Terms & Conditions

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1. BIODENT’s Obligations to Remove Amalgam Waste
BIODENT shall at its own expense and at such times as are set out, collect and remove amalgam waste from the Operator’s Office in accordance with the following provisions:

1.1. Upon the commencement of this agreement for services. BIODENT shall provide and deliver one (1) amalgam separator (“ECO II separator”) for installation in the Operator’s
Office as an attachment connected before the water sewage pipe servicing the suction pump system for the Operator chairs. The ECO II separators shall be in good working
condition and appearance. BIODENT shall provide and deliver any additional ECO II at such time during the term of this agreement as may become necessary, or as the
Operator reports a failure of breakdown, or as which the Operator may require.
1.2. Each and every ECO II separator delivered under this agreement shall remain the property of BIODENT, whether or not it is actually installed and operating. It is BIODENT’s
intention to claim, where possible, capital cost allowance and related income tax credits in respect of the Refuse Equipment.
1.3. BIODENT shall be responsible for all repair and replacement to and of the ECO II separators and any other equipment or machinery used or operated by it for the purpose of
amalgam waste collection and removal (collectively referred to as the “Separator Equipment”).
1.4. Once the ECO II separators are in place and before BIODENT commences collection and removal thereof, BIODENT shall inspect the Operator’s Office and apparels in
order to determine the location of any obstacles or obstructions which must be avoided when collecting and removing the ECO II separators.
1.5. BIODENT shall collect the ECO II separators when required at the Operator regular opening hours during the term (local or other ordinances permitting) and immediately
process the same in compliance with ISO 14001 standards.

2. Operator’s Obligations to Support

2.1. The Operator shall not assign this agreement, in whole or in part, directly or indirectly, and shall under no circumstances allow the Separator Equipment to be used, in whole
or in part, directly or indirectly, by anyone without the prior written authorization of BIODENT.
2.2. The Operator shall make reference to the existence of this agreement and the proprietary rights of BIODENT in the Separator Equipment whenever used in specifications,
publications, labels, promotional and technical brochures and other similar documents.
2.3. The Operator hereby agrees to promptly notify BIODENT of any malfunction, failure or default in the Separator Equipment.
2.4. The Operator hereby undertakes to refrain from dismantling or otherwise manipulate, modify or after, directly or indirectly, in whole or in part, the Separator Equipment.
2.5. The Operator hereby agrees to maintain adequate room temperature, ventilation and humidity conditions to allow for the proper functioning of the Separator Equipment and
shall protect the same from exposure to any hazardous material that may affect the Separator Equipment.
2.6. The Operator hereby agrees to use M2 (BIODENT) or any other product as effective (no bio-film and non foaming) to clean and disinfect his suction system(s) so has to
guarantee adequate and smooth functioning of ECO II.

3. Title and Ownership of the Separator Equipment

3.1. BIODENT shall retain title to and ownership of the Separator Equipment at all time before, during and after the execution of this agreement and even though the Separator
Equipment is affixed or attached to anything. The Operator shall immediately notify BIODENT of any and all assertions of interest or claims by third parties that would
jeopardize BIODENT title.
3.2. BIODENT may mark the Separator Equipment to indicate that it remains owner of it and the operator shall not permit that marking to be obscured, removed or defaced nor
shall it permit conflicting marks to be made.
3.3. The Parties hereby acknowledge that Separator Equipment cannot lose its individuality or be permanently attached or joined to immovable property and that the Separator
Equipment shall remain movable property and, without prejudice to the foregoing, shall not be fixed to immovable property without the prior written consent of BIODENT.
3.4. Without prior written consent of BIODENT, the Operator may not:
a) Make any alteration, modification, connection, disconnection, improvement or adjustment of any kind to the Separator Equipment of any accessory or addition
thereof;
b) Make use of the Separator Equipment other than for the purpose that was designated at the signature of the Agreement;
c) Assert of attempt to claim or contend any ownership or title in the Separator Equipment including, where possible, capital cost allowance and related income tax
credits in respect thereof;
3.5. For the purposes of implementation and safeguard of the rights, titles and interest above stated the Operator hereby grants to BIODENT a power of attorney and the authority
to:
a) Register, publish and notify any mortgage, security interest, notice of ownership or title or instrument that may assist BIODENT to reserve, effect, perfect, enforce, assert, claim, protect, implement or otherwise deal with its rights, title and interest of ownership in the Separator Equipment;
b) Use the name of the Operator on any document and to engage into legal action to recover ownership and title of the Separator Equipment;
c) Attend and vote for the Operator or under its name at creditors’ meetings and file a proof of claim;
d) Debit the Operator’s bank account the monthly charge payable hereunder;

4. Termination

4.1 The Operator may terminate this agreement on ninety (90) days prior notice to BIODENT. Where Operator is in default of any provisions of this agreement, BIODENT
may terminate this agreement on thirty (30) day notice, or is in the process of curing such default within such default within such thirty (30) day period and thereafter
diligently cures amends such default.
4.2 In addition to the termination right provided in the foregoing paragraph, this agreement will be terminated as of right in the following cases:
a) A trustee has been appointed to administer the property of the Operator or the Operator commits an act of bankruptcy of is otherwise insolvent within the meaning of
the relevant bankruptcy and insolvency legislation or, takes advantage of any legal provisions enacted for the protection of insolvency;
b) The Separator Equipment is charged or subject to a lien, levy, privilege, seizure, attachment, judgment, mortgage or otherwise charged or encumbered;
c) The Operator fails to comply with the previsions contained in this agreement
4.3. Upon termination of this agreement, BIODENT may, without any right of compensation or indemnity to the Operators or anyone else:
a) Take possession of the Separator Equipment wherever it is located, without demand of notice and without a court order or other process of law;
b) Accept a voluntary return of the Separator Equipment by the Operator or such other person then in possession or control of the same;
4.4. The agreement will automatically renew for successive annual terms unless either party terminates the agreement. To avoid renewal, either party must give notice to the
other party not later than 30 days prior to the expiration of the then current term of its intention not to renew the agreement.

5. Come into force
This agreement and all provisions of it are effective immediately.

6. Assignment
BIODENT may assign this agreement or any part of it and may employ or retain anyone as a sub-contractor or otherwise, to perform any part of its obligations under this agreement
without the prior written consent of the Operator, which consent may not be unreasonable withheld if requested.

7. Language
The Parties have expressly agreed that this agreement and all related documents, including notices, be drafted in the English language. In witness whereof the parties have
executed this agreement on the date first written above.