Terms of Service

Last updated: October 10, 2025

These Terms & Conditions (“Terms”) govern your access to and use of the Taevas Life Sciences website, products, services, and related transactions. By using our site, placing orders, or accessing services, you agree to these Terms. If you do not agree, please do not use the site or procure devices from us.

1. Definitions

In these Terms, unless the context otherwise requires:

• “Taevas”, “we”, “our”, “us” means Taevas Life Sciences (or the relevant legal entity in your jurisdiction).
• “You”, “your”, “Customer”, “Purchaser” means the person or entity accessing the site, placing orders, or using the products or services.
• “Products” means the medical devices, accessories, consumables, or related items offered by Taevas.
• “Website” means Taevas’s online presence (domain, application, online store) and any services accessed therein.
• “Order” means your purchase request for Products via the Website (or other channel) accepted by Taevas.
• “IFU” means the device’s Instructions For Use, labeling, or user manuals/safety documentation.
• “Transaction Price” means the total amount you pay for the Products, including shipping, taxes, duties, and other charges (unless stated otherwise).
• “Rental / Lease” means an agreement under which Taevas makes a Device available to you for use for a specified period, without transferring title.
• “Lessee / Renter / Tenant” means you when renting the Device.
• “Lease / Rental Fee” refers to the recurring payments or charges under the rental.
• “Return / Pick-up” means the process of collecting the rented Device at the end of lease.

2. Scope & Application

• These Terms apply to all orders, sales, and deliveries of Products via our Website (or other ordering mechanism) to you.
• If there is any conflict between these Terms and a separate written agreement (purchase, distribution, contract), the separate agreement shall prevail if expressly stated.
• We may amend or update these Terms from time to time. The version posted on our Website applies to new Orders.
• These Terms apply to both sales and rentals / leases of Devices.
• For rentals, a separate rental agreement may apply and may override these Terms where expressly stated.

3. Eligibility & Account

• You represent that you are legally capable of entering a binding agreement and authorized when acting on behalf of an entity.
• You agree to maintain accurate, current, and complete information.
• You are responsible for safeguarding account credentials and all activities conducted under your account.
• For rentals, additional credentials, deposits, or site assessments may be required.
• You are responsible for all actions under your account, including rental obligations.

4. Placing Orders & Acceptance

• Placing an Order constitutes an offer to purchase Products.
• We may accept, reject, or request modifications to Orders for any reason.
• An Order is accepted when we send confirmation or dispatch the Products.
• Additional verification may be required for regulated medical devices.
• Rental requests require acceptance and may include surveys or regulatory checks.
• We may reject orders due to compliance, inventory, or risk issues.

5. Pricing, Payment & Taxes

• The Transaction Price is as displayed at checkout or in quotation.
• Prices exclude shipping, duties, customs, handling fees, and taxes unless stated otherwise.
• Payment must be made via accepted methods before dispatch unless agreed otherwise.
• Deposits or advances may be required.
• Late payments may result in suspension, cancellation, or interest charges.
• Rental fees may be periodic or usage-based.
• A security deposit may be required for rentals.
• Damage costs may be deducted from the deposit.

6. Delivery, Installation, Risk & Title

• Delivery terms and timeframes follow our Shipping Policy.
• Risk transfers to you when Products are handed to the carrier.
• Title remains with Taevas until full payment is received.
• You must inspect Products upon delivery and notify us of issues promptly.
• For rentals, title always remains with Taevas.
• Installation may be included for leased devices.
• You bear risk of loss or damage during the lease period.
• You must not relocate or modify the device without written permission.

7. Use of Products & Compliance

• You shall use Products strictly in accordance with the IFU and local regulations.
• You must not modify, disassemble, or misuse Products.
• You are responsible for compliance with import/export and regulatory obligations.
• You shall not resell Products unlawfully or in restricted jurisdictions.
• You agree to indemnify Taevas for misuse or non-compliance.

8. Warranty, Service & Remedies

• Products are warranted to meet specifications and be free from defects for the specified period.
• Warranty excludes misuse, accidents, unauthorized repair, and normal wear.
• Remedies include repair, replacement, or refund at Taevas’s discretion.
• No other warranties apply unless required by law.
• Rental devices may include maintenance and calibration under contract.
• Device failures may qualify for replacement or early termination as per contract.
• You must report malfunctions promptly.

9. Security Deposit, Damage & Return Charges

• Returned devices are inspected for condition.
• Repair or replacement costs may be deducted from the deposit.
• Loss or non-return may result in you being liable for replacement cost.

10. Term, Renewal & Termination (Rentals)

• Rental term is specified in the rental contract.
• Some leases auto-renew unless notice is given.
• Either party may terminate for breach or nonpayment.
• You must return the device upon termination.

11. Limitation of Liability

• Taevas is not liable for indirect, incidental, or consequential damages.
• Liability is capped at the Transaction Price paid.
• Limitations apply regardless of legal theory.
• Some jurisdictions may restrict limitations.
• For rentals, liability may cap at rental fees paid.

12. Intellectual Property

• All IP rights belong to Taevas or licensors.
• You are granted a limited non-transferable right to documentation.
• You must not reverse-engineer or copy proprietary content.
• You must retain notices and labels.

13. Confidentiality

• Confidential Information must be protected and not disclosed.
• Use is restricted to fulfilling obligations under these Terms.
• Confidentiality obligations survive termination.

14. Termination & Suspension

• Taevas may suspend or terminate for breach, insolvency, or legal requirement.
• Termination does not waive prior obligations.

15. Governing Law & Dispute Resolution

• These Terms are governed by the laws of the relevant jurisdiction.
• Disputes shall be resolved via arbitration or courts in the defined location.
• If any provision is invalid, the remainder continues.

16. Force Majeure

• Taevas is not liable for delays caused by events beyond control.
• Performance timelines may be extended in such events.

17. Notices

• Notices must be in writing and delivered to the provided addresses.
• Email notices are deemed received on the next business day.

18. Severability; No Waiver; Entire Agreement

• If any provision is invalid, the rest remain effective.
• Failure to enforce rights does not waive them.
• These Terms + policies constitute the full agreement.

19. Additional Terms

• Export/import compliance must be followed.
• Products must comply with medical device regulatory requirements.
• Third-party links are accessed at your own risk.
• Misuse of the Website (hacking, malware) is prohibited.
• Website content is not medical advice.
• Device inspections may occur during rentals.
• Telemetry may be collected with consent.
• You may need to insure leased devices.
• Relocation costs may apply during lease.
• Subleasing requires Taevas’s written consent.
• You assume responsibility for patient data and compliance.
• On default, Taevas may repossess or terminate lease.