DIGITAL FOCUS – is the trademark of S.C. DIGITAL FOCUS S.R.L., a legal person with Romanian nationality, with the registered office in Bucharest, 12 Virtutii St., Building R11A, Apartment 34, District 6, registered with the Trade Register with number J40/7432/18.06.2015, Tax Code 34671035.
Seller – DIGITAL FOCUS S.R.L.
Agent (a certified doctor) – The user that has an individual Account in the DIGITAL FOCUS application, that places orders on behalf of one or more customers (legal persons). The Agent shall accept the terms and conditions for every Order, being vested by the Purchaser with the power to represent the Purchaser in its relation with the Seller.
Purchaser – a natural or legal person that has an Account on the Website and places an Order through an Agent.
Power of Attorney – a document whereby the Purchaser undertakes to be represented in its relation with the Seller by a certified Agent (a certified doctor), who has or gets access to the CONTENT by any means of communication made available by DIGITAL FOCUS (electronic, telephone, etc) or based on an existing user agreement between DIGITAL FOCUS and the Agent, which involves setting up and using an ACCOUNT.
Account – the Website section composed of an email address and a password, which enables the Agent to send an Order and which contains information about the Agent/Purchaser and the history of the Agent/Purchaser on the Website.
Website – the domain www.DIGITALFOCUSORTHO.com and its sub-domains.
Order – an electronic document which intervenes as a form of communication between the Seller and the Agent/Purchaser, whereby the Agent/Purchaser sends to the Seller, through the Website, its intention to buy Goods and Services.
Agreement – is the distance contract entered into by the Seller and the Purchaser, without the simultaneous physical presence of the Seller and the Purchaser.
Goods and Services – any product and service, including the documents and the services indicated in the Order, which will be supplied or provided by the Seller to the Purchaser based on the Order placed by the Agent.
Campaign – an action whereby a definite number of Goods and/or Services, with a limited and pre-determined stock, are displayed for a limited period of time determined by the Seller.
• any and all information on the Website that can be visited, viewed or otherwise accessed by using an electronic device;
• the content of any email sent to Agents by the Seller through electronic means and/or any other available means of communication;
• any information communicated through any means by an employee/collaborator of the Seller to the Purchaser according to the contact information, whether or not it is specified by the Purchaser;
• information connected to the Goods and/or Services and/or the rates applied by the Seller over a specific period;
• data referring to the Seller or any privileged data of the Seller.
Document – these Terms and Conditions.
Newsletter – a regular, exclusively electronic means of providing information, namely the electronic mail (email, SMS), about the Goods and Services and/or the promotions carried out by the Seller over a specific period, with no commitment on the part of the Seller with reference to the information it contains.
Specifications – any and all specifications and/or descriptions related to the Goods and Services such as set out in their description.
Transaction – receiving or refunding any amount resulting from the sale of a Good and/or Service by DIGITAL FOCUS to the Purchaser, irrespective of the delivery method.
Online payment – the payment service provided by the payment processor that is integrated into the Website, made available for Agents and/or Purchasers through the Website for making an online payment with card.
- CONTRACT DOCUMENTS
2.1. By registering an Order o the Website, the Purchaser – represented by the Agent – accepts the form of communication (telephone, email, SMS and other) used by the Seller to conduct its business operations.
2.2. The notice received by the Agent and the Purchaser, after placing the Order, is for information purposes and does not mean an acceptance of the Order. This notice is delivered by telephone, by email, by SMS, or otherwise.
2.3. For reasonable grounds, the Seller reserves a right to change the amount of Goods and/or Services in the Order. If the Seller changes the Goods and/or Services in the Order, it will inform the Agent using the email address or the telephone number made available to the Seller when placing the Order and will return any possible amounts paid in advance.
2.4. The Order placed by the Agent is deemed to be confirmed by the Seller at the time of issuance of the confirmation of the Order acceptance by electronic mail and/or SMS.
2.5. For the Orders that are to be delivered, the rates and reservations of Goods and/or Services are valid for seventy-two (72) hours from the registration of the Order by the Agent/Purchaser.
2.6. The document and the information made available by the Seller on its Website shall be the basis of the Agreement, this being supplemented, as appropriate, by the Conformity Certificate for the purchased Goods, issued by the Seller or a Supplier of the Seller.
- THE ONLINE SALE POLICY
3.1. The access for the purpose of placing an Order is granted to any registered Agent.
For reasonable grounds, DIGITAL FOCUS reserves a right to restrict the access of the Agent with regard to the placement of an Order and/or to some accepted methods of payment, in case that DIGITAL FOCUS considers that, given the conduct or the activity of the Agent/Purchaser on the Website, their action could somehow cause damage to DIGITAL FOCUS. In any such cases, the Agent/Purchaser may contact the Customer Service Department of DIGITAL FOCUS for information about the reasons underlying the application of the above measures.
3.2. The communication with the Seller may take place through direct interaction or via the addresses indicated in the “Contact” section of the Website. The Seller is free to manage the information it receives in accordance with the legal provisions in force.
3.3 In case of any unusual high traffic volume coming from an Internet network, DIGITAL FOCUS reserves a right to ask the Agents/Purchasers to manually enter the validation codes of the CAPTCHA type, for protecting the information on the Website.
3.4. DIGITAL FOCUS may publish on the Website information about the Goods and/or Services and/or its promotions over a period of time.
3.5. All the prices related to the Goods and/or Services presented on the Website are expressed in EUR and include the legal VAT rate.
3.6. In case of online payments, the Seller is not/cannot be made responsible for any additional costs incurred by the Purchaser, including, but not limited to, any conversion charges applied by the bank which issued the card of the Purchaser, in case that its currency is other than RON. The responsibility for this action falls entirely on the Purchaser.
3.8 All information used to describe the Goods and/or Services available on the Website (static images/ dynamic images/ multimedia presentations etc.) is not a contract obligation on the part of the Seller, any such information being exclusively used for presentation purposes.
- TRANSFER AND SUBCONTRACTING
The Seller may transfer to and/or subcontract a third party for Services related to meeting the Order, and will inform the Agent/Purchaser thereof, the consent of the Agent/Purchaser not being necessary. The Seller will be responsible to the Purchaser at all times for all contract obligations.
- INTELECTUAL PROPERTY RIGHTS AND INDUSTRIAL RIGHTS
5.1. The Content, such as defined in the Preamble, including, but not limited to, the logos, styled representations, trademarks, static images, dynamic images, text and/or multimedia content presented on the Website, is the exclusive property of DIGITAL FOCUS or its partners, and DIGITAL FOCUS reserves all rights arising directly or indirectly in connection with it (by virtue of user and/or publishing licences).
5.2. The Agent/Purchaser may copy, distribute, publish, transfer to third parties, change and/or otherwise alter, use, link to, display, include any Content in any other context than the original content intended by DIGITAL FOCUS, include any Content elsewhere besides the Website, remove the symbols indicating the copyright of DIGITAL FOCUS in the Content, as well as participate in the transfer, sale, distribution of materials obtained by duplicating, changing or displaying the Content, only with the express written consent of DIGITAL FOCUS.
5.3. Any Content to which the Agent/Purchaser has and/or gets access to through any means falls within the scope of the Document, unless the Content is not accompanied by a specific and valid user agreement concluded between DIGITAL FOCUS and the Agent/Purchaser, and there is no implicit or express warranty formulated by DIGITAL FOCUS in respect of such Content.
5.4. The Agent/Purchaser may copy, transfer and/or use the Content only for non-commercial purposes, provided that this is not in conflict with the provisions of the Document.
5.5. In case that DIGITAL FOCUS confers to the Agent/Purchaser a right to use, in the form set out in a separate user agreement, a particular Content to which the Agent/Purchaser has or gets access under that user agreement, this right covers only that Content defined in the user agreement and only for the period of the existence of that Content on the Website or the period defined in the user agreement, in accordance with the conditions defined in the user agreement, in case that there are such conditions and they are not a contractual commitment on the part of DIGITAL FOCUS to the concerned Agent/Purchaser or any other third party that has/gets access to this transferred Content, through any means, and could suffer or suffers any damage in any way as a result of the Content, in the course of or after the expiry of the user agreement.
5.6. No Content sent to the Agent or the Purchaser, through any means of communication (electronic, telephone, etc.) or acquired by the Agent or the Purchaser by accessing, visiting and/or viewing it is not a contract obligation on the part of DIGITAL FOCUS and/or of the employee/ attorney of DIGITAL FOCUS, if any, that mediated the transfer of the Content, with regard to that Content.
5.7. It is forbidden to use the Content for any purpose other than those expressly allowed in this Document or in an accompanying user agreement, if any.
6.1. DIGITAL FOCUS will observe the confidentiality of any information of any kind provided by you. The information you provided may be disclosed only under the conditions set forth herein.
6.2. The Purchaser/Agent shall not make any public statement on, promote, issue any press release about or otherwise disclose to third parties the Order/Agreement without the prior written consent of the Seller.
6.3. By sending information or materials through this Website, you give the Seller access to and the right to use, duplicate, display, change, transmit and distribute such materials and information. You also agree to the Seller using freely, in its own interest, the information, ideas, concepts, know-how or techniques you sent through the Website. DIGITAL FOCUS will keep the data provided by you confidential according to the relevant laws.
6.4. By entering the database of DIGITAL FOCUS, the Agent/Purchaser gives its express consent, within the limits provided by the laws in force, to be contacted by third parties that are partners of DIGITAL FOCUS – providers of marketing services and other service providers in connection with the object of the Agreement entered into by the Purchaser and the Seller, other companies that may develop together with DIGITAL FOCUS joint programmes for offering the Goods and/or Services – as well as by public or governmental agencies, when the specific legislation so requires.
- THE PROCESSING OF PERSONAL DATA
According to the legal requirements in force on the protection of persons with regard to the processing of their personal data and on the free movement of such data, DIGITAL FOCUS has the obligation to handle securely – and only for the specified purposes – the personal data you provide to us.
8.1. The DIGITAL FOCUS Newsletters are sent through specialised partners approved by DIGITAL FOCUS. Therefore, the confidentiality and security of information are ensured.
8.2. When an Agent has set up an Account on the Website, the Agent may express its agreement with regard to Newsletters. The Customer may change its option with regard to this agreement at any time:
8.2.1. By contacting DIGITAL FOCUS for this purpose.
8.2.2. By changing the settings in the Customer Account in the section “Account Details”.
8.2.3. By accessing the ‘opt-out’ link displayed in the commercial messages received from the Seller.
8.3. ‘Opting-out’ of receiving Newsletters does not involve a withdrawal of the consent given for this Document.
9.1. The Agent may place Orders on the Website by adding Goods and/or Services in the cart and complete the Order by making the payment choosing one of the payment methods expressly indicated. Once added in the cart, a Good and/or Service is available for any purchase in so far as it is confirmed by the Seller. Adding a Good/Service in the Order, without completing the Order, does not involve any registration of an order.
9.2. By completing the Order, the Agent (on behalf of the Purchaser) acknowledges that all the data provided by the Agent, which are necessary in the purchase process, are correct, complete and accurate at the date of placement of the Order.
9.3. By completing the Order, the Agent (on behalf of the Purchaser) acknowledges that the Seller may contact the Agent, through any means available to/approved by the Seller, in any situation where it is necessary to contact the Agent/Purchaser.
9.4. The Order must be accepted by the Seller so as to go on stream. An Order is accepted only after a technician has checked the information and the compatibility between the requested solution and the situation of the patient has been confirmed. After the Order has been confirmed by the Seller, an explicit message shall confirm the acceptance and the initiation of delivery/ production.
9.5. The Seller may annul the Order placed by the Agent following a prior notification sent to the Agent/Purchaser, without any further obligation of any Party to the other Party or without the possibility for any Party to claim damages against the other Party in the following cases:
9.5.1. The bank which issued the card of the Purchaser does not accept the Transaction, for online payments.
9.5.2. The Transaction is invalidated by the card processor approved by DIGITAL FOCUS, for online payments.
9.5.3. The data provided by the Agent/Purchaser on the Website are incomplete, incorrect and/or incompatible with the execution of the Order.
9.6. The Agent/Purchaser has the right to withdraw from the Agreement, namely to drop a Good or a Service, within 24 hours from the placement of the Order, without indicating any reason and without bearing other costs than any possible costs of delivery.
9.7. In case that the Agent/Purchaser requests to withdraw from the Agreement under Clause 9.6, any possible paid amounts will be refunded as follows:
9.7.1. For Orders paid online with card ->by a refund to the account that was used to make the payment.
9.7.2. For Orders paid by money order/cash on delivery/iTransfer/bank card -> by giro transfer.
- INVOICING – PAYMENT
10.1. The prices of the Goods and Services displayed on the Website www.DIGITALFOCUSORTHO.com are expressed in EUR and include the legal VAT rate.
10.2. The price, the payment method and the term for payment are specified in each Order. The Seller shall issue to the Purchaser an invoice for the delivered Goods and Services, and the Agent/Purchaser has the obligation to provide all information that is necessary for issuing the invoice according to the laws in force.
10.3. The Seller shall send to the Agent/Purchaser the invoice related to the Order for Goods and/or Services sold by DIGITAL FOCUS, as well as for any other payment related to the Order, exclusively in electronic format, by adding the invoice to the Account of the Agent/Purchaser or by electronic mail to the email address indicated by the Purchaser in its Account.
10.4. For the proper communication of the invoice related to the Order, the Agent/Purchaser has the obligation to update as necessary the information in its Account and access the information and documents related to each Order existing in the Account.
10.5. With this kind of communication, the Agent/Purchaser, by accessing its Account, may have a record of the invoices issued by DIGITAL FOCUS, and may in its turn save and archive them at any time and how the Agent/Purchaser wants.
10.6. By sending the Order, the Agent/Purchaser agrees to receive the invoices in electronic format by having them added to its Account by DIGITAL FOCUS or by electronic mail at the email address indicated in its Account.
10.7. In case that this information does not become available for more than forty-eight (48) hours in the Account, please let us know about this situation by filling in the contact form.
10.8 The data of the card used for payment by the Purchaser will not be accessible to DIGITAL FOCUS and they will not be stored by DIGITAL FOCUS or by the payment processor integrated into the Website, but only by the authorising institution of the Transaction or another entity that is authorised to provide services connected with the storing of card data, and the Purchaser will be informed of the identity of such institution or entity before entering the data.
10.9. In some particular cases, in order to ensure the security of Transactions, when registering the Order, the Purchaser will be asked to authorise payment by re-entering the password for its Account or using the digital print in case of mobile terminals having this facility.
10.10. For reasons related to the security of Transactions, the Agent/Purchaser is advised to log out the Website and not to set the automatic login option on mobile devices. You should not disclose your access password for the Account and it is recommended to use a password with a high security level (for example, the password should contain at least eight characters, including upper case letters, small case letters, numbers and special characters).
10.11. The Agent/Purchaser may enter the data of more cards for payment, for which the online payment option may be enabled. Moreover, the Agent/Purchaser may erase any card used for online payments at any time.
- DELIVERY OF GOODS
11.1. The terms for delivery are ex-works. The Seller may deliver the Goods to the Purchaser in a door-to-door delivery system or through the sales representatives of DIGITAL FOCUS or its partners, according to the option of the Customer. In this case, the cost of transportation is determined by the Seller and will be paid by the Purchaser.
11.2. The Seller shall provide the appropriate packing of the Goods and shall ensure that their accompanying documents are sent.
11.3. The Purchaser may notify any possible inconsistencies between the Goods delivered and the invoice within 2 working days from receiving the Order. Failure to exercise this right means an implicit acceptance that the delivery was appropriate and the Purchaser took possession of the ordered Goods/Services as per the Order placed on the Website of the Seller, and no other procedures are necessary for certifying that the delivery was correct.
12.1. The Goods and Services delivered by the Seller are compliant with the quality requirements for similar products. The quality of the provided Goods and Services depends directly on the quality of the information made available to the Seller by the Agent/Purchaser at the time of placing the Order (dental prints, gyps models, digital files, diagnostic records and other).
12.2. In the case of Goods sold and delivered by DIGITAL FOCUS, the Purchaser may receive a certificate of conformity upon request.
12.3. For the Goods in the Order for which the Agent/Purchaser requested a certificate of conformity, DIGITAL FOCUS shall send this certificate of conformity to the Purchaser, exclusively in electronic format.
13.1. The Seller may not be held liable for any kind of damages which the Agent/Purchaser or any third party may suffer as a result of the performance by the Seller of any of its obligations according to the Order and for damages resulting from using the Goods and Services after delivery.
13.2. By creating and using an Account, the Agent/Purchaser accepts responsibility for keeping the Account data (user name and password) confidential and managing the access to the Account, and is responsible, under the laws in force, for the activity taking place through its Account.
13.3. By creating the Account and/or using the Content and/or placing Orders, the Agent/Purchaser expressly and unequivocally accepts the “Terms and Conditions” of the Website in their latest updated version communicated on the Website, which exists at the time of creating the Account and/or using the Content and/or at the time of placing the Order.
13.4. After creating the Account, the use of the Content equals to an acceptance of the changes that intervened with regard to the Terms and Conditions of the Website and/or of the updated versions of the Terms and Conditions of the Website.
13.5. The Terms and Conditions of the Website may be changed by DIGITAL FOCUS at any time, and they are enforceable against the Agents/Purchasers as from the date of their display on the Website. The acceptance of the Terms and Conditions of the Website is confirmed by checking the appropriate checkbox on the Website and/or by sending the Order and/or by making an online payment.
13.6. In case that the Seller finds that the Terms and Conditions have been repeatedly broken, the Seller reserves a right to suspend the possibility for the Agent/Purchaser to place Orders.
13.7. For notices and complaints about the purchased Good and/or Service, the Purchasers may use the form for notices available on the Website http://www.DIGITALFOCUSORTHO.com. The term for settling complaints or notices is at most 30 calendar days from their receipt.
- FORCE MAJEURE
14.1. No Party shall be liable for failure to perform its contract obligations, if the failure to perform its obligations within the term and/or appropriately, fully or partially, is due to a Force Majeure event. Force Majeure is an unpredictable and insurmountable event, beyond the control of the Parties.
14.2. If the Force Majeure event does not cease within fifteen (15) days from its occurrence, any Party will be entitled to notify the other Party the termination of the Agreement as of right, without the possibility for any Party to claim damages against the other Party.
- GOVERNING LAW – JURISDICTION
This Agreement is governed by the Romanian law. Any possible disputes arising between DIGITAL FOCUS and the Agent/ Purchaser shall be settled amicably, or, in case that this is not possible, the disputes shall be settled by the competent courts of Bucharest.