These general terms and conditions (Terms) apply to all services and products provided by Voyager Dental, Inc (Voyager) to a customer (Customer), and by placing an order with Voyager, Customer agrees to the following:

1. Payment
Full payment for all services, products or shipments ordered by the Customer is due within 30 days, following which a late charge of 5% will accrue on any unpaid balance on a pro-rata basis per month, until paid in full. Any concerns regarding an invoice should be addressed within 5 calendar days of receiving the invoice. Voyager reserves the right to move a Customer’s account to pre-pay status.

2. Orders
All orders by a Customer must be made in writing through Voyager’s online forms established for the Customer, or other form approved by Voyager in advance. Voyager reserves the right to disregard any other orders or requests.

Customer must provide to Voyager all specifications and information reasonably required to produce and prepare any prostheses or other dental appliance requested by Customer. While Voyager reserves the right to request further specifications or information from the Customer on a case by case basis, it expressly disclaims any duty to do so and may rely entirely upon the original specifications and information provided by the Customer without any duty of investigation or further inquiry. The Customer shall be solely responsible for the accuracy of any such specifications or information. In addition, it is the Customer’s sole responsibility to inspect the ordered prostheses for proper fit, function, alignment and use.

3. Delivery and Shipment
Voyager will use its best reasonable commercial efforts to prepare all products ordered by the Customer in a timely fashion, but does not represent or warrant that they will be delivered by any particular date, except where otherwise agreed in writing.

Voyager will determine the method of shipping or transport of its products. Unless otherwise agreed, the Customer is responsible for all shipping and transport costs, including, but not limited to, the payment of any shipping or transport insurance. The Customer bears all risk of loss or damage during shipping or transport.

4. Errors and Omissions
The Customer must report any and all discrepancies, claimed product deficiencies or incorrect shipments in writing to Voyager as soon as reasonably practicable, and in any event no later than 10 calendar days from the date of receipt. If Voyager does not receive a report as set out above, the Customer will be deemed to have inspected and accepted all products.
Customer’s errors, omissions or mistakes may be corrected by Voyager in its sole discretion, and on a case by case basis, at the expense of the Customer, provided, however, that Voyager will only invoice the Customer any additional cost of correcting the Customer’s error.

If the Customer reasonably believes there is a defect in Voyager’s workmanship or the materials, the Customer must request a return authorization and, if requested by Voyager, promptly return the relevant product. Voyager will, in its sole discretion: (1) remake, repair or adjust the original product, at no additional cost to the Customer; (2) remake the original product as a different product of equal or greater value, with Customer only responsible for the difference in cost; or (3) issue an account credit for the value of the original invoice amount, less charges for third party products or materials.

5. Limited Warranty
The dental appliance is warranted against defects in design, workmanship and materials. In the event of unsatisfactory material performance, the repair or complete replacement of the device is covered. Removable complete dentures are warrantied for one year. This warranty does not apply to cash refunds, temporary replacements, costs incurred for removal or reinsertion, costs incurred by another laboratory, devices that have been previously repaired or altered from new, device damage or ill-fit due to accident, neglect or abuse, supporting bone, tooth or tissue failure, dental changes or improper oral hygiene. This warranty supersedes all other warranties, whether express or implied, and may not be modified.

VOYAGER AND THE CUSTOMER ACKNOWLEDGE THAT VOYAGER WILL PREPARE ANY REQUESTED PROSTHESIS OR OTHER DENTAL RESTORATION TO THE SPECIFICATIONS OF THE CUSTOMER AND THAT THE CUSTOMER IS SOLELY RESPONSIBLE FOR SUCH SPECIFICATIONS. VOYAGER MAKES NO OTHER WARRANTIES AND ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, ARE HEREBY EXCLUDED, EXCEPT FOR THE LIMITED WARRANTY ABOVE. THE CUSTOMER ACKNOWLEDGES THAT VOYAGER IS NOT LICENSED TO PRACTICE DENTISTRY AND DOES NOT AND CANNOT WARRANT THAT ANY PROSTHESIS IS FIT FOR ANY PARTICULAR PURPOSE OR THAT THE SAME IS IN ANY WAY MERCHANTABLE.

THE CUSTOMER ACKNOWLEDGES THAT IN NO EVENT WILL VOYAGER BE LIABLE TO ANY PARTY, INCLUDING, BUT NOT LIMITED TO, PATIENTS OF THE CUSTOMER, FOR ANY DAMAGES RESULTING FROM ANY USE OF THE PROSTHESES OR OTHER DENTAL RESTORATION, INCLUDING BUT NOT LIMITED TO, INCIDENTAL OR CONSEQUENTIAL DAMAGES, WHETHER CLAIMED BY THE CUSTOMER, ANY PATIENT OF THE CUSTOMER, OR ANY OTHER PARTY. IN ADDITION, THE CUSTOMER UNDERSTANDS THAT NEITHER THE CUSTOMER NOR ANY OTHER PERSON WILL BE CONSIDERED A THIRD-PARTY BENEFICIARY TO THIS AGREEMENT AND THAT NO SUCH PERSON WILL BE ABLE TO ENFORCE AGAINST VOYAGER ANY REPRESENTATIONS OR WARRANTIES, IF ANY, MADE HEREIN OR BY THE CUSTOMER TO SUCH PATIENT.

IN NO EVENT WILL VOYAGER OR CUSTOMER BE LIABLE FOR INDIRECT, CONSEQUENTIAL, INCIDENTAL, LOST PROFITS OR SIMILAR EXPECTANCY DAMAGES ARISING OUT OF THIS AGREEMENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH.

6. Indemnification
To the fullest extent permitted by law, the Customer shall defend, indemnify and hold Voyager and its principals, shareholders, directors, officers, employees, representatives, agents, successors and assigns, free and harmless from any and all claims, liabilities and damages, known and unknown, arising directly or indirectly from either Voyager’s performance pursuant to the Customer’s orders or requests for products, work, services, or shipments, or otherwise by reason of the Customer’s treatment of any patient or the actual application, fit, alignment or ultimate use of any prostheses or other dental restorations prepared by Voyager hereunder, except as to claims arising from Voyager’s intentional misconduct or gross negligence. With the prior approval of the Customer, not to be unreasonably withheld, Voyager and its principals, shareholders, directors, officers, employees, representatives, agents, successors and assigns may retain its/their own counsel to defend it/them in such action in which case the Customer shall pay for the reasonable fees, costs and expenses of such counsel.