the Services to do the same.

It is the Company’s policy to terminate users who repeatedly infringe intellectual property rights, including copyrights.

If you believe that your work has been copied in a way that constitutes copyright infringement and wish to have allegedly infringing material removed, please provide the following information in accordance with the Digital Millennium Copyright Act:

(a) a physical or electronic signature of the copyright owner or a person authorized to act on their behalf;

(b) a description of the copyrighted work that you allege has been infringed;

(c) a description of the material that is claimed to be infringing or the subject of infringing activity and that is to be removed or access to which is to be disabled;

(d) a description of where the material you claim is infringing is located;

(e) your contact information, including your address, telephone number, and email address;

(f) a statement that you have a good-faith belief that use of the material is not authorized by the copyright owner, its agent, or applicable law; and

(g) a statement, made under penalty of perjury, that the information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.

Pursuant to 17 U.S.C. § 512(f), misrepresentation of a material fact in a written notification may subject the complaining party to liability for damages, costs, and attorneys’ fees incurred in connection with the notification and allegation of copyright infringement.

Copyright infringement notices may be submitted to:

uDent iFix
Email: info@udentifix.com

6.6 Feedback to the Company

If you provide the Company with feedback or suggestions regarding the Services (“Feedback”), you hereby assign to the Company all rights in such Feedback and agree that the Company may use and fully exploit such Feedback and related information in any manner it deems appropriate.

The Company will treat Feedback as non-confidential and non-proprietary.

You agree that you will not submit to the Company information or ideas that you consider confidential or proprietary.

7. Assumption of Risk

The information presented on or through the Services is made available for general information purposes only.

The Company does not warrant the accuracy, completeness, suitability, or quality of such information.

Any reliance on such information is strictly at your own risk.

The Company disclaims all liability and responsibility arising from reliance placed on such information by you, another user of the Services, or anyone who may be informed of its contents.

8. Privacy

For information about how the Company collects, uses, stores, protects, and shares your information, please review our Privacy Policy:

www.udentifix.com/legal/privacy

By accessing or using the Services, you acknowledge that information you provide to us and information collected through your use of the Services will be handled in accordance with our Privacy Policy and applicable law.

We do not knowingly collect or solicit personally identifiable information from children under 13 years of age.

If you are under 13 years old, please do not attempt to register for the Services or provide personal information about yourself to us.

If we learn that we have collected personal information from a child under 13 years old without appropriate authorization or parental consent where required, we will take reasonable steps to delete that information.

If you believe that a child under 13 may have provided personal information to us, please contact:

info@udentifix.com

9. Termination

9.1 Termination

The Company may suspend or terminate your access to or rights to use the Services at any time, for any reason, in our sole discretion and without prior notice, including for a breach of this Agreement.

Upon termination of your access to or rights to use the Services, your right to access and use the Services will immediately cease.

To the fullest extent permitted by applicable law, the Company will not have liability to you for any suspension or termination of your rights under this Agreement, including termination of your account or deletion of User Content.

If you have registered for an account, you may terminate this Agreement by contacting the Company and requesting termination.

9.2 Effect of Termination

Upon termination of this Agreement, any provisions that by their nature should survive termination shall remain in full force and effect.

This includes, without limitation, provisions relating to intellectual property ownership, warranty disclaimers, limitations of liability, indemnification, dispute resolution, and other provisions that by their nature are intended to survive termination.

Termination of your access to and use of the Services will not relieve you of obligations arising or accruing before termination or limit liability that you may otherwise have to the Company or a third party.

You understand that termination of your access to and use of the Services may involve deletion of User Content associated with your account from our systems or databases, subject to our Privacy Policy, legal obligations, backup procedures, and record-retention requirements.

10. No Warranty

THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS.

YOUR USE OF THE SERVICES IS AT YOUR OWN RISK.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, AND NON-INFRINGEMENT.

WITHOUT LIMITING THE FOREGOING, THE COMPANY AND ITS LICENSORS DO NOT WARRANT THAT:

(a) THE CONTENT WILL BE ACCURATE, RELIABLE, COMPLETE, OR CORRECT;

(b) THE SERVICES WILL MEET YOUR REQUIREMENTS;

(c) THE SERVICES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION;

(d) THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE;

(e) DEFECTS OR ERRORS WILL BE CORRECTED;

(f) THE SERVICES WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR

(g) THE SERVICES OR ITEMS OBTAINED THROUGH THE SERVICES WILL OTHERWISE MEET YOUR REQUIREMENTS OR EXPECTATIONS.

TO THE FULLEST EXTENT PERMITTED BY LAW, WE WILL NOT BE LIABLE FOR LOSS OR DAMAGE TO YOUR COMPUTER SYSTEM, MOBILE DEVICE, DATA, OR OTHER PROPRIETARY MATERIAL THAT MAY RESULT FROM YOUR USE OF THE SERVICES, YOUR USE OF ITEMS OBTAINED THROUGH THE SERVICES, OR YOUR DOWNLOADING OF MATERIAL POSTED THROUGH THE SERVICES.

WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR PRODUCTS OR SERVICES ADVERTISED OR OFFERED BY THIRD PARTIES THROUGH THE SERVICES OR THROUGH THIRD-PARTY LINKS.

WE WILL NOT BE A PARTY TO OR RESPONSIBLE FOR MONITORING TRANSACTIONS BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES OR OTHER USERS.

THE SERVICES WOULD NOT BE PROVIDED WITHOUT THESE LIMITATIONS.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH THE SERVICES WILL CREATE A WARRANTY, REPRESENTATION, OR GUARANTEE NOT EXPRESSLY PROVIDED IN THIS AGREEMENT.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN IMPLIED WARRANTIES. ACCORDINGLY, SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

IF APPLICABLE LAW REQUIRES WARRANTIES WITH RESPECT TO THE SERVICES, SUCH WARRANTIES SHALL BE LIMITED IN DURATION TO NINETY (90) DAYS FROM THE DATE OF FIRST USE TO THE MAXIMUM EXTENT PERMITTED BY LAW.

11. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY, ITS AFFILIATES, OR THEIR RESPECTIVE LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE TO YOU OR ANY THIRD PARTY FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH:

  • YOUR USE OF OR INABILITY TO USE THE SERVICES;

  • ANY THIRD-PARTY LINK;

  • ANY CONTENT AVAILABLE THROUGH THE SERVICES OR A THIRD-PARTY LINK; OR

  • ANY PRODUCT, SERVICE, INFORMATION, OR MATERIAL OBTAINED THROUGH THE SERVICES.

THIS INCLUDES, WITHOUT LIMITATION, LOSS OF USE, REVENUE, PROFITS, BUSINESS, ANTICIPATED SAVINGS, DATA, GOODWILL, OR VALUE, AND ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, OR PUNITIVE DAMAGES.

THIS LIMITATION APPLIES WHETHER SUCH DAMAGES ARISE FROM BREACH OF CONTRACT, TORT, INCLUDING NEGLIGENCE, OR ANY OTHER LEGAL THEORY, REGARDLESS OF WHETHER THE DAMAGE WAS FORESEEABLE OR WHETHER THE COMPANY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SERVICES IS TO STOP USING THE SERVICES.

SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU.

12. Indemnification

You agree to indemnify, defend, and hold harmless the Company and its affiliates and their respective officers, directors, employees, agents, successors, and permitted assigns (collectively, the “Indemnified Parties”) from and against any and all losses, claims, actions, suits, complaints, damages, liabilities, penalties, interest, judgments, settlements, deficiencies, disbursements, awards, fines, costs, fees, or expenses of any kind, including reasonable attorneys’ fees and costs of enforcing any right to indemnification under this Agreement, arising out of or relating to:

(a) your breach of this Agreement;

(b) your use or misuse of the Services;

(c) your User Content;

(d) your violation of applicable law or the rights of another person or entity; or

(e) actions taken by a third party using your account.

The Company reserves the right, at your expense and where permitted by applicable law, to assume the exclusive defense and control of any matter for which you are required to indemnify us.

You agree to reasonably assist and cooperate with our defense or settlement of such claims.

13. Disputes

13.1 Governing Law

All matters relating to this Agreement and all matters arising out of or relating to this Agreement, whether sounding in contract, tort, statute, or otherwise, shall be governed by and construed in accordance with the laws of the State of Texas, without giving effect to conflict-of-law principles that would require application of another jurisdiction’s laws.

13.2 Dispute Resolution

Any action or proceeding arising out of or relating to this Agreement or the Services shall be brought only in a state or federal court located in Montgomery County, Texas, except that the Company retains the right to bring an action or proceeding against you for breach of this Agreement in your jurisdiction of residence or another jurisdiction where legally appropriate.

You irrevocably submit to the jurisdiction of such courts and waive any objection based on inconvenient forum to the extent permitted by applicable law.

At the Company’s sole discretion, the Company may require a dispute, claim, or controversy arising out of or relating to this Agreement, or the breach, termination, enforcement, interpretation, or validity thereof, to be submitted to and decided by a single arbitrator through binding arbitration administered under the applicable rules of the American Arbitration Association (“AAA”) in Montgomery County, Texas.

The arbitrator’s decision shall be final and binding on the parties and may be entered and enforced in any court of competent jurisdiction.

To the extent permitted by applicable law and the applicable arbitration rules, the prevailing party in arbitration may be awarded reasonable attorneys’ fees, expert-witness costs, expenses, and other costs incurred in connection with the proceedings unless the arbitrator determines otherwise.

All arbitrations shall proceed on an individual basis.

You agree that you may bring claims against the Company only in your individual capacity.

Accordingly, to the fullest extent permitted by applicable law, you waive the right to:

  • a trial by jury;

  • assert or participate in a class action lawsuit;

  • assert or participate in class arbitration, whether as a named plaintiff, claimant, or class member; or

  • participate in a joint or consolidated lawsuit or arbitration.

Unless applicable law requires otherwise, the arbitrator may not consolidate the claims of more than one person or otherwise preside over a representative or class proceeding.

If a court determines that applicable law prevents enforcement of a limitation contained in this section with respect to a particular claim for relief, that claim, and only that claim, shall be severed from arbitration and may proceed in court.

YOU UNDERSTAND AND AGREE THAT BY ACCEPTING THESE TERMS, YOU ARE WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.

13.3 Limitation on Time to File Claims

TO THE EXTENT PERMITTED BY APPLICABLE LAW, ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SERVICES MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES.

OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM WILL BE PERMANENTLY WAIVED AND BARRED.

14. Miscellaneous

14.1 Waiver

Except as otherwise provided in this Agreement, no failure by the Company to exercise, and no delay by the Company in exercising, any right, remedy, power, or privilege arising from this Agreement shall operate or be construed as a waiver thereof.

No single or partial exercise of a right, remedy, power, or privilege shall preclude any other or further exercise thereof or the exercise of another right, remedy, power, or privilege.

14.2 Severability

If any term or provision of this Agreement is found by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable, that invalidity, illegality, or unenforceability shall not affect any other term or provision of this Agreement.

The remaining provisions shall continue in full force and effect to the maximum extent permitted by law.

14.3 Entire Agreement

This Agreement, together with all documents expressly referenced herein, including the Privacy Policy, constitutes the entire agreement between you and the Company concerning the subject matter addressed herein.

This Agreement supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, whether written or oral, relating to such subject matter.

14.4 Headings

Headings and titles of sections, clauses, and parts of this Agreement are provided for convenience only.

They shall not affect the meaning, interpretation, or construction of any provision of this Agreement.

14.5 No Agency, Partnership, or Joint Venture

No agency, partnership, joint venture, employment, franchise, or similar relationship is created between you and the Company as a result of this Agreement or your use of the Services.

You have no authority to bind the Company in any respect unless expressly authorized by the Company in writing.

14.6 Assignment

You may not assign or delegate any of your rights or obligations under this Agreement without the prior written consent of the Company.

Any purported assignment or delegation in violation of this section shall be null and void.

No permitted assignment or delegation shall relieve you of obligations arising under this Agreement unless expressly agreed to by the Company.

The Company may assign or delegate its rights and obligations under this Agreement to the extent permitted by applicable law.

Subject to the limitations on assignment stated above, this Agreement shall inure to the benefit of, be binding upon, and be enforceable by the parties and their respective successors and permitted assigns.

14.7 Export Laws

The Services may be subject to United States export-control laws and regulations.

You agree to comply with applicable U.S. export-control and sanctions laws and regulations and not to export, re-export, transfer, or otherwise provide materials or technology obtained through the Services in violation of applicable law.

15. Contact Information

Questions, feedback, requests for technical support, and other communications relating to the Website, Services, or these Terms of Use should be directed to:

uDent iFix
Email: info@udentifix.com

Notices concerning alleged copyright infringement should also be submitted using the contact information provided in Section 6.5 of these Terms.

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