1.1 Invisalign® Australia Pty Ltd (“IA”) (ABN 89 098 357 736) through Align Technology, Inc. (“Align”) has developed a series of clear polymer, removable devices that either retain teeth or move teeth in small increments from their original state to a more ideally treated state. Align has also developed ClinCheck® software, a proprietary 3D computer application for depicting and viewing an orthodontic treatment plan, including a virtual representation of the patient‘s expected tooth movement from the beginning stage to the final position. Southern Cross Dental (“SCD”) is a Sub-Distributor for IA within Australia and New Zealand. IA and SCD trains doctors within the Territory to use Invisalign products. After completing the necessary training, doctors can develop treatment plans for specific patients incorporating use of the Invisalign software to assist in creating a treatment plan. “ClinCheck® treatment plan” shall mean the prescription form, and the ClinCheck® model (including staging and any requested modifications) approved by the doctor (when offered with the treatment option), which specifies the desired movements for a particular patient’s teeth over the course of the treatment period. Upon approval from the doctor, Align will use the ClinCheck® treatment plan to develop a series of customised Invisalign aligners.
The following terms and conditions are in effect as of the date of the receipt of your order, as applicable, and will constitute an agreement between you (“Doctor”) and SCD (the “Agreement”). It is the Doctor’s responsibility to read and understand these terms and conditions before downloading any materials or software, uploading patient records or placing any orders.
2.1 Detailed pricing is available to accredited Invisalign Doctors by accessing their MySCD account on the SCD website.
2.2 SCD reserves the right to change fees at any time without notification.
3.1 Receipt of an Order is defined as Align having received all required records for processing the treatment order.
3.2 Treatment Expiration Date
3.2.1 Treatment expiration date is calculated as:
220.127.116.11 5 years from the date of shipment of the initial set of aligners for the comprehensive package, 2 years for the Moderate & Lite package and 1 year for the Express package; and
3.2.2 Upon reaching the Treatment Expiration Date. The treatment order shall be closed, and any extra aligner treatment for the patient shall be considered a new order and will incur an additional charge at the current pricing for the Invisalign treatment option.
3.2.3 Vivera® Retainers and replacement aligners may be ordered at any time prior to or after the Treatment Expiration Date, and will be charged at the current pricing and will not affect the Treatment Expiration Date.
3.3 Additional Aligners
3.3.1 Additional Aligners is an option to order new aligners during treatment if further tooth movement is needed or if clinical results have deviated to such an extent that the aligner(s) no longer fit.
3.3.2 Additional Aligners are included in the price up to a limit depending on the treatment option, but must be received prior to the Treatment Expiration Date.
3.3.3 Express Package includes 1 additional aligner set within 1 year, Lite Package includes 2 additional aligners sets within 2 years, Moderate Package includes up to 26 aligners unlimited Additional Aligners treatment within 2 years and Comprehensive Package includes unlimited Additional Aligners treatment with unlimited aligners for 5 years.
3.3.4 Align reserves the right, at its sole discretion, to charge an additional fee for excessive use or excessive time lapse between orders for an individual patient’s treatment up to a maximum of 40% of the price of the Treatment Option purchased.
3.4 Invisalign Teen Replacement Aligners
3.4.1 Dual arch replacement aligners constitute 2 replacement aligners.
3.4.2 Replacement aligners requested at the same time will be shipped together.
3.4.3 Replacement aligners orders received for more than 6 individuals or 3 sets and/or received after the Treatment Expiration Date will be charged at the then current pricing.
3.5 Invisalign Lite Package
3.5.1 Invisalign Lite Package is limited to two sets of charge additional aligners provided it is submitted prior to the Treatment Expiration Date, otherwise a fee will apply.
3.5.2 Submitting two arches at two different times cannot be done with Invisalign Lite Package.
3.6 Invisalign Express Package
3.6.1 Invisalign Express Package is limited to one free of charge additional aligners set, and must be received prior to the Treatment Expiration Date.
3.6.2 Submitting two arches at two different times cannot be done with Invisalign Expree Package.
3.7 Invisalign Moderate Package
3.7.1 Invisalign Moderate Package is unlimited Additional Aligners treatment up to 26 aligners within 2 years.
3.8 Invisalgin Comprehensive Package
3.8.1 Invisalign Comprehensive Package is unlimited Additional Aligners Treatment with unlimited aligners treatment up to 5 years
3.9 Required Records
3.9.1 Express Package, Lite Package, Moderate Package and Comprehensive Package treatments are the completed prescription form, digital photos as well as upper and lower impressions or intra-oral scans. (Radiographs are optional)
3.9.2 If one or more items are missing, the treatment order will not be processed until all records are received.
3.9.3 All hard-copy and digital records are submitted online to Invisalign by SCD.
3.9.4 For any additional aligners, new impression(s) or intra-oral scans are required, along with the prescription form and new photos.
3.9.5 For Vivera® retainers, the completed prescription form is required and new impression(s) or intra-oral scan(s) may or may not be required dependent on the option chosen.
3.9.6 For Vivera® retainers for non Invisalign patients, Doctor must submit a new impression(s) or intra- oral scan(s) for use in manufacturing the retainers. If replacement aligners are required, SCD to be advised and an online request will be submitted.
3.10 Cancellation Fees for Products
Note: Align begins manufacture upon Doctor’s approval of the ClinCheck® treatment plan, or placement of the order for retainers or replacement retainers.
3.10.1 An order for treatment will be cancelled and a cancellation fee will apply if any of the following occurs:
18.104.22.168 An order is cancelled by Doctor (practitioner who submits the case to SCD) any time after submission of treatment to Align.
22.214.171.124 An order has not been finalised by Doctor within 90 days from receipt at SCD and Doctor has been advised of one or more missing mandatory requirements (completed prescription form, missing or unacceptable impressions or intra-oral).
126.96.36.199 ClinCheck® treatment plan is not signed off by Doctor within 180 days from the first ClinCheck® treatment plan posting.
188.8.131.52 There will be no cancellation fee for the case if it is submitted as a digital impression and cancelled prior to ClinCheck approval. There will however, be a $100 treatment planning fee associated to the digital case cancellation.
3.10.2 It is the policy of Invisalign and Align that aligners will not be manufactured using patient information that is more than 90 days old.
3.10.3 If cancellation is processed either after ClinCheck® treatment plan has been approved, or after Prescription form for products not requiring a ClinCheck® treatment plan (which includes Vivera® retainers, replacement aligner orders and automated refinements) has been approved, then instead of a cancellation fee, Doctor is liable for the corresponding treatment option or product fee.
3.10.4 If a patient’s case has been cancelled and Doctor wishes to re-start treatment at a later date, new patient records are required (impressions or scans and photos).
3.10.5 Cancellation conditions and fee applies to all Invisalign treatments – Invisalign Express Package, Lite Package, Moderate Package and Comprehensive Package.
3.11 Staff Discount Policy
3.11.1 Only the staff of Invisalign Providers who submitted a minimum of 5 cases in the calendar year prior to the year of discount application is entitled to a staff discount.
3.11.2 The staff discount is limited to the positions in the practice listed on the form.
3.11.3 Final approval of the staff discount application is determined by SCD.
3.11.4 SCD reserves the right to change the terms and conditions without prior notice and without penalty.
3.11.5 The discount only applies to initial treatment fees (Invisalign Express Package, Lite Package, Moderate Package and Comprehensive Package).
3.11.6 Additional aligners, replacement aligner/s and retainer fees are not entitled to the discount.
3.11.7 The discount cannot be used with any other offer.
3.11.8 The discount form must be received prior to ClinCheck® Treatment Plan approval.
3.11.9 The staff discount is valid from 1st January to 31st December for the calendar year in which the discount is requested.
3.11.10 May only be used for full-time staff members employed by the practice.
3.11.11 SCD reserve the right to request proof of employment to confirm eligibility.
3.11.12 The current staff discount prices are available by contacting the SCD Invisalign Team.
3.12 Patient Transfer Policy
3.12.1 A patient transfer becomes necessary when one of the following occurs:
184.108.40.206 A patient moves away from the doctor providing Invisalign treatment;
220.127.116.11 A patient decides by personal preference to change Invisalign provider.
3.12.2 The patient must find a new Invisalign® Provider willing to take over their treatment before the transfer can commence.
3.12.3 The transfer will only be processed when:
18.104.22.168 The Invisalign Patient Transfer Authorisation form has been signed by the current doctor, SCD and the new doctor;
22.214.171.124 The Medical Release of Records form has been signed by the patient.
3.12.4 Once transfer forms have been received by Invisalign Customer Support at SCD, the transfer will be processed and the Invisalign Patient File transferred to the new doctors IDS account within approximately 2 business days.
3.12.5 The patient is responsible for all fees charged by the new doctor, even if a fee has already been paid to the previous doctor.
3.12.6 The original doctor is responsible for any open balance incurred in this patient’s treatment prior to the transfer.
3.12.7 The new doctor will be responsible for any future charges incurred due to mid-course correction, treatment costs, refinement fees and any replacement aligner or retainer fees.
4. Product Use and Doctor Responsibility
4.1 SCD, IA and Align are not a provider of medical, dental or health care services and do not and cannot practice medicine, dentistry or give medical advice.
4.2 SCD, IA and Align will not initiate, edit or change a patient’s ClinCheck® treatment plan.
4.3 SCD, IA and Align may from time to time provide information or recommendations to Doctor; however SCD, IA and Align will not control or pressure Doctor in the exercise of Doctor’s professional judgement.
4.4 Decisions about treatment of a patient are to be made by Doctor, and Doctor is solely responsible for review and approval of ClinCheck® treatment plans to determine whether Invisalign products and/or treatment options are appropriate for a specific patient, use or application, diagnosis and treatment of each patient & the resulting outcome.
4.5 Some Align product and/or treatment options offerings incorporate default or pre-set treatment staging protocols which are accepted by the Doctor as part of his/her prescription when submitting an order to which these protocols apply.
4.6 Information about treatment staging protocols can be obtained from SCD Invisalign Team. It is within Doctor’s sole discretion to implement any of SCD, IA or Align’s recommendations, including but not limited to proceeding with order submission.
4.7 Each order is subject to acceptance by Align, and will become a binding contract only if accepted by Align.
4.8 Align treatment options are only available to currently licensed orthodontists and dentists who have:
4.8.1 Attended an Invisalign Training Course within the prior 24 months or
4.8.2 Attended an Invisalign Training Course more than 24 months ago and have submitted a certain level of treatments within the prior 24 months.
4.9 Align treatment options are only available to orthodontists and dentists who have maintained Align’s and SCD’s customer standing. (See: 6. Good Standing with Align and SCD).
4.10 IA or Align may require Doctor’s to submit feedback regarding a patient’s treatment with the Invisalign system upon treatment completion.
4.11 The Doctor’s approval of the customised ClinCheck® Treatment Plan is considered a prescription to Align, and Align’s final authorisation to manufacture the aligners.
5. Description of Products and Services
5.1 Invisalign Services
5.1.1 SCD, IA and Align may offer services containing factual advice and documentation for use by the doctors in creating or evaluating the effectiveness of a proposed ClinCheck® treatment plan.
5.1.2 The services are not a substitute for dental or medical advice, and Doctor has the sole responsibility for evaluating whether a ClinCheck® treatment plan is appropriate for a specific patient.
5.1.3 SCD, IA and Align assumes no liability or responsibility for ClinCheck® treatment plans.
5.1.4 It is a Doctor’s responsibility to adhere to relevant State and Commonwealth laws and regulations and any professional obligations.
5.2 Treatment Review Planning
5.2.1 SCD offers a treatment planning review service using licensed dentists or orthodontists suitably skilled and experienced to perform the tasks assigned to them (“Treatment Planning Review Providers”), to:
126.96.36.199 Assist Doctor's in preparing an Invisalign Treatment Planning Form with instructions for the orthodontic set-up and movements required; and
188.8.131.52 Review the the ClinCheck® treatment plan.
5.2.2 The Treatment Planning Review Providers and SCD only provide guidance to Doctor's in relation to the ClinCheck® treatment plan and all clinical decisions rest with the Doctor. Neither the Treatment Planning Review Providers nor SCD shall approve any ClinCheck® treatment plans. Only the Doctor can approve a ClinCheck® treatment plan.
5.2.3 Doctors are under no obligation to adopt or follow any advice, comments or suggestions provided by Treatment Planning Review Providers or SCD in relation to the treatment of your patients. Following receipt of the review report from Treatment Planning Review Providers, Doctors must exercise their own professional judgement on making the final decision on whether and how to proceed with the treatment of their patient;
5.2.4 Treatment Planning Review Providers or SCD does not provide any warranties or guarantees regarding any treatment or treatment outcome.
5.3 Third Party Services
5.3.1 If a Doctor requires further guidance, treatment planning services are available through independent third parties.
5.3.2 SCD, IA and Align assumes no liability or responsibility for treatment plans developed with a third party or the associated outcome of such third party treatment planning services.
5.3.3 If third party treatment planning services are used, the sharing of any records or medical information must be adhered to and it is the Doctor’s responsibility to ensure compliance with relevant laws and regulations, including the relevant privacy legislation.
5.4 ClinCheck® Software
5.4.1 ClinCheck® software is a computerised approximation of desired tooth movement for a specific patient.
5.4.2 ClinCheck® software results are simulated approximations based on the approved ClinCheck®
5.4.3 Doctor is required to review the ClinCheck® treatment plans thoroughly.
5.4.4 Doctors may make changes via the ClinCheck® software, sometimes after consultation with SCD, prior to approving the final ClinCheck® treatment plan.
5.4.5 Doctor must exercise Doctor’s own professional judgement on making the final decision on whether and how to proceed with treatment of Doctor’s Patient.
5.4.6 Doctor’s approval of the customised ClinCheck® treatment plan is considered a prescription to Align and Align’s final authorisation to manufacture the aligners.
5.4.7 Prior to use of the ClinCheck® software, Doctor agrees to review and approve the terms of the ClinCheck® Software License Agreement.
5.4.8 IA and Align recommends that Doctor delays extraction of any teeth until after approval of the ClinCheck® treatment plan, if medically feasible.
5.5 Invisalign Aligners
5.5.1 The aligners may be used by a Doctor to treat a patient’s upper and/or lower arch.
5.5.2 All aligners are manufactured to cover the teeth captured in the impression(s) or intra-oral scans.
5.5.3 The scope of the ClinCheck® treatment plan will vary depending on the treatment methodology and prescription submitted by Doctor.
5.5.4 Replacement aligners may be ordered as needed if an aligner has been lost or damaged.
5.5.5 Additional fees may apply unless such loss or damage has been caused by an act or omission of SCD or IA.
5.6 Invisalign Comprehensive and Moderate Packages
5.6.1 The Invisalign Comprehensive and Moderate Packages option allows for maximum flexibility and is used to treat a wide range of malocclusion.
5.6.2 This treatment option straightens teeth with a series of removable, virtually invisible aligners that provides an opportunity to treat a full spectrum of patients.
5.6.3 Alignment in single-arch treatments may be limited due to overbite / overjet constraints.
5.6.4 There is no specified required clinical criteria.
5.6.5 Treatment will be planned according to default protocols and velocities to complete treatment utilising the clinically required and determined number of aligners per arch.
5.7 Replacement Aligners
5.7.1 An aligner that fails due to faulty manufacture will be replaced free of charge by Align.
5.7.2 To assess the cause of the failure, Doctor is to provide intra-oral and extra-oral photographs of the aligner to Align.
5.7.3 The decision as to the nature of the failure is at the sole discretion of Align.
5.7.4 An aligner that fails during routine function as a result of inappropriate use by the patient will be replaced at an additional cost.
5.8 Invisalign Lite Package
5.8.1 Invisalign Lite Package is a treatment for minor crowding or spacing treatments, pre-restorative treatments, aesthetic treatments, partial/combination treatments and improving smiles in 14 or fewer stages.
5.8.2 Alignment in single arch treatments may be limited in some patients due to overjet/overbite constraint.
5.8.3 There are no required clinical criteria.
5.8.4 Treatment will be done according to default protocols and velocities to occur within 14 aligners per arch.
5.8.5 Treatments will not be sped up to try to squeeze clinical movements to occur within 14 aligners per arch.
5.8.6 If submitted treatment cannot be accommodated within 14 aligners per arch, treatments may be accepted as a partial treatment of 14 or fewer aligners, or can be switched to an Invisalign Moderate or Comprehensive Package treatment per the applicable treatment option fees.
5.8.7 If Invisalign Lite Package is upgraded to Moderate or Comprehensive Package treatment, then applicable charges will apply (i.e. billed based on the order at the time of ClinCheck® approval and not on the order that was initially submitted).
5.8.8 A Single Arch Invisalign Lite Package treatment can only be upgraded to a Single Arch Invisalign Full or Single Arch Invisalign Moderate or Comprehensive Package.
5.9 Invisalign Express Package
5.9.1 Invisalign Express Package is a treatment for very minor crowding, spacing or orthodontic relapse, aesthetic improvements and partial treatments in 7 or fewer stages.
5.9.2 Alignment in single arch treatments may be limited in some patients due to overjet/overbite constraint.
5.9.3 There are no required clinical criteria.
5.9.4 Treatment will be done according to default protocols and velocities to occur within 7 aligners per arch.
5.9.5 Treatments will not be sped up to try to squeeze clinical movements to occur within 7 aligners per arch.
5.9.6 If submitted treatment cannot be accommodated within 7 aligners per arch, treatments may be accepted as a partial treatment of 7 or more aligners, or can be switched to an Invisalign Lite, Moderate or Comprehensive package. treatment per the applicable treatment option fees.
5.9.7 A Single Arch Invisalign Express Package treatment can only be upgraded to a Single Arch Invisalign Lite, Moderate or Comprehensive Package treatment.
5.9.8 One additional aligner (up to 7 aligners per arch) may be ordered free of charge with the Invisalign Express Package treatment provided the additional aligner order is received by Align Technology prior to the treatment expiry date.
5.9.9 If Invisalign Express Package is upgraded to an Invisalign Lite Package, an Invisalign Moderate package or an Invisalign Comprehensive Package treatment, then applicable charges will apply (i.e. billed based on the order at the time of ClinCheck® acceptance and not on the order that was initially submitted).
5.10 Vivera® Retainers
5.10.1 Vivera® retainers are a set of 3 retainers per arch.
5.10.2 Doctor will receive in one convenient shipment.
5.10.3 Cost is per SCD price list or as advised by SCD Invisalign Team.
5.10.4 Vivera® retainers are available for both Invisalign and non-Invisalign patients.
5.10.5 Doctor may choose a ClinCheck® stage and/or submit a new impression(s) for use in manufacturing the retainers.
5.10.6 For non Invisalign patients, the doctor must submit a new impression(s) or intra-oral scans for use in manufacturing the retainers.
5.10.7 Vivera® retainers are available to support the concurrent use of pontics and bonded lingual wires with the submission of new impression(s) or intraoral scan(s).
5.10.8 Vivera® retainers may be ordered for non Invisalign patients or patients currently in treatment or having completed treatment using an Invisalign treatment option.
5.10.9 Emergency replacement retainer orders can be placed for one arch or for both arches.
5.10.10 One emergency replacement retainer order may be ordered with each new Vivera® set for the same patient.
6. Good Standing with ALIGN, IA and SCD
6.1 If any of the following circumstances occur, the Invisalign Doctor and/or the Practice will not be on “Good Standing” with Align, IA and SCD:
6.1.1 the Invisalign Doctor leaves the Practice, or
6.1.2 the Invisalign Doctor ceases to practice dentistry / orthodontics, whether permanently or temporarily, but for a period of time that Align, IA and SCD consider has the potential to detrimentally affect the on-going treatment of Patients in Invisalign treatment, or
6.1.3 the Invisalign Doctor’s Customer ID is used by other doctors for ordering Invisalign treatment for patients who are not wholly or mainly under the Invisalign Doctor’s care and responsibility, or
6.1.4 the Invisalign Doctor and/or Practice persistently fail to pay for Products and/or Services, or
6.1.5 Patients, any regulatory body, the Dental Board of Australia or AHPRA (as the Australian registration body) contact Align, IA and/or SCD with concerns about the treatment provided and these are considered by Align, IA and/or SCD (in their sole discretion) to be sufficiently significant to likely prejudice the on-going, proper and timely Invisalign treatment of the Doctor’s patients, or
6.1.6 the Invisalign Doctor breaches Dental Board of Australia/AHPRA laws on the practice of dentistry or is charged with or found guilty of any criminal offence (excluding motoring offences).
6.1.7 the Invisalign Doctor or Practice ship Products out of the country to which they were shipped.
6.1.8 the Invisalign Doctor or Practice breaches Align’s Art and Advertising Standards or Advertising Agreement and continue to do so after written notice of such breach.
6.1.9 the Invisalign Doctor or Practice breaches AHPRA Guidelines for Advertising Regulated Health Services (2014).
6.2 If any of the events listed in 6.1 occur(s), the Invisalign Doctor agrees that:
6.2.1 Align, IA and/or SCD may by notice in writing having immediate effect, suspend Invisalign Doctor’s right to use the Invisalign® Doctor’s Customer ID, to order any further Products or Services, and/or to access Align systems
6.2.2 Taking into regard the Privacy Act (Cth), the Invisalign Doctor or Practice manager will promptly provide IA and/or SCD with the contact details for the Invisalign Doctor’s Patients whose Invisalign treatment has not been completed in order that IA and/or SCD might contact them to advise of alternative practitioners to whom they might choose to transfer their Invisalign treatment, or
6.2.3 Align, IA and/or SCD have the right, at their discretion, to take what is considered the best course of action to find a replacement doctor to provide Patient’s on-going treatment and the Invisalign Doctor and Practice will provide all reasonable support and complete all documents (including transfer forms) that Align, IA and/or SCD determine to be necessary to compete such course of action, which might include, but is not limited to, one or more of the following:
184.108.40.206 transferring the Invisalign Doctor’s current Customer ID to another doctor in the Invisalign Doctor’s Practice
220.127.116.11 transferring the Invisalign Doctor’s current Customer ID to a doctor in a different practice.
18.104.22.168 preventing the placing of orders for new issuing the Invisalign Doctor with a new Customer ID at some future point in time for all new Invisalign treatments under the Invisalign Doctor’s Customer ID (effectively terminating it for new orders)
22.214.171.124 preventing the placing of orders for any Products or Services under the Invisalign Doctor’s Customer ID
126.96.36.199 issuing the Invisalign Doctor with a new Customer ID at some future point in time for all new Invisalign treatments
6.3 Align’s, IA’s and SCD’s concern in contacting Patients pursuant to Terms 6.1 and 6.2 is primarily to ensure their continuing and uninterrupted good quality Invisalign treatment. If there are other doctors able to provide Invisalign treatment promptly within the Invisalign Doctor’s Practice, transferring the Patients to one of those doctors is likely to be the preferred option, but this is not an obligation of Align, IA or SCD if contacted by a Patient. Patient might be provided with a choice of doctors for continuation of their Invisalign treatment, including doctors in other practices.
6.4 The Invisalign Doctor agrees that the provision of a Customer ID is at the sole discretion of Align and that Align has the right at any time and for any reason to withdraw the Invisalign Doctor’s Customer ID and that the Invisalign Doctor will thereafter not be able to order Products or Services, provide Invisalign treatment, or use Align’s trademarks or logos.
7. Payment and Shipping Policies
7.1.1 Upon receipt of Doctor’s approval of the ClinCheck® treatment plan or placement of the order for Invisalign treatment option or Vivera® retainers, all charges are non-refundable.
7.1.2 Orders are subject to SCD’s then current Price List for Invisalign as of the order receipt date, known as the All Materials Received date.
7.1.3 Receipt of an order after any change to the Price List for Invisalign shall constitute conclusive evidence of your acceptance of those terms i.e. the new price.
7.1.4 Payment for all products and fees is due from Doctor within thirty (30) days of invoice date.
7.1.5 The invoice date is the day the treatment option and/or retainer is shipped from SCD to the doctor.
7.1.6 Credit is provided to Doctor at sole discretion of SCD, and can be withdrawn at any time.
7.1.7 SCD reserves the right to request payment in advance from Doctor.
7.1.8 Invoice is sent from SCD with the aligners/product ordered.
7.1.9 To the extent any supply made by SCD is subject to GST, the price for that supply will be increased by an amount equal to GST payable on supply.
7.1.10 Additional fees may apply if a shipping method is requested other than SCD’s standard shipping procedure.
7.1.11 Any invoice or other outstanding balance not paid by the invoice due date may be subject to a finance charge of one and one half (1.5%) percent per month, or the maximum amount allowed by law.
7.1.12 SCD, IA and Align do not accept payments from patients, including payments in the patient’s name forwarded by Doctor.
7.1.13 When Doctor approves a ClinCheck® treatment plan, Doctor is the party responsible for payment to SCD.
7.1.14 Prices and other terms & conditions are subject to change by SCD, IA or Align without prior notice (but will not be varied with respect to a particular order once such order has been placed).
7.2.1 Invisalign aligners are manufactured and shipped to Doctor within approximately 14 business days of approval of the ClinCheck® treatment plan.
7.2.2 Replacement aligners or retainers will be shipped to SCD within approximately 5 business days of Align’s receipt of a request.
7.2.3 SCD will make reasonable efforts to contact Doctor within 4 days of order receipt if the order submission is not complete or all materials are not received. Incomplete order submissions will result in delays in manufacturing and shipping of products.
7.2.4 SCD is responsible for the delivery of aligners and retainers to Doctor.
7.2.5 Upon shipment, all aligners and retainers are nonreturnable and fees are non-refundable.
8.1 Doctor is responsible for securing all consent from patients required by law, including without limitation the Privacy Act 1988 (Cth), in order for records to be disclosed to SCD, IA or Align in accordance with this clause.
8.2 For the avoidance of doubt, such consent should include approval for transmission of records to a jurisdiction outside Australia.
8.3 SCD, IA and Align will comply with the requirements of relevant State and Commonwealth laws, including the Privacy Act 1988 (Cth) which may include obligations to provide personal information SCD, IA or Align hold about a patient to such patient on request by such patient.
8.4 Subject to applicable law (including the Privacy Act (Cth)), records submitted to SCD, IA or Align become the property of SCD, IA or Align and will not be returned to Doctor.
8.5 Records such as impressions and intra-oral scans require inspection and may be deemed unacceptable by Align Technology and/or SCD.
8.6 If deemed unacceptable, replacement records will be requested.
8.7 Physical materials such as impressions and study models will only be maintained by SCD, IA or Align for a short time period and are discarded and/or archived at the discretion of Align, SCD or IA.
8.8 Subject to applicable law (including the Privacy Act (Cth), Doctor authorises SCD, IA or Align to use records, including but not limited to, impressions and intra-oral scans, patient information, radiographs, photographs and plaster models for internal use, purposes of orthodontic or dental consultations, education and research purposes, publication in professional journals or use in professional collateral materials, provided that such use does not include disclosure of a specific name, patient ID, address or other personal information which would have the effect of specifically identifying the doctor or the patient, unless the appropriate consents are obtained.
8.9 Doctor is advised to obtained appropriate patient authority to use records.
9. General Risks
9.1 SCD, IA and Align reminds each Doctor of their professional responsibility to ensure that each patient is dentally and periodontally stable and does not have any known contraindications prior to the start of treatment.
9.2 The use of Invisalign product(s) or service(s) may involve some of the risks detailed below. Many of the risks are general (for example, health and hygiene related risks) and can occur without any orthodontic treatment or are risks that are associated with other traditional orthodontic treatments.
9.2.1 Failure to wear the appliances for the required number of hours per day, not using the products as directed by Doctor, missing appointments, and erupting or atypically shaped teeth can lengthen the treatment time and affect the ability to achieve the desired results.
9.2.3 Gums, cheeks and lips may be scratched or irritated.
9.2.4 Teeth may shift position after treatment. Consistent wearing of retainers at the end of treatment helps to reduce this tendency.
9.2.5 Tooth decay, periodontal disease, inflammation of the gums or permanent markings (e.g. decalcification) may occur if patients consume foods or beverages containing sugar, do not brush and floss their teeth properly before wearing the Invisalign® products or do not use proper oral hygiene and preventative maintenance.
9.2.6 The aligners may temporarily affect speech and may result in a lisp, although any speech impediment caused by the Invisalign products should disappear within one or two weeks.
9.2.7 Aligners may cause a temporary increase in salivation or mouth dryness and certain medications can heighten this effect.
9.2.8 Attachments may be bonded to one or more teeth during the course of treatment to facilitate tooth movement and/or appliance retention. These will be removed after treatment is completed.
9.2.9 Attachments may fall off and require replacement.
9.2.10 Teeth may require interproximal recontouring or slenderising in order to create space needed for dental alignment to occur.
9.2.11 The bite may change throughout the course of treatment and may result in temporary patient discomfort.
9.2.12 In rare instances, slight superficial surface wear of the aligner may occur where patients may be grinding their teeth or where the teeth may be rubbing and is generally not a problem as overall aligner integrity and strength remains intact.
9.2.13 At the end of orthodontic treatment, the bite may require adjustment (“occlusal adjustment”).
9.2.14 Atypically shaped, erupting and/or missing teeth may affect aligner adaptation and may affect the ability to achieve the desired results.
9.2.15 Treatment of severe open bite, severe overjet, mixed dentition, and/or skeletally narrow jaw may require supplemental treatment in addition to aligner treatment.
9.2.16 Supplemental orthodontic treatment, including the use of bonded buttons, orthodontic elastics, auxiliary appliances/dental devices (e.g. temporary anchorage devices, sectional fixed appliances), and/or restorative dental procedures may be needed for more complicated treatment plans where aligners alone may not be adequate to achieve the desired outcome.
9.2.17 Teeth which have been overlapped for long periods of time may be missing the gingival tissue below the interproximal contact once the teeth are aligned, leading to the appearance of a “black triangle” space.
9.2.18 Aligners are not effective in the movement of dental implants.
9.2.19 General medical conditions and/or use of medications can affect orthodontic treatment.
9.2.20 Health of the bone and gums which support the teeth may be impaired.
9.2.21 Oral surgery may be necessary to correct crowding or severe jaw imbalances that are present prior to wearing the Invisalign® product. If oral surgery is required, risks associated with anaesthesia and proper healing must be taken into account prior to treatment.
9.2.22 A tooth that has been previously traumatised or significantly restored may be aggravated. In rare instances the useful life of the tooth may be reduced, the tooth may require additional dental treatment such as endodontic and/or additional restorative work and the tooth may be lost.
9.2.23 Existing dental restorations (e.g. crowns) may become dislodged and require re-cementation or in some instances, replacement.
9.2.24 Short clinical crowns can pose appliance retention issues and inhibit tooth movement.
9.2.25 The length of the roots of the teeth may be shortened during orthodontic treatment and may become a threat to the useful life of teeth.
9.2.26 Product breakage is more likely in patients with severe crowding and/or multiple missing teeth.
9.2.27 Orthodontic appliances or parts thereof may be accidentally swallowed or aspirated.
9.2.28 In rare instances, problems may also occur in the jaw joint, causing joint pain, headaches or ear problems.
9.2.29 Allergic reactions may occur.
9.2.30 Teeth that are not at least partially covered by the aligner may undergo supraeruption; and
9.2.31 In rare instances, patients with hereditary angioedema (HAE), a genetic disorder, may experience rapid local swelling of subcutaneous tissues including the larynx. HAE may be triggered by mild stimuli including dental procedures.
10. Aligner and Vivera® Retainer Warranty
10.1 Each party acknowledges that the Australian Competition and Consumer Act 2010 (Cth) and other laws may imply certain conditions and warranties into this Agreement and confer certain rights and remedies on Doctor that cannot be excluded or modified (“Rights”).
10.2 Nothing in this section or otherwise in this Agreement excludes or modifies any of those Rights if to do so would contravene such Rights or make any part of this Agreement void.
10.3 Align warrants that the Invisalign aligners and Vivera® retainers are free from defects in material and workmanship when used properly in the applications for which they were intended.
10.4 For aligners, this warranty expires on the Treatment Expiration Date.
10.5 For Vivera® retainers, this warranty expires three (3) months after shipment of the retainers.
10.6 Additionally, Align warrants the fit of the first Vivera® retainer shipped for each patient for a period of thirty (30) days from shipment.
10.7 Except as provided in this section, Align and SCD makes no warranty of any kind, whether express, implied, statutory or otherwise with respect to Invisalign treatment options and/or products or services.
10.8 SCD, IA and Align specifically disclaims all implied warranties of design, merchantability, fitness for a particular purpose and non-infringement and any other implied warranties.
10.9 Where SCD, IA and Align (i) cannot exclude any express or implied condition or warranty, or (ii) the aligner or retainer fails to conform to the warranty in this section, then SCD, IA’s and Align‘s sole and exclusive liability and Doctor‘s sole and exclusive remedy is at the sole discretion of SCD, IA and Align (i) to repair or replace the goods or (ii) to pay the cost of having those goods repaired or replaced.
10.10 No representative, employee or agent of SCD, IA or Align is authorised to incur warranty obligations on behalf of SCD, IA or Align or modify the limitations set forth herein.
10.11 These warranties are void if the aligners or retainers have been misused or modified after manufacture by Align.
10.12 No warranty is made regarding the outcome of any treatment using the aligners, retainers, or any combination of Align products or services with third party products.
11. Doctor Warranty
Doctor warrants and represents that:
11.1 Doctor is licensed to practice dentistry and/or orthodontia in the location of and at the time treatment is provided;
11.2 Doctor will not use Invisalign treatment options and/or products if such license expires, is not valid, is revoked, suspended or otherwise jeopardised at any time during treatment with Invisalign products;
11.3 Doctor’s use of Invisalign treatment options and/or products or services will be in accordance with generally accepted business or medical standards and shall comply with SCD’s, IA’s & Align’s product or service specifications;
11.4 Doctor has expertise, experience, and training to perform procedures associated or in conjunction with aligner treatment;
11.5 Any use of Align’s trademarks by Doctor will be only in connection with Doctor’s provision of Align products and will comply with the Invisalign Art & Advertising Standards.
11.6 Any use of Align’s trademarks or imagery should be sent to [email protected] not less than 10 working days prior to publication or production and not be used without IA’s express written permission on behalf of Align Technology, Inc.;
11.7 Doctor takes full responsibility and is directly and solely liable for using information obtained from the use of Invisalign products in the treatment of patients, including but not limited to, achieving a desired outcome or the decision to proceed with treatment;
11.8 Doctor will regularly review the MySCD to verify that Doctor is aware of any changes to Pricing, Terms & Conditions for Invisalign, to Invisalign Australia’s Advertising Standards; and
11.9 Doctor will provide, upon request, feedback regarding the status of a patient‘s treatment and the success of the Align service or product, and SCD, IA and Align may use such information for promotional, education or other publication purposes.
12.1 Each party acknowledges that the Australian Competition and Consumer Act 2010 (Cth) and other laws may imply certain conditions and warranties into this Agreement and confer certain rights and remedies on Doctor that cannot be excluded or modifies (“Rights”).
12.2 Nothing in this section or otherwise in this Agreement excludes or modifies any of those Rights if to do so would contravene such Rights or make any part of this Agreement void.
12.3 In no event SCD’s, IA’s or Align’s total cumulative liability arising out of or related to this agreement under any theory of law exceed the total sum of fees paid or payable by Doctor for such Invisalign product.
12.4 The existence of one or more claims shall not expand such limit.
12.5 In no event will SCD, IA, Align, it’s licensors or suppliers, have any direct liability for any indirect, special, incidental, exemplary, punitive or consequential damages however caused and under any theory of liability whether in contract, tort, indemnity or other cause or theory whatsoever (including negligence, delay in delivery, injury to reputation, good will, etc) whether or not Doctor has been advised of the possibility of such damage.
12.6 In no event will SCD, IA, Align, or any of its licensors or suppliers, have any liability for any lost profits, loss of use or costs of procurement of substitute goods or services.
12.7 All claims against SCD, SCD employees, IA, IA employees, Align, Align employees, agents, contractors, officers or directors based on:
12.7.1 The failure of Invisalign products to achieve a successful or desirable outcome or;
12.7.2 Injury to a patient, either alone or in combination with other treatment appliances are hereby waived by Doctor.
12.8 Doctor acknowledges that the Trade Practices Act 1974 (Australia) and other laws may imply certain conditions and warranties on this Agreement and confer certain rights and remedies on Doctor that cannot be excluded or modified (“Rights”).
12.9 This Agreement does not exclude or modify any of those Rights if to do so would contravene a law or make any part of this Agreement void.
13.1 Doctor agrees to indemnify, defend and hold harmless SCD, IA and Align and its past, present and future officers, directors, stockholders, employees, agents, assigns, attorneys, contractors, service providers, licensors, insurers and successors in interest against and from any and all claims, causes of actions, damages, injuries, debts, liabilities, losses, obligations, payments, costs, expenses, demands, and other requests for relief, compensation or remuneration of any kind, description or nature whatsoever (collectively, “Losses”), related to, pertaining to or arising from:
13.1.1 Doctor’s breach of or failure to abide by any term of this Agreement;
13.1.2 Doctor's breach of any term of any agreement between you and your patient or any acts or failures in respect of a patient;
13.1.3 Any incorrect information provided to SCD, IA or Align or any failure to timely provide SCD, IA or Align with any information it requests from Doctor, or Doctor’s dental practice;
13.1.4 Dealings with national regulators, licensing or professional bodies in relation to Doctor's or thier practice; or
13.1.5 SCD’s, IA’s or Align’s provision of/or failure to provide goods or services to Doctor, unless such provision of or failure to provide such goods or services was due to SCD’s, IA’s or Align’s wilful action.
13.2 This indemnity is a continuing obligation which shall survive the termination of any order or contract for SCD’s, IA’s or Align’s products or services.
14. Trademark Usage
14.1 Subject to the terms and conditions of this Agreement, and subject to the Invisalign® Advertising Agreement, Align grants to Doctor limited and personal (non-transferable or sub-licensable) permission to use the Invisalign trademark and certain other Align trademarks identified and approved for use in the Invisalign® Advertising Agreement.
14.2 Align’s trademarks may be used by Doctor only in connection with Doctor’s provision of Align products.
14.4 Doctor must review the Invisalign Art & Advertising Standards regularly, as these documents may be amended by Align from time to time otherwise in writing to SCD or IA.
14.5 Any use of Align’s trademarks by Doctor and any associated goodwill inures to the benefit of Align, and doctor acknowledges that Align remains the sole owner of all right, title and interest in the Align trademarks.
14.6 SCD, IA or Align has the right to monitor the quality of Doctor’s services provided in connection with Align trademarks and may in IA’s or Align’s sole discretion terminate Doctor’s permission to use Align trademarks at any time.
15.1 SCD, IA or Align may, but is not required to, include doctor in co-marketing or lead generating tools such as the “Find a Practitioner“ web based locator.
15.2 IA and Align retains sole discretion over all aspects of the “Find a Practitioner” web based locator, including but not limited to, inclusion, designations, order of placement, and removal of doctors.
15.3 By way of this Agreement, Doctor authorises SCD, IA, Align or a third party on Align’s behalf to send programs, training event, sales and marketing promotions and materials, surveys or other information related to Align products to doctor’s office via facsimile, e-mail, and other means unless doctor has indicated otherwise in writing to SCD or IA.
15.4 No later than ten (10) working days prior to the use of any advertising or marketing materials referring to Align you are required to:
15.4.1 Submit to IA or SCD an electronic copy of all such any advertising or marketing materials referring to Align (in all formats including, but not limited to, online web pages and banners, physically printed materials, and audio or audio-visual work including video, smartphone app’s or other digital content created for broadcast, webcast, podcast, posting to website, use on “smart” handheld devices or any other mode of transmission).
15.4.2 Obtain IA or Align’s written approval (within 10 days) prior to any such use.
15.4.3 Align reserves the right to impose such additional terms and conditions as it deems reasonably.
15.5 IA or Align reserves the right to require modifications to any part of your original artwork.
15.6 No deviation from the copy shown in the print advertising templates is allowed without prior written approval from IA or Align.
15.7 No editing or re-mixing of Align video content is permitted without prior written approval from IA or Align.
15.8 All edited or re-mixed versions of Align video content created with Align’s permission must be submitted for approval prior to use, and shall not be posted online, transmitted, displayed broadcast, or otherwise used without prior written approval by IA or Align.
15.9 IA’s or Align’s written approval must be received by SCD no later than 10 working days after date of submission.
15.10 No products competitive to or incompatible with Invisalign products or services may appear or be mentioned in any marketing materials, including but not limited to web pages or coupons, or advertising that uses Invisalign or any other marks belonging to Align.
15.11 IA or Align retains the right to require immediate removal of any work that may have been provided or approved for use; and you agree to promptly comply with such requirement(s).
16. Sign-off on Documentation
16.1 All parties agree that any correspondence, marketing material, art work and documentation that require review and sign-off by the other party/parties will provide this feedback and/or sign-off in writing within a maximum timeframe of 10 working days from the date of submission.
17. Force Majeure
17.1 Neither party shall be deemed to be in breach of this Agreement for any failure or delay in performance caused by reasons beyond its reasonable control, if such party makes reasonable efforts to perform, provided however, the inability of either party to meet financial obligations is expressly excluded.
18. Governing Law
18.1 These terms and conditions shall be governed by, and construed and interpreted in accordance with the laws of New South Wales, Australia.
18.2 The courts within New South Wales shall have exclusive jurisdiction to adjudicate any dispute arising out of these terms and conditions.
19.1 Invisalign treatment options and/or products purchased by Doctor under this Agreement may only be used by Doctor within the country of purchase and may not be exported or re-sold.
19.2 Doctor agrees to comply with all export laws, restrictions, statutes, agreements and regulations (jointly “Laws”) of Australian Government, its agencies, bureaus, and authorities.
19.3 Doctor shall not provide, transfer, sell or otherwise make available the product or services or related technology in violation of any such Laws.
19.4 The product is for intended use in Australia.
20. Independent Contractors
20.1 It is the mutual intent of the parties to this Agreement that Doctor, Doctor’s employees, agents, and other representatives are not employees, agents, joint ventures, or partners of SCD, IA or Align.
20.2 Nothing contained in this Agreement shall be interpreted or construed to create or establish an employment relationship between the parties.
20.3 Neither party is granted any express or implied right or authority by the other party to assume or create any obligation or responsibility on behalf of or in the name of the other party, or to bind the other party in any manner whatsoever.
21. No Waiver
21.1 The failure of either party at any time to require performance by the other party of any provision will not affect in any way the full right to require such performance at any time thereafter.
22.1 If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, such provision shall be changed by the court and interpreted so as to best accomplish the objectives of the original provision to the fullest extent allowed by law and the remaining provisions of this Agreement shall remain in full force and effect.
23. Termination and Modification
23.1 Align reserves the right to cancel this agreement, refuse an order of product or revoke the certification of a Doctor for any reason at any time.
24. Entire Agreement
24.1 This Agreement sets forth the entire agreement and understanding of the parties with respect to the subject matters covered; and this Agreement supersedes all prior letters of intent, agreements, covenants, arrangements, communications, warranties or representations, whether oral or written, by any officer, employee, or representative of SCD, IA and Align relating thereto.
24.2 This Agreement Prevails over any conflicting or additional terms of any quote, order, invoice or other communication.
24.3 This Agreement can only be modified by an authorised representative of SCD.