Sonova USA Inc. Terms and Conditions of Sale

THESE SONOVA USA INC. TERMS AND CONDITIONS OF SALE (“TERMS & CONDITIONS”) ARE INTENDED FOR HEARING CARE PROFESSIONALS, AND ARE NOT INTENDED FOR INDIVIDUAL CONSUMERS WHO PERSONALLY USE SONOVA PRODUCTS. CONSUMERS SHOULD PURCHASE SONOVA PRODUCTS ONLY FROM HEARING CARE PROFESSIONALS.

Sonova USA Inc. (“Sonova USA”) is part of the Sonova group of companies operating around the world (collectively, “Sonova Group”). Sonova Group is a leading manufacturer of innovative hearing care solutions and consumer hearing products. Through Sonova USA’s core business brands, Phonak and Unitron, we offer our customers one of the most comprehensive hearing product portfolios in the industry. We also offer our hearing care professional customers access to certain consumer hearing products under the licensed Sennheiser brand.

All amendments and updates to these Terms & Conditions are effective immediately upon notice, which we may give by any means, including but not limited to, by posting notice of the revision(s) and/or the revised Terms & Conditions on this homepage (“Website”).

Sonova USA believes the best treatment plan for individuals with hearing loss is delivered through licensed hearing care professionals. Sonova USA reserves the right to deny the supply of hearing instruments to any party that omits the involvement of licensed professionals.

As an essential component to the highest patient satisfaction with hearing technology, the licensed professional provides patients counseling, technology selection, professional fitting and verification of operation and benefit of our technology. Hearing instruments sold via the internet, catalog or mail order without the involvement of a licensed professional may provide suboptimal benefit.

While Sonova USA provides technical product training and marketing support, the care and treatment of your clients remains exclusively your responsibility. Whether a hearing instrument is appropriate, and which hearing instrument is appropriate for a client, is based upon your professional clinical judgment. You are responsible for ensuring that you and your employees and agents maintain all necessary and required professional licenses and certifications required for fitting, dispensing and marketing hearing instruments in your state and community. Sonova USA reserves the right to deny the supply of hearing instruments to any party that we believe has violated these mandates, or has engaged in activities that may compromise the best interest of the hearing-impaired consumer.

Fitting of Sonova USA products without face-to-face consultation (or a telehealth consultation provided in accordance with applicable state and federal law) with a licensed medical professional, audiologist or fitter shall void the Original Manufacturer’s Warranties unless authorized in writing by Sonova USA. Resale without Sonova USA approval to an entity known to fit Sonova USA products without face-to-face consultation shall constitute a material breach of these Terms & Conditions and also shall void the Original Manufacturer’s Warranties.

You must strictly comply with all use restrictions with respect to a product that may be set forth in these Terms & Conditions or in any Sonova USA catalogue or website, on the product, in any documentation or label accompanying the product or otherwise provided in writing to any user of the product (each a “Use Restriction”). Without limiting the foregoing, Use Restrictions include your agreement to comply with all policies and terms of use on this website, and all applicable federal and state laws and regulations including, without limitation, those applicable to the sale, resale and distribution of hearing devices.

Standard payment terms are net 30 days from invoice date. Sonova USA will assess a 1.5% interest charge per month or the highest rate permissible under applicable law, on all past due balances. In addition, you shall reimburse Sonova USA for all costs incurred in collecting any late payments, including, without limitation, attorneys’ fees. In addition to all other remedies available under these Terms & Conditions or at law (which Sonova USA does not waive by the exercise of any rights hereunder), we also may withhold shipment of new and pending orders until payment of all outstanding sums is made in full. Payment by Visa, Master Card, American Express or Discover is possible under the following conditions:

• Your signature is on file with us and we have written permission to charge the month’s transactions to your credit card.
• You have an adequate credit line to pay the complete Sonova USA monthly billing.
• You will have 7 days from statement date to notify our credit department if there are discrepancies in the billing and to alter the amount charged to your credit card. Credit card charges may only be used on current transactions (within terms). Credit cards may not be used on past due balances.
• A completed credit application is required to establish a line of credit with Sonova USA. Instruments can be purchased via “Cash With Order” or “Cash On Delivery” until an application is received and approved. If an account exceeds their established credit line amount or the past due balance exceeds 60 days, products may be shipped C.O.D., unless additional credit is established or special arrangements are made with our credit department. Returned C.O.D.s and returned checks are subject to a $50 administration fee.

A shipping charge per order will be assessed for standard shipping to cover shipping, handling and administrative costs. These charges are non-refundable and will not be credited on hearing instruments returned for credit. Expedited shipping may be requested and will be billed on your invoice. An additional charge may also be assessed on expedited shipments to cover further handling and administrative costs. Charges associated with expedited shipping are non-refundable and will not be credited on items that are returned.

As a service to you, Sonova USA’s standard mode of shipment is FedEx (FOB-Shipping Point).

Please note that shipping of devices containing lithium batteries may require special labeling, as required by federal law.

All Prices are exclusive of all sales, use, and excise taxes, and any other similar taxes, duties, and charges of any kind imposed by any governmental authority on any amounts payable by you. You shall be solely responsible for all such charges, costs and taxes; provided, however, that Sonova USA may (at its election) prepay on your behalf and add to the invoice any and all such taxes, duties and charges, which you agree to pay.

Sonova USA reserves the right at any time to introduce new products, discontinue the manufacture of any products and make changes in the design or construction of any of our products without incurring any obligation or liability whatsoever to you.

Sonova USA’s list prices are subject to change at any time without notice.

All orders are subject to Sonova USA’s approval and are not accepted until acknowledged in writing or the products described in the order are shipped. Orders shall be shipped to the business location(s) of purchaser as purchaser directs Sonova USA, in writing. In the event that Sonova USA does not have sufficient quantity of the ordered products on hand to meet its orders, Sonova USA may accept or decline such orders in such quantities as it determines in its sole discretion.

Sonova USA extends the warranties set forth in the product catalog applicable to Phonak, Unitron or Sennheiser branded products (“Product Catalogues”) as applicable to the products purchased hereunder, which warranties may include but are not necessarily limited to original product warranty, service warranty and/or extended warranty (collectively, the “Original Manufacturer’s Warranties”).

Warranty Coverage. The Original Manufacturer’s Warranties are given by Sonova USA only to the initial end user, patient, or client, as the case may be (“Your Customer(s)”). Other than the Original Manufacturer’s Warranties, Sonova USA provides to you no other warranties of any kind, whether express or implied. Any additional representation, promise or warranty you make is your sole obligation and will not be binding upon Sonova USA or any of its affiliates. You agree to indemnify, defend and hold Sonova USA and its affiliates harmless from and against any representation, promise, claim or warranty that you make that is asserted against us by any third party. 

Notification and Remedy. Your Customers should report all requests for Original Manufacturer’s Warranty coverage directly to you. In turn, we ask that you promptly notify us. Please note that the Original Manufacturer’s Warranties do not cover misuse, abuse, or improper handling or storage either by you or your client. When a client requests warranty coverage, we ask that you inspect the device and ask your client to describe the problem experienced in detail. This will assist us if there are any questions concerning the warranty claim and also provide us with useful information about our products. 

Your Representations to Sonova USA. You represent and warrant that: (1) you are appropriately licensed to sell and dispense any Sonova USA medical products you purchase from Sonova USA; (2) you are authorized to enter into these Terms & Conditions with us; and (3) you will conduct and perform your obligations under these Terms & Conditions consistent with all applicable federal, state, and local laws and regulations, and industry standards, rules and regulations, and good commercial practices.

Disclaimer. EXCEPT FOR THE ORIGINAL MANUFACTURER’S WARRANTIES, SONOVA USA MAKES NO OTHER REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, WITH RESPECT TO SONOVA USA PRODUCTS SOLD TO YOU, INCLUDING, WITHOUT LIMITATION, WARRANTY OF MERCHANTABILITY, NONINFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE, APPLICATION OR USE.

Limitation of Liability. IN THE EVENT ANY WARRANTY OR REMEDY OFFERED BY SONOVA USA FAILS OF ITS ESSENTIAL PURPOSE, PURCHASER’S SOLE AND EXCLUSIVE REMEDY WILL BE THE LESSER OF (A) PURCHASER’S ACTUAL DAMAGES OR (B) RETURN OF THE PURCHASE PRICE PAID FOR THE DEFECTIVE PRODUCT. IN NO EVENT, WHETHER FOR BREACH OF WARRANTY, NEGLIGENCE OR OTHERWISE, WILL SONOVA USA BE LIABLE TO PURCHASER OR TO A USER OF THE PRODUCTS FOR LOSS OF PROFITS, LOSS OF USE, CONSEQUENTIAL, PUNITIVE, SPECIAL OR INCIDENTAL DAMAGES, OR PECUNIARY LOSS OF ANY KIND. NOTICE OF ANY CLAIMS CONCERNING THE PRODUCTS MUST BE MADE IN WRITING AND FURNISHED BY PURCHASER TO SONOVA USA PROMPTLY UPON DISCOVERY AND IN NO EVENT LATER THAN 60 DAYS AFTER THE END OF THE APPLICABLE WARRANTY. IN NO EVENT MAY ANY ACTION OR PROCEEDING CONCERNING THE PRODUCTS BE FILED MORE THAN ONE YEAR AFTER DELIVERY OF THE PRODUCTS CLAIMED TO BE DEFECTIVE OR UNSUITABLE OR, IN THE CASE OF OTHER CLAIMS CONCERNING THESE TERMS AND CONDITIONS, MORE THAN ONE YEAR AFTER SUCH CLAIM AROSE. If you fail to give Sonova USA notice as required by this provision within the specified period, you will thereafter be barred from asserting the claim for which notice was required. 

Extended new product warranties can be purchased for prescription medical products at any time during the instrument’s coverage under the Sonova USA Original Manufacturer’s Warranties, which extension shall be deemed to be part of the Sonova USA Original Manufacturer’s Warranties. 

The Original Manufacturer’s Warranties shall be deemed null and void if:

• the product is imported into the U.S. by an entity other than Sonova USA or its affiliate;
• the product has been refurbished; or
• the product has been removed from its original packaging before being sold to your Customer.

The resale of Sonova USA hearing instruments to persons or entities other than your Customers without Sonova USA’s prior written consent is prohibited. Upon resale without the foregoing consent, the Original Manufacturer’s Warranties for the product shall be deemed null and void. Such resale without consent shall constitute a material breach of these Terms & Conditions.

The Product Catalogues specify the applicable return policy for each product. The Product Catalogues specify any restocking fee that applies to products returned after the specified right-of-return period and periods after which returns will not be accepted. Certain promotional activities may restrict the right-of-return.

The Product Catalogues specify the service and repair policies applicable to various products.

Products shall be handled and stored only in accordance with product labeling; failure to do so may void product warranty. Upon request and reasonable prior notice, Sonova USA may inspect inventory to ensure compliance with any such requirements.

Sonova USA makes great efforts to provide accurate and up-to-date information. However, we make no warranty or representation, express or implied, that the information contained or referenced herein or in Product Catalogues is accurate or complete. Furthermore, Sonova USA shall not be liable in any manner whatsoever for direct, indirect, incidental, consequential, or punitive damage resulting from the use of, access to, or inability to use this information. In addition, Sonova USA shall not be liable in any way for possible errors or omissions in the contents hereof or of the Product Catalogues.

You agree to indemnify and hold harmless Sonova USA, and its shareholders, partners, affiliates, directors, officers, subsidiaries, employees, agents, suppliers, third party information providers, licensors, licensees, distributors, and contractors from and against any and all liabilities, expenses, damages and costs, including reasonable attorney’s fees, arising from any violation by you of these Terms & Conditions or your use of any products.

These Terms & Conditions shall be governed in all respects by and construed in accordance with the laws of the State of Illinois, without regard to its conflicts of law principles. You hereby consent to the exclusive jurisdiction of the state and federal courts located in or near DuPage County, Illinois with respect to any action arising in connection with these Terms & Conditions.

The U.S. export control laws regulate the export and re-export of technology originating in the United States. This includes the electronic transmission of information and software to foreign countries and to certain foreign nationals. You agree to abide by these laws and their regulations — including but not limited to the Export Administration Act and the Arms Export Control Act — and not to transfer, by electronic transmission or otherwise, any content derived from any Sonova USA products or services.

Sonova USA may at any time revise these Terms & Conditions by updating this posting. You are bound by any such revisions and should therefore periodically visit this page to review the then current Terms & Conditions to which you are bound. Each purchase you make from Sonova USA shall be your confirmation of, and your agreement to, these Terms & Conditions.

Other than any supply agreement or other similar agreement negotiated and signed by you and Sonova USA (“Negotiated Agreement”) these Terms & Conditions constitute the entire agreement between you and Sonova USA pertaining to the purchase of products by you from Sonova USA, and supersedes all prior and contemporaneous agreements and representations. To the extent of any conflict between a Negotiated Agreement and these Terms & Conditions, the terms of such Negotiated Agreement shall control. Other than a Negotiated Agreement, no preprinted terms of any purchase order or similar instrument, nor any modification, amendment, or waiver of these Terms & Conditions, will be binding unless executed in writing by Sonova USA and you. The failure of either party to enforce any provision of these Terms & Conditions will not be construed as a waiver of the right of such party to enforce a provision, nor will any waiver constitute a continuing waiver.

You may periodically execute documents or agreements with us electronically either by providing an electronic signature, by selecting a box in the absence of a signature, or selecting “Submit Form.” By so doing, You acknowledge and agree that You are electronically signing the document and submitting it to Sonova USA. Furthermore, You agree that Your electronic signature is the legal equivalent of Your actual signature on the document, and that Sonova is relying upon the signature as Your agreement to the terms of the document. In addition, You represent that the information that You provide is true and accurate and that Sonova will rely upon the information that You provide. Finally by electronically signing a document, You agree to be legally bound by its terms and conditions and further represent and warrant that, to the extent applicable, You have the authority to bind the company assigned the specified account numbers to the terms and conditions of such documents.

Non-performance by Sonova USA or you of any obligation hereunder shall be excused to the extent that performance is rendered impossible due to acts of God, acts of terrorism, strikes, fires, floods, pandemics, governmental acts or orders or restrictions or any other reason where failure to perform is beyond the control of, and not caused by the negligence of, the non-performing party.