Use and Transfer of Products. Xxxx documents and tracks the Product(s) delivered to each Customer site. The Products, and any samples thereof which Xxxx may provide to Customer, are exclusively for Customer’s professional use with Customer’s patients. Customer agrees that it shall not, directly or through any other parties, offer for sale or sell Products online. Xxxx’x name and logo; the Product images and descriptions; Xxxx’x website designs; the look and feel of its websites; the text, graphics, button icons, images, audio clips, page headers, trademarks, and content; the selection and arrangement of any of the foregoing; and all related software belongs to or is licensed to Xxxx, and is protected by US and international laws, including laws governing copyrights and trademarks. Permission is granted to electronically copy and to print in hardcopy certain Product promotional materials made expressly available to Customer by Xxxx for Customer’s use in marketing and selling Product to Customer’s patients. Any other use of the materials without the prior written permission of Xxxx is strictly prohibited. Use of any such materials in any manner that is likely to cause confusion among customers or patients, or in any manner that disparages or discredits Xxxx, is also prohibited. Customer acknowledges and agrees that the Products are covered by valuable intellectual property owned by or licensed to Xxxx, including one or more valid US patents. Neither this Agreement nor Customer’s purchase of Product shall be construed as a grant of any other rights in or to the intellectual property covering the Products. Customer’s use of Products other than those purchased directly from Xxxx, or unauthorized sale/transfer of Product(s), would cause immediate, material, and irreparable harm to Xxxx. In the event of any violations of this Article, then, in addition to any other remedies available to Xxxx, (i) any Product-related limited warranties in effect are automatically void; (ii) Xxxx may cancel or reduce the quantity of any current orders; (iii) Xxxx may refuse to sell future Products to Customer; and/or (iv) Xxxx may remove Customer from Xxxx’x physician finder portal(s). Products must be administered under the direction of a physician or other healthcare professional authorized by applicable state law, in accordance with the Prescribing Information, Instructions for Use and Customer’s applicable provincial medical regulations. Xxxx prohibits the re-sale of Products. Sale or transfer of Products t...
Use and Transfer of Products. For regulatory compliance, medical oversight, and training purposes, Merz documents and tracks the Product(s) delivered to each Customer site. Products must be operated under the direction of a physician, in accordance with the Instructions for Use and Customer’s applicable state medical regulations. Merz prohibits the re-sale, rental, or leasing of Products, regardless of whether such Products are new or used, or are sold within or outside the United States. Sale or transfer of Products to third parties for uses unauthorized by Merz (e.g., refurbishment, modification, etc.) is also prohibited. Customer acknowledges that refurbished Products are not FDA-cleared, do not meet the strict manufacturing and quality controls of Merz, and may result in patient safety concerns. If Customer uses refurbished Products or Products obtained from sources other than directly from Merz, Customer assumes full liability for any adverse event that occurs. In addition, because it is unable to regulate the quality of such Products, Merz may be required to notify the FDA of any known violations, as well as any individuals suspected of being involved in these unlawful practices. Customer hereby further acknowledges and agrees that the Products are covered by valuable intellectual property owned by or licensed to Merz, including one or more valid United States patents. Neither this Agreement nor Customer’s purchase of the Product shall be construed as a grant of any other rights in or to the intellectual property covering the Products. Customer acknowledges that Customer’s use of Products other than those purchased directly from Merz, or unauthorized sale/transfer/rental/leasing of Product(s), would cause immediate, material, and irreparable harm to Merz. In the event of any violations of this section, then, in addition to any other remedies available to Merz, (i) any Product-related limited warranties or service contacts in effect are automatically void, and Merz shall have no obligation to refund Customer the amounts paid for any service contracts; and (ii) Merz may refuse to sell future Products to Customer and may remove Customer from Xxxx’x physician finder portals.
Use and Transfer of Products. For regulatory compliance, medical oversight, and training purposes, Merz documents and tracks the Product(s) delivered to each Customer site. Products must be operated under the direction of a physician, in accordance with the Instructions for Use and Customer’s applicable state medical regulations. Merz prohibits the re-sale or rental of Products by U.S. customers, regardless of whether such Products are new or used, or are sold within or outside the United States. Sale or transfer of Products to third parties for uses unauthorized by Merz (e.g., refurbishment, modification, etc.) is also prohibited. Customer acknowledges that refurbished Products are not FDA-cleared, do not meet the strict manufacturing and quality controls of Merz, and may result in patient safety concerns. If Customer uses refurbished Products, Customer assumes full liability for any adverse event that occurs. In addition, because it is unable to regulate the quality of refurbished Products, Xxxx is required to notify the FDA of any known violations, as well as any individuals suspected of being involved in these unlawful practices. Customer hereby further acknowledges and agrees that the Products are covered by valuable intellectual property owned by or licensed to Merz, including one or more valid United States patents. Neither this Agreement nor Customer’s purchase of the Product shall be construed as a grant of any other rights in or to the intellectual property covering the Products. Customer acknowledges that Customer’s use of Products other than those purchased directly from Merz, or unauthorized sale/transfer of Product(s) to third parties, would cause immediate, material, and irreparable harm to Merz. In the event of any violations of this section, then, in addition to any other remedies available to Xxxx, Xxxx may refuse to sell future Products to Customer or refuse to service Systems. Additionally, any use of Product not purchased directly from Merz will automatically void Customer’s limited warranty and any applicable service contract.
Use and Transfer of Products
