Terms and Conditions

These Terms and Conditions (GTC) relate to all (advertising) communications, services, products and materials of CC Lab Technology Limited, Smile Aid GmbH & Clear Technology Inc, hereinafter collectively referred to as 'Orthoclear' and all associated dentists, orthodontists, practices and consultants (whether or not independent). Where specific agreements are entered into, such as treatment agreements with clients, these GTC shall be deemed to form part thereof.

These T&C govern your access to and use of Orthoclear's website and any other services we provide. Your use of the Services constitutes your agreement to be bound by all terms and conditions. If you disagree with any or all of these terms or find them unacceptable in any way, including but not limited to the indemnification and arbitration provisions, do not agree to these Terms or use our Services. To use the Services, you must unconditionally accept all of the terms of this Agreement.

Orthoclear is not a provider of medical or dental services. This Agreement does not apply to the professional relationship you may establish with dentists and orthodontists who prescribe Company products (collectively referred to as the "Dental Network").

Article 1 Definitions GTC

In these GTC, the following terms shall have the following meanings;

Orthoclear: The following entities and/or associated persons.

CC Lab Technology Ltd based in Dublin, Ireland, and registered with Companies Registration Office Ireland under number 567494. Smile Aid GmbH based in Berlin, Germany, and registered with District court Berlin (Charlottenburg) under number HRB 246469. Clear Technology Inc. located in Delaware, USA, and registered with Department of State: Division of Corporations under number 7666827.
Clear aligners: the clear aligners offered by Orthoclear that, under the supervision of a designated independent dentist, along with a specific treatment plan, aim to reposition the Client's teeth to achieve a more beautiful smile and improved tooth position.
Customer: the person who enters into an agreement with Orthoclear for himself or for a certain third party for the purpose of purchasing clear aligners.
Services: all services to be provided by Orthoclear, including but not limited to 3D scanning, 3D treatment planning, 3D printing, thermoforming, trimming & polishing, courses, information, presentations, sales and promotion of products and advice.
Products: (digital) products and services used and provided by Orthoclear, including but not limited to clear aligners.
The dentist: an independent dentist selected and designated by Orthoclear who assesses the suitability of patients/clients for the product, and also establishes a treatment plan in his own right and at his own risk.
The treatment plan: the course prescribed by the dentist that includes how long and in what manner which aligners are to be worn by the patient.
Patient means the person or individual to be diagnosed or treated whose suitability for Orthoclear's product is determined by the dentist. The patient may, but need not always, be the same person as the Customer.
The agreement: the purchase agreement whereby Orthoclear undertakes to supply clear aligners to the Customer and for the benefit of the patient in accordance with the treatment plan prescribed by the dentist, and the Customer undertakes to pay the agreed purchase price. Any agreement between the Customer, patient and Orthoclear implies an obligation of effort and not an obligation of result. Orthoclear does not guarantee results, but only guarantees that the purchased clear aligners will be delivered.
Dispute committees: Internal grievance resolution or arbitration.

Article 2 General

These general terms and conditions shall apply to the formation and execution of the agreement of sale concluded between the Customer and Orthoclear.
For the execution of the service, Orthoclear may involve third parties, which it may select and contract, if the proper execution of the agreement requires it. This does not require the prior consent of the Customer.
The present Terms and Conditions are also applicable to all agreements with the Client, the execution of which requires the involvement of third parties by Orthoclear.
The present Terms and Conditions are applicable to every offer and agreement between Orthoclear and The Customer. Deviations from them can only be made by written agreement.
Deviations from these GTC are valid only if set forth in writing in an appropriate agreement between Orthoclear and the Customer.
Orthoclear will take care of recording the discrepancies and provide the Customer or the patient with a copy thereof.
The Customer waives the applicability of his or her General Terms and Conditions to the extent applicable.
The applicability of any purchase or other terms and conditions of The Customer is expressly rejected.
If one or more provisions of these Terms are null and void or may be annulled, the remaining provisions of these Terms shall remain fully applicable. Orthoclear and The Customer will then enter into consultation in order to agree on new provisions to replace the void or nullified provisions, taking into account the purpose and purport of the original provision.
If ambiguity exists regarding the interpretation of one or more provisions of these Terms and Conditions, then the interpretation should be made according to the spirit of these provisions.
If a situation arises between the parties that is not governed by these Conditions, such situation is to be assessed according to the spirit of these Conditions.

Article 3 Prior authorization

For the conclusion of the contract, the patient must have reached the age of 18 years, regardless of whether he or she is also the Client.
If the Client is 16 years of age or older, but under 18 years of age, the consent of the parents having custody of him or his guardian is required for the conclusion of this agreement in addition to the patient's consent.
Under no circumstances will Orthoclear enter into an agreement with persons who have not reached the age of 16 years (as clients) or the age of 18 years (as patients).

Article 4 The Agreement

The agreement consists of two parts. The first part concerns the purchase of the impression kit to make an impression of the teeth on the basis of which the suitability of the patient's teeth is assessed by the dentist. This agreement is established by the Customer confirming and paying for its purchase.
If the patient's teeth are found to be unfit, this will end the legal relationship between Orthoclear and the Client/Patient. The decision of the dentist is leading and Orthoclear will not take up any complaints with respect to that decision. Orthoclear has the final say in all cases.
The second part of the agreement is established when the patient's teeth have been found suitable and the Customer (with the patient's consent) authorizes Orthoclear to have the treatment plan drawn up and the clear aligners manufactured according to that plan, and also pays the costs due for this according to what has been agreed with Orthoclear in this regard.
The Customer is liable to Orthoclear for the obligations arising from the contract entered into by him.
Prior to the conclusion of the treatment agreement, the Customer and the Patient shall be informed in writing by Orthoclear of:

the intake procedure;
The (intended) results and (possible) consequences of treatment;
The price of the treatment, options regarding insurance and time(s) and method of payment;
The time(s) and place of treatment;
The information/instructions for the Patient, to be followed prior to treatment;
the instructions for guidance;
the Patient's post-treatment instructions, including symptoms in which the Patient should contact and details of who the Patient should contact;
the accessibility of the organization if complications arise outside working hours;
these GTC, which will be provided to both the client and the Patient immediately upon conclusion of the agreement. Upon request, the GTC can also be provided to them at any other time prior to the first treatment.

By commencing treatment, Patient declares that he/she has read these GTC and agrees to all that it provides.
The customer has the right to withdraw from the contract: customers have the possibility to renounce the distance contract free of charge within a 14-day cooling-off period as stipulated by European regulations.

Article 5 Offers

All offers and quotations (including attachments, documentation, images, etc.) are made orally or in writing and are without obligation, unless they contain a deadline for acceptance in which latter case the offer expires after the expiry of this deadline. Offers cannot be combined with loyalty programs or other discount programs or promotions.

Article 6 Execution of the Agreement

The Client/Patient shall ensure that all data, which Orthoclear indicates to be necessary or which The Client should reasonably understand to be necessary for the execution of the agreement, shall be provided to Orthoclear in a timely manner. If the data required for the execution of the agreement are not provided in a timely manner, Orthoclear has the right to suspend the execution of the agreement and/or to charge The Client for the extra costs resulting from the delay according to the usual rates.
Failure to provide all data or incorrect data, shall at all times be at the expense and risk of the Client/Patient.
The information mentioned in two includes showing a valid ID.
Orthoclear accepts no liability for complications or damages resulting from inaccurate and/or incomplete information provided by the Client/Patient, unless such inaccuracy or incompleteness should have been known to Orthoclear.
If the agreement imposes an obligation on the Customer to supply certain data, whether printed, written or otherwise provided, Orthoclear will use such data for internal use only. Orthoclear will treat such data as strictly confidential and will never disclose all or part of such data to anyone other than the person to whom the data relates, nor use it as evidence in any (legal) proceedings.
The data may not be reproduced in whole or in part or in any other way.
The Customer who is not also a Patient is required to cause the storage and use of the reports produced by Orthoclear to be to the satisfaction of The Customer in such a manner as to comply with any applicable governmental regulations at any time.

Article 7 Modification of the agreement

If during the execution of the agreement it appears that for a proper execution it is necessary to change or supplement the work to be done, the parties will timely and by mutual agreement change the agreement.
If the parties agree that the agreement will be amended and/or supplemented, the time of realization may be affected. Orthoclear will inform the Customer as soon as possible of any change in the time of realization.
If the changes or additions to the agreement have financial and/or qualitative consequences, Orthoclear will inform the Customer/Patient in advance.
Amendment of the agreement due to grounds mentioned in paragraphs 1, 2 and 3 shall be done in consultation with the Customer/Patient. Orthoclear shall confirm such modification of the agreement.
Orthoclear is entitled to modify the agreement in accordance with changes in laws and/or obligations otherwise imposed by the government that relate to the assignment agreed upon in the agreement.
The costs arising from such modification of the agreement prescribed by law, government or any other competent authority shall be borne by the Customer.

Article 8 Performance of the contract, suspension and dissolution

The agreed services to be provided shall be deemed to be suspended as soon as and for as long as the Customer is in default of the payment of any amount due, of the continuous provision of up-to-date data, or for as long as Orthoclear is prevented by force majeure from fulfilling its obligations, without the Customer being able to assert any right to compensation for damages, costs and/or interest on this account.
Failure to meet the agreed period within which Orthoclear must have performed the agreed services, if there is a case of force majeure and/or in the event that it is expressly agreed otherwise, will never entitle the Customer to compensation for damages, dissolution of the agreement or non-performance of any obligation.
Orthoclear is authorized to suspend performance of the obligations or to dissolve the agreement, without notice of default, if::

The Customer does not fulfill or does not fully fulfill its obligations under the agreement.
After the conclusion of the agreement Orthoclear learns of circumstances that give good reason to fear that the Customer will not or not fully comply with the obligations. In case there is good reason to fear that the Client will not or only partially fulfill the obligations, suspension is only allowed to the extent that the shortcoming justifies it.
The Customer was requested at the conclusion of the agreement to provide security for the fulfillment of its obligations under the agreement and fails to provide such security or fails to do so adequately.
Furthermore, Orthoclear is entitled to terminate the agreement or have it terminated if circumstances arise which are of such a nature that fulfillment of the agreement cannot possibly be required or can no longer be required in accordance with standards of reasonableness and fairness, or if circumstances arise which are of such a nature that the unaltered maintenance of the agreement can no longer be expected in all reasonableness and fairness.
If the agreement is dissolved, Orthoclear's claims against the Customer are immediately due and payable. If Orthoclear suspends the fulfillment of its obligations, it shall retain its claims under the law and the agreement.
Orthoclear always retains the right to claim damages.

Article 9 Intellectual property rights

None of Orthoclear's expressions, services, products and/or materials may be copied or otherwise reproduced, digitally or analogously, without prior express written permission.
Permission is granted exclusively by Orthoclear and therefore may be requested at uk@ortho-clear.com

Article 10 Fees, rates and rate adjustments.

Orthoclear's rates are disclosed to the Customer via the website or with a written order confirmation.
All rates are inclusive of levies imposed by the government, exclusive of additional (expenses), unless otherwise expressly agreed.
If after the conclusion of the agreement one or more cost price factors undergo an increase - even if this occurs as a result of foreseeable circumstances - Orthoclear reserves the right to increase the agreed price accordingly, stating the basis and method of calculation.
Orthoclear may increase the fee if, during the execution of the work, it appears that the original agreed or expected amount of work was underestimated to such an extent when the agreement was concluded and this is not attributable to Orthoclear, that Orthoclear cannot reasonably be expected to perform the agreed work for the originally agreed fee.
Orthoclear shall immediately confirm the rate change or increase referred to in paragraphs 3 and 4 of this article by means of a written communication to the Customer, stating the extent and the date on which the change or increase will take effect.

Article 11 - Payment

Payment for services and/or products provided shall be made as follows: For part one of the agreement directly at the time of purchase. For part two of the agreement either directly or by other means. Orthoclear and client are free to agree on another method of payment. Objections to the amount of the invoice do not suspend the payment obligation.
On returned products, not the purchase amount will be refunded but a voucher in the amount of that amount.
Payment of other invoices to Orthoclear shall be made within 14 days of the date of invoice in the manner to be specified by Orthoclear. By the mere fact that Orthoclear has not received the full amount of the invoice by the due date, it shall be in default without any prior summons or notice of default being required.
In case of late payment, all payment obligations of the Customer shall become immediately due and payable. In case of liquidation, bankruptcy, legal debt restructuring, attachment or suspension of payment of the Customer, the claims of Orthoclear are immediately due and payable.
The Customer shall be liable - without further notice or notice of default - to pay interest from the due date of the invoice on that which Orthoclear is legally entitled to claim from him. This interest shall be charged monthly on this amount, to be calculated on the basis of 1/12 of the Euribor + 1% whereby a part of the month shall be held for a full month.
If the Customer fails to fulfill its obligations within the agreed period, it shall be in default without any prior summons or notice of default being required. The Customer may not invoke set-off. For each day, month or part of a month in which the Customer is in default of payment of the invoice, the invoice amount shall be increased by operation of law by the contractual interest rate of 1% per month (12% per year), unless the legal interest rate is higher in which case the legal interest rate shall apply. The interest on the amount due will be calculated from the moment the Customer is in default until the moment the full amount is paid.
All judicial and extrajudicial costs incurred by Orthoclear in connection with the collection of a claim against the Customer, arising from the Customer's failure to comply with its obligations, shall be borne by the Customer. The extrajudicial costs amount to at least 15% of the amount due, with a minimum of €225. Orthoclear is free to claim the actual extrajudicial costs. The Client is not permitted to suspend payment.
If the Customer is in default of payment of the invoice, Orthoclear is entitled, notwithstanding the provisions of the preceding paragraphs, to discontinue or suspend further performance of the work. Orthoclear is also entitled to terminate the agreement in the event of said default without judicial intervention and to claim full compensation (for damages) for the damage caused to Orthoclear as a result of the attributable failure of the Customer. This also includes the expenses, services still to be rendered, loss of income and income to be foregone under the agreement.
If the Customer has any objections to (any part of) the invoice, he is obliged to make this known to Orthoclear in writing and in detail within 5 working days of the invoice date, failing which the right to object will lapse. An objection notified to Orthoclear will not entitle the customer to suspend the payment obligation. If the objection proves to be well-founded, Orthoclear will issue a credit note forthwith.
The Customer remains at all times (jointly and severally) liable for the fulfillment of all (payment) obligations arising from this agreement.
Payments made by or on behalf of the Customer shall extend successively to payment of the extrajudicial collection costs owed by the Customer, the judicial costs, the interest owed by the Customer and then, in order of age, the outstanding principal sums, regardless of any indication to the contrary by The Customer.
Third party costs may be charged immediately upon receipt of invoices if it has not been expressly agreed that they are included in the agreed fee.

Article 12 - Liability

Should Orthoclear be liable, then this liability is in any case limited to a maximum of the amount paid out by the liability insurer in a particular case. If in any case the insurer does not pay out, or the damage is not covered by the insurance, the liability of Orthoclear is limited to the amount of the invoice. Rights to compensation due to liability expire after 1 year after the event causing the damage occurred.
Orthoclear is only liable for physical and/or material damage, which has occurred directly in the performance of the agreed services and which damage is a direct consequence of a shortcoming in the fulfillment of the agreement attributable to Orthoclear.
Orthoclear is not liable for damages, of any kind, caused by Orthoclear's reliance on incorrect and/or incomplete information provided by or on behalf of the Customer/Patient.
Orthoclear is not liable for damages to third parties. When entering into an agreement with Orthoclear, the Customer is always deemed to indemnify Orthoclear in this regard.
Orthoclear accepts no liability for indirect damages, including consequential damages, lost profits, missed savings and damages due to business interruption.
Orthoclear is in no way liable for any direct or indirect damages resulting from or related to (the use of) the information or services provided by Orthoclear, unless otherwise mandatorily provided by Law.
The Customer shall be liable for compensation for damages suffered by Orthoclear as a result of a failure of the Customer or the Patient to perform their obligations under this agreement.
References to other websites, apps or companies are for the information of the respective reader only. Any liability relating to websites, apps or companies not directly affiliated with Orthoclear is disclaimed.
The Customer shall be liable for compensation for damages suffered by Orthoclear as a result of a failure of the Customer or the Patient to perform their obligations under this agreement.
If the Customer demonstrates and, if necessary, proves that the shortcoming cannot be attributed to him or the patient, he shall not be liable for the damage referred to in the preceding paragraph except to the extent that there is a benefit as referred to in Article 6:78 of the Civil Code.

Article 13 - Effort commitment

Orthoclear sells a product that involves the judgment of a dentist. With the exception of the physical delivery of the clear aligners, any agreement or obligation associated with this agreement is an obligation of effort and not an obligation to achieve a result. In proper consultation with the Patient and/or Customer, the dentist and Orthoclear will make every effort to achieve the desired result to the extent medically feasible and justifiable. Orthoclear accepts no liability in the event that, despite exercising the utmost care, the result turns out not to be achievable. This is in accordance with applicable case law and regulations.

Article 14 - Force majeure

Orthoclear is not obliged to fulfill any obligation to the Customer if it is hindered to do so as a result of a circumstance that is not due to its fault, and is not for its account by virtue of the law, a legal act or generally accepted practice.
In the event of force majeure, Orthoclear is not liable for any resulting damage.
Force majeure is understood to include: all external causes, foreseen or unforeseen, over which Orthoclear has no influence, but due to which Orthoclear is unable to fulfill its obligations. In any case (but not exclusively) this includes fire, flood, war, natural disasters and other exceptional weather conditions, strike due to government measures and non-delivery by suppliers. Expressly, this also refers to government measures taken in the context of COVID-19 control.
The parties may suspend the obligations under the agreement during the period that the force majeure continues. If this period lasts longer than two weeks, each of the parties is entitled to dissolve the agreement, without any obligation to compensate the other party for damages.
Insofar as Orthoclear has partially fulfilled or will be able to fulfill its obligations under the agreement at the time of the occurrence of the force majeure, and the fulfillment or the part to be fulfilled is of independent value, Orthoclear is entitled to make a separate claim for the fulfillment or the part to be fulfilled. The client is bound to pay this statement of expenses as if it were a separate agreement.

Article 15 - Retention of title

Orthoclear reserves ownership of the goods delivered until such time as the full purchase price has been paid.

Article 16 - Indemnification

The Customer indemnifies Orthoclear against any claims made by third parties who suffer damage in connection with the execution of the agreement and the cause of which is not attributable to Orthoclear. If Orthoclear should be sued by third parties for this reason, the Customer is bound to assist Orthoclear both extra-judicially and judicially and to immediately do everything that can be expected of him in that case. Should the Customer fail to take adequate measures, Orthoclear is entitled, without notice of default, to take such measures itself. All costs and losses incurred on the part of Orthoclear and third parties as a result shall be entirely at the expense and risk of the Customer.

Article 17 - Personal data and confidentiality

No personal and medical information about Patient will be provided to Client without Patient's explicit and prior written consent.
The parties are obliged to keep confidential all confidential information they have obtained from each other or from other sources in the context of their agreement. Information is considered confidential if it has been communicated by the other party or if it arises from the nature of the information.
If, by virtue of a statutory provision or a judicial decision, Orthoclear is obliged to disclose confidential information to third parties designated by law or by the competent court, and Orthoclear cannot in this respect invoke a right to refuse to give evidence, recognized or permitted by law or by the competent court, Orthoclear shall not be obliged to pay compensation or indemnification and the other party shall not be entitled to dissolve the agreement on the ground of any damage resulting from this.
The Client/Patient agrees to any storage of personal data provided and to be provided in an electronic file (such as the SPD) and Orthoclear's mailing file. The recorded data may be used for a variety of purposes, such as the realization of statistics, administration of treatments or purchases. Where appropriate, Orthoclear will ensure that the information used cannot be traced back to the individual patient.
5. The Customer or the party entitled to the data retains the right at all times to request a copy of this data from Orthoclear free of charge.
Orthoclear's Privacy Statement is an integral part of these Terms and Conditions and the Agreement.

Article 18 - Complaints procedure

Orthoclear strives to provide the best results and the best service. If there is anything you are dissatisfied with, we would like to hear about it. We always take complaints very seriously because your good experience is worth a lot to us and we always want to keep improving.
If it happens that you have a complaint, your complaint will always be processed. The complaint or improvement suggestion can be sent by e-mail to: uk@ortho-clear.com
The Customer and Orthoclear agree to first make efforts to resolve the dispute together before submitting it to one of the dispute committees. If the complaint cannot be resolved by mutual agreement, a dispute shall arise that is subject to arbitration as described in 11.13 of these T&Cs.

General Terms and Conditions Orthoclear version dated February 1, 2024