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Terms & Conditions

Last updated August 8, 2021

1. General provisions

These Terms of Use constitute a legally binding agreement made between you, whether personally or on behalf of an entity ("you", “Customer"), and Custom Surgical GmbH ("Company', "we", "us", or "our), concerning your access to and use of the https://customsurgical.co Website as well as any other media form, media channel, mobile Website or mobile application related, linked, or otherwise connected thereto (collectively, the "Website"). You agree that by accessing the Website, you have read, understood, and agreed to be bound by all of these Terms of Use. IF YOU DO NOT AGREE WITH ALL OF THESE TERMS OF USE, THEN YOU ARE EXPRESSLY PROHIBITED FROM USING THE Website AND YOU MUST DISCONTINUE USE IMMEDIATELY.

Supplemental terms and conditions or documents (such as Warranty Policy and Shipping policy) that are or may be posted on the Website from time to time, are hereby expressly incorporated herein by reference and an integral part of these Terms and Conditions.

We reserve the right, in our sole discretion, to make changes or modifications to these Terms of Use at any time and for any reason. We will alert you about any changes by updating the "Last updated" date of these Terms of Use, and you waive any right to receive specific notice of each such change. It is your responsibility to periodically review these Terms of Use to stay informed of updates. You will be subject to, and will be deemed to have been made aware of and to have accepted, the changes in any revised Terms of Use by your continued use of the Website after the date such revised Terms of Use are posted.

The information provided on the Website is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject us to any registration requirement within such jurisdiction or country. Accordingly, those persons who choose to access the Website from other locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable.

2. Definition of terms

2.1. "Website" means the website on the Internet at https://customsurgical.co.

2.2. "Distributor" means a legal entity, individual entrepreneur or person, carrying out independent professional activities, sells and promotes our goods and services under the terms of a separate agreement, concluded between Company and Distributor.

2.3. "Customer" means a user of the Website, a legal entity or individual who has full legal capacity under the applicable legislation and interested in purchasing our goods and services, who carries out lawful access to the Website and its functionality by means of the Internet.

2.4. "Service" means online application tool, offered by the Website.

2.5. "Distributor's Personal Account" means a personal closed account of the Distributor on the Website.

2.6. "Website Content" means protected results of intellectual activity, including abstracts, articles, illustrations, covers, musical works with or without text, graphic, text, photographic, derivative, Website and other works, user interfaces, visual interfaces, trademark names, logos, computer programs, databases, as well as the design, structure, selection, coordination, appearance, general style and arrangement of such Content included in the Website, and other intellectual property of the Website.

2.7. "Content" means any information in any form, including text, photos, graphic images, placed, reproduced, brought to general or individual notice of the Customer or the Distributor on the Website.

3. Registration and account. KYC

You may be required to register with the Website, especially if you’re a distributor and want to place your orders directly with us. You agree to keep your password confidential and will be responsible for all use of your account and password.

One unique Personal Account can be created for one Distributor. Creation of more than one Personal Account for one Distributor shall be a violation of these Terms and may cause the termination of the Distributor's account and cancellation of all orders without any compensation on our part.

If you provide any information that is untrue, inaccurate, not current, or incomplete, we have the right to suspend or terminate your account and refuse any and all current or future use of the Website (or any portion thereof).

The Distributor is obliged to immediately notify us of any changes to their data, in particular to their email address. We are not liable for any damage caused to the Distributor in connection with the lack of data updating.

Distributors are solely responsible for any activity on their accounts. Logins and passwords are confidential information of Distributors. If a third party obtains information about a Distributors account, that Distributor shall be solely responsible for all possible consequences.

The Company reserves the right to suspend the provision of services offered via the Website to you and/or block access to your Personal Account if the Distributor violates this Terms of Use and/or any other rules and policies, published on the Website. In such a case, the Company shall not be liable for losses incurred by the Distributor.

    By using the Website, you represent and warrant that:
  • 1. all registration information you submit will be true, accurate, current, and complete;
  • 2. you will maintain the accuracy of such information and promptly update such registration information as necessary;
  • 3. you have the legal capacity and you agree to comply with these Terms of Use;
  • 4. you are not a minor in the jurisdiction in which you reside and posses full legal capacity;
  • 5. you will not access the Website through automated or non-human means, whether through a bot, script or otherwise;
  • 6. you will not use the Website for any illegal or unauthorized purpose;
  • 7. your use of the Website will not violate any applicable law or regulation.

    • To help governmental and international authorities fight the funding of terrorism and money laundering activities, the applicable legislation requires to obtain, verify, and record information that identifies each Person (invividual or a legal entity) before establishing the business relationship, including applicable “Know Your Customer” (KUC) requirements.

    Each Customer and/or Distributor shall, promptly upon the request of the Company, supply the Company with documentation or other evidence as it reasonably requests for itself (or a prospective assignee) to be satisfied that it has complied with all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the transactions contemplated. If Customer and/or Distributor will not provide mentioned in this paragraph requested documents within a reasonable time, the Company may, in its own discretion, stop and/or cancel the transaction(s) with such Customer and/or Distributor without any indemnification.

    4. Products

    We make every effort to display as accurately as possible the colors, features, specifications, and details of the products available on the Website. However, we do not guarantee that the colors, features, specifications, and details of the products will be accurate, complete, reliable, current, or free of other errors, and your electronic display may not accurately reflect the actual colors and details of the products. All products are subject to availability, and we cannot guarantee that items will be in stock. We reserve the right to discontinue any products at any time for any reason.

    We reserve the right to change our fees from time to time by posting the changes on the Website with no advance notice to Customers. By making an order(s), Customers confirm that they completely agree with the charges published on the Website.

    5. Purchases and payment

    We accept payments through Stripe payment service. You agree to provide current, complete, and accurate purchase and account information for all purchases made via the Website. You may need to provide your payment information, including email address, payment method, and payment card expiration date, so that we can complete your transactions and contact you as needed. We do not store or collect your payment information. Sales tax will be added to the price of purchases as deemed required by us. We may change prices at any time.

    You agree to pay all charges at the prices then in effect for your purchases and any applicable shipping fees, and you authorize us to charge your chosen payment provider for any such amounts upon placing your order. We reserve the right to correct any errors or mistakes in pricing, even if we have already requested or received payment.

    The Customer is liable for all transaction fees arising out of all fees made using some or all of the Service, even if sales terms are finalized or payment is made outside of the Website. The Customer is also solely liable for all possible transfer risks, including, but not limited to, technical, tax, fines, losses incurred by third parties, etc.

    We reserve the right to refuse any order placed through the Website. We may, in our sole discretion, limit or cancel quantities purchased per person, per household, or per order. These restrictions may include orders placed by or under the same Customer account, the same payment method, and/or orders that use the same billing or shipping address. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers, or distributors.

    6. Warranty and returns

    Physical unused, unopened, and resalable products may be returned for refund within the first 14 (fourteen) days from the date of delivery (after placing a relevant order). We also offer a 2-year warranty from manufacturing issues.

    No Products, goods and parts, previously purchased on the Website, shall be returned to us, whether for inspection, repair, replacement, or any other reason, without prior written approval from the Company. Products and parts must be returned in new condition with complete identification in accordance with our instruction, in another case the shipment may not be accepted. All returns must be sent DDP to Seller’s designated location (per Incoterms ICC 2020) unless otherwise instructed in writing by the Company.

    Where authorization has been obtained to return Products and parts for reasons beyond warranty, a restocking charge and any additional transportation charges are applicable.

    Please review our Warranty Policy posted on the Website prior to making any purchases.

    7. Intellectual property rights

    Unless otherwise indicated, the Website is our proprietary property and all source code, databases, functionality, software, Website designs, audio, video, text, photographs, and graphics on the Website (collectively, the "Content") and the trademarks, service marks, and logos contained therein (the "Marks") are owned or controlled by us or licensed to us, and are protected by copyright and trademark laws and various other intellectual property rights and unfair competition laws of the United States, international copyright laws, and international conventions. The Content and the Marks are provided on the Website "AS IS" for your information and personal use only. Except as expressly provided in these Terms of Use, no part of the Website and no Content or Marks may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, without our express prior written permission.

    Provided that you are eligible to use the Website, you are granted a limited license to access and use the Website and to download or print a copy of any portion of the Content to which you have properly gained access solely for your personal, non-commercial use. We reserve all rights not expressly granted to you in and to the Website, the Content and the Marks.

    8. Prohibited activities

    You may not access or use the Website for any purpose other than that for which we make the Website available. The Website may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by us.

      As a Customer of the Website, you agree not to:
  • 1. Systematically retrieve data or other content from the Website to create or compile, directly or indirectly, a collection, compilation, database, or directory without written permission from us.
  • 2. Make any unauthorized use of the Website, including collecting Customer names and/or email addresses of Customers by electronic or other means for the purpose of sending unsolicited email, or creating Customer accounts by automated means or under false pretenses.
  • 3. Use the Website to advertise or offer to sell goods and services.
  • 4. Circumvent, disable, or otherwise interfere with security-related features of the Website, including features that prevent or restrict the use or copying of any Content or enforce limitations on the use of the Website and/or the Content contained therein.
  • 5. Engage in unauthorized framing of or linking to the Website.
  • 6. Trick, defraud, or mislead us and other Customers, especially in any attempt to learn sensitive account information such as Customer passwords.
  • 7. Make improper use of our support services or submit false reports of abuse or misconduct.
  • 8. Engage in any automated use of the system, such as using scripts to send comments or messages, or using any data mining, robots, or similar data gathering and extraction tools.
  • 9. Interfere with, disrupt, or create an undue burden on the Website or the networks or services connected to the Website.
  • 10. Attempt to impersonate another Customer or person or use the Customername of another Customer.
  • 11. Sell or otherwise transfer your profile.
  • 12. Use any information obtained from the Website in order to harass, abuse, or harm another person.
  • 13. Use the Website as part of any effort to compete with us or otherwise use the Website and/or the Content for any revenue-generating endeavor or commercial enterprise.
  • 14. Decipher, decompile, disassemble, or reverse engineer any of the software comprising or in any way making up a part of the Website.
  • 15. Attempt to bypass any measures of the Website designed to prevent or restrict access to the Website, or any portion of the Website.
  • 16. Harass, annoy, intimidate, or threaten any of our employees or agents engaged in providing any portion of the Website to you.
  • 17. Delete the copyright or other proprietary rights notice from any Content.
  • 18. Copy or adapt the Website's software, including but not limited to Flash, PHP, HTML, JavaScript, or other code.
  • 19. Upload or transmit (or attempt to upload or to transmit) viruses, Trojan horses, or other material, including excessive use of capital letters and spamming (continuous posting of repetitive text), that interferes with any party's uninterrupted use and enjoyment of the Website or modifies, impairs, disrupts, alters, or interferes with the use, features, functions, operation, or maintenance of the Website.
  • 20. Upload or transmit (or attempt to upload or to transmit) any material that acts as a passive or active information collection or transmission mechanism, including without limitation, clear graphics interchange formats ("gifs"), 1x1 pixels, web bugs, cookies, or other similar devices (sometimes referred to as "spyware" or "passive collection mechanisms" or "pcms").
  • 21. Except as may be the result of standard search engine or Internet browser usage, use, launch, develop, or distribute any automated system, including without limitation, any spider, robot, cheat utility, scraper, or offline reader that accesses the Website, or using or launching any unauthorized script or other software.
  • 22. Disparage, tarnish, or otherwise harm, in our opinion, us and/or the Website.
  • 23. Use the Website in a manner inconsistent with any applicable laws or regulations.

    • 9. Customer generated content

    The Website may invite you to chat, contribute to, or participate in blogs, message boards, online forums, and other functionality, and may provide you with the opportunity to create, submit, post, display, transmit, perform, publish, distribute, or broadcast content and materials to us or on the Website, including but not limited to text, writings, video, audio, photographs, graphics, comments, suggestions, or personal information or other material (collectively, "Contributions").

      Contributions may be viewable by other Customers of the Website and the Marketplace Offerings and through third-party Websites. As such, any Contributions you transmit may be treated as non-confidential and non-proprietary. When you create or make available any Contributions, you thereby represent and warrant that:
  • 1. The creation, distribution, transmission, public display, or performance, and the accessing, downloading, or copying of your Contributions do not and will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark, trade secret, or moral rights of any third party.
  • 2. You are the creator and owner of or have the necessary licenses, rights, consents, releases, and permissions to use and to authorize us, the Website, and other Customers of the Website to use your Contributions in any manner contemplated by the Website and these Terms of Use.
  • 3. You have the written consent, release, and/or permission of each and every identifiable individual person in your Contributions to use the name or likeness of each and every such identifiable individual person to enable inclusion and use of your Contributions in any manner contemplated by the Website and these Terms of Use.
  • 4. Your Contributions are not unsolicited or unauthorized advertising, promotional materials, pyramid schemes, chain letters, spam, mass mailings, or other forms of solicitation.
  • 5. Your Contributions are not obscene, lewd, lascivious, filthy, violent, harassing, libelous, slanderous, or otherwise objectionable (as determined by us).
  • 6. Your Contributions do not ridicule, mock, disparage, intimidate, or abuse anyone.
  • 7. Your Contributions are not used to harass or threaten (in the legal sense of those terms) any other person and to promote violence against a specific person or class of people.
  • 8. Your Contributions do not violate any applicable law, regulation, or rule.
  • 9. Your Contributions do not violate the privacy or publicity rights of any third party.
  • 10. Your Contributions do not contain any material that solicits personal information from anyone under the age of 18 or exploits people under the age of 18 in a sexual or violent manner.
  • 11. Your Contributions do not violate any applicable law concerning child pornography, or otherwise intended to protect the health or well-being of minors;
  • 12. Your Contributions do not include any offensive comments that are connected to race, national origin, gender, sexual preference, or physical handicap.
  • 13. Your Contributions do not otherwise violate, or link to material that violates, any provision of these Terms of Use, or any applicable law or regulation.
  • 14. Any use of the Website or the Marketplace Offerings in violation of the foregoing violates these Terms of Use and may result in, among other things, termination or suspension of your rights to use the Website and the Marketplace Offerings.

    • 10. Contribution license

    By posting your Contributions to any part of the Website, you automatically grant, and you represent and warrant that you have the right to grant, to us an unrestricted, unlimited, irrevocable, perpetual, non-exclusive, transferable, royalty-free, fully-paid, worldwide right, and license to host, use, copy, reproduce, disclose, sell, resell, publish, broadcast, retitle, archive, store, cache, publicly perform, publicly display, reformat, translate, transmit, excerpt (in whole or in part), and distribute such Contributions (including, without limitation, your image and voice) for any purpose, commercial, advertising, or otherwise, and to prepare derivative works of, or incorporate into other works, such Contributions, and grant and authorize sublicenses of the foregoing. The use and distribution may occur in any media formats and through any media channels.

    This license will apply to any form, media, or technology now known or hereafter developed, and includes our use of your name, company name, and franchise name, as applicable, and any of the trademarks, service marks, trade names, logos, and personal and commercial images you provide. You waive all moral rights in your Contributions, and you warrant that moral rights have not otherwise been asserted in your Contributions.

    We do not assert any ownership over your Contributions. You retain full ownership of all of your Contributions and any intellectual property rights or other proprietary rights associated with your Contributions. We are not liable for any statements or representations in your Contributions provided by you in any area on the Website. You are solely responsible for your Contributions to the Website and you expressly agree to exonerate us from any and all responsibility and to refrain from any legal action against us regarding your Contributions.

    We have the right, in our sole and absolute discretion, (1) to edit, redact, or otherwise change any Contributions; (2) to re-categorize any Contributions to place them in more appropriate locations on the Website; and (3) to pre-screen or delete any Contributions at any time and for any reason, without notice. We have no obligation to monitor your Contributions.

    11. Guidelines for reviews

      We may provide you areas on the Website to leave reviews or ratings. When posting a review, you must comply with the following criteria:
  • 1. you should have firsthand experience with the person/entity being reviewed
  • 2. your reviews should not contain offensive profanity, or abusive, racist, offensive, or hate language
  • 3. your reviews should not contain discriminatory references based on religion, race, gender, national origin, age, marital status, sexual orientation, or disability
  • 4. your reviews should not contain references to illegal activity
  • 5. you should not be affiliated with competitors if posting negative reviews
  • 6. you should not make any conclusions as to the legality of conduct
  • 7. you may not post any false or misleading statements
  • 8. you may not organize a campaign encouraging others to post reviews, whether positive or negative.

    • We may accept, reject, or remove reviews at our sole discretion. We have absolutely no obligation to screen reviews or to delete reviews, even if anyone considers reviews objectionable or inaccurate. Reviews are not endorsed by us, and do not necessarily represent our opinions or the views of any of our affiliates or partners. We do not assume liability for any review or for any claims, liabilities, or losses resulting from any review. By posting a review, you hereby grant to us a perpetual, non-exclusive, worldwide, royalty-free, fully-paid, assignable, and sublicensable right and license to reproduce, modify, translate, transmit by any means, display, perform, and/or distribute all content relating to reviews.

    12. Submission

    You acknowledge and agree that any questions, comments, suggestions, ideas, feedback, or other information regarding the Website or the Marketplace Offerings ("Submissions") provided by you to us are non-confidential and shall become our sole property. We shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for any lawful purpose, commercial or otherwise, without acknowledgment or compensation to you. You hereby waive all moral rights to any such Submissions, and you hereby warrant that any such Submissions are original with you or that you have the right to submit such Submissions. You agree there shall be no recourse against us for any alleged or actual infringement or misappropriation of any proprietary right in your Submissions.

    13. Third party Websites and content

    The Website may contain (or you may be sent via the Website or the Marketplace Offerings) links to other Websites ("Third-Party Websites") as well as articles, photographs, text, graphics, pictures, designs, music, sound, video, information, applications, software, and other content or items belonging to or originating from third parties ("Third-Party Content"). Such Third-Party Websites and Third-Party Content are not investigated, monitored, or checked for accuracy, appropriateness, or completeness by us, and we are not responsible for any Third Party Websites accessed through the Website or any Third-Party Content posted on, available through, or installed from the Website, including the content, accuracy, offensiveness, opinions, reliability, privacy practices, or other policies of or contained in the Third-Party Websites or the Third-Party Content. Inclusion of, linking to, or permitting the use or installation of any Third-Party Websites or any Third-PartyContent does not imply approval or endorsement thereof by us. If you decide to leave the Website and access the Third-Party Websites or to use or install any Third-Party Content, you do so at your own risk, and you should be aware these Terms of Use no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any Website to which you navigate from the Website or relating to any applications you use or install from the Website. Any purchases you make through Third-Party Websites will be through other Websites and from other companies, and we take no responsibility whatsoever in relation to such purchases which are exclusively between you and the applicable third party. You agree and acknowledge that we do not endorse the products or services offered on Third-Party Websites and you shall hold us harmless from any harm caused by your purchase of such products or services. Additionally, you shall hold us harmless from any losses sustained by you or harm caused to you relating to or resulting in any way from any Third-Party Content or any contact with Third-Party Websites.

    14. Website management

      We reserve the right, but not the obligation, to:
  • 1. monitor the Website for violations of these Terms of Use
  • 2. take appropriate legal action against anyone who, in our sole discretion, violates the law or these Terms of Use, including without limitation, reporting such Customer to law enforcement authorities
  • 3. in our sole discretion and without limitation, refuse, restrict access to, limit the availability of, or disable (to the extent technologically feasible) any of your Contributions or any portion thereof
  • 4. in our sole discretion and without limitation, notice, or liability, to remove from the Website or otherwise disable all files and content that are excessive in size or are in any way burdensome to our systemsotherwise manage the Website in a manner designed to protect our rights and property and to facilitate the proper functioning of the Website and the Marketplace Offerings.

    • 15. Personal Data Privacy

    We care about data privacy and security. Please review our Privacy Policy. By using the Website or the Marketplace Offerings, you agree to be bound by our Privacy Policy, which is an integral part of legal agreements between Customers and us.

    16. Copywriting infringements

    We respect the intellectual property rights of others. If you believe that any material available on or through the Website infringes upon any copyright you own or control, please immediately notify us using the contact information provided below (a "Notification"). A copy of your Notification will be sent to the person who posted or stored the material addressed in the Notification. Please be advised that pursuant to applicable law you may be held liable for damages if you make material misrepresentations in a Notification. Thus, if you are not sure that material located on or linked to by the Website infringes your copyright, you should consider first contacting an attorney.

    17. Terms and termination

    These Terms of Use shall remain in full force and effect while you use the Website. WITHOUT LIMITING ANY OTHER PROVISION OF THESE TERMS OF USE, WE RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION AND WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND USE OF THE Website AND THE MARKETPLACE OFFERINGS (INCLUDING BLOCKING CERTAIN IP ADDRESSES), TO ANY PERSON FOR ANY REASON OR FOR NO REASON, INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY REPRESENTATION, WARRANTY, OR COVENANT CONTAINED IN THESE TERMS OF USE OR OF ANY APPLICABLE LAW OR REGULATION. WE MAY TERMINATE YOUR USE OR PARTICIPATION IN THE Website AND THE MARKETPLACE OFFERINGS OR DELETE YOUR ACCOUNT AND ANY CONTENT OR INFORMATION THAT YOU POSTED AT ANY TIME, WITHOUT WARNING, IN OUR SOLE DISCRETION.

    If we terminate or suspend your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your account, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress.

    18. Governing law

    These conditions are governed by and interpreted following the laws of Germany, and the use of the United Nations Convention of Contracts for the International Sales of Goods is expressly excluded. Custom Surgical GmbH and yourself both agree to submit to the non-exclusive jurisdiction of the courts of Bavaria, which means that you may make a claim to defend your consumer protection rights in regards to these Conditions of Use in Germany.

    19. Disclaimer

    THE Website IS PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU AGREE THAT YOUR USE OF THE Website SERVICES WILL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE Website AND YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE Website'S CONTENT OR THE CONTENT OF ANY WebsiteS LINKED TO THIS Website AND WE WILL ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (1) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (2) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE Website, (3) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (4) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE Website, (5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE Website BY ANY THIRD PARTY, AND/OR (6) ANY ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE Website. WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE Website, ANY HYPERLINKED Website, OR ANY Website OR MOBILE APPLICATION FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND WE WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND ANY THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.

    IN NO EVENT WILL WE OR OUR DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA, OR OTHER DAMAGES ARISING FROM YOUR USE OF THE Website, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE LESSER OF THE AMOUNT PAID, IF ANY, BY YOU TO US. CERTAIN US STATE LAWS AND INTERNATIONAL LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.

    We cannot guarantee the Website and the Marketplace Offerings will be available at all times. We may experience hardware, software, or other problems or need to perform maintenance related to the Website, resulting in interruptions, delays, or errors. We reserve the right to change, revise, update, suspend, discontinue, or otherwise modify the Website or the Marketplace Offerings at any time or for any reason without notice to you. You agree that we have no liability whatsoever for any loss, damage, or inconvenience caused by your inability to access or use the Website or the Marketplace Offerings during any downtime or discontinuance of the Website or the Marketplace Offerings. Nothing in these Terms of Use will be construed to obligate us to maintain and support the Website or the Marketplace Offerings or to supply any corrections, updates, or releases in connection therewith.

    20. Indemnification

    You agree to defend, indemnify, and hold us harmless, including our subsidiaries, affiliates, and all of our respective officers, agents, partners, and employees, from and against any loss, damage, liability, claim, or demand, including reasonable attorneys' fees and expenses, made by any third party due to or arising out of:

    (1) your Contributions; (2) use of the Website; (3) breach of these Terms of Use; (4) any breach of your representations and warranties set forth in these Terms of Use; (5) your violation of the rights of a third party, including but not limited to intellectual property rights; or (6) any overt harmful act toward any other Customer of the Website with whom you connected via the Website. Notwithstanding the foregoing, we reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate, at your expense, with our defense of such claims. We will use reasonable efforts to notify you of any such claim, action, or proceeding which is subject to this indemnification upon becoming aware of it.

    21. Electronic communications, signatures, and data

    Visiting the Website, sending us emails, and completing online forms constitute electronic communications. You consent to receive electronic communications, and you agree that all agreements, notices, disclosures, and other communications we provide to you electronically, via email and on the Website, satisfy any legal requirement that such communication be in writing. YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS, AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED BY US OR VIA THE Website. You hereby waive any rights or requirements under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by any means other than electronic means.

    22. Miscellaneous

    These Terms of Use and any policies or operating rules posted by us on the Website or in respect to the Website constitute the entire agreement and understanding between you and us. Our failure to exercise or enforce any right or provision of these Terms of Use shall not operate as a waiver of such right or provision. These Terms of Use operate to the fullest extent permissible by law. We may assign any or all of our rights and obligations to others at any time. We shall not be responsible or liable for any loss, damage, delay, or failure to act caused by any cause beyond our reasonable control. If any provision or part of a provision of these Terms of Use is determined to be unlawful, void, or unenforceable, that provision or part of the provision is deemed severable from these Terms of Use and does not affect the validity and enforceability of any remaining provisions. There is no joint venture, partnership, employment or agency relationship created between you and us as a result of these Terms of Use or use of the Website. You agree that these Terms of Use will not be construed against us by virtue of having drafted them. You hereby waive any and all defenses you may have based on the electronic form of these Terms of Use and the lack of signing by the parties hereto to execute these Terms of Use.

    There may be information on the Website that contains typographical errors, inaccuracies, or omissions that may relate to the Marketplace Offerings, including descriptions, pricing, availability, and various other information. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update the information on the Website at any time, without prior notice.

    23. Contact us

    In order to resolve a complaint regarding the Website or to receive further information regarding the use of the Website, please contact us at: Custom Surgical GmbH Atelierstralle, 29, Munchen 81671 Germany Phone: +4915234689005 support@customsurgical.co