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Terms of Conditions

Terms of Use

Effective November 1, 2021

These Terms of Use describe the terms that you are agreeing to comply with in order to use or access : (a) Fusion Orthopedics, LLC’s (collectively, “Fusion,” “we,” or “us”) websites including www.fusionorthopedics.com, www.lapilock.com, www.lapilockbunionsurgery.com, and the pages and other websites accessible from such sites or our social media posts (collectively, our “Websites”), and (b) any Fusion products, including Lapilock™ products (“Fusion Products”). We refer to you, and any minor child or person for whose use and on whose behalf you have the legal right to purchase a Fusion Product, in these terms as a “User.”

PLEASE READ THE FOLLOWING TERMS CAREFULLY.

BY CLICKING “I ACCEPT” OR OTHERWISE ACCESSING OR USING THE WEBSITES OR FUSION PRODUCTS, YOU AGREE THAT YOU HAVE READ AND UNDERSTOOD, AND, AS A CONDITION TO YOUR USE OF THE WEBSITES OR FUSION PRODUCTS, YOU AGREE TO BE BOUND BY, THE FOLLOWING TERMS OF USE, WHICH MAY BE UPDATED BY US FROM TIME TO TIME WITHOUT NOTICE TO YOU (THIS “AGREEMENT”).

IF YOU ARE NOT ELIGIBLE OR DO NOT AGREE TO THIS AGREEMENT, THEN YOU DO NOT HAVE OUR PERMISSION TO USE THE WEBSITES OR FUSION PRODUCTS. YOUR USE OF THE WEBSITES OR FUSION PRODUCTS CONSTITUTES AN AGREEMENT BY YOU TO BE BOUND BY THIS AGREEMENT.

Article I

Scope of this Agreement

  1. Fusion is Not a Medical or Healthcare Services Provider. You acknowledge that Fusion is a medical device manufacturer, not a healthcare provider, and does not engage in the practice of medicine or provide medical, health or other professional services or advice. Information contained on the Websites is general educational information only and is not a substitute for receiving proper medical care and advice from your physician, doctor or surgeon, and you agree that you are solely responsible for obtaining proper diagnosis, treatment and advice from your physician, doctor or surgeon. Only your physician, doctor or surgeon can determine if the Lapilock™ 4D Advanced Bunion Surgery™  is right for you.
    1. Your Use of the Websites. In addition to the terms set forth in this Agreement, any other terms and conditions that we post or make available through the Websites or otherwise make available to you, apply to your use of the Websites and are incorporated into and made a part of this Agreement. These additional terms include (but are not limited to) the following:
    1. Any description located on our Websites;
    1. Our Privacy Policy located on our Websites (“Privacy Policy”)
    1. Third-party copyright and other notices located on our Websites;
    1. Fusion copyright, trademark and patent notices located on our Websites; and
    1. Any terms in any documentation provided to you by Fusion, including (without limitation) in any manuals, brochures, marketing, training, and educational materials, packaging, instructions for use, indications for use, contraindications, and product warnings and safety statements (“Fusion Product Labeling”); any consent or authorization you sign in connection with your use of Fusion Products;

    1. Use of Websites and Fusion Products Outside of the United States. The Websites and Fusion Products are intended solely for use in the United States of America, and the Websites are not intended to subject Fusion to any jurisdiction or law other than as provided by Section 5 below. The Websites are not intended to and will not be construed as an offer to sell, market, distribute, or use Fusion Products outside of the United States of America.
    1. Questions and contacting a surgeon. If you have undergone the Lapilock™ 4D Advanced Bunion Surgery™  and have questions concerning your implant, please contact your surgeon. If you are a patient and have general questions regarding Fusion Products and the Lapilock™ 4D Advanced Bunion Surgery™ or wish to contact a doctor you have selected using the Find a Doctor tool, please schedule a Bunion Surgery Consultation through the Find a Doctor tool. The Bunion Surgery Consultation scheduler assists with patient education and appointment scheduling and does not dispense medical advice.

Article II
Changes

  • Changes to this Agreement and to the Websites. Unless prohibited by applicable law, Fusion can change the terms of this Agreement by notifying you of such changes by any reasonable means, including by posting new versions of this Agreement to our Websites. You are responsible for periodically reviewing this Agreement for changes. Your use of the Websites after we post a new version of this Agreement constitutes your acceptance of it. We reserve the right to change the Websites and their features or functionalities in our sole and absolute discretion.

Article III
Use of Websites

  • Intended Use. The Websites are intended to provide information to existing and potential patients who are interested in or have had the Lapilock™ 4D Advanced Bunion Surgery™ , to physicians, doctors, surgeons and other healthcare providers who may purchase Fusion Products or perform the Lapilock™ 4D Advanced Bunion Surgery™, to suppliers and contractors of Fusion, to existing or potential investors in Fusion, and to other Users of this Website. The Websites are not intended for use by any person or entity that manufactures, distributes, or sells any products or services that compete with any Fusion Product and are not intended for use by any User for commercial purposes.
    • Age for Use. By agreeing to this Agreement, you are representing that you are the age of majority of the state and country in which you reside and have the legal capacity to enter into this Agreement.
    • Surgeon Portal. The Surgeon Portal portion of the Websites is intended for use by podiatrists, orthopedic surgeons and related healthcare providers only, subject to their acceptance of this Agreement. Any information provided within the Surgeon Portal is provided by Fusion as an information service to healthcare providers. Material downloaded from the Surgeon Portal may be used by you for personal, educational, and non-commercial purposes only. Approved purposes include clinical education of professional staff in your practice and patients, downloading of forms to facilitate order fulfillment, and review of technique aids, clinical data presentations, journal publications, and design rationales in preparation for your care of patients. You may not distribute, circulate, modify, alter, transmit, reuse, report or use any of such materials for public or commercial purposes or provide such materials to an employee of any competitor of Fusion, without Fusion’s express written permission. All copyright and other proprietary notices contained in the downloaded materials must be retained.
    • Sales Portal. The Sales Portal is intended for use by existing independent and employee sales representatives of Fusion only. Any information provided within the Sales Portal is provided by Fusion on a confidential basis for the purposes of assisting sales representatives in performing their obligations to Fusion and its customers. Any information provided, or communications from Fusion representatives, on the Sales Portal will not be deemed to supersede any executed purchase order or other negotiated terms concerning the sale of Fusion Products. You may not distribute, modify, transmit, reuse, report or use any of such materials other than for the benefit of Fusion or provide such materials to a competitor of Fusion, without Fusion’s express written permission. Furthermore, you may not provide or distribute documents available through the Sales Portal to customers or other third parties unless it is clear that Fusion intends for you to make the document available to customer or third parties. All copyright and other proprietary notices contained in the downloaded materials must be retained.
    • Patient Portal. The Patient Portal portion of the Websites is intended for use by bunion sufferers and other members of the general public, subject to their acceptance of this Agreement. Any information provided within the Patient Portal is provided by Fusion as an information service to persons who may be interested in the Lapilock™ 4D Advanced Bunion Surgery™  and other Fusion Products.  Material downloaded from the Patient Portal may be used by you for personal, non-commercial purposes only. You may not distribute, modify, transmit, reuse, report or use any of such materials for public or commercial purposes or provide such materials to an employee of any competitor of Fusion, without Fusion’s express written permission. All copyright and other proprietary notices contained in the downloaded materials must be retained.
    • Account, Password, and Security. To access certain features of the Websites, Users may be required to set up a Fusion account using their email address or phone number and to choose or be provided with a Password. Fusion protects the confidentiality of information submitted to create an account in accordance with Fusion’s Privacy Policy. You must maintain the confidentiality of your Password and are responsible for all activities that occur in your account. You agree to provide and update accurate and complete information about yourself as prompted by Fusion’s registration system. You also agree to promptly notify us of any known or suspected unauthorized use or disclosure of your Password or account information, or of any other breach of security that you become aware of relating to the Websites or your account. Fusion may suspend or terminate your account and your ability to use the Websites for failure to comply with this Agreement or terms related to particular Websites’ features, for infringing copyright, or for any other reason whatsoever. In addition, Fusion reserves the right to seek any other available remedies against you including but not limited to legal action.
    • Rights related to the Websites and Fusion Products. You agree that Fusion, in Fusion’s sole and absolute discretion, has the right to use and disclose all information you may submit to the Websites or to Fusion, including to the Bunion Surgery Consultation tool, for any purpose, subject to this Agreement and Fusion’s Privacy Policy. You are responsible for the content, truthfulness, accuracy, and non-infringement of any other person’s proprietary or privacy rights of any information you submit to Fusion. If the Websites require or request that you submit information that contains personally identifying information (e.g., name, address, phone number, etc.), Fusion will handle such information consistent with our Privacy Policy.

Otherwise, all communications and information will be considered non-confidential, and Fusion will be free to reproduce, publish or otherwise use such information for any purpose whatsoever, including, without limitation, commercially exploiting such information, copying and publishing it, creating derivative works, or utilizing such information in the research, development, manufacture, use or sale of products or services incorporating such information. If you choose to provide proposed modifications or improvements, suggestions, comments, ideas or questions about the Websites or Fusion Products or other matters (collectively, “Feedback”), then you hereby grant Fusion an unrestricted, perpetual, irrevocable, non-exclusive, world-wide, fully-paid, royalty-free right and license to use and exploit the Feedback in any manner and for any purpose as Fusion sees fit in Fusion’s sole and absolute discretion, including to improve Fusion Products or Websites and create other products and services.

  • Third-party requirements. The Websites and Fusion Products may include items licensed to us by third parties. Your use of any such third-party items is subject to the provisions of this Agreement and the terms of any license agreement entered into between Fusion and such third-party, except as required otherwise by the applicable licensor. You must comply with the additional license provisions required by vendors of such third-party items posted by us on our Websites or which we otherwise provide or make available to you, as they are amended by us, in our sole and absolute discretion from time to time. The versions of such license provisions that are applicable to your use are incorporated into and made a part of this Agreement. Without limiting the provisions of this Agreement or expanding the scope of Fusion’s responsibilities, Fusion is not responsible for outages or defects in power, telecommunications, computers, smart devices, and data security systems, data leaks due to hackers, ransomware, malware, and viruses and any other event outside of Fusion’s reasonable and direct control.
    • Restrictions on Your Use. By using the Websites, you agree that you will not, and you will not permit anyone under your control to:
  • Use the Websites or any Fusion Products other than for their intended purpose, including for commercial purposes or to benefit any third party;
  • Violate any applicable local, state, national or international law, rules, or regulations, including the intellectual property rights of any person;
  • Post, email or otherwise transmit any information known to be inaccurate;
  • Collect, store or use information about other Users or specific transactions other than for the specific purpose for which that information was provided;
  • Disrupt, modify, reroute, obtain unauthorized access to, or intercept electronic information posted on, processed, or transmitted by the Websites or our servers;
  • Impersonate any person or entity or misrepresent or forge your identity, professional credentials, or affiliation with a person or entity, including using another person’s email, phone, password, other account information or identifiers, or another person’s or entity’s name, voice, or image;
  • Harm, threaten, or harass any person or entity or act in an unreasonable or unprofessional manner;
  • Sublicense or transfer any of your rights under this Agreement or sell, resell, license, sublicense, distribute, rent or lease any part of the Websites;
  • Enable unauthorized third parties or third-party applications or hardware to access or modify the Websites, including using any automated process or service (such as a bot, a spider, periodic caching of information, or malicious code) to access or use the Websites;
  • Damage, degrade, disrupt, disable, overburden, interfere with or impair the Websites, their integrity and performance (or any network or device connected to the Websites or any of their security features), including disrupting the normal flow of dialogue on the Websites and circumventing our administrative, technical or physical security measures;
  • Modify, copy or make derivative works based on the Websites or Fusion Products or decompile, reverse engineer, or disassemble the Websites, including replicating or building a competitive product or service to Fusion or that is injurious to Fusion’s interests; or
  • Create Internet “links” to or from the Websites or “frame” or “mirror” any content which forms part of the Websites.

    • Assurances. You represent, warrant and agree that all information you provide to us will be true, accurate, current and complete, and you will only use the Websites for your personal benefit in accordance with this Agreement.

Article IV
Use of Websites

 

  • Suspension and Termination of Access. Your access to the Websites may be interrupted or unavailable from time to time. Fusion has the right, in Fusion’s sole and absolute discretion, to modify, suspend or terminate the Websites or your access to them for any reason. You may terminate your use of the Websites by ceasing to use them.

Article V
Warranties and Disclaimers

  • Warranty Limitations. EXCEPT TO THE EXTENT REQUIRED BY APPLICABLE LAW, AND EXCEPT FOR ANY LIMITED WARRANTY INCLUDED IN THE APPLICABLE FUSION PRODUCT’S LABELING, FUSION PRODUCTS AND THE WEBSITES (INCLUDING THE INFORMATION IN THE WEBSITES) ARE PROVIDED “AS-IS” AND ON AN “AS AVAILABLE” BASIS WITHOUT ANY WARRANTY, EXPRESS OR IMPLIED, AND YOUR USE OF THE WEBSITES AND FUSION PRODUCTS IS AT YOUR OWN RISK.

FUSION DOES NOT MAKE ANY OF THE FOLLOWING WARRANTIES

  1. THAT FUSION PRODUCTS OR THE WEBSITES WILL MEET YOUR REQUIREMENTS, BE RETRIEVABLE, UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE OR THAT ALL ERRORS WILL BE CORRECTED;
  2. AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE WEBSITES OR FUSION PRODUCTS,
  3. AS TO ANY THIRD-PARTY WEBSITE, DEVICE, OR PRODUCT THAT YOU MAY USE IN CONNECTION WITH THE WEBSITE OR FUSION PRODUCTS,
  4. WITH RESPECT TO THE INFORMATION OR CONTENT POSTED ON THE WEBSITES, OR
  5. THAT INFORMATION PROVIDED BY ANY CUSTOMER WILL BE FREE FROM INTERCEPTION OR UNAUTHORIZED ACCESS.

FUSION HEREBY EXPRESSLY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS OR IMPLIED, CREATED BY LAW, CONTRACT OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT, ACCURACY, OPERATION, COMPLIANCE WITH DOCUMENTATION, TITLE OR NON-INFRINGEMENT.

  • Sole and Exclusive Remedy. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE WEBSITES, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE THEIR USE.
    • Third-Party Commentary. Any individuals or healthcare providers whose comments regarding Fusion Products are contained on the Websites, including in any descriptions, explanations, FAQs, brochures, educational materials, webinars, archives, blogs, news, journals, or studies of Fusion Products, may or may not be paid consultants of Fusion. The inclusion of a testimonial or story on the Websites is not an endorsement, recommendation, or prediction from Fusion that you will obtain any particular outcome. Every patient and every surgery is different and presents its own unique challenges and recovery times. Your results from Lapilock™ 4D Advanced Bunion Surgery™ may differ from the results portrayed in patient testimonials and/or stories contained on the Websites. Fusion is not responsible, and will not be liable, to you or others for any decision you make, or action you take, in reliance on the information obtained from the Websites. Your decision to undergo surgery with the Lapilock™ 4D Advanced Bunion Surgery™ is an important decision and should be based on your own investigation of, and consultation with, your own physician, doctor and surgeon, including review of the Patient Risk Information on the Websites.
    • The “Find A Doctor” tool. Choosing a physician is an important decision and should be based on your own investigation of a particular physician’s education, training, and experience. The Websites include a Find A Doctor tool for locating physicians who have surgical experience with performing the Lapilock™ 4D Advanced Bunion Surgery™. The underlying database may not include all physicians that use, or have used, Fusion Products. Listed surgeons have performed a Lapilock™ 4D Advanced Bunion Surgery™ in the last 6 months and completed a Lapilock™ 4D Advanced Bunion Surgery™ training course, have not paid a fee to be listed, are identified by their geographic proximity to the location you enter, and may or may not be paid consultants of Fusion. Fusion is not recommending that you utilize any particular surgeon, and you should make an independent determination regarding the qualifications and suitability of a surgeon and any Fusion Product.

The inclusion of a physician in the Find A Doctor database is not an endorsement or recommendation of that physician, and the fact that a physician is not included in the database does not mean that the physician is not qualified to perform the Lapilock™ 4D Advanced Bunion Surgery™. Listed physicians have provided the information contained in their profiles, which Fusion has not verified. Fusion does not verify or monitor the licenses, credentials, accreditations, or qualifications of the physicians listed in the database and is not responsible for the medical advice of any of the listed physicians. You are solely responsible for your communications and interactions with any listed medical professionals, and any information you send to them is not governed by Fusion’s Privacy Policy.

Some surgeons may represent that they perform the Lapilock™ 4D Advanced Bunion Surgery™, but with “alternative instrumentation and implants”. Don’t risk your health, ask your surgeon if they are using the Lapilock™ system manufactured and patented by Fusion. If they are not, then they are not performing Lapilock™ 4D Advanced Bunion Surgery™.

  • Product Discontinuation. Fusion reserves the right to discontinue the sale of any Fusion Product listed on the Websites at any time without notice.

Article VI
Liability Limitations and Your Responsibility

  • No Warranty. Fusion does not assume any liability for the materials, information and opinions provided on, posted to, or otherwise available through, this Websites. Reliance on these materials, information and opinions is solely at your own risk. The opinions of healthcare professionals contained on the Website are their own opinions, not the opinion of Fusion. Information contained on the Website is provided as-is, without any warranty, except as required by law. Fusion disclaims any liability for injury or damages resulting from the use of the Websites, or the content contained thereon.
    • Limitations of Liability. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, NEITHER FUSION, NOR ITS AFFILIATES, LICENSORS, SUPPLIERS AND OTHER THIRD PARTIES WITH WHICH FUSION HAS A CONTRACTUAL RELATIONSHIP, NOR ITS OR THEIR OFFICERS, DIRECTORS, EMPLOYEES, CONSULTANTS, AGENTS, OR SUPPLIERS (COLLECTIVELY, “FUSION PARTIES”) WILL BE LIABLE FOR (1)ANY DAMAGES OF ANY KIND OR NATURE, INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, SPECIAL (INCLUDING LOSS OF PROFIT), CONSEQUENTIAL OR INCIDENTAL DAMAGES ARISING FROM OR IN CONNECTION WITH THE EXISTENCE OR USE OF THE WEBSITES AND/OR THE INFORMATION OR CONTENT POSTED ON THE WEBSITES, REGARDLESS OF WHETHER FUSION HAS BEEN ADVISED AS TO THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF SUCH EXCLUSIONS CAUSE THIS AGREEMENT OR ANY REMEDY TO FAIL OF ITS ESSENTIAL PURPOSE OR (2) THE ACTIONS OR OMISSIONS OF A USER OR ANY THIRD PARTY. TO THE EXTENT THAT THE FOREGOING LIMITATION IS NOT APPLICABLE OR IS PROHIBITED UNDER APPLICABLE LAW, NONE OF THE FUSION PARTIES WILL BE LIABLE FOR TOTAL DAMAGES FOR ALL CLAIMS ARISING FROM OR RELATING TO THIS AGREEMENT, AND/OR THE WEBSITES IN AN AGGREGATE AMOUNT GREATER THAN $500.
    • Limitations in Certain Jurisdictions. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR CERTAIN DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS AND DISCLAIMERS (INCLUDING, WITHOUT LIMITATION, THOSE SET OUT IN SECTIONS 6 and 7) MAY NOT APPLY TO YOU, AND YOU MAY HAVE CERTAIN ADDITIONAL RIGHTS. TO THE EXTENT THAT WE MAY NOT, AS A MATTER OF APPLICABLE LAW, DISCLAIM ANY IMPLIED WARRANTY OR LIMIT OUR LIABILITIES, THE SCOPE AND DURATION OF SUCH WARRANTY AND THE EXTENT OF OUR LIABILITY WILL BE THE MINIMUM PERMITTED UNDER SUCH APPLICABLE LAW, AND THIS AGREEMENT WILL BE DEEMED MODIFIED TO THE MINIMUM EXTENT NECESSARY TO COMPLY WITH SUCH APPLICABLE LAW.
    • Exclusions from Limitations. Notwithstanding Paragraphs 7.1 through 7.3 above, nothing in this Section 7 is intended to limit or exclude liability where such liability is mandatory under applicable law and arises from the following: (a) death or personal injury resulting directly from willful or negligent act(s) or omission(s) by Fusion or any of its employees or agents; or (b) any fraudulent misrepresentation on the part of Fusion.
    • Your Responsibility. Except to the extent prohibited under applicable law, you agree to indemnify, defend and hold harmless the Fusion Parties from and against any and all third-party claims, liabilities, damages, losses, costs, expenses, fees (including reasonable attorneys’ fees and court costs) that such parties may incur as a result of or arising from (1) any information you submit, post or transmit through the Websites or to us, (2) your use of Fusion Products, (3) your violation of this Agreement, or (4) your violation of any rights of any other person or entity.

Article VII
Disputes and Governing Law

  • Equitable Relief. Any violation of a party’s intellectual property rights will cause the non-violating party irreparable harm for which monetary damages are an inadequate remedy, and the non-violating party is entitled to temporary, preliminary and permanent injunctive relief and specific performance without the posting of bond or other security, or if required, the minimum bond or security required.
    • Venue. To the maximum extent permitted by applicable law, all disputes arising out of or related to this Agreement or any aspect of the relationship between you and Fusion, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory (each, a “Dispute”), shall be resolved exclusively in the federal and state courts located in Phoenix, Arizona, and you and Fusion each waive any jurisdictional, venue or inconvenient forum objections to such courts.
    • Governing Law. Except to the extent prohibited by applicable law, the terms of this Agreement and any Dispute between Fusion and any User are governed by the laws of the State of Arizona, U.S.A., without regard to its principles of conflicts of law and regardless of your location.
    • Notice. If there is a Dispute, the disputing party must provide the other party with written notice of the dispute, including the facts giving rise to the Dispute and the relief sought by the disputing party. If we have your email address, we will provide such notice by email to your email address. You will provide us with any notice required hereunder by mail or overnight delivery to the following address: Attn. General Counsel, Fusion Orthopedics, LLC, 4135 S. Power Rd, Ste 118, Mesa, AZ 85212, United States.

Article VIII
Miscellaneous

  • Notices; Questions or Complaints. Except as expressly provided elsewhere in this Agreement or as required by law, we will provide you with any notice required under this Agreement by posting the notice on the Websites. You are required to provide Fusion with any notice required under this Agreement by mail or overnight delivery to the following address: Attention: General Counsel, Fusion Orthopedics, LLC, 4135 S. Power Rd, Ste 118, Mesa, AZ 85212, United States. If you have a question or complaint regarding the Websites, please send an e-mail to us at sam@fusionorthopedics.com or call us at (602) 388-1629. If you have a complaint or concern regarding any Fusion Products, please send an e-mail to us at sam@fusionorthopedics.com, or call us at (602) 388-1629. Please note that e-mail communications will not necessarily be secure. Accordingly, you should not include credit card information or other sensitive information in your e-mail correspondence with us.

    • Copyright Infringement Claims. The information, documents, related graphics, and other content published on the Websites (the “Information”) are protected by United States and foreign copyright, trademark, patent, trade secret and other intellectual property laws and are the sole property of Fusion, except for information provided or licensed by third-parties to Fusion, its subsidiaries or affiliates. You may use, e-mail, download, or print copies of the Information contained on the Websites for informational, educational and non-commercial or personal use only, provided that (1) the above copyright notice appears on all copies; (2) the Information is not modified, or altered in any way; and (3) no graphics available from the Websites are used separate from accompanying text. Fusion is not responsible for content provided by third-party providers, and you are prohibited from distribution of such material without permission of the owner of the copyright therein. Except as permitted above, no license or right, express or implied, is granted to any person under any patent, trademark or other proprietary right of Fusion.

You may not use any Fusion logos, trademarks, trade names, trade dress, products, or the names of any products or services appearing on the Websites without the prior written authorization of Fusion, except to identify the products or services of Fusion, including using any Fusion Products in any advertisements or placing any advertisements that resemble or may be reasonably likely to confuse users as being a Fusion advertisement. If you violate the foregoing restrictions on use, your permission to use the Websites shall be considered automatically revoked. All rights not expressly granted are reserved.

The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. We suggest that you consult your legal advisor before filing a DMCA notice or counter-notice. You may have equivalent rights under other applicable laws.

If you believe in good faith that materials available on the Websites infringe your copyright, you (or your agent) may notify Fusion by providing our Designated Agent with the following information in writing:

  1. Identification of the copyrighted work that you claim has been infringed;
  2. Identification of the material that is claimed to be infringing and information reasonably sufficient to permit Fusion to locate the material;
  3. Your name, address, telephone number, and email address;
  4. A statement by you that you have a good faith belief that the disputed use is infringing and not authorized; and
  5. A statement, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or are authorized to act on the copyright owner’s behalf.
  6. The electronic or physical signature of the copyright owner or a person authorized to act on the copyright owner’s behalf.

To submit a notification of claimed infringement, please contact Fusion’s Designated Agent by mail to: Attention: General Counsel, Fusion Orthopedics, LLC, 4135 S. Power Rd, Ste 118, Mesa, AZ 85212, United States, or by e-mail to sam@fusionorthopedics.com. You can also reach Fusion’s DMCA agent at the following phone number: (602) 388-1629.

If you believe in good faith that someone has wrongly submitted a notice of copyright infringement to us involving content that you made available through the Websites, the DMCA permits you to send to Fusion a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA. Click here for details. Counter-notices must also be sent in writing to Fusion’s Designated Agent at the address or email address set forth above

 

  • Relationship; No Third-Party Beneficiaries. Our relationship with you is as an independent contractor, and nothing in this Agreement creates an agency or partnership. Except for Fusion’s licensors, and the Fusion Parties there are no third-party beneficiaries to this Agreement.
    • Forward-Looking Statements. The Websites may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and subject to the safe harbor created by the Securities Litigation Reform Act of 1995. Such statements include declarations regarding Fusion’s intent, belief, or current expectations and those of Fusion’s management. Any such forward-looking statements are not guarantees of future performance and involve a number of risks, uncertainties and other factors, some of which are beyond Fusion’s control; actual results could differ materially from those expressed or implied by such forward-looking statements. Important factors that could cause actual results to differ materially from those indicated by such forward-looking statements include, but are not limited to: (a) those risks and uncertainties identified as “risk factors” in our Prospectus filed with the Securities and Exchange Commission on April 26, 2021; and (b) the other risks detailed from time-to-time in our reports and registration statements filed with the Securities and Exchange Commission. These forward-looking statements speak only as of their date and, except to the extent required by law, the Company undertakes no obligation to update these statements, whether as a result of any new information, future developments or otherwise.
    • Privacy and Security. Fusion is committed to safeguarding your privacy online. We understand the importance of privacy to our customers and visitors to our Websites. Our use of personally identifiable information is governed by our Privacy Policy, and by accessing and using our Websites, you agree to be bound by those policies. You recognize and agree that when submitting your personally identifiable information to the Websites, while Fusion has safeguards in place to prevent unauthorized access or interception, there is no absolute guarantee of security.
    • Waiver. Failure to exercise or enforce any right or provision of this Agreement will not constitute a waiver of such right or provision or of any other right or provision contained herein. The section titles in this Agreement are for convenience only and have no legal or contractual effect. This Agreement has been drafted in English at the express request of the parties.

Severability. If a court of competent jurisdiction finds that any provision of this Agreement is invalid or unenforceable, you agree that such provision will be modified to the minimum extent necessary to be effective, valid and enforceable while preserving the original intentions of the parties to the greatest extent possible, and the other provisions of this Agreement will remain in full force and effect and enforceable according to their terms.