1. Services and Fees. These Terms and Conditions govern Futuredontics’ lead generation Services to Client. Such Services and associated Service Fees are as documented and agreed with Client, either within a Sales Order or otherwise in writing.
2. Payment. For certain Pay-Per-Lead Services, Futuredontics will invoice Client monthly, and Service Fees are billed automatically the first week of each new month via payment method kept on file with Futuredontics. If Client chooses to make payments via credit card instead of EFT, client may be subject to imposition of convenience charges. Late payments will incur charges at a rate of 1.0% per month.
3. Term and Termination. The Term of this Agreement is Monthly, and this Agreement automatically renews on a month-to-month basis. The client may terminate the Services for any reason with thirty (30) days written mail or email notice at any time by notifying Futuredontics at clientservices@futuredontics.com. Futuredontics may also terminate for its convenience upon thirty (30) days written notice to Client or immediately upon Client's breach of its obligations as specified in these Terms and Conditions. In the event of termination, Client shall immediately pay Futuredontics in full all
outstanding Service Fees.
4. Futuredontics' Right to Terminate. Futuredontics reserves the right to terminate the agreement if the client's conduct, business practices, or public image are deemed to be inconsistent with Futuredontics' established morals and ethical standards. This provision enables Futuredontics to ensure that its professional relationships are aligned with its core values and principles, thereby preserving the company's reputation and maintaining the integrity of its business operations.
5. Client Warranty. Client represents and warrants that all its personnel providing dental services to consumers:
i. holds a professional license authorizing the provision of such dental services.
ii. are otherwise fully licensed to provide such professional dental services.
iii. are in good standing with each commission, board, and other authorities having jurisdiction over Client's licensing for and practice of dentistry; and
iv. are in compliance with all applicable laws and regulations associated with the professional provision of dental services.
Client further represents and warrants that it will notify Futuredontics immediately in writing in the event
of Client's non-compliance with any aspect of this section.
6. Confidentiality. Each Party's business information shall be considered its Confidential Information. In particular, any personal information conveyed by Futuredontics through its provision of consumer leads and all aspects of commercial terms between Client and Futuredontics shall be considered Futuredontics’ Confidential Information. Each Party may share Confidential Information of the other Party solely to the extent its personnel and third-party contractors require access to the Confidential Information in the standard course of business, provided that each Party is liable for any breach of the other Party's Confidential Information by its personnel and third-party contractors.
7. California Consumer Privacy Act ("CCPA"). In the event Client receives or otherwise has access to California Resident's personal information through its business relationship with Futuredontics, unless otherwise permitted under CCPA, Client agrees that it shall not sell such personal information to a third party nor retain, use, or disclose such personal information for any purpose other than Client’sprovision of dental services, including retaining, using or disclosing California Resident personal information for a purpose other than Client’s provision of dental services or retaining, using or disclosing California Resident personal information outside of the direct business relationship between Client and Futuredontics.
8. Independent Contractor. Futuredontics is engaged as an independent business and will perform its obligations under this Agreement as an independent contractor. It is specifically agreed and acknowledged that Futuredontics is not licensed to engage in the practice of dentistry and has no control over, nor provides any recommendations with respect to, any dental service or treatment rendered by Client.
9. Disclaimer of Warranty. Futuredontics makes no representation, beyond periodically providing estimations based on its experience and available data, of the extent to which leads delivered through the Services will transact with Client.
10. Indemnity. In no event shall Futuredontics have any liability for, and Client shall indemnify, defend, and hold harmless Futuredontics against, claims, losses, or damages in connection with third party claims however arising in association with the medical diagnosis, recommendations, treatment and/or pricing provided by Client to its patients, or in connection with Client’s violation of applicable law.
11. Limitation of Liability. In no event shall either Futuredontics or Client be liable for any consequential, special, punitive, or other incidental damages however arising. Except for breaches of Confidential Information or indemnity, in no event shall either Client or Futuredontics’ liability exceed the amount of Fees paid by Client to Futuredontics within the twelve (12) month period preceding the claim.
12. Governing Law and Forum. Any dispute between the Parties shall be governed and construed in accordance with the laws of the State of California regardless of conflict of law principles.
13. Changes. Futuredontics may periodically update these Terms and Conditions. Upon any modification, Futuredontics will post the new version containing the date of modification and will notify Client through email. Client’s use of the Services at any time indicates acceptance of Futuredontics' currently posted Terms and Conditions.
14. Notices. All notices, consents, or other communications in association with these Terms and Conditions, including concerns about any violations of specified obligations, shall be in writing and delivered to the Party’s address and/or via email with read receipt notification required, as follows:
To Client at: address/email maintained by Client Services.
To Futuredontics at: Futuredontics, Inc.
25 SE 2nd Ave
Ste 550 PMB 300
Miami, FL 33131
Attn: Accounting & Legal Department
Email: clientservices@futuredontics.com
Revised: 06/16/22