QUICK CONVERT LLC
TERMS AND CONDITIONS
Effective Date: January 7, 2026
1. Definitions
1.1 “Agreement” means these Terms and Conditions, including any amendments, addenda, or schedules incorporated by reference.
1.2 “Client” means any individual, dental practice, clinic, laboratory, or other entity that submits files to Quick Convert or otherwise utilizes the Services.
1.3 “Converted Files” means any and all STL files, 3D models, digital outputs, derivatives, or other work product created by Quick Convert through the conversion of Submitted Files.
1.4 “Quick Convert” means Quick Convert LLC, a Georgia limited liability company, including its members, managers, officers, employees, contractors, agents, successors, and assigns.
1.5 “Services” means all dental scan conversion services, file processing, digital modeling, and related services provided by Quick Convert.
1.6 “Submitted Files” means any and all digital files, scans, images, data, or other materials provided by Client to Quick Convert for processing.
2. Acceptance and Binding Effect
2.1 By submitting files, placing an order, making payment, or otherwise utilizing any Services provided by Quick Convert, Client acknowledges that Client has read, understood, and agrees to be legally bound by this Agreement in its entirety.
2.2 This Agreement constitutes a binding contract between Client and Quick Convert. No modification, waiver, or amendment shall be effective unless made in writing and signed by an authorized representative of Quick Convert.
2.3 Client’s continued use of Services following any modification to this Agreement constitutes acceptance of such modifications.
2.4 If Client does not agree to this Agreement, Client must immediately cease use of all Services and refrain from submitting any files to Quick Convert.
3. Services
3.1 Quick Convert provides technical conversion services, transforming presurgical and chairside dental scans into 3D STL files. Quick Convert does not provide dental services, medical services, clinical advice, treatment planning, diagnostic services, or any other professional healthcare services.
3.2 Quick Convert reserves the sole and absolute right to accept or reject any submission, modify service offerings, adjust pricing, discontinue Services, or refuse service to any Client at any time, for any reason or no reason, without prior notice and without liability.
3.3 Same-day turnaround is offered as a target, not a guarantee. Turnaround times are estimates only and are subject to file complexity, submission volume, queue position, technical requirements, and other factors within or outside Quick Convert’s control.
4. File Submission
4.1 Client is solely responsible for ensuring all Submitted Files are complete, accurate, properly formatted, uncorrupted, and suitable for conversion. Quick Convert assumes no responsibility for verifying the accuracy, completeness, or clinical appropriateness of Submitted Files.
4.2 Client represents and warrants that Client has all necessary rights, licenses, permissions, and authorizations to submit files to Quick Convert and to authorize Quick Convert to process such files.
4.3 Quick Convert may, but is not obligated to, reject, return, or refuse to process any Submitted Files that Quick Convert determines, in its sole discretion, are incomplete, corrupted, improperly formatted, or otherwise unsuitable for processing. Such rejection shall not give rise to any liability on the part of Quick Convert.
4.4 Client shall maintain backup copies of all Submitted Files. Quick Convert is not responsible for loss, corruption, or destruction of Submitted Files for any reason.
5. Intellectual Property
5.1 Ownership of Converted Files. Quick Convert shall own all right, title, and interest in and to all Converted Files, including without limitation all intellectual property rights, copyrights, trade secrets, proprietary rights, and any other rights of any kind or nature, whether now known or hereafter developed, anywhere in the world. This ownership vests immediately upon creation of the Converted Files and requires no further action by either party.
5.2 Limited License Grant. Subject to Client’s full compliance with this Agreement and payment of all applicable fees, Quick Convert grants Client a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to use Converted Files solely for the specific dental procedure for which they were ordered and solely for the specific patient identified in the original order. This license does not transfer any ownership interest to Client.
5.3 Restrictions. Client shall not, and shall not permit any third party to: (a) sell, resell, license, sublicense, distribute, or transfer Converted Files; (b) use Converted Files for any patient or procedure other than that for which the files were originally ordered; (c) modify, adapt, alter, translate, or create derivative works from Converted Files; (d) reverse engineer, disassemble, or decompile Converted Files or any underlying processes; (e) remove, alter, or obscure any proprietary notices on Converted Files; (f) use Converted Files for research, training, machine learning, artificial intelligence development, or any purpose other than direct clinical application for the specified patient; or (g) share, publish, or make Converted Files available to any third party except as strictly necessary for treatment of the specified patient.
5.4 Retained Rights. Quick Convert retains all rights not expressly granted herein. Quick Convert may use, reproduce, modify, adapt, display, distribute, and create derivative works from Converted Files and any data, techniques, methods, or learnings derived therefrom for any purpose, including without limitation service improvement, research, development, marketing, and commercial purposes, without compensation, attribution, or notice to Client.
5.5 Original Files. Client retains ownership of Submitted Files in their original form as submitted to Quick Convert. Client grants Quick Convert a perpetual, irrevocable, worldwide, royalty-free, fully paid-up, non-exclusive license to use, copy, store, process, analyze, and retain Submitted Files for any purpose related to Quick Convert’s business operations, service improvement, quality assurance, research, development, or legal compliance.
6. Payment
6.1 Client agrees to pay all fees associated with Services at the rates in effect at the time of order. Payment is due in full at time of order unless otherwise agreed in writing by Quick Convert.
6.2 All payments are final and non-refundable. Quick Convert may, in its sole discretion, issue refunds or credits in circumstances where Quick Convert determines it has failed to deliver a Converted File due solely to Quick Convert’s error, but Quick Convert is under no obligation to do so.
6.3 Quick Convert reserves the right to modify pricing at any time without prior notice. Price changes shall apply to orders placed after the effective date of such changes.
6.4 Client is responsible for all taxes, duties, fees, and other governmental charges associated with Services, excluding taxes based on Quick Convert’s net income.
6.5 Failure to pay any amounts when due shall constitute a material breach of this Agreement. Quick Convert may suspend or terminate Services, revoke licenses granted hereunder, pursue collection, and recover all costs of collection including reasonable attorneys’ fees.
7. Clinical Responsibility and Assumption of Risk
7.1 Quick Convert is not a healthcare provider. Quick Convert provides technical file conversion services only. Quick Convert does not examine patients, does not make clinical judgments, does not provide diagnosis or treatment recommendations, and has no knowledge of individual patient conditions, histories, or needs.
7.2 Client assumes full and sole responsibility for all clinical decisions. Client, and not Quick Convert, is solely responsible for: (a) determining the appropriateness of using Quick Convert’s Services for any particular patient or procedure; (b) verifying the accuracy, completeness, and clinical suitability of all Converted Files prior to any use; (c) identifying and correcting any errors, defects, or inaccuracies in Converted Files; (d) all treatment planning, clinical decision-making, and patient care; (e) all patient outcomes, including adverse outcomes; and (f) compliance with all applicable standards of care, professional regulations, and legal requirements.
7.3 Mandatory Verification. Client agrees and acknowledges that Client shall independently verify and validate all Converted Files prior to any clinical use, including without limitation verification of dimensional accuracy, anatomical correctness, fit, function, and suitability for the intended purpose. Client shall not rely on Converted Files without such independent verification.
7.4 Assumption of Risk. Client acknowledges that dental procedures involve inherent risks. Client voluntarily assumes all risks associated with use of Converted Files, whether known or unknown, foreseeable or unforeseeable. Client agrees that Quick Convert shall have no liability whatsoever for any patient injury, adverse outcome, complication, or other harm arising from or related to use of Converted Files.
7.5 No Warranties Regarding Clinical Outcomes. Quick Convert makes no representations or warranties regarding clinical outcomes, patient results, procedural success, or fitness of Converted Files for any particular clinical application.
8. Disclaimer of Warranties
8.1 SERVICES AND CONVERTED FILES ARE PROVIDED “AS IS,” “AS AVAILABLE,” AND “WITH ALL FAULTS.”
8.2 QUICK CONVERT EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION:
(a) WARRANTIES OF MERCHANTABILITY;
(b) WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE;
(c) WARRANTIES OF NON-INFRINGEMENT;
(d) WARRANTIES OF ACCURACY, RELIABILITY, OR COMPLETENESS;
(e) WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE;
(f) WARRANTIES THAT SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS;
(g) WARRANTIES THAT CONVERTED FILES WILL BE ACCURATE, COMPLETE, SUITABLE FOR ANY PURPOSE, OR FREE OF DEFECTS.
8.3 NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY QUICK CONVERT OR ITS REPRESENTATIVES SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF ANY WARRANTY.
8.4 SOME JURISDICTIONS DO NOT ALLOW EXCLUSION OF IMPLIED WARRANTIES. IN SUCH JURISDICTIONS, THE ABOVE EXCLUSIONS SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.
9. Limitation of Liability
9.1 MAXIMUM LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, QUICK CONVERT’S TOTAL CUMULATIVE LIABILITY TO CLIENT FOR ANY AND ALL CLAIMS ARISING FROM OR RELATED TO THIS AGREEMENT, THE SERVICES, CONVERTED FILES, OR ANY OTHER MATTER, REGARDLESS OF THE FORM OF ACTION OR THEORY OF LIABILITY (WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, STATUTORY LIABILITY, OR OTHERWISE), SHALL NOT EXCEED THE LESSER OF: (A) THE AMOUNT ACTUALLY PAID BY CLIENT TO QUICK CONVERT FOR THE SPECIFIC SERVICE GIVING RISE TO THE CLAIM DURING THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE CLAIM; OR (B) ONE HUNDRED UNITED STATES DOLLARS ($100.00).
9.2 EXCLUSION OF DAMAGES. IN NO EVENT SHALL QUICK CONVERT BE LIABLE FOR ANY:
(a) INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES;
(b) LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, OR ANTICIPATED SAVINGS;
(c) LOSS OF DATA OR DATA BREACH;
(d) COST OF SUBSTITUTE GOODS OR SERVICES;
(e) PERSONAL INJURY, BODILY INJURY, OR DEATH;
(f) PATIENT HARM, ADVERSE CLINICAL OUTCOMES, TREATMENT COMPLICATIONS, OR MEDICAL MALPRACTICE CLAIMS;
(g) PROFESSIONAL LIABILITY, LICENSURE CONSEQUENCES, OR REGULATORY PENALTIES;
(h) ANY DAMAGES WHATSOEVER ARISING FROM OR RELATED TO USE OR INABILITY TO USE CONVERTED FILES;
REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE, WHETHER QUICK CONVERT WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND REGARDLESS OF THE THEORY OF LIABILITY.
9.3 ESSENTIAL BASIS. CLIENT ACKNOWLEDGES THAT THE LIMITATIONS OF LIABILITY IN THIS SECTION REFLECT A REASONABLE ALLOCATION OF RISK BETWEEN THE PARTIES, THAT SUCH ALLOCATION IS AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES, AND THAT QUICK CONVERT WOULD NOT PROVIDE SERVICES WITHOUT SUCH LIMITATIONS.
9.4 APPLICABILITY. THE LIMITATIONS IN THIS SECTION SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND TO THE FULLEST EXTENT PERMITTED BY LAW.
10. Indemnification
10.1 Client’s Indemnification Obligations. Client agrees to indemnify, defend, and hold harmless Quick Convert and its members, managers, officers, directors, employees, contractors, agents, successors, and assigns (collectively, “Quick Convert Indemnitees”) from and against any and all claims, actions, suits, proceedings, losses, damages, liabilities, judgments, settlements, penalties, fines, costs, and expenses (including reasonable attorneys’ fees and expert witness fees) arising from or related to:
(a) Client’s use of Services or Converted Files;
(b) Any breach of this Agreement by Client;
(c) Any negligent, reckless, or wrongful act or omission by Client;
(d) Any claim by any patient, third party, insurer, or governmental entity arising from or related to dental procedures performed using Converted Files;
(e) Any claim that Client’s Submitted Files infringe or misappropriate any third-party rights;
(f) Any claim arising from Client’s failure to obtain necessary patient consents or authorizations;
(g) Any malpractice, professional liability, or negligence claim;
(h) Any violation of applicable laws, regulations, or professional standards by Client.
10.2 Procedure. Quick Convert shall provide Client with prompt written notice of any claim for which indemnification is sought, provided that failure to provide such notice shall not relieve Client of indemnification obligations except to the extent Client is materially prejudiced thereby. Quick Convert reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification, in which case Client agrees to cooperate fully with Quick Convert.
10.3 No Limitation. Client’s indemnification obligations shall survive termination of this Agreement and shall not be limited by any limitation of liability provision herein.
11. Confidentiality
11.1 Quick Convert agrees to treat Submitted Files as confidential and shall not disclose Submitted Files to third parties except: (a) as necessary to provide Services; (b) to Quick Convert’s employees, contractors, or agents who need access to perform Services; (c) as required by law, regulation, court order, or governmental authority; (d) to protect Quick Convert’s legal rights; or (e) with Client’s consent.
11.2 Notwithstanding the foregoing, Quick Convert may retain, use, and analyze de-identified, anonymized, or aggregated data derived from Submitted Files and Converted Files for any business purpose without restriction.
12. HIPAA and Protected Health Information
12.1 If Submitted Files contain protected health information (“PHI”) as defined under the Health Insurance Portability and Accountability Act of 1996 and its implementing regulations (“HIPAA”), Client represents and warrants that Client has obtained all necessary patient authorizations and consents required under HIPAA and applicable state law, or that a valid exception to authorization requirements applies.
12.2 Client agrees to execute a Business Associate Agreement (“BAA”) with Quick Convert upon request if required under applicable law. Services involving PHI shall not commence until a BAA is fully executed by both parties.
12.3 Client shall indemnify and hold harmless Quick Convert from any claims, penalties, or liabilities arising from Client’s failure to obtain necessary authorizations or Client’s violation of HIPAA or other privacy laws.
13. Term and Termination
13.1 This Agreement is effective upon Client’s first use of Services and continues until terminated.
13.2 Quick Convert may terminate this Agreement or suspend Services immediately, without notice, for any reason or no reason, in Quick Convert’s sole discretion.
13.3 Upon termination: (a) all licenses granted hereunder immediately terminate; (b) Client shall immediately cease all use of Converted Files except as necessary to complete procedures already in progress for patients already in treatment; (c) Quick Convert shall have no obligation to provide further Services or access to Converted Files; (d) all payment obligations accrued prior to termination remain due and payable.
13.4 Sections 5, 6, 7, 8, 9, 10, 11, 14, 15, and 16 shall survive termination of this Agreement.
14. Dispute Resolution
14.1 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Georgia, United States, without regard to conflict of law principles that would result in application of the laws of any other jurisdiction.
14.2 Exclusive Jurisdiction. Any legal action or proceeding arising from or related to this Agreement shall be brought exclusively in the state or federal courts located in Georgia. Client irrevocably consents to personal jurisdiction and venue in such courts and waives any objection based on inconvenient forum.
14.3 Waiver of Jury Trial. TO THE FULLEST EXTENT PERMITTED BY LAW, EACH PARTY IRREVOCABLY WAIVES ANY RIGHT TO TRIAL BY JURY IN ANY ACTION OR PROCEEDING ARISING FROM OR RELATED TO THIS AGREEMENT.
14.4 Limitation on Claims. Any claim arising from or related to this Agreement or the Services must be filed within one (1) year after the cause of action accrues. Claims filed after such period are permanently barred.
14.5 Attorneys’ Fees. In any action to enforce this Agreement, the prevailing party shall be entitled to recover reasonable attorneys’ fees, expert witness fees, and costs from the non-prevailing party.
15. General Provisions
15.1 Entire Agreement. This Agreement, together with any BAA or other written agreement expressly incorporated herein, constitutes the entire agreement between the parties and supersedes all prior and contemporaneous agreements, representations, warranties, and understandings, whether written or oral.
15.2 Severability. If any provision of this Agreement is held invalid, illegal, or unenforceable, such provision shall be modified to the minimum extent necessary to make it valid and enforceable, or if modification is not possible, severed from this Agreement. The remaining provisions shall continue in full force and effect.
15.3 Waiver. No waiver of any provision of this Agreement shall be effective unless in writing and signed by Quick Convert. No failure or delay by Quick Convert in exercising any right shall operate as a waiver thereof.
15.4 Assignment. Client may not assign or transfer this Agreement or any rights or obligations hereunder without Quick Convert’s prior written consent. Quick Convert may assign this Agreement freely without notice or consent.
15.5 Independent Contractors. The parties are independent contractors. Nothing in this Agreement creates a partnership, joint venture, agency, or employment relationship.
15.6 Force Majeure. Quick Convert shall not be liable for any failure or delay in performance due to causes beyond its reasonable control, including without limitation acts of God, natural disasters, war, terrorism, labor disputes, governmental actions, internet or telecommunications failures, power outages, or pandemics.
15.7 Notices. Notices to Quick Convert must be sent in writing to the address set forth below. Notices to Client may be sent to the email address or physical address provided by Client.
15.8 Headings. Section headings are for convenience only and shall not affect interpretation of this Agreement.
15.9 Construction. This Agreement shall not be construed against the drafter. Both parties acknowledge they have had opportunity to review this Agreement and consult with counsel.
16. Contact Information
Quick Convert LLC
admin@quickconvert.dental
BY USING QUICK CONVERT’S SERVICES, CLIENT ACKNOWLEDGES THAT CLIENT HAS READ THIS AGREEMENT IN ITS ENTIRETY, UNDERSTANDS ITS TERMS, AND AGREES TO BE LEGALLY BOUND BY ALL PROVISIONS HEREOF.
