1. Acceptance and amendment of the conditions of use

1.1 Your access to and use of Bien-Air Dental S.A.'s ("Bien-Air") websites ("Sites") is governed by these conditions of use ("Conditions of use"). By accessing, using and navigating within our websites, you agree that you have read, understood and unreservedly accepted the Conditions of use, which we may occasionally amend.

1.2 If we decide to amend our Conditions of use, we will upload the new version to our Sites. Consequently, we would recommend that you regularly consult these Conditions of use to take any amendments into account.

2. Copyright and intellectual property

2.1 The content of our Sites, including but not restricted to texts, trademarks, logos, graphics, photographs, videos, sounds, music, page layouts, designs, expertise, technologies, products and processes, is the property of Bien-Air or its affiliated companies or is used with the authorisation of the owners and, consequently, is protected by their copyright, trademark, patent or any other industrial or intellectual property right which they are accorded under current laws.

2.2 Unless otherwise stated in article 3 below, no element of our Sites can be construed as granting a licence or a right to use an element present on these aforementioned Sites.

3. Using the Sites

3.1 You are only permitted to download, present or print the content of our Sites for personal, non-commercial use, saving or reproducing any notice of copyright or any other intellectual property notice included in the information or any other material that you download. Any other use, including reproduction, modification, distribution, transmission or distribution of the elements of the Sites, either fully or in part, and by any means whatsoever, is formally prohibited without the prior written agreement of Bien-Air.

3.2 Bien-Air cannot guarantee that your use of an element present on its Sites does not infringe the rights of a third party.

4. Information deemed to be non-confidential

4.1 All the data and information which could potentially identify you personally that you send to our Sites via the Internet are protected and processed in accordance with our Confidentiality Policy. We encourage you to read this Confidentiality Policy carefully before entrusting any data or information which could potentially identify you personally to us.

4.2 Any other information or material that you communicate to Bien-Air via the Internet, by email or any other method, including dates, questions, comments, suggestions, ideas, graphics etc., will not be treated as confidential or proprietary. Anything that you send or upload becomes the property of Bien-Air and may be used without restriction for any purpose whatsoever, including but not limited to being reproduced, disclosed, transmitted, published, distributed and uploaded. Specifically, Bien-Air will be free to use all ideas, concepts, expertise or techniques included in the communications that you send to its Sites for any purposes whatsoever, including but not limited to development, manufacture, advertising and marketing of products using the aforementioned information. No use of such information communicated by you shall give rise to any remuneration awarded to you or to a third party.

4.3 By sending information, you guarantee that the material content sent is your own property, that it is not defamatory and that its use by Bien-Air does not breach any third party right. Bien-Air will not be obliged to use the information sent.

5. Denial of guarantees

5.1 WITHOUT LIMITING THE SCOPE OF ARTICLE 6 BELOW, ANY MATERIAL, INFORMATION OR ANYTHING ELSE THAT YOU FIND ON THE SITES IS PROVIDED “AS IS”, DEPENDING ON THEIR AVAILABILITY, AND WITHOUT ANY GUARANTEE OF ANY KIND WHATSOEVER, EXPLICIT OR IMPLIED, INCLUDING BUT NOT RESTRICTED TO THE IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

5.2 Bien-Air DOES NOT GUARANTEE THAT ITS SITES OR THEIR CONTENT WILL MEET YOUR EXPECTATIONS, OR THAT THESE ARE UNINTERRUPTED, TIMELY, SECURE OR FREE OF ERRORS.

5.3 BECAUSE SOME JURISDICTIONS DO NOT RECOGNISE CERTAIN WARRANTY LIMITATIONS, SEVERAL OF THE ABOVE-MENTIONED EXCLUSIONS MAY NOT APPLY TO YOU.

5.4 Any advice or information, obtained by Bien-Air in written or oral form through or during use of its services made available on the Sites, does not give rise to any guarantee which is not expressly set out in these Terms and Conditions of use.

6. Limitation of liability

6.1 You access, use and navigate within our Sites at your own risk.

6.2 YOU ACKNOWLEDGE AND ACCEPT THAT, AS FAR AS IS PERMITTED BY THE APPLICABLE REGULATIONS, Bien-Air, ITS AFFILIATED COMPANIES OR COMPANIES INVOLVED IN CREATING, PRODUCING OR PROVIDING SITES, MAY NOT BE HELD LIABLE FOR DIRECT, INDIRECT OR ACCIDENTAL DAMAGE, OR FOR THE REPARATION OF NON-PECUNIARY DAMAGES, COSTS, LOSSES, A DECREASE IN TURNOVER OR BENEFITS, OR LIABILITIES OF ANY KIND (EVEN IF THE OCCURRENCE OF THE DAMAGE IN QUESTION WAS KNOWN TO, OR COULD HAVE BEEN FORESEEN BY Bien-Air), WHICH MAY RESULT FROM THE USE OR INABILITY TO USE THE SITES OR THEIR CONTENT.

6.3 ALL MATERIAL DOWNLOADED OR OBTAINED IN ANY OTHER WAY WHATSOEVER DURING THE USE OF OUR SITES COMES AT YOUR OWN RISK. Bien-Air cannot be held liable for any damage or virus which may affect your computer or your hardware following access to or use of the Sites or as a result of downloading elements from the Sites or for unauthorised interference with the IT systems.

6.4 Bien-Air reserves the right to interrupt or suspend all or some of the functions of its Sites. Bien-Air accepts no liability of any nature whatsoever for any interruption or suspension of all or some of the functions of its Sites resulting from actions or omissions attributable to Bien-Air or a third party.

7. Amending information

The content of our Sites may include inaccuracies or errors. Bien-Air reserves the right, at any time and without warning, to amend, correct or improve the aforementioned content and cannot be held liable for the results thereof.

8. Availability of products/services

Our Sites may include information on Bien-Air's global products and services, which are not available in all locations. A reference to a Bien-Air product or service on its Sites does not mean it will be available at your purchase location.

9. Links

9.1 As a service provided to our visitors, our Sites may contain hypertext links to other websites which are neither operated or controlled by Bien-Air. Bien-Air cannot be considered responsible for these sites and accepts no liability concerning their content, legality, accuracy or function.

9.2 Any creation of hyperlinks to our Sites is prohibited unless prior written agreement is granted by Bien-Air.

10. Miscellaneous

10.1 These Conditions of use constitute the entire agreement between Bien-Air and yourself with regard to access and use of the Sites and their content. Any other provisions issued by Bien-Air to govern its relations with you, in particular with regard to a service or the purchase of a product, complement the Conditions of use; in the event of a contradiction, priority is given to the other provisions.

10.2 If Bien-Air tolerates your failure to adhere to one of the obligations set out in the Conditions of use, or if it fails to apply any right that it is due under these conditions or by law, this cannot be construed as a waiver of Bien-Air's option to exercise its rights.

10.3 In the situation where one of the provisions of the Conditions of use is deemed illegal by a legal or statutory provision, either current or future, or by a court decision, the aforementioned provision will be considered as stricken; all the other provisions of the Conditions of use will remain enforceable between Bien-Air and yourself.

10.4 The titles of the articles of the Conditions of use are only given as an indication and cannot alter or modify the terms in any way whatsoever.

Bien-Air Dental S.A. (“Bien-Air”), which comprises all the companies affiliated to Bien-Air, is aware that you may wish to be informed about how any data or information which could potentially identify you personally - such as your name, address, telephone and fax numbers or email address, etc. ("Personal Data") - that you provide to Bien-Air is processed. Therefore, we have developed the following confidentiality policy ("Confidentiality Policy") to explain to you how we use your Personal data and all the precautions we reasonably take to maintain confidentiality and security. By accessing our websites and using our services, you consent to the collection of your Personal Data and the usage practices described in this Confidentiality Policy, which we may amend from time to time. If we decide to amend our Confidentiality Policy, we will update the new version to our websites, and will update the date shown in the last paragraph.

Consequently, we would recommend that you regularly consult this Confidentiality Policy to take any amendments into account. The terms of this Confidentiality Policy in no way prejudice the provisions of any contract you may have concluded with us, and which prevails over the terms of this Confidentiality Policy.

1. Confidentiality commitment

Bien-Air only collects and processes Personal Data that you have specifically provided, voluntarily and consciously. We guarantee the compliance of our staff with strict safety and confidentiality standards, and assure you that your Personal Data will be processed in complete accordance with recognised international legislation governing data protection.

2. Use of your Personal Data

Bien-Air only collects and processes your Personal Data for specific, limited needs, which we will inform you of when you wish to use certain services. For example, we need to collect and use your Personal Data to provide you with our services, invoice you for those items you have requested, check your credit, market other items that are liable to interest you or to send you informative letters or to communicate with you. In addition, we may use your Personal Data to evaluate the effectiveness of our services and improve them to benefit our visitors and customers, for the purposes of our internal statistics, to evaluate our customers' level of interest or to determine their purchasing behaviour and tendencies, as well as to better define the development of our products and marketing strategies. By sending us your Personal Data, you explicitly consent to this use. Bien-Air only keeps your Personal Data for the amount of time deemed reasonably necessary for achieving these ends and in accordance with the legal or ethical requirements concerning the obligations to provide information and archiving of documents.

When you register with us, you may be required to complete a number of formula fields (some are compulsory, others optional) and choose a user name and password. In such cases, if you decide not to provide the Personal Data we have requested, you may not be able to access certain sections of our website, and we may not be able to respond to your requests.

3. Non-disclosure of information

Bien-Air never sells, hires, shares or distributes your Personal Data to third parties outside the Bien-Air group of companies, unless required to by legal provisions or administrative regulations. However, your Personal Data may occasionally be communicated to third parties acting on behalf of Bien-Air, for processing in line with the purpose for which it is collected. If it is necessary or useful for any reason to divulge your Personal Data to third parties, Bien-Air ensures that these third parties can guarantee the same level of protection as itself and, if necessary, Bien-Air requests a contractual guarantee that these third parties will only process your Personal Data with your authorisation, under the required security conditions and exercising the appropriate discretion.

4. Access rights

In accordance with applicable law, namely French articles 39 and subsequent of law No. 78-17 dated 6 January 1978 concerning information technology, files and civil liberties, you have the right to access your Personal Data in order to update or request its deletion.

5. Security/confidentiality

We will take all reasonable steps to prevent your Personal Data from being consulted by third parties other than those acting on behalf of Bien-Air and in its name, and which have agreed to process your Personal Data with all the required discretion and with the fullest security. Only those employees whose job requires them to view Personal Data are able to access it.

To guarantee the security and confidentiality of the Personal Data that Bien-Air collects online, we use data networks which are protected by industry-standard firewalls and passwords, among others. Nevertheless, although we have tried to create secure, reliable websites that our visitors can trust, we would remind you that the internet is not considered a completely secure environment and that, consequently, the confidentiality of any Personal Data you provide, or information sent via our websites or by email, cannot be guaranteed by Bien-Air. Therefore, we cannot be held liable or guarantee the security of your Personal Data during its transit via the Internet.

6. Transfer of Personal Data

Bien-Air may transfer your Personal Data to external service providers (transporter) who are obliged to ensure their confidentiality and their security. If the level of protection of Personal Data in one country does not meet internationally-recognised standards, we ensure that the methods used to send Personal Data to our service providers in this country offer our usual level of protection, and that Personal Data cannot be transmitted to third parties in any such country. By providing your Personal Data, you explicitly accept that it may be passed on to other companies in the Bien-Air group and/or its external service providers, and that it may be transmitted for this purpose outside of the country's borders.

7. Anonymous data/"cookies" technology

If you visit our websites, we will not collect any Personal Data which has not been specifically provided, voluntarily and consciously, by you. Bien-Air may use cookie technology to collect anonymous information, such as the type of browser and operating system being used, as well as the date and time of access. Cookies cannot be used to determine the identity of the user. A cookie is a small information file sent to your browser and stored on your computer's hard drive.

8. "Spamming"

Bien-Air does not practice "spamming". Spamming is defined as the sending of unsolicited emails, usually for advertising purposes, repeatedly and in large numbers to people with whom the sender has had no previous contact, or who have indicated that they do not wish to receive such communication. On the other hand, if we think that one of our products may be of particular interest to you, we will inform you by email while giving you the option to opt out of the service.

9. Links to other websites

As a service provided to our visitors, our Sites may contain hypertext links to other websites which are neither operated nor controlled by Bien-Air. Consequently, Bien-Air cannot be held liable for the content of such websites, nor for the data protection practices of the third parties which run them. Please note that these data protection practices may differ from those given in this Confidentiality Policy. We recommend that you check and familiarise yourself with their practices in this area before entrusting them with your Personal Data.

10. Contact with Bien-Air

If you have any questions or complaints about our compliance with this Confidentiality Policy, or if you wish to send us recommendations or comments concerning ways to improve its quality, please contact Bien-Air. We can assure you that we are doing our best to continuously improve the protection and security of the Personal Data that you entrust to us.

You can find more information about using our websites in our "Conditions of use".

The terms and conditions of sale and delivery are valid for all contracts, deliveries and other services provided by Bien-Air Dental SA. ("Bien-Air"). Local terms and conditions of sale, warranty and delivery are available from Bien-Air subsidiaries.

1. Registration

1.1 When you register with this site, you must ensure that the compulsory data you provide is accurate and complete.

1.2 Please notify Bien-Air of any change of address or other amendments by updating your personal data on this site as soon as possible.

2. Password

2.1 You must choose a password in order to use this site. This password is strictly confidential and must not be disclosed to any third parties.

2.2 You accept full responsibility for the use of your password and all orders placed, even without your knowledge, using this password.

2.3 If you know or suspect that a third party may know or be using your password, you must notify Bien-Air as soon as possible.

3. Technical assistance

3.1 Technical assistance on how to use our products can be provided by direct contact, in writing, via electronic media or by a demonstration.

4. Prices, technical data

4.1 Bien-Air Dental SA reserves the right to amend without notice the prices or technical data that appears in its catalogues and documentation.

5. Orders

5.1 By placing an order on this site, you agree to purchase the products that you have selected in accordance with these Terms and Conditions of Sale and, if applicable, with the offer and/or order confirmation you have received. If the clauses contained in the offer and/or order confirmation you have received deviate from these Terms and Conditions, the clauses of the offer and/or order confirmation you have received shall prevail.

5.2 Orders you place with Bien-Air on this site are subject to minimum and maximum quantity limits.

5.3 Bien-Air offers its products for sale on this site subject to availability.

6. Order validity

6.1 Bien-Air reserves the right to refuse orders, particularly in cases of unpaid invoices or insolvency.

6.2 Bien-Air is only bound by the offer and/or order confirmation that it has issued.

6.3 If applicable, you are bound by an order placed on this site. The data recorded by Bien-Air therefore constitutes irrefutable proof of the order or transaction. The data saved by the payment system constitute irrefutable proof of financial transactions.

7. Price

7.1 Only the net prices indicated in the offer and/or order confirmations are valid, in application of the EXW rule, Incoterms 2010.

7.2 The shipping, packaging and insurance costs in particular, as well as the various applicable taxes, are payable by the Customer and invoiced separately, based on the size of the order and the delivery method.

7.3 Bien-Air reserves the right to amend its prices and delivery costs at any time, and to cancel any contracts that contain errors in their wording, printing or calculations.

8. Customs duty

8.1 When you order products for delivery to a country other than the Bien-Air shipping country, you are considered to be the approved importer, and must as such comply with the laws and regulations in force in the country in which you receive the goods.

8.2 You may be subject to laws or import taxes when the goods arrive in your country. You are responsible for payment of any additional customs expenses. We have no control over these expenses and do not know their amount. As customs policy varies depending on the country, please contact your local customs service for more informations.

9. Delivery

9.1 All orders confirmed by Bien-Air will be supplied to the address indicated on the order.

9.2 Deliveries can only be made to the countries listed on this site.

10. Checking the goods

10.1 It is your responsibility to check the quantity and condition of the goods upon delivery.

10.2 If you notice that the goods are not complete or have been damaged, you must notify the transporter and lodge a claim with them and inform Bien-Air within 7 days of delivery.

11. Returns

11.1 Bien-Air only accepts returns in good condition and in the original packaging accompanied by the invoice.

12. Payment

12.1 Payment by credit card is due immediately. Credit card company commission is invoiced separately.

13. After-sales Service

13.1 If you encounter problems or have any questions about the operation, maintenance or After Sales service relating to your instrument or device, please write an e-mail or call Bien-Air for assistance or advice.

14. Photos and illustrative text

14.1 The photos and text illustrating and describing the products that appear on this site are not contractually binding, and are provided for information only. Bien-Air accepts no responsibility in the event of errors or omissions in the photos or text that appear on this site. In accordance with the provisions specified in point 6 above, Bien-Air is only bound by the offer and/or order confirmation that it has issued.

15. Reservation of ownership

15.1 The goods delivered shall remain the property of Bien-Air until full payment of the corresponding invoice.

16. Cost and risks

16.1 The buyer is responsible for the goods once they leave the factory (EXW as per Incoterms 2010)

17. Delivery time

17.1 Delivery times shall be complied with as far as possible provided that the buyer supplies all the documents necessary for shipment, within the deadlines required by Bien-Air. Force-majeure events shall discharge Bien-Air of all obligations. No claims for compensation will be accepted in case of late delivery.

18. Cancellation

18.1 All order cancellations must be approved by Bien-Air.

19. Liability

19.1 Bien-Air can only be held liable in relation to the provisions set out in these terms and conditions of sale and in accordance with the legal provisions relating to product liability, as a "manufacturer" as defined in Dir. 93/42/EEC for clean medical appliances and liability as a "manufacturer" as defined in Dir. 2006/42/EC for clean laboratory instruments.

19.2 The customer has sole liability for choosing products and services which meet his or her needs. As a professional, the customer must check the conditions of use of the products, in particular the use intended by Bien-Air, contra-indications or warnings and, where necessary, expiry dates.

19.3 Bien-Air Dental shall not be held liable for damage or injury and the consequences thereof, resulting from:

• - excessive wear,
• - inappropriate use,
• - failure to follow the service, assembly and maintenance instructions,
• - unusual chemical, electrical or electrolytic influences,
• - incorrect air, water or electrical connections. No other claims of any kind, in particular in the form of compensation requests, will be accepted.

19.4 In all cases, and within the limits set out under applicable law, Bien-Air accepts no responsibility whatsoever for amounts that exceed the sale price paid by the Customer for the goods on the basis of any instance of liability. This limitation of liability also applies to the warranty conditions set out below. It also accepts no liability for indirect or consequential damage, and in particular for any operating losses.

20.Warranty terms and conditions

20.1 Warranty

Bien-Air Dental SA makes every effort to provide its customers with products of impeccable quality and guarantees them, within the limits set out herein and in special agreements concluded, against all operating defects and material or manufacturing defects, for the following time periods starting from the invoice date and under the following conditions:

20.2 Post-repair warranty

The warranty applicable to repairs carried out by Bien-Air is valid for a period of three (3) months from the reshipping date. This period may vary depending on the country.

20.3 Products outside warranty

Products not covered by the contractual warranty will be invoiced.
The costs of shipping non-repaired devices back to the Customer will be reinvoiced to the latter.
Bien-Air may amend its prices at any time, without warning.
For these same products, Bien-Air reserves the right, without having to provide justification, to refuse to carry out repairs, particularly in cases where it is not possible to procure spare parts.
In the event of an interruption to the supply of parts, and where replacement with an identical product is not possible, Bien-Air reserves the right to offer a paid replacement with a model at least equivalent to the product to be repaired. The Customer's refusal of this offer will not authorise any claims for compensation against Bien-Air.

21. Partial invalidity

21.1 Should one of the provisions of these Terms and Conditions prove invalid, the other provisions will remain valid. The parties agree to replace the invalid provision with a valid provision equivalent to the economic value of the original provision.

22. Applicable law – Jurisdiction

22.1 These Terms and Conditions, and in general the rights and obligations resulting from the relationship with Bien-Air, are subject to Swiss law (Code of obligations), with the exception of any foreign rights or agreement, in particular with the exception of the United Nations Convention on Contracts for the International Sale of Goods.

Bien-Air Dental S.A.

01/2013