Osteogene Tech Corp

User Agreement

Terms of Purchase and Privacy Notice

Version 1.0  ·  Effective [date]  ·  Consolidates the Privacy Policy of July 6, 2022 and the Terms and Conditions of October 2022

Please read this before you agree This Agreement is a single document. It governs your registration for an account on this website, your use of the website, every order you place with Osteogene Tech Corp, and the way we collect and process your personal data. You accept it by ticking the boxes on the registration screen and clicking "Create Account". If you do not accept it, do not register and do not place an order. Registration is limited to licensed practitioners and to the corporations, institutions, and practices they represent.

 

Contents

Part	Articles
Part I — The Agreement	1. Introduction and Scope · 2. Definitions · 3. Eligibility and Account Registration · 4. Your Agreement and Consent
Part II — Terms of Purchase	5. Prices · 6. Taxes · 7. Payment · 8. Shipment · 9. Delivery and Delays · 10. Returns · 11. Restrictions on Resale and Use · 12. Substitutions and Modifications · 13. Warranty Disclaimer and Limitation of Liability · 14. Indemnification and Intellectual Property · 15. Place of Delivery and Payment
Part III — Privacy Notice	16. Personal Data We Collect · 17. How We Use Your Personal Data · 18. Who We Share Your Data With · 19. How Long Your Data Is Stored · 20. Cookies · 21. Third Party Links and Websites · 22. Your Privacy Rights
Part IV — General	23. Governing Law and Venue · 24. Severability · 25. Amendments to This Agreement · 26. Contact
Appendices	A. Sign-up screen copy · B. Record of consent · C. Points to confirm with counsel

Summary — What You Are Agreeing To

This summary is displayed on the registration screen next to the consent checkboxes. It is provided for convenience only and does not replace the Articles that follow; where the two differ, the Articles govern.

Your account and your information

•        Only licensed practitioners, and people authorized to act for a practice or institution, may register.

•        We collect your name, email address, postal address, phone number, practitioner’s license details (number, issued date, expiration date, issuing state), and your corporation or institution name.

•        We use that information to open and maintain your account, to verify your professional eligibility, to process, produce, ship and invoice your orders, and to answer your inquiries.

•        We do not share your personal data with third parties, except with the service providers who carry out these purposes on our behalf, such as our payment processor and shipping carriers.

•        We keep your information for as long as the law requires, or until the purpose it was collected for has been reasonably fulfilled.

•        Our site uses cookies to function, to stay user-friendly, and to analyze visits. You can refuse them, but some features may then not work fully.

•        If you are in the EU, the GDPR gives you rights over your data. If you are not, check the privacy laws of your own state or country.

Ordering from us

•        Payment is by credit card, in full, at the time you submit your order.

•        Prices may change at any time without notice. Listed prices exclude taxes and duties; New Jersey exempts medical devices from sales tax.

•        You choose the shipping method. Delivery dates are estimates, partial shipments are possible, and we are not liable for carrier delays.

•        Returns are at our sole discretion, and only for unopened, unused, untampered products in their original packaging.

•        Products are for your own professional use under their Instructions for Use. Reselling, redistributing, trading, or transferring them is prohibited and may cost you your account.

•        Except where we have given a written warranty, products are supplied without warranties. Our maximum liability is limited to what you actually paid us.

•        New Jersey law governs, and disputes are heard in the state and federal courts of New Jersey.

•        We may update this Agreement. If we change it materially, we will ask you to accept the new version the next time you sign in.

PART I — THE AGREEMENT

Article 1 — Introduction and Scope

1.1  Here at Osteogene Tech Corp ("Osteogene Tech", "we", "us", "our"), the safety, security and protection of your personal data is of paramount importance to us. It is important for us that you be aware of when your personal data is being shared with us and what is collected when you visit our website and make use of our services. This Agreement explains, in one document, the terms on which you may register and order, and how Osteogene Tech gathers, utilizes and processes your personal data.

1.2  This Agreement applies to:

(a)  your registration for, and use of, an account on this website;

(b)  your use of and access to this website; and

(c)  the purchase of all products marketed or otherwise sold by Osteogene Tech Corp on this website, regardless of order method.

1.3  Part II (Terms of Purchase) shall be considered an integral part of the sales contract that the user of this website forms with Osteogene Tech Corp upon placing an order through this site. Part III (Privacy Notice) is the notice by which we inform you of our processing of your personal data.

1.4  Please refer to the "Legal Notice" for General Terms and Conditions related to usage and access of the website.

1.5  Where a separate written contract has been concluded between you and Osteogene Tech, that contract shall supersede this Agreement to the extent of any conflict.

Article 2 — Definitions

2.1  In this Agreement:

(a)  "Account" means the registered user account through which you access the eShop and place orders.

(b)  "eShop" means the commercial ordering service made available on this website.

(c)  "Personal data" refers to information that identifies, or can be used to identify, you personally. This can include information such as your name, email address, phone number or invoicing details.

(d)  "Products" means the products marketed or otherwise sold by Osteogene Tech Corp on this website.

(e)  "Instructions for Use" means the instructions supplied with, or published by Osteogene Tech for, the Products.

(f)  "User", "you" and "your" mean the person who registers for an Account and, where that person registers on behalf of a corporation, institution or practice, that entity as well.

Article 3 — Eligibility and Account Registration

3.1  In order to utilize the commercial services on our website, registration and log-in information are required of users. Registration is limited to licensed practitioners and to the corporations, institutions or practices they are authorized to represent.

3.2  The process for registration for our website requires users to provide the following information:

•        Name

•        Email address

•        Address

•        Phone number

•        Practitioner’s license — number, expiration date, issued date, and issued state

•        Corporation / institution name

 

3.3  If a data-collection form contains data fields that are marked as mandatory or with an asterisk (*), the provision of such information is either required by law or by contract or may be needed for the conclusion of a contract, provision of services or the fulfillment of the stated purpose. If you do not provide the required information, this may result in us not being able to fulfill a contract or the requested service not being provided or the stated purpose not being achievable.

3.4  You represent and warrant that the information you submit at registration is accurate, current and complete, that any practitioner’s license information you enter is your own or that of the practitioner you are authorized to represent, and that you will keep this information up to date. Osteogene Tech may verify the license information you provide and may suspend ordering privileges on an Account whose license information has expired or cannot be verified, until corrected information is supplied.

3.5  You are responsible for maintaining the confidentiality of your log-in credentials and for all activity that occurs under your Account. You must notify us promptly at admin@osteogene.com if you become aware of any unauthorized use of your Account.

3.6  Osteogene Tech may refuse a registration, or suspend or cancel an Account, where the information provided is inaccurate or cannot be verified, where the Account is used in breach of this Agreement, or in the circumstances described in Article 11.

Article 4 — Your Agreement and Consent

How you accept

4.1  You accept this Agreement by ticking the required boxes on the registration screen and clicking "Create Account". This is an affirmative act by which you signify your agreement to this Agreement and your consent to the processing of your personal data described in Part III. The personal data collected through our website is only collected with your willing and knowing prior consent.

4.2  No box on the registration screen is pre-ticked. You cannot complete registration without ticking each of the required boxes, and registration is not required in order to browse the informational parts of the website.

What you are accepting

4.3  By completing registration you confirm each of the following:

(a)  Agreement. That you have read and agree to this Agreement, including the Terms of Purchase in Part II and the Privacy Notice in Part III.

(b)  Consent to processing. That you consent to Osteogene Tech collecting and processing the personal data listed in Article 3.2 for the purposes set out in Article 17 — creating and maintaining your Account, verifying your professional eligibility, and processing, producing, shipping and invoicing your orders.

(c)  Practitioner attestation. That you are a licensed practitioner, or an authorized representative of the corporation, institution or practice you have named; that the license information you have entered is accurate, current and properly yours to submit; and that you are registering to obtain Products for professional use in accordance with their Instructions for Use, and not for resale, redistribution, trade or transfer.

Optional consents

4.4  You may separately and optionally consent to receive product updates, ordering information and announcements from Osteogene Tech by email, and to the use of analytics cookies as described in Article 20. Neither is a condition of registration, of maintaining an Account, or of placing an order, and each is recorded separately from the consents in Article 4.3.

Record, withdrawal and renewal of consent

4.5  Osteogene Tech records, for each Account, the date and time of registration, the version of this Agreement that was accepted, which boxes were ticked, and the technical details of the registration event. This record is kept as evidence that consent was given and for as long as Article 19 provides.

4.6  You may withdraw an optional consent at any time, without giving a reason, through your account settings or by contacting admin@osteogene.com. Withdrawing a consent required under Article 4.3 means that we can no longer maintain your Account or process your orders, and the Account will be closed. Withdrawal does not affect the lawfulness of processing carried out before the withdrawal, and does not affect information we are required to retain by law, such as invoicing records.

4.7  Each order you place is subject to the version of this Agreement in force at the time that order is submitted. The prices, terms and conditions applicable to an order are those displayed and in effect when you submit it.

4.8  Where this Agreement is materially revised, Osteogene Tech will ask registered users to review and accept the revised version at their next sign-in, and will record that acceptance as a new consent event. Article 25 governs amendments generally.

PART II — TERMS OF PURCHASE

Article 5 — Prices

5.1  All prices published by Osteogene Tech on this website may be changed at any time without notice. All prices will be as specified by Osteogene Tech unless otherwise determined in a separate contract, in which case that contract shall supersede these terms.

5.2  All prices are subject to adjustment on account of quantities, shipment arrangements, or other terms or conditions which are not part of our original price quotation.

Article 6 — Taxes

6.1  The State of New Jersey exempts medical devices from sales tax and as such, the prices listed for products on the website exclude all forms of excise, sales, use, transfer and other taxes and duties.

Article 7 — Payment

7.1  Payments must be made via credit card and be paid in full at the time of order submission by users.

7.2  Osteogene Tech reserves the right to stop delivery of products in transit and to withhold shipments in whole or in part if the user fails to complete any payment when due or otherwise fails to perform obligations hereunder.

Article 8 — Shipment

8.1  The method of shipment will be selected by the user during the ordering process. Osteogene Tech will not assume any liability in connection with the shipment or constitute any third-party carrier as an agent to Osteogene Tech.

8.2  Osteogene Tech reserves the right to ship the products in any sequence and to make partial shipments. All shipping dates provided are approximate estimations only.

Article 9 — Delivery and Delays

9.1  Osteogene Tech will use reasonable efforts to meet requested delivery dates, but will not be liable for failure to do so. Osteogene Tech will not be liable for any loss or damage resulting from any delay in delivery or failure to deliver due to any cause beyond the corporation’s direct control.

9.2  If, as a result of any cause beyond Osteogene Tech’s control, any scheduled delivery is delayed for a period beyond sixty (60) days, the user may contact Osteogene Tech for an inquiry as to the current state of their order, to which the corporation shall to the best of their ability rectify the matter by contacting the third-party carrier.

Article 10 — Returns

10.1  All order returns shall be at the sole discretion of Osteogene Tech. Any possible returns must be of unopened, unused, and untampered with products in their original packaging.

Article 11 — Restrictions on Resale and Use

11.1  The resale, redistribution, trade, transfer, or use other than pursuant to the Instructions for Use of the purchased products is prohibited.

11.2  If a user has or is attempting to resell, redistribute, trade, or transfer any products of Osteogene Tech Corp, the corporation may exercise any or all available remedies of law and equity including but not limited to discontinuing or canceling the user’s account with Osteogene Tech and pursuing legal action for theft of intellectual property and trademark infringement.

Article 12 — Product Substitutions and Modifications

12.1  Osteogene Tech reserves the right to make substitutions and modifications in the specifications of any products provided that such substitutions or modifications do not materially affect the performance or integrity of the products or the purposes for which they can be used.

Article 13 — Warranty Disclaimer and Limitation of Liability

13.1  Osteogene Tech disclaims all warranties, unless expressly provided in writing to the user, whether express or implied, written or oral, with respect to the products, including any warranties of merchantability or fitness for a particular purpose.

13.2  The maximum liability arising out of the sale of the products or their use, whether based upon warranty, contract, tort, or otherwise, shall not exceed the actual payments received by Osteogene Tech in connection therewith.

13.3  In no event shall Osteogene Tech be liable for special, incidental, or consequential damages, including, but not limited to, loss of profits, loss of data, or loss of use damages arising hereunder or from the sale or use of the products.

Article 14 — Indemnification and Intellectual Property

14.1  The user shall indemnify, defend, and hold Osteogene Tech harmless against all claims, liabilities, damages, expenses, judgements, and losses, including reasonable attorneys’ fees, arising from their use and/or misuse of the products.

14.2  No sale of any products shall be construed as granting the user any license or other proprietary or intellectual property rights applicable to the products. The user may not alter or remove, and shall abide by, any patent, trademark, copyright, trade secret, proprietary or other notices contained on or in the products.

Article 15 — Place of Delivery and Payment

15.1  Osteogene Tech Corp’s manufacturing site in Norwood, New Jersey shall be the sole place of delivery for all delivery and payment obligations under this Agreement.

PART III — PRIVACY NOTICE

Article 16 — Personal Data We Collect

16.1  "Personal data" refers to information that identifies, or can be used to identify, you personally. This can include information such as your name, email address, phone number or invoicing details. The personal data collected through our website is only collected with your willing and knowing prior consent.

16.2  The personal data we collect at registration is listed in Article 3.2, and the effect of not providing mandatory fields is explained in Article 3.3.

16.3  We also collect the information you send us when you make an information or contact request, and the information described in Article 20 (Cookies).

Article 17 — How We Use Your Personal Data

17.1  Depending on the interaction between users and our website, the personal data collected through your consent or legal basis is utilized differently.

(a)  The primary use for your personal data is for registration for our eShop. By providing us your personal data, Osteogene Tech processes your orders and keeps a record of invoices. Your data allows us to produce and ship your orders in an efficient manner and allows us a means to contact you about inquiries or vice versa.

(b)  Your personal data may also be used in order for us to process and respond to information and contact requests.

(c)  Your practitioner’s license information is used to verify that you are eligible to register for and order from the eShop, as required by Article 3.

(d)  Where you have given the optional consent described in Article 4.4, your email address is used to send you product updates, ordering information and announcements.

Article 18 — Who We Share Your Data With

18.1  Your personal data remains securely with us and is not sold, rented or disclosed to third parties for their own purposes.

18.2  We disclose personal data only to the service providers that carry out the purposes in Article 17 on our behalf and under our instructions — in particular our payment processor, which handles your card payment, and the third-party carrier you select, which needs your name and address to deliver your order — and where disclosure is required by law or by a competent authority.

Article 19 — How Long Your Data Is Stored

19.1  We will process and store your information for as long as we are required to do so by law or until the reasonable fulfillment of the purpose for which it was collected.

19.2  Where your Account is closed, we retain the records we are required by law to keep, such as invoicing and tax records, and the record of consent described in Article 4.5.

Article 20 — Cookies

20.1  A "cookie" is a small piece of data sent from a website or application to your device and placed in your device’s storage while you browse the website or the application. Cookies are designed to help the websites and applications you visit remember information and the preferences of your visit to make it easier for you to revisit the site and make the site more useful to you.

20.2  Osteogene Tech uses cookies for the following:

•        To make our website more user-friendly

•        To facilitate and ensure required technical functions

•        To analyze your visits for marketing and optimization purposes

 

20.3  You can choose to accept or reject the use of cookies during your visit or from your browser in totality. It is important to note, however, that rejection of the use of cookies may prevent you from using all the features on our website to their full capacity.

Article 21 — Third Party Links and Websites

21.1  Our website may contain links to other websites, applications and/or other services for the convenience of our users that are not owned by Osteogene Tech. We cannot control nor are we responsible for the privacy policies, notices and practices of third party websites, applications and other services. We urge you to review the policies of these third party websites for your safety.

Article 22 — Your Privacy Rights

22.1  In accordance with the General Data Protection Regulation (GDPR), you have the right of access (Art. 15 GDPR), rectification (Art. 16 GDPR), deletion (Art. 17 GDPR), limitation of processing (Art. 18 GDPR), data portability (Art. 20 GDPR) and opposition to processing (Art. 21 GDPR), subject, however, to legal requirements or rights.

22.2  Where our processing is based on your consent, you have the right to withdraw that consent at any time (Art. 7(3) GDPR), as described in Article 4.6. Withdrawal does not affect the lawfulness of processing carried out before it.

22.3  To exercise any of these rights, contact us using the details in Article 26. You also have the right to lodge a complaint with your competent supervisory authority.

22.4  If you are not a citizen of the EU affiliated states, then the above privacy rights may not apply to you. United States citizens are recommended to check their individual state laws in regard to personal data privacy.

PART IV — GENERAL

Article 23 — Governing Law and Venue

23.1  The governing law and venue for any disputes arising out of any purchase shall be exclusively the law and state and federal courts of the State of New Jersey.

23.2  The application of the United Nations Convention on Contracts for the International Sale of Goods (1980) is excluded.

Article 24 — Severability

24.1  If any or several of the above provisions should be declared invalid by a court of competent jurisdiction, the remaining provisions shall continue to be in effect. The invalid provision(s) shall be replaced by a valid provision closest to the intended economical purpose of the invalid provision(s).

Article 25 — Amendments to This Agreement

25.1  Osteogene Tech Corp reserves the right to modify this Agreement at any point in time. Revised versions will be available on this website and will be effective immediately upon their modification. Users are responsible for reviewing the renewed Agreement as it changes. With continued use of the website post-revision, users agree and accept to abide by these new guidelines.

25.2  Where a revision materially affects your rights or the processing of your personal data, we will ask you to accept the revised version at your next sign-in, as provided in Article 4.8.

Article 26 — Contact

26.1  If you have any questions or concerns in regard to your personal data and its collection and usage by Osteogene Tech, or in regard to this Agreement, we will do our best to address your concerns.

Osteogene Tech Corp

Tel: 201-367-9321

Email: admin@osteogene.com

Appendix A — Sign-up Screen Copy

The wording below is written to be used verbatim on the registration screen. It is the on-screen expression of Article 4; the Articles govern. Underlined text indicates a link that opens this Agreement.

Section heading

Agreements and Consent

Lead-in text

Before we can create your account, please review and accept the following. Registration is limited to licensed practitioners and to the corporations, institutions, and practices they represent.

Required — all three must be ticked, none pre-ticked

☐  I have read and agree to the Osteogene Tech Corp User Agreement, including the Terms of Purchase and the Privacy Notice.

☐  I consent to Osteogene Tech Corp collecting and processing the personal data I provide — my name, email address, address, phone number, practitioner’s license details, and corporation or institution name — in order to create and maintain my account, verify my professional eligibility, and process, produce, ship, and invoice my orders, as described in Part III of the User Agreement.

☐  I certify that I am a licensed practitioner, or an authorized representative of the corporation, institution, or practice named above; that the license information I have entered is accurate, current, and my own; and that I am registering to obtain products for professional use in accordance with their Instructions for Use — not for resale, redistribution, trade, or transfer.

Optional — must not block registration, none pre-ticked

☐  Optional — Send me product updates, ordering information, and occasional announcements from Osteogene Tech Corp by email. I can withdraw this consent at any time in my account settings or by contacting admin@osteogene.com.

☐  Optional — Allow analytics cookies so Osteogene Tech Corp can measure how the site is used and improve it. Cookies required for the site to function are always active. See Article 20 of the User Agreement.

Button and confirmation line

Button label:  Create Account

Text directly beneath the button:  By creating an account you confirm that you accept the User Agreement in force at the time of registration, and that each order you place is subject to the version in force when you submit it.

Compact one-line variant

Where the form has room for only one required checkbox. The three separate boxes are preferable, because they record the licensing representation and the data consent distinctly.

☐  I am a licensed practitioner or an authorized representative of the institution named above, I consent to the processing of the personal data I have provided, and I agree to the Osteogene Tech Corp User Agreement.

Validation messages

Condition	Message to display
Agreement box not ticked	Please read and accept the User Agreement to continue.
Data-consent box not ticked	We need your consent to process the information you have entered before we can create your account.
Attestation box not ticked	Please confirm your practitioner or authorized-representative status to continue.
Any required box missing on submit	Please tick all required boxes to create your account.
Re-acceptance prompt at sign-in	We have updated our User Agreement. Please review and accept the new version to continue using your account.

Behavior rules

•        No box is pre-ticked, and "Create Account" stays disabled until all three required boxes are ticked.

•        The optional boxes never block registration and are stored separately, so marketing or analytics consent can be withdrawn without affecting the account.

•        The link to the User Agreement opens in a modal or expandable panel, so the user does not lose what they have typed.

•        Optional consents can be withdrawn from the account settings page, not only by email (Article 4.6).

•        When the Agreement is materially revised, prompt existing users at their next sign-in and record that acceptance as a new consent event (Article 4.8).

Appendix B — Record of Consent

Article 4.5 requires a record of consent. Consent is only useful if you can show it was given, so store the following with each account at registration, and again each time a user accepts a revised version.

Field	Why it matters
Timestamp (UTC)	Shows when consent was given
Account identifier	Ties the consent event to the user
Agreement version accepted	Shows which text the user actually saw — e.g. "User Agreement v1.0"
Which boxes were ticked	Distinguishes the required consents from the optional marketing and analytics ones
IP address and user agent	Corroborates the record of the registration event
Method	Web registration form — an affirmative on-screen action, per Article 4.1
Later changes	Each withdrawal or re-acceptance stored as a new dated event, never overwriting the previous one

 

Appendix C — Points to Confirm With Counsel

This Agreement consolidates and organizes the text you supplied and adds the registration and consent provisions needed to collect agreement at sign-up. It is not legal advice. Three points are worth confirming before it goes live:

1.  Third-party sharing. The original Privacy Policy stated that data is not shared with any third parties, while the Terms describe credit-card payment and third-party carriers. Article 18 has been redrafted to keep the "not sold or disclosed for their own purposes" commitment while acknowledging processors and carriers. Confirm this matches your actual data flows, including any hosting, email or analytics providers. 2.  GDPR completeness. Article 22 now includes the right of access (Art. 15) and the right to withdraw consent (Art. 7(3)), and adds a supervisory-authority complaint route. If EU users can register, counsel may also want a stated retention period in Article 19 and, where applicable, an EU representative and a lawful-basis analysis. 3.  Effective date and version. The title page carries "Version 1.0 · Effective [date]". Fill this in before publishing — the consent record in Appendix B refers to it, and it is what proves which text a user accepted.