Changes to Agreement and Additional Rules of Usage
SmileDirectClub reserves the right, at any time and without prior notice, to modify, alter or update this Agreement. The date of the most recent revision will appear on this page. Continued access to the Site and use of the Services by you will constitute your acceptance of any changes or revisions to the Agreement.
SmileDirectClub also reserves the right to post, from time to time, additional rules of usage that apply to specific parts of the Site, which may be posted in the relevant parts of the Site and will be clearly identified. Your continued use of the Site constitutes your agreement to comply with these additional rules.
SmileDirectClub will inform you of any such changes, modifications, alterations, updates and/or additional rules of usage by posting them on the Site. In some cases, SmileDirectClub will describe the changes and updates in an email sent to the address you provided during registration. Please be sure your preferred email address in your SmileDirectClub profile is current and up to date.
Suspension or Termination of Your Use
Your failure to follow the requirements of this Agreement may result in suspension or termination of your access to the Services, without notice, in addition to SmileDirectClub's other remedies.
SmileDirectClub further reserves the right to terminate, without notice, any user's access to their account on this Site upon user’s breach of this Agreement. Where possible SmileDirectClub will provide you a notice before such suspension and/or termination and an explanation of why SmileDirectClub suspended and/or terminated the Agreement and/or access to your account on the Site. You will have a right to respond to such suspension and/or termination by contacting 800969177 or CustomerCare@smiledirectclub.com.hk. You can also terminate this Agreement at any time on payment of any outstanding amounts. You can also stop using the Services and exit the Site at any time.
Ownership of the Site and Site Information
The Site is expressly owned and operated by SmileDirectClub. Unless otherwise noted, the design and content features on the Site, including information and other materials, illustrations, product layout and design, icons, navigational buttons, images, artwork, graphics, photography, text, data, audio sound, software and the like, as well as the selection, assembly and arrangement thereof (the "Site Information"), are owned by SmileDirectClub or its affiliates or are licensed from third party service providers by SmileDirectClub. The Site, as a whole and in part, is protected by copyright, trademark, service mark, trade name, and other intellectual property and other proprietary rights, and all other applicable rights are reserved.
Site Information is Provided "As Is"
Site Information is provided "as is" with all faults. You use the Site Information, as authorized herein, at your own risk. Site Information may contain errors, omissions, or typographical errors or may be out of date. The Site may change, delete or update any Site Information at any time and without prior notice.
Use of the Service By You
You may view and use the Site Information only for your personal information and for shopping and ordering on the Site. Except as set forth in this Agreement, the Site does not grant to you any right to use, reproduce, copy, modify, transfer, display, publish, sell, license, create derivative works, publicly perform, or distribute by any means, method or process any Site Information. Your right to use the Site and the Services is personal to you – you may not authorize others to use the Site and the Services, and you are responsible for all use of the Site and the Services by you and by those you allow to use, or provide access to, the Site and the Services. You agree to use the Site and the Services only for lawful purposes and you acknowledge that your failure to do so may subject you to civil and/or criminal liability.
Non-Commercial Use Only
The Site is for the personal use of individuals only and may not be used in connection with any commercial endeavors. Organizations, companies and/or businesses may not use the Services, the Site Information or the Site for any purpose without written consent of or agreement with SmileDirectClub. You agree not to make use of Site Information by publication, re-transmission, distribution, performance, caching, or otherwise, except as permitted by law or as expressly permitted in writing by this Agreement or SmileDirectClub. Illegal and/or unauthorized uses of the Site, including efforts to collect usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited email and unauthorized framing of or linking to the Site, will be investigated and appropriate legal action will be taken, including without limitation, civil, criminal and injunctive redress.
Eligibility to Use the Site and the Services
The Site and the Services are not intended for users under the age of 18. To register for any Services offered on the Site, you must be 18 years of age or older. If you are a minor under the age of 18, you may only use the Site in conjunction with the prior consent and authorisation of your parents or guardians. SmileDirectClub does not knowingly collect personally identifiable information from users under the age of 13. Children under 13 should not use the Site. If a child under 13 submits information through any part of the Site, and SmileDirectClub becomes aware that the person submitting the information is a child, we will attempt to delete this information as soon as possible.
Freight Term, Title Transfer
Unless otherwise agreed products shall be shipped "FOB Origin" (SmileDirectClub's warehouse), regardless of prepaid freight by SmileDirectClub or express freight paid by the customer. Title to and risk of loss to products shall pass to you upon shipment. Neither the time method nor place of payment, method of shipment, form of shipping document, nor place of acceptance of your order shall alter the foregoing.
Disclaimer or Warranty and Limitation of Liability
You acknowledge that you are using the Site and the Services at your own risk. The Site, the Site Information and the Services are provided "as is," and to the full extent permitted by applicable law, SmileDirectClub, its affiliates and its third party service providers hereby expressly disclaim any and all warranties, express and implied, including, without limitation, any warranties of accuracy, completeness or reliability, title, non-infringement, merchantability or fitness for a particular purpose, or any other warranty, condition, guarantee or representation, whether oral, in writing or in electronic form. SmileDirectClub, its affiliates, and its third party service providers do not represent or warrant that access to the Site and its Services will be uninterrupted or that there will be no failures, errors or omissions, or loss or security breach of transmitted information, or that no viruses will be transmitted through access to or use of SmileDirectClub.com.
To the maximum extent permitted by applicable laws (including but not limited to the Control of Exemption Clauses Ordinance (Cap. 71) and the Unconscionable Contracts Ordinance (Cap. 486), SmileDirectClub its affiliates and its third party service providers shall not be liable to you or any third parties for any direct, indirect, special, consequential or punitive damages arising out of this Agreement, the provision of Services hereunder, the sale or purchase of any merchandise ordered through the Site, your access to or inability to access the Site, Site Information, or Services, including for viruses alleged to have been obtained from the Services, your use of or reliance on the Services, the Site Information or materials available through third party sites linked to the Site, regardless of the type of claim or the nature of the cause of action, even if advised of the possibility of such damages. Some states do not allow the exclusion of implied warranties or the limitation or exclusion of liability for incidental or consequential damages, so the above exclusions or limitations may not apply to you. You may also have other rights that vary from state to state.
To the maximum extent permitted by applicable laws (including but not limited to the Control of Exemption Clauses Ordinance (Cap. 71) and the Unconscionable Contracts Ordinance (Cap. 486), you hereby agree to release SmileDirectClub, its affiliates and third-party service providers, and each of their respective directors, officers, employees, and agents from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed ("claims"), arising out of or in any way connected with your use of this Site and its Services. If you are a California resident, you waive California civil code section 1542, which states, in part: a general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.
If any guarantee, condition, representation, warranty or term is implied or imposed by any applicable law and cannot be excluded (a "non-excludable provision"), and SmileDirectClub is able to limit your remedy for a breach of the non-excludable provision, then SmileDirectClub's liability for breach of the non-excludable provision is limited exclusively (so far as applicable laws do not prohibit) to, at SmileDirectClub's option, (a) in the case of goods, the prompt replacement of the goods or the supply of equivalent goods, or the cost of replacing the goods or of acquiring equivalent goods; and (b), in the case of Services, the supplying of the Services again, or the payment of having the cost of having the Services supplied again.
When you visit the Site or send emails to us, you are communicating with us electronically. You consent to receive communications from us electronically. You may opt out of receiving these communications by clicking the "unsubscribe" link located at the bottom of each email SmileDirectClub sends you. We will communicate with you by email and/or by posting notices on the Site. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. For clarity, this section is subject to SmileDirectClub's obligations regarding email communications in Hong Kong.
Arbitration will be pursued by the parties before the parties go to court and such arbitration will be conducted by a single arbitrator under the rules of arbitration of the Hong Kong International Arbitration Centre. If the parties are not able to decide on an arbitrator, the President of the Law Society of Hong Kong or his or her nominee will decide the arbitrator. Notwithstanding the foregoing, either party may pursue the protection of intellectual property rights and confidential information and to stop other illegal activities through injunctive relief or other equitable relief through the courts.
Jurisdiction and Governing Law
To the maximum extent permitted by applicable law, SmileDirectClub makes no representation that the Site Information, the Services or products offered through the Site are appropriate, available or legal in any particular location. Those who choose to access the Site Information, the Services and products offered through the Site do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable. You agree that this Agreement, for all purposes, shall be governed and construed in accordance with the laws of the Delaware and any action based on or alleging a breach of this Agreement must be brought in a state or federal court located in Delaware. In addition, both parties agree to submit to the exclusive personal jurisdiction and venue of such courts. However, if you live in Hong Kong and court action is initiated, in the event the federal court located in Delaware is an inappropriate forum for resolution of a dispute, the parties will agree on a reasonable location, including, to the extent possible, using telephonic communications to minimize the need for long distance travel. This section will survive termination of your relationship with SmileDirectClub.
SmileDirectClub and the Site names, logos, and other identifying marks are the property of SmileDirectClub. Other featured words or symbols, used to identify the source of merchandise or services, may be the trademarks of their respective owners.
Marketing - Invite-a-Friend Program
A person can send an "Invite-a-Friend" program link to another person (the "Referrer"). A Qualified Invite is defined as the purchase of invisible aligners made at SmileDirectClub by a person (an "Invited Customer") who arrives to the Site by clicking the Referrers "Invite-a-Friend" program link. Upon arriving at the Site using the Invite-a-Friend program link, the Invited Customer must either schedule a free scan or order an at-home impression kit, and then purchase invisible aligners. A Qualified Invite is counted when the Invited Customer’s invisible aligners ship - at this point the Referrer earns "Referral Rewards" (see "Referral Rewards" section below for details of the reward). Referrers are limited to one Qualified Invite for each Invited Customer in other words, additional/repeat purchases made by an Invited Customer are not counted as additional Qualified Invites.
The Invited Customer and the Referrer cannot be the same person (for example, by using a different email address).
Referral Rewards are payable in increments of $800, paid via e-gift card within 2-3 weeks from when the Invited Customer's aligners ship. Referrers are responsible for any and all tax liability resulting from Referral Rewards. If a Referrer is eligible to receive a Referral Reward, SmileDirectClub will send an email to Referrer's registered email address. To be sure SmileDirectClub reach Referrer's email inbox, SmileDirectClub asks that Referrer let SmileDirectClub know if its preferred email address changes at any time after registration.
Eligibility is limited to individuals only. The SmileDirectClub invite program cannot be used by businesses for affiliate lead generation as determined at SmileDirectClub’s sole discretion.
Referrers may send an Invite-a-Friend program link via self-generated or pre-populated email to Invited Customers. In doing so, Referrers must comply with all applicable spam laws, including the Unsolicited Electronic Messages Ordinance (Cap. 593) and the Unsolicited Electronic Messages Regulations (Cap. 593A) . For example, Referrers should where possible obtain an Invited Customer’s consent prior to sending the "Invite-a-Friend" program link to Invited Customers. The subject heading of any email should not be misleading or likely to mislead the recipient about a material fact regarding the content or subject matter of the message.
SmileDirectClub does not consent to bulk email distribution. Any distribution of a Referrer's Invite-a-Friend program link via self-generated email that could constitute unsolicited commercial email or "spam" under any applicable spam laws is expressly prohibited and will be grounds for immediate termination of Referrer's account and exclusion from SmileDirectClub’s Invite-a-Friend program. For clarity, this section is subject to SmileDirectClub's obligations regarding email communications in Hong Kong.
Right to Close Accounts
SmileDirectClub reserves the right to close the account(s) of any Referrer and/or Invited Customer and to request proper payment if the Referrer and/or Invited Customer attempts to use the SmileDirectClub Invite-a-Friend program in a questionable manner or breaches this Agreement or is in violation of any applicable law, statute or governmental regulation.
Right to Cancel Program or Change Terms
SmileDirectClub reserves the right to cancel the Invite-a-Friend Program in its sole discretion. SmileDirectClub will inform you of any such cancellation and, if you have registered with SmileDirectClub, by sending an email to the address you provided during registration. To be sure SmileDirectClub properly reach your email inbox, SmileDirectClub ask that you let SmileDirectClub know if your preferred email address changes at any time after registration. If we cancel the Invite-a-Friend Program, any unclaimed referral rewards will be, unless applicable laws do not allow, forfeited at that time.
By submitting any content (including without limiting, your photograph, name, email address, opinion, statements and other information) (your "Content") to the Site and/or otherwise to SmileDirectClub, you represent and warrant that you are the exclusive author of the Content and use of your Content by SmileDirectClub will not infringe or violate the intellectual property or other rights of any third party. You waive any and all moral rights to be identified as the author of the Content and any similar rights in any jurisdiction in the world. By submitting any Content to our Site and/or SmileDirectClub, you represent and warrant that you have the right to grant, to SmileDirectClub (and, its licensees, its assignees and affiliates), an unlimited, perpetual, worldwide, non-exclusive, royalty-free irrevocable, transferable right and licence to use your Content, in whole or in part, for the purpose of providing the Services, for marketing and publicity purposes, for our internal business purposes and otherwise as required by law. However, we have no obligation to post your Content and you remain solely responsible for your Content, including ensuring it is true and correct and otherwise complies with applicable law, including that it does not contain sexually explicit, illegal, defamatory or similar content. If you breach your obligations in relation to your Content, we may investigate and take appropriate legal action in our discretion against you, including, removing your offending Content, terminating the Agreement and your access to our Site.
THIRD PARTY RIGHTS
It is expressed agreed that no third parties shall any rights under the Contracts (Rights of Third Parties) Ordinance (Chapter 623 of the Laws of Hong Kong) to enforce or to enjoy the benefit of any term of this Agreement.