Terms of Use

Draft for review — not yet effective. Last updated: [DATE].

These Terms of Use ("Terms") govern your access to and use of the Trident Medical, LLC ("Trident Medical," "we," "us," or "our") customer ordering portal (the "Portal"). By accepting an invitation, creating an account, or using the Portal, you agree to these Terms on behalf of yourself and the business you represent. If you do not agree, do not use the Portal.

1. Eligibility and accounts

The Portal is made available by invitation to business customers of Trident Medical. You may use the Portal only if you have received an invitation and are authorized to act on behalf of your business account.

You are responsible for:

• providing accurate account information and keeping it current;
• maintaining the confidentiality of your login credentials; and
• all activity that occurs under your account.

Notify us promptly if you believe your account has been accessed without authorization. We may suspend or place a hold on an account, including pausing ordering, where we reasonably believe it is necessary to protect the Portal, our business, or our customers.

2. Acceptable use

You agree to use the Portal only for its intended purpose — browsing products and placing orders for your business — and in compliance with all applicable laws. You agree not to:

• access or attempt to access another customer's account or data;
• interfere with, disrupt, probe, or attempt to gain unauthorized access to the Portal or its underlying systems;
• use the Portal to transmit malicious code or to engage in fraudulent activity; or
• copy, scrape, resell, or otherwise exploit the Portal or its content except as needed to place your own orders.

3. Pricing and orders

Prices shown in the Portal are specific to your business account and may differ from prices offered to other customers. Shipping amounts shown during checkout are estimates; final shipping is confirmed on your invoice.

An order placed through the Portal is a request to purchase and is submitted to us for review. It does not become a binding agreement until we accept and process it. We may decline, cancel, or adjust an order — for example, due to product availability, pricing errors, credit status, or suspected fraud. If pricing has changed between the time an item was added to your cart and the time you submit, we will show you the updated pricing before your order is finalized.

All orders are drop-shipped. Products are intended for business use by the ordering customer and not for resale to consumers except as permitted by your agreement with us.

4. Payment authorization

Invoice payment through the Portal is not available in the current release. When it becomes available, payments will be processed by our third-party payment provider on a hosted payment page. By submitting a payment through that page, you will authorize us and our payment provider to charge the payment method you provide for the amount shown, and you represent that you are authorized to use that payment method on behalf of your business account. Payment card and bank account details are handled by the payment provider and are not collected or stored by the Portal.

Amounts owed remain payable in accordance with the invoice terms applicable to your account, regardless of the payment method used.

5. Intellectual property

The Portal, including its design, text, graphics, and software, is owned by Trident Medical or its licensors and is protected by applicable intellectual property laws. We grant you a limited, non-exclusive, non-transferable, revocable right to use the Portal for the purpose described in these Terms. No other rights are granted.

6. Disclaimers

The Portal is provided "as is" and "as available," without warranties of any kind, whether express or implied, including any implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the Portal will be uninterrupted, error-free, or secure. Product information in the Portal is provided for ordering convenience; the terms of any sale are governed by your agreement with us and the applicable invoice.

7. Limitation of liability

To the fullest extent permitted by law, Trident Medical will not be liable for any indirect, incidental, special, consequential, or punitive damages, or for any loss of profits, revenue, data, or goodwill, arising out of or relating to your use of the Portal. Nothing in these Terms limits liability that cannot be limited under applicable law.

8. Suspension and termination

We may suspend or terminate your access to the Portal at any time if you violate these Terms, if your business relationship with us ends, or as we otherwise reasonably determine necessary. You may stop using the Portal at any time. Provisions that by their nature should survive termination will survive.

9. Governing law

These Terms are governed by the laws of the State of [STATE], without regard to its conflict-of-laws rules. Any dispute arising out of or relating to the Portal or these Terms will be subject to the exclusive jurisdiction of the state and federal courts located in [STATE/COUNTY].

10. Changes to these Terms

We may update these Terms from time to time. When we do, we will revise the "Last updated" date above. Your continued use of the Portal after an update means you accept the revised Terms.

11. Contact us

Questions about these Terms can be directed to:

Trident Medical, LLC [mailing address] Email: orders [at] trimeddevice.com