TRIOS Care is a subsription offered to end-users of TRIOS 3 Basic, TRIOS 3, TRIOS 3 Wireless, TRIOS 4, TRIOS 5 and newer versions, in combination with a pod or Move+ solution (the “TRIOS System”) on a number of services described in these terms and conditions. The terms and conditions constitute an agreement between 3Shape (as defined below) and an end-user of a TRIOS System (“End-user”).
License to 3Shape software is provided under the General License Terms and Conditions for 3Shape Software. In case of discrepancies, the General License Terms and Conditions for 3Shape Software shall prevail.TRIOS Care includes the license to software included with the TRIOS System, exclusive of any software licenses added by means of promotions (TRIOS Care Software). Additional software licenses for other 3Shape or 3rd party software may be acquired separately.
3Shape will provide for all TRIOS Care subscribers to update their TRIOS Care Software to the latest versions of the TRIOS Care Software. Software updates will be made available to End-user when they are approved in the end-user’s jurisdiction. 3Shape may at any time deny support to End-users who fail to update their software to the latest version available in their location.
Selected software features may be made available only to TRIOS Care End-users, although 3Shape does not offer any guarantee that all features will be released to TRIOS Care End-users nor that 3Shape will release new features. The availability of features is dependent on regulatory approval in the End-user’s jurisdiction.
TRIOS Care extended warranty covers the TRIOS System. 3Shape warrants that the TRIOS System hardware is free from defects in material and labor and will perform according to specifications for a warranty period of up to five (5) years from first date of acceptance of these terms and provided the TRIOS Care terms are complied with and in force (“Warranty Period”). The extended warranty extends to accessories like pods, dongles, and chargers. However, no extended warranty is offered on third party products, such as PC’s nor for consumable products like tips, calibration targets, batteries, and cords.
During the Warranty Period, 3Shape will at its discretion replace or repair itself or through subcontractors any TRIOS System, which fails to perform to its specifications provided that the TRIOS System was used and maintained in accordance with the applicable operator maintenance instructions. In case of replacement, 3Shape commits to replace the TRIOS System with a quality tested and refurbished similar TRIOS System of at least the same version as the damaged TRIOS System. In jurisdictions where offering replacement is not logistically or otherwise feasible, 3Shape will offer a repair service and attempt to make a loaner-scanner available during the repair period.
This warranty does not cover failures due to misuse, abuse, negligence, or repairs or alterations by the End-user or by third parties other than 3Shape or 3Shape's subcontractors. This warranty covers up to three (3) repairs or replacements occurring as the result of unforeseen accidents like drops, natural disasters, or the like. The categorization of an accident is determined solely by 3Shape upon input from End-user.
3Shape will cover shipment costs associated with repair or replacement of the TRIOS System. A request for repair or replacement under warranty must be received by 3Shape support either by phone or at [email protected] within the Warranty Period.
3Shape strives to replace or repair the TRIOS System under warranty as fast as possible. The period from the end-user’s request for repair or replacement until delivery of the repaired or replaced TRIOS System will be subject to 3Shape’s logistical setup, local conditions, and several factors outside 3Shape’s control, including but not limited to customs clearance and cross docking with 3Shape resellers. 3Shape is not liable for any loss of business as a result of repair and replacement times.
In case of a replacement or having been provided with a loaner scanner, the End-user is responsible for returning the defective or borrowed TRIOS System to 3Shape without unnecessary delay after receipt of the replacement or repaired scanner. Failure to return the defective or borrowed scanner provides 3Shape with the right to suspend the TRIOS Care Software license until the defective or borrowed scanner is received by 3Shape. Note that the warranty period of up to 5 years will be based on the original Warranty Period and not the date of the repaired or the replaced product’s deployment.
Under these terms for TRIOS Care, the End-user will be eligible to receive a discount on additional TRIOS Care subscriptions, e.g. if the End-user acquires an additional TRIOS Scanner, TRIOS Care on that scanner will be offered with a discount.
3Shape may offer a trade-up program and other discounts to End-users who wish to upgrade their current TRIOS Scanner to a newer version or purchase other 3Shape products. The value of the trade-up program and discounts is at 3Shape’s discretion and may vary.
Under TRIOS Care, the End user will receive 100 complimentary points that may be redeemed through 3Shape Academy’s booking solution in exchange for selected offerings available on this booking platform.
Under TRIOS Care, the End user can schedule a yearly session with a Dental Expert through 3Shape Academy’s book-ing solution.
TRIOS Care is activated upon the acceptance of these terms, and the End-User will be invoiced by 3Shape or the Reseller from whom the end-user purchases TRIOS Care (‘Reseller’) on the 1st of the month following acceptance. The TRIOS Care subscription will renew on every anniversary of the acceptance (‘Renewal Date’) subject to termination or downgrade, cf. below. The End-user will be invoiced the then-current rate for TRIOS Care, plus applicable taxes, every year or on a monthly basis until termination or downgrade of the TRIOS Care subscription. 3Shape may at their discretion offer promotions or free trial periods which may superseede this section.
The End-user may at any time terminate their TRIOS Care subscription by written notice to the Reseller or, if available to End-user, via 3Shape’s eCommerce platform with immediate effect. Upon termination, the license to TRIOS Care Software is terminated and fees already paid are not refunded to the End-user. Consequently, the End-user will not be able to use any TRIOS Care software, and this may affect the operability of other 3Shape software acquired separately from TRIOS Care Software. 3Shape may terminate TRIOS Care license with a 3-month notice to the End-user and if applicable, refund any amount paid by End-user or Reseller for the remaining period until the Renewal Date.
The End-user may downgrade to TRIOS Only at the earliest during the last 90 days before the first Renewal Date, or at any time in the following years by written notice to the Reseller or, if available via 3Shape’s eCommerce platform. Upon receipt of downgrade notice the TRIOS Care subscription will be downgraded to TRIOS Only on the first following Renewal Date. Upon downgrade from TRIOS Care to TRIOS Only, the terms and conditions of TRIOS Only will apply, see below.
If the End-user terminates their TRIOS Care subscription or downgrades to TRIOS Only as described above within fourteen (14) days of the Renewal Date and the associated invoice has been paid, the End-user or the End-user’s Reseller will be refunded for the associated invoice. Should the End-user choose to terminate or downgrade to TRIOS Only after 14 days, the payment is non-refundable, and TRIOS Care service will continue until the first following Renewal Date.
Upon failure by the End-user to pay for TRIOS Care in full and on time, 3Shape will be entitled to terminate the End-user’s TRIOS Care subscription, including the TRIOS Care software, on the Renewal Date.
SUBJECT TO THE WARRANTY PROVIDED ABOVE, NEITHER 3SHAPE, NOR ANY OF ITS RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS MAKE ANY WARRANTY WHATSOEVER, INCLUDING, WITHOUT LIMITATION, THAT THE TRIOS SYSTEM, PRODUCT OR SERVICES WILL BE UNINTERRUPTED OR ERROR FREE; NOR DOES 3SHAPE MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF ANY PURCHASED PRODUCT OR SERVICES OR AS TO THE ACCURACY, RELIABILITY, QUALITY OR CONTENT OF ANY INFORMATION, PRODUCT OR SERVICES PROVIDED. TO THE EXTENT PERMITTED BY APPLICABLE LAW, 3SHAPE WEBSITES AND ALL INFORMATION, CONTENT AND SERVICES CONTAINED THEREON ARE PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. 3SHAPE EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES OF TITLE OR NON-INFRINGEMENT OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OTHER THAN THOSE WARRANTIES WHICH ARE INCAPABLE OF EXCLUSION, RESTRICTION OR MODIFICATION UNDER THE LAWS APPLICABLE TO THIS AGREEMENT. USE OF ANY 3SHAPE WEBSITE IS AT YOUR SOLE RISK.
SUBJECT TO ANY APPLICABLE LAWS WHICH PROHIBIT THE FOLLOWING LIMITATIONS AND EXCLUSIONS, THE DISCLAIMERS OF LIABILITY CONTAINED IN THIS SECTION APPLY TO ANY DAMAGES OR INJURY CAUSED BY ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORISED ACCESS TO, ALTERATION OF, OR USE OF THE 3SHAPE WEBSITES, TRIOS SYSTEM AND ANY PURCHASED PRODUCT OR SERVICES, WHETHER FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, OR UNDER ANY OTHER CAUSE OF ACTION.
IN NO EVENT WILL 3SHAPE OR ANY OF ITS RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS BE LIABLE FOR: (A) ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO (I) THE USE OF OR INABILITY TO USE 3SHAPE’S WEBSITES AND ANY SERVICE, PRODUCT OR LICENSE OFFERED UNDER TRIOS CARE, (II) THE BREACH OF ANY REPRESENTATION OR WARRANTY, (III) ANY IN-DIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO 3SHAPE’S SERVICE, PRODUCT OR LICENSE UNDER TRIOS CARE, EVEN IF 3SHAPE WAS PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN THE EVENT ANY CLAIM RELATING TO THE PERFORMANCE OR NONPERFORMANCE BY 3SHAPE PURSUANT TO THESE TERMS AND CONDITIONS, OR IN ANY OTHER WAY CONCERNING 3SHAPE’S WEBSITES, PRODUCTS OR SERVICES, IS MADE BY YOU, THE ACTUAL DAMAGES TO WHICH YOU MAY BE ENTITLED SHALL BE LIMITED TO THE FEES, IF ANY, PAID BY YOU FOR PRODUCTS OR SERVICES PROVIDED UNDER TRIOS CARE.
SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF STATUTORY OR IMPLIED WARRANTIES, OR THE EXCLUSION OR LIMITATION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES, INCLUDING (AS APPLICABLE IN YOUR JURISDICTION), WARRANTIES OF TITLE, POSSESSION, FITNESS FOR A PARTICULAR PURPOSE, QUALITY, CORRESPONDENCE WITH A DESCRIPTION OR SAMPLE OF THE APPLICABLE GOODS, AND THAT SERVICES WILL BE CARRIED OUT AT A REASONABLE PRICE, USING REASONABLE SKILL AND WITHIN A REASONABLE TIME. IN SUCH STATES OR JURISDICTIONS THE LIMITATIONS AND EXCLUSIONS SET FORTH IN THIS SECTION MAY NOT APPLY TO YOU. CONSEQUENTLY, IN SUCH STATES OR JURISDICTIONS, THE LIABILITY OF 3SHAPE AND ANY OF ITS RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS IS LIMITED TO THE EXTENT PERMITTED BY LAW, THEREBY MINIMIZING THE LIABILITY OF SUCH PARTIES TO THE LOWEST AMOUNT PERMITTED BY APPLICABLE LAW. THIS LIMITATION IS INDEPENDENT OF ANY OTHER LIMITATION SET FORTH IN THIS AGREEMENT.
These terms and conditions will be governed by and interpreted in accordance with the laws of Denmark. 3Shape and End-users agree that the exclusive venue for any dispute between the parties arising out of these terms and conditions or pertaining to the subject matter thereof will be in the courts in Copenhagen.
By agreeing to these terms and conditions, End-Users acknowledge that 3Shape retains the unfettered right to modify the 3Shape websites and its products and services offerings. 3Shape makes changes to the 3Shape products, service offerings and websites on a continual basis.
TRIOS Only is a subscription that allows End-users to enjoy TRIOS scanning software at no monthly or annual fee. TRIOS Only is offered to all End-users of a TRIOS System upon downgrade from TRIOS Care on the conditions set forth below, except as otherwise explicitly agreed with 3Shape (as defined below). The terms and conditions for TRIOS Only applies in addition to the General License Terms and Conditions for 3Shape Software. In case of discrepancies, the General License Terms and Conditions for 3Shape Software shall prevail.
TRIOS Only includes the license to use the software that is included with the TRIOS System upon purchase, exclusive of any software licenses added by means of promotions or made available exclusively to TRIOS Care subscribers (TRIOS Only Software). Additional software licenses for other 3Shape or 3rd party software may be acquired separately.
3Shape will provide for all TRIOS Only subscribers to update their software to the latest versions subject to the limitation in this section. Software updates will be made available to End-user when they are approved in the End-user’s jurisdiction. 3Shape may at any time deny support to End-users who fail to update their software to the latest version available in their location. 3Shape does not guarantee that these updates include new functionalities and may limit the availability of new functionalities under the TRIOS Only terms and conditions.
3Shape commits to offer remote support. 3Shape may at its discretion charge a fee for offering any support under the TRIOS Only terms and conditions.
The TRIOS Only license will be in force until terminated. The End-user may at any time terminate their TRIOS Only license through request to their reseller or, if available to the End-user, through 3Shape’s eCommerce platform. Upon termination the license to TRIOS Only Software is revoked immediately and the End-user will not be able to use any TRIOS Only software. This may affect the operability of other 3Shape software acquired separately from TRIOS Only software.
The End-user may at any time upgrade from TRIOS Only to TRIOS Care at no additional fee than the then current rate of TRIOS Care. The warranty provided under TRIOS Care, shall not apply the first 3 months upon upgrade from TRIOS Only to TRIOS Care. Further, the Warranty Period will not be extended.
Subject to the warranty provided above, NEITHER 3SHAPE, NOR ANY OF ITS RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS MAKE ANY WARRANTY WHATSOEVER, INCLUDING, WITHOUT LIMITATION, THAT THE TRIOS SYSTEM, PRODUCT OR SERVICES WILL BE UNINTERRUPTED OR ERROR FREE; NOR DOES 3SHAPE MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF ANY PURCHASED PRODUCT OR SERVICES OR AS TO THE ACCURACY, RELIABILITY, QUALITY OR CONTENT OF ANY INFORMATION, PRODUCT OR SERVICES PROVIDED. TO THE EXTENT PERMITTED BY APPLICABLE LAW, 3SHAPE WEBSITES AND ALL INFORMATION, CONTENT AND SERVICES CONTAINED THEREON ARE PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. 3SHAPE EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES OF TITLE OR NON-INFRINGEMENT OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OTHER THAN THOSE WARRANTIES WHICH ARE INCAPABLE OF EXCLUSION, RESTRICTION OR MODIFICATION UNDER THE LAWS APPLICABLE TO THIS AGREEMENT. USE OF ANY 3SHAPE WEBSITE IS AT YOUR SOLE RISK.
SUBJECT TO ANY APPLICABLE LAWS WHICH PROHIBIT THE FOLLOWING LIMITATIONS AND EXCLUSIONS, THE DISCLAIMERS OF LIABILITY CONTAINED IN THIS SECTION APPLY TO ANY DAMAGES OR INJURY CAUSED BY ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORISED ACCESS TO, ALTERATION OF, OR USE OF THE 3SHAPE WEBSITES, TRIOS SYSTEM AND ANY PURCHASED PRODUCT OR SERVICES, WHETHER FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, OR UNDER ANY OTHER CAUSE OF ACTION.
IN NO EVENT WILL 3SHAPE OR ANY OF ITS RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS BE LIABLE FOR: (A) ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO (I) THE USE OF OR INABILITY TO USE 3SHAPE’S WEBSITES AND ANY SERVICE, PRODUCT OR LICENSE OFFERED UNDER TRIOS ONLY, (II) THE BREACH OF ANY REPRESENTATION OR WARRANTY, (III) ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO 3SHAPE’S SERVICE, PRODUCT OR LICENSE UNDER TRIOS ONLY, EVEN IF 3SHAPE WAS PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN THE EVENT ANY CLAIM RELATING TO THE PERFORMANCE OR NONPERFORMANCE BY 3SHAPE PURSUANT TO THESE TERMS AND CONDITIONS, OR IN ANY OTHER WAY CONCERNING 3SHAPE’S WEBSITES, PRODUCTS OR SERVICES, IS MADE BY YOU, THE ACTUAL DAMAGES TO WHICH YOU MAY BE ENTITLED SHALL BE LIMITED TO THE FEES, IF ANY, PAID BY YOU FOR PRODUCTS OR SERVICES PROVIDED UNDER TRIOS ONLY.
SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF STATUTORY OR IMPLIED WARRANTIES, OR THE EXCLUSION OR LIMITATION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES, INCLUDING (AS APPLICABLE IN YOUR JURISDICTION), WARRANTIES OF TITLE, POSSESSION, FITNESS FOR A PARTICULAR PURPOSE, QUALITY, CORRESPONDENCE WITH A DESCRIPTION OR SAMPLE OF THE APPLICABLE GOODS, AND THAT SERVICES WILL BE CARRIED OUT AT A REASONABLE PRICE, USING REASONABLE SKILL AND WITHIN A REASONABLE TIME. IN SUCH STATES OR JURISDICTIONS THE LIMITATIONS AND EXCLUSIONS SET FORTH IN THIS SECTION MAY NOT APPLY TO YOU. CONSEQUENTLY, IN SUCH STATES OR JURISDICTIONS, THE LIABILITY OF 3SHAPE AND ANY OF ITS RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS IS LIMITED TO THE EXTENT PERMITTED BY LAW, THEREBY MINIMIZING THE LIABILITY OF SUCH PARTIES TO THE LOWEST AMOUNT PERMITTED BY APPLICABLE LAW. THIS LIMITATION IS INDEPENDENT OF ANY OTHER LIMITATION SET FORTH IN THIS AGREEMENT.
These terms and conditions will be governed by and interpreted in accordance with the laws of Denmark. 3Shape and End-users agree that the exclusive venue for any dispute between the parties arising out of these terms and conditions or pertaining to the subject matter thereof will be in the courts in Copenhagen.
By agreeing to these terms and conditions, End-Users acknowledge that 3Shape retains the unfettered right to modify the 3Shape websites and its products and services offerings. 3Shape makes changes to the 3Shape products, service offerings and websites on a continual basis. End-users acknowledge that 3Shape can and will, at its discretion, modify features, functions, or abilities of any element of 3Shape websites, products and/or services.
3Shape makes available to End-users of legacy ‘CliniCare’ subscriptions, the option to convert their current subscription to TRIOS Care. Subscriptions eligible for conversion are listed on 3Shape’s eCommerce platform and is available to resellers. For End-users converting from CliniCare subscriptions to TRIOS Care, the following special terms apply:
The Warranty Period under these special terms commences on the date of purchase of the relevant TRIOS System and applies for up to five (5) years from this date (“Warranty Period CliniCare Conversion”). For example, and for the sake of clarity, the Warranty Period CliniCare Conversion for a TRIOS System purchased by End-user with a CliniCare subscription on 1st January 2019 will lapse no later than 31st December 2023 or when the End-user downgrades to TRIOS Only.
Upon conversion from a CliniCare subscription to TRIOS Care, the End-user commits to pay for TRIOS Care for a minimum 24 months from first TRIOS Care invoice date. End-User will be invoiced by 3Shape or the Reseller from whom the end-user purchases TRIOS Care (‘Reseller’) on the 1st of the month following the request for conversion. End-users will be invoiced for TRIOS Care on the 1st of the month following reseller’s request for conversion in 3Shape’s eCommerce system.
The End-user who converted from CliniCare to TRIOS Care may provide notice of their wish to downgrade to TRIOS Only at the earliest during the last 90 days of the 24-month commitment period by written notice to the End-user's reseller or, if available to the End-user, through 3Shape’s eCommerce platform. A downgrade request provided during the last 90 days of the 24-month commitment period will take effect from the first day of the 25th month of subscription. Following the commitment period of 24 months, the End-user may downgrade to TRIOS Only on the same terms as described above.
For selected customers, 3Shape offers the TRIOS Care Corporate solution. End-users with this subscription will see ‘TRIOS Care Corporate’ detailed on their invoice for purchase of TRIOS System or subscription conversion.
End-users with TRIOS Care Corporate acknowledge that terms for the TRIOS Care Corporate solution may differ from the terms for TRIOS Care and TRIOS Only, including downgrade and payment options. For more information, End-users can contact their 3Shape representative.
"3Shape" means any legal entity (i.e., a legal person such as, without limitation, a company) that is controlled, directly or indirectly, by the company 3Shape Holding A/S (CVR no. 31 47 32 33), Holmens Kanal 7, 1060 Copenhagen K, Denmark. The verb "control" shall for purposes of this definition be understood to mean, in relation to a legal entity, (i) the holding of a beneficial interest in the shares or similar equity interest representing more than 50% of the issued shares or equity interest in the capital of such legal entity; or (ii) the ability, by virtue of the holding of shares or the possession of voting power in or in relation to such legal entity or by virtue of any powers conferred by the articles of incorporation, bylaws or other document relating to such legal entity or the shareholders of such legal entity, to cause the affairs of such legal entity to be conducted in accordance with the wishes of the party who is thereby deemed to have control of such legal entity.
Any 3Shape license to software continues to be governed by the End User License Agreement, “3Shape General License Terms and Conditions”. In case of discrepancies, the General License Terms and Conditions for 3Shape Software shall prevail.