Order Form Terms and Conditions

**SURGICAL GUIDE AGREEMENT**

This Surgical Guide Agreement ("Agreement") is made and entered into on the date the order form was submitted by and between Prime Dental Solutions Pty Ltd, an Australian company located at [ Level 14, 275 Alfred St, North Sydney NSW 2060 ], herein referred to as "PDS" or "Company," and the dental professional whose signature is at the bottom of the order form, herein referred to as "Client."

**1.0 Surgical Guide:**

PDS shall provide the Client with a surgical guide for various dental and oral surgeries ("Surgical Guide") and shall furnish a surgical plan for the Surgical Guide ("Surgical Plan"). The Client shall provide digital imaging data or DICOM data ("Data") for the patient. Upon approval by the Client, PDS shall obtain or manufacture the requested Surgical Guide and/or Surgical Plan.

**2.0 Scan Appliance:**

The term "Scan Appliance" refers to the appliance used during CT or MRI scans. PDS recommends using its Scan Appliances for accurate data. If a third-party Scan Appliance is used without providing models for fit verification, PDS shall not be liable for any inaccuracies or defects in the Surgical Guide and/or Surgical Plans.

**3.0 Client Representations:**

The Client, if the end-user dentist, represents that they are a licensed dental professional qualified to order, review, and approve the Data, Surgical Plan, and Surgical Guide. If the Client is not the end-user dentist, they represent that they are qualified to order, review, and approve the aforementioned documents, and that the end-user dentist is qualified to use the Surgical Guide and perform the dental procedures outlined in the Surgical Plan.

The Client acknowledges full medical responsibility for the design and application of the Surgical Plan and Surgical Guide. The Client is solely responsible for inspecting, approving, and any requested changes to the Surgical Guide and Surgical Plan.

**4.0 Disclaimer of Warranties:**

PDS makes no warranties, either expressed or implied, regarding the fitness, condition, or operation of the Surgical Plan or Surgical Guide. PDS shall not be liable for any loss, damage, or expense caused directly or indirectly by the Surgical Guide or Surgical Plan.

**5.0 Disclaimer and Limitation of Liability:**

The Client agrees that PDS and its representatives are not insurers and shall not be liable for any loss, damage, or expense beyond any insurance coverage maintained by the Client. PDS's liability shall be limited to a maximum of two hundred and fifty dollars ($250.00) collectively for PDS and its representatives.

**6.0 Use of Surgical Guide:**

The Surgical Guide and Surgical Plan are to be used by qualified dental professionals only. The Client agrees to control the conformity of any delivered Surgical Guide before use. Any modifications to the Surgical Guide are prohibited.

**7.0 Indemnification:**

The Client agrees to indemnify and hold PDS harmless against any losses, damages, or expenses arising from breach of contract, negligence, product liability, or claims for indemnification.

**8.0 Assignability of Agreement:**

This Agreement is not assignable by the Client without written consent from PDS. PDS may assign this Agreement at its discretion.

**9.0 Miscellaneous:**

This Agreement supersedes all prior agreements and shall be governed by the laws of Australia. Any disputes shall be resolved in the appropriate courts of Australia. The parties agree to waive objections to venue therein.

**10.0 Release of Liability:**

By completing the "Prime Dental Solutions Pty Ltd Prescription Form," the Client acknowledges and agrees to the terms of this Agreement. The Client assumes full responsibility for the plan and resulting surgical guide(s).

**Terms and Conditions:**

See Exhibit A - Prime Dental Solutions Pty Ltd Prescription Form. 

By submitting this Work Authorization, the Client commissions PDS to obtain or construct the surgical guide(s) and accepts all terms and conditions established by PDS.

*Note: Adaptations may be necessary to ensure compliance with Australian legal standards and regulations.*