AO Edge Terms & Conditions

These terms and conditions (“Terms”), by and between the registered party (“You”) and American Orthodontics Corporation, a Wisconsin corporation (“AO”), are effective immediately upon registration in this AO Edge program web-portal, and shall govern each party’s respective rights and obligations of Your participation in AO’s Edge sales membership program (“Edge Membership” or “Edge”). Please note that Your use of the AO Direct website and Edge Membership are also governed by the agreements available in the link(s) below, as well as all other applicable terms, conditions, limitations, and requirements on the AmericanOrtho.com website and AODirect.com ordering portal (collectively, “Additional Terms”), all of which (as amended) are incorporated into these Terms by reference. By agreeing to these terms and clicking “Register”, You hereby sign up for an Edge Membership and acknowledge and accept these Terms and the Additional Terms. 

Additional Terms: https://www.americanortho.com/resources/conditions-of-sale/

Edge Membership Benefits

The AO Edge Membership offers the following benefits:

• Extended payment terms of net 60 days from invoice date, unless other more favorable payment terms have been offered to You for select orders, in which case the more favorable payment terms shall apply.
• 1% year-end rebate credit which shall be paid to You by January 31st of the following year.
• Free standard shipping within the U.S. and Canada on all orders totaling $150.00 or more subject to limitation set forth below.

Eligible Purchases for Free Standard Shipping

Edge Membership shipping benefits depend upon inventory availability, minimum order value, custom-assembly order requirements, and in some cases the shipping address if such shipping address is outside of standard shipping addresses. All products in the AO sales catalog are eligible for Edge Membership shipping benefits unless specifically designated in these Terms, on the AO Direct product page(s) or as specified in the Additional Terms. Some special product, order, handling fees, and/or taxes may still apply to eligible purchases in accordance with the Additional Terms. If only some items in Your order are eligible for Edge shipping benefits or Your order value does not meet the minimum value requirement to receive such benefits, You will pay applicable shipping charges for the ineligible items or orders not meeting the minimum value requirement. Amending or combining orders, or changing Your shipping address, speed, or preferences after Your initial order is placed, might incur additional fees and charges. Certain purchases may only be entitled to “standard” shipping because of their size, weight, and other shipping characteristics.  You may request expedited shipping and order processing for an additional fee by contacting Your AO sales representative or AO customer service.

Other Requirements and Limitations of Edge Membership

• In order to be enrolled as an AO Edge customer, the customer must register for AO Edge via the AO Edge Portal on the AmericanOrtho.com website, accept these terms and conditions, AND use the portal to securely connect their bank account to their AO Edge profile.
• No transaction fees will apply to orders paid for by Direct Debit or ACH.
• Customers enrolled in AO Edge will only receive invoices and account statements via email (paperless statements & invoices.)
• AO may send You email correspondences and other communications related to Your Edge Membership, including, but not limited to, status of Your orders and Edge Membership, (regardless of any settings or preferences related to Your AO Direct account). You may unsubscribe from any AO marketing email correspondences from anytime.
• Your Edge Membership applies only to orders being sent to the AO Customer Number listed on the registered AO Edge portal. If you wish to have accounts receive the Edge Membership shipping benefits, an additional Edge Membership registration for that location is required.
• You are not permitted to purchase products for the purpose of resale, rental, or to ship to their customers or potential customers using Edge Membership benefits.
• Some Edge Membership benefits may require certain purchase thresholds, have quantity or shipping-address limitations, or require members of the Edge Membership to meet specified criteria in order to access them, which such criteria may be set by AO from time to time in its sole discretion.
• The Edge Membership is only available in the United States and Canada.
• The Additional Terms apply to and govern shipping standards, product warranties and other terms not addressed by these Terms.

Fees and Renewal

The membership fee for Edge Membership (listed as FEE-EDGE on Your invoices) is $125.00 per year (the “Membership Fee”). From time to time, AO may offer different Edge Membership terms, and the fees for such membership may vary. Taxes may apply to the Membership Fee. Your Edge Membership shall automatically renew and the Membership Fee will be charged on the annual anniversary of Your first payment of the Membership Fee unless You notify AO customer service or your AO sales representative at least fifteen (15) days before the Membership Fee is automatically charged that You want to cancel and do not want to auto renew. You authorize AO (without notice to you, unless required by applicable law) to collect the then-applicable Membership Fee and any taxes, using any eligible payment method AO has on record for You in your AO Edge account.

Membership Cancellation by You

You may cancel Your Edge Membership any time by contacting AO customer service or Your AO sales representative via telephone or email correspondence and requesting cancellation of Your Edge Membership. A cancellation confirmation email correspondence will be sent to You after processing Your request. If You choose to cancel at any time after sign-up, AO will refund Your full annual Membership Fee only if You and/or Your account did not make any eligible purchases or take advantage of Edge benefits since Your most recent Membership Fee charge. If You and/or Your account did make eligible purchases or took advantage of the Edge benefits since Your most recent Membership Fee charge, AO will not refund Your annual Membership Fee. For the avoidance of doubt, You will still receive the 1% year-end rebate for orders placed prior to the termination of Your Edge Membership.

Termination of Your Edge Membership by AO

AO may terminate Your Edge Membership in its discretion and without notice. AO will not issue any refund for termination related to conduct that AO determines, in its discretion, violates these Terms or any applicable law, involves fraud or misuse of the Edge Membership, or is harmful to its interests or another user. AO’s failure to insist upon or enforce Your strict compliance with these Terms will not constitute a waiver of any of AO’s rights. 

Agreement Changes

AO may, in its discretion, change these Terms, AO’s Conditions of Use and Privacy Notice, the Additional Terms or any aspect of Edge Membership. AO shall provide notice to You of such changes through Your AO Direct account or email correspondence. If any change to these Terms is found invalid, void, or for any reason unenforceable, that change is severable and does not affect the validity and enforceability of any remaining changes or conditions. YOUR CONTINUED MEMBERSHIP AFTER AO CHANGES THESE TERMS CONSTITUTES YOUR ACCEPTANCE OF THE CHANGES. IF YOU DO NOT AGREE TO SUCH CHANGES, YOU MUST CANCEL YOUR EDGE MEMBERSHIP IN ACCORDANCE WITH THESE TERMS.

Limitation of Liability

IN ADDITION TO OTHER LIMITATIONS AND EXCLUSIONS IN AO’S CONDITIONS OF USE AND AS SPECIFIED IN THE ADDITIONAL TERMS, AO’S TOTAL LIABILITY, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, WILL NOT EXCEED THE LAST MEMBERSHIP FEE YOU PAID. THIS LIMITATION OF LIABILITY WILL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW AND WILL SURVIVE CANCELLATION OR TERMINATION OF YOUR EDGE MEMBERSHIP. IN NO EVENT SHALL AO BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES OR DAMAGES FOR LOST PROFITS OR DAMAGES RELATED TO YOUR PURCHASES MADE UNDER THE EDGE MEMBERSHIP ARISING OUT OF OR RELATED TO THESE TERMS OR PERFORMANCE OR BREACH HEREOF, EXCEPT AS SPECIFIED BY THE ADDITONAL TERMS.

Force Majeure

AO shall not be liable to You or any other person for any delay in delivery of products, directly or indirectly caused by fire, explosion, accident, flood, labor difficulties or shortage, war, act

of terrorism, act or regulation of any governmental body, act of God, pandemic or epidemic, shortages, delays or failure of suppliers, or any other circumstance or cause beyond the control of AO.

Disputes

Any dispute or claim arising from these Terms or Your use of Edge, or to any products or services sold or distributed by AO or through AODirect.com will be resolved by binding arbitration and finally resolved in Milwaukee, Wisconsin, rather than in court, except that You may assert claims in small claims court if Your claims qualify. The Federal Arbitration Act and other applicable federal arbitration law shall apply to these Terms. There is no judge or jury in arbitration, and court review of an arbitration award is limited. You agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action. If for any reason a claim proceeds in court rather than in arbitration, You waive any right to a jury trial. Notwithstanding the foregoing, AO may bring suit in court to enjoin infringement or other misuse of AO’s intellectual property rights. The prevailing party after a final award is determined, whether in arbitration or court, as specified above, shall be responsible for all reasonable attorney costs and fees associated with such action.