These Terms and Conditions for the rental program for SurgiSTUD model accessories shall constitute the complete agreement between SpineSTUD LLC dba SurgiSTUD, 2450 W 12th St., #2-3, Tempe, AZ 85281 (hereinafter “SurgiSTUD”), and the customer entering into this Agreement (hereinafter “Customer”). SurgiSTUD enters into this Agreement with Customer, subject to these terms and conditions, for the rental equipment (hereinafter “Equipment”). Customer hereby acknowledges acceptance of the terms and conditions along with delivery of the Equipment.

A. Equipment Loan

Customer understands and agrees that the Equipment is provided for a nominal fee (excluding shipping charges, duties, tariffs, customs fees, etc.), provided all samples are returned to SurgiSTUD. While on loan, the Equipment is, and shall at all times, remain the sole property of SurgiSTUD.

At the time of order, Customer acknowledges that they agree to a loan term of two (2) weeks, beginning from the date that Equipment is shipped from the SurgiSTUD warehouse. The deadline for when Customer must return the Equipment (“Return Date”) shall be two (2) weeks from the date of original shipment from the SurgiSTUD warehouse, unless otherwise discussed and agreed upon by a representative of SurgiSTUD. If an extended loan is agreed to, additional charges may apply.

Customer acknowledges that by the Return Date, Equipment must be either a) fully returned to the SurgiSTUD warehouse, or b) en route to the SurgiSTUD warehouse, with proof of return shipment.

SurgiSTUD will contact Customer if any items are missing or damaged within one week of the Equipment’s return, and will communicate any related charges.

Customer is responsible for all taxes, duties, and fees associated with this Agreement.

Customer is responsible for all shipping charges, both from SurgiSTUD to Customer, and from Customer to SurgiSTUD.

As security, Customer shall sign a credit card authorization equal to the replacement cost of the rented Equipment at the time of order ($1,600). No charges will be processed to Customer if the Equipment is returned to SurgiSTUD in the same condition as when it was originally leased to Customer.

Customer’s failure to return the Equipment by the Return Date will automatically convert this Loaner Agreement to a purchase. If SurgiSTUD has not received the Equipment or proof of return shipment by the Return Date, SurgiSTUD will bill Customer the replacement cost value for each piece of Equipment.

B. General Terms and Conditions

The Equipment is, and shall at all times remain, the sole property of SurgiSTUD.

During the Loaner Agreement Term, a) Customer shall ensure the Equipment is operated properly. b) Customer shall maintain the Equipment in its present good condition, reasonable wear and tear excepted. Customer shall immediately report any damages to the Equipment to SurgiSTUD. Customer shall be liable for expenses incurred by SurgiSTUD to repair damages to the Equipment caused by operation or use by Customer, or by others, during the Loaner Agreement Term and until delivery of the Equipment to SurgiSTUD. c) Customer may not assign this Agreement without the express written consent of SurgiSTUD. d) Customer may not permit the Equipment to be used by any party other than Customer and its employees.

SurgiSTUD does not make any express or implied warranty to Customer of any kind. All conditions, representations, and warranties, whether express or implied, whether in relation to the Equipment for any particular purpose, or as to the description, state, quantity, or condition of the Equipment on delivery or at any time, are hereby excluded or extinguished. Neither this document nor any action or communication on the part of SurgiSTUD shall lead to the issuance of express or implied warranties to Customer.

Customer shall assume the entire risk of loss and damage to the Equipment from the time Customer takes possession of the Equipment until SurgiSTUD regains possession of the Equipment. Customer shall give SurgiSTUD immediate written notice of such loss or damage, and shall, in the event of loss, reimburse SurgiSTUD at the manufacturer’s list price within 14 days of the occurrence of the loss.

If Customer commits any breach of this Agreement, defaults in any payment, ceases to carry on business, abandons the Equipment, files for bankruptcy, is sequestered, has a Liquidator or Receiver appointed, or if legal process is commenced or levied against Customer in any way, SurgiSTUD may, at its option, without notice, terminate this Agreement, enter upon the place where the Equipment is kept, and take possession of the Equipment. SurgiSTUD’s waiver of any rights under this Agreement shall not be deemed a waiver of any other right of SurgiSTUD. In the case of any breach by Customer resulting in termination of the Agreement, Customer shall pay SurgiSTUD all monies due, or those that would have been due, as if the Agreement had run its full term.

These Terms and Conditions, together with any additions or revisions which may be agreed to in writing by SurgiSTUD, embody the whole agreement of the parties, and provide the only remedies available. There are no promises, terms, conditions, understandings, obligations, or agreements other than those contained herein, and these Terms and Conditions shall supersede all previous communications, representations, or agreements, either verbal or written, between the Customer and SurgiSTUD. These Terms and Conditions, and any transactions or agreements to which they apply, shall be governed both as to interpretation and performance by the laws of the state of Arizona.

The invalidity or unenforceability, in whole or in part, of any provision, term, or condition hereof, shall not affect in any way the validity or enforceability of the remainder of these Terms and Conditions, the intent of the parties being that the provisions be severable. The section headings of these Terms and Conditions are intended solely for convenient reference, and shall not define, limit, or affect in any way these Terms and Conditions or their interpretations. No waiver by either party of any provision, term, or condition hereof, or of any obligation of the other party hereunder, shall constitute a waiver of any subsequent breach or other obligation.

SurgiSTUD’s acceptance of this Agreement is strictly conditioned upon the Borrower’s signatory having the requisite authority to legally bind the Borrower to this Agreement. Borrower agrees to furnish any requested documentation in support of this authority prior to SurgiSTUD’s acceptance of this Agreement.