Terms of Use

01 Acceptance of Terms

These Terms of Use (“Terms”) form a binding agreement between you and MedTech For Solutions Inc. (“MedTech,” “we,” “us,” or “our”), a New York corporation with its principal place of business at location available upon request. By accessing or using this website (the “Site”), submitting an inquiry, or otherwise interacting with MedTech, you agree to be bound by these Terms and by our Privacy Policy, which is incorporated by reference.

If you are entering into these Terms on behalf of a company, clinic, or other legal entity, you represent that you have the authority to bind that entity, and the term “you” refers to that entity.

02 Eligibility & Account Use

The Site is intended for use by adults aged 18 or older, including healthcare professionals, practice administrators, vendors, and the general public seeking information about MedTech's services. By using the Site, you represent that you meet this age requirement and have the legal capacity to enter into these Terms.

Certain MedTech platforms or client portals (such as OvaTools) may require credentialed access. Where you are issued login credentials in connection with an engagement:

• You are responsible for maintaining the confidentiality of those credentials;
• You are responsible for all activity that occurs under your account;
• You agree to notify us immediately at contact form of any unauthorized access or use;
• You may not share, transfer, or sell credentials, and we may suspend access to credentials that appear compromised.

03 Permitted Use of the Site

Subject to your compliance with these Terms, MedTech grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Site for your personal, internal business, or educational purposes related to evaluating or engaging MedTech's services.

You may:

• Browse the Site and view its content for the purposes described above;
• Print or download individual pages for your own internal reference;
• Share links to public Site pages;
• Submit inquiries, applications, and other communications through forms made available for those purposes.

04 Prohibited Conduct

You agree not to do any of the following in connection with the Site:

• Use the Site in any way that violates federal, state, local, or international law, including healthcare laws applicable to your role;
• Reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any Site content except as expressly permitted in Section 5;
• Use any automated system — including robots, spiders, scrapers, or offline readers — to access the Site, except for compliant search-engine indexing;
• Bypass any technical protection, rate limit, or access control;
• Attempt to probe, scan, or test the vulnerability of the Site or to breach any security or authentication measure;
• Introduce any virus, worm, malware, or other malicious code;
• Submit Protected Health Information (PHI), patient identifiers, or other regulated health data through the Site or via unencrypted email (see Section 8);
• Submit information that is false, misleading, infringing, defamatory, harassing, or that you do not have the right to share;
• Use the Site to send unsolicited promotional or commercial messages, or to phish, impersonate, or deceive;
• Use any meta-tags, hidden text, or other techniques utilizing MedTech's name, marks, or content for any purpose other than your own bona fide reference.

05 Intellectual Property

The Site and all of its content — including text, graphics, logos, button icons, images, audio clips, video, data compilations, software, and the design, structure, “look and feel,” selection, coordination, expression, and arrangement of the foregoing (collectively, “Content”) — is owned by MedTech, its licensors, or other parties from whom MedTech has secured the right to display the material, and is protected by U.S. and international copyright, trademark, and other intellectual property laws.

Trademarks

“MedTech For Solutions,” the MedTech logo, “OvaTools,” “OVA Design,” “OvaTools Training Institute,” and other related names and logos are trademarks or service marks of MedTech For Solutions Inc. Other names, marks, and logos appearing on the Site are the property of their respective owners and are used for identification purposes only. Their inclusion does not imply endorsement or any affiliation with MedTech unless otherwise stated.

Limited License Only

Nothing on the Site should be construed as granting any license or right to use any trademark or Content without the prior written permission of MedTech or the applicable owner. The license described in Section 3 does not include any resale or commercial use of the Site or its Content; any compilation, use, or extraction of any data; or any use of data mining, robots, or similar collection tools.

06 User Submissions & Feedback

If you submit, post, or transmit any content to MedTech through the Site or otherwise — including questions, suggestions, ideas, comments, and feedback (“Submissions”) — you grant MedTech a non-exclusive, royalty-free, perpetual, irrevocable, worldwide, sublicensable license to use, copy, modify, adapt, publish, translate, create derivative works from, distribute, and display such Submissions in connection with our business, in any media now known or later developed, without compensation or attribution to you, except as prohibited by law.

You represent that any Submission is your own original work, does not infringe the rights of any third party, and does not contain any unlawful or otherwise objectionable material. You also represent that any Submission does not include PHI or other regulated information that should be transmitted only through secure, agreement-governed channels.

07 Professional Services

The Site describes professional consulting, management, staffing, monitoring, regulatory, and procurement services that MedTech offers to fertility clinics, IVF laboratories, and reproductive medicine facilities. The Site itself does not constitute an offer of those services.

In the event of a conflict between these Terms and the terms of an executed services agreement, the executed services agreement controls with respect to the engagement it covers.

08 Healthcare & Professional Disclaimer

MedTech is not a healthcare provider and does not provide patient care. We do not diagnose, treat, prescribe, or render any medical opinion regarding any specific patient. Patients seeking medical guidance should consult their treating physician.

Information about laboratory standards, regulatory frameworks (FDA, CLIA, CAP, AABB), staffing certifications, and clinical operations is presented in general terms. It may not reflect the most current rules, guidance, or accreditor positions, and may not apply to your specific facility, jurisdiction, or circumstances. Engagement under a written services agreement — not the Site — is the appropriate mechanism for receiving advice tailored to your facility.

References on the Site to specific equipment, vendors, products, or methodologies are descriptive only and do not constitute endorsement, certification, or any guarantee of fitness for any particular purpose.

09 GPO Membership Terms

MedTech operates a Group Purchasing Organization (GPO) for the assisted reproductive technology industry. Information about the GPO on the Site is informational. Actual membership is governed by a separate GPO Membership Agreement that members execute prior to participation. Key principles include:

• GPO membership is offered without a membership fee and without minimum purchase commitments;
• Members access vendor contracts negotiated by MedTech but transact directly with the underlying vendors, who remain responsible for product specifications, fulfillment, regulatory compliance, and warranty;
• MedTech is not the seller of GPO products and provides no warranty — express or implied — on products purchased through GPO contracts;
• Vendor pricing, contract terms, rebate structures, and product availability are subject to change at the discretion of vendors and may not be available in all jurisdictions;
• The GPO operates in compliance with applicable safe-harbor provisions under 42 U.S.C. § 1320a-7b(b)(3)(C) and 42 C.F.R. § 1001.952(j) where applicable; members are responsible for their own compliance with anti-kickback, Stark, and similar laws as applied to their practice.

10 Staffing & Recruitment

MedTech provides temporary and contract placement of laboratory professionals to ART/IVF facilities. References on the Site to staffing services are general; actual placements are governed by a separate Staffing Agreement with the receiving facility and, where applicable, an employment or independent-contractor agreement with the placed professional.

Submission of a résumé or CV through the Site or by email does not create an employment relationship, contractual offer, or guarantee of placement. Candidates are responsible for the accuracy of all information they submit, for maintaining required certifications and licensure (including TS/ABB and HCLD where applicable), and for complying with the policies of any facility to which they are assigned.

Receiving facilities are responsible for credentialing, supervision, scope-of-practice, and clinical decision-making at their site, and remain the relevant employer or end-user under their own policies and applicable law.

11 Confidentiality

In the course of evaluating or receiving services, you may share with MedTech information that you regard as confidential or proprietary — for example, financial performance, operational metrics, vendor relationships, staff information, or strategic plans. We treat such information with the seriousness our work in healthcare requires.

For information shared during preliminary discussions, MedTech will not use it for any purpose other than evaluating a potential engagement and will not disclose it to third parties except to professional advisors bound by confidentiality. For information shared during an engagement, confidentiality is governed by the executed services agreement (and, where PHI is involved, by an executed Business Associate Agreement and HIPAA).

You agree, in turn, to maintain the confidentiality of any non-public MedTech information you receive — including pricing, methodologies, working papers, OvaTools workflows, training materials, and the terms of any agreement — except as expressly permitted in writing.

12 Disclaimers & Warranties

Without limiting the foregoing, MedTech does not warrant that:

• The Site or any Content will be accurate, complete, current, or error-free;
• Defects in the Site will be corrected, or that the Site or its servers are free of viruses or other harmful components;
• The Site will be available at any particular time or location, uninterrupted, or secure;
• Results obtained from the use of any service described on the Site will meet your expectations.

Any reliance you place on Content is strictly at your own risk. This Section 12 does not affect any non-disclaimable warranty given in a signed services agreement, which is governed by the terms of that agreement.

13 Limitation of Liability

Some jurisdictions do not allow the exclusion or limitation of certain damages; in those jurisdictions the limitations above apply to the fullest extent permitted by law.

14 Indemnification

You agree to defend, indemnify, and hold harmless MedTech, its affiliates, and their respective officers, directors, employees, contractors, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

• Your access to or use of the Site or any Content;
• Your breach of these Terms or any representation made hereunder;
• Any Submission you make or any content or information you transmit through the Site;
• Your violation of any law or the rights of any third party in connection with your use of the Site.

MedTech reserves the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with us in asserting any available defense.

15 Third-Party Links & Resources

The Site may contain links to third-party websites, vendors, professional associations, regulatory agencies, or other resources. Such links are provided for convenience and reference only. MedTech does not endorse, control, or assume responsibility for the content, privacy practices, or operations of any third-party website or service. Your access to and use of any third-party site is at your own risk and is subject to the terms and policies of that site.

16 Suspension & Termination

We may suspend or terminate your access to the Site at any time, with or without notice or cause, including (without limitation) if we believe that you have violated these Terms or that your continued access poses a risk to the Site, our other users, or our clients. Upon termination:

• Your right to use the Site immediately ceases;
• Provisions of these Terms that by their nature should survive termination — including Sections 5 (Intellectual Property), 6 (User Submissions), 11 (Confidentiality), 12 (Disclaimers), 13 (Limitation of Liability), 14 (Indemnification), and 17 (Governing Law) — will survive;
• Termination of Site access does not affect any executed services agreement, which is governed by its own termination provisions.

17 Governing Law & Dispute Resolution

Informal Resolution First

Before filing any claim, the parties agree to attempt in good faith to resolve any dispute informally for at least sixty (60) days. To begin, send written notice describing the dispute to contact form with a copy mailed to the address in Section 20. Time periods for filing claims will be tolled during the informal-resolution period.

Time Limit on Claims

Any cause of action arising out of or related to the Site must be commenced within one (1) year after the cause of action accrues; otherwise it is permanently barred.

Class-Action Waiver

You and MedTech each agree that disputes will be resolved only on an individual basis and that neither party will participate in a class, collective, or representative action against the other.

This Section 17 does not displace any dispute-resolution provisions of an executed services agreement, which control disputes arising under that agreement.

18 Changes to These Terms

We may revise these Terms from time to time. The most current version will always be posted on this page with the “Last Updated” date. Material changes will be communicated through a prominent notice on the Site, by email to active clients, or both, prior to the changes taking effect. Your continued use of the Site after the effective date of revised Terms constitutes acceptance of those revisions.

19 General Provisions

• Entire Agreement. These Terms, together with our Privacy Policy and any executed services agreement, constitute the entire agreement between you and MedTech with respect to the subject matter and supersede any prior or contemporaneous understandings.
• Severability. If any provision of these Terms is held invalid or unenforceable, the remaining provisions will remain in full force and effect, and the invalid provision will be modified only to the extent necessary to make it enforceable.
• No Waiver. No waiver by MedTech of any term or condition will be deemed a further or continuing waiver of that term or any other term, and any failure of MedTech to assert a right under these Terms is not a waiver of that right.
• Assignment. You may not assign or transfer these Terms or any rights hereunder without our prior written consent. We may freely assign these Terms in connection with a merger, acquisition, or sale of assets.
• No Agency. Nothing in these Terms creates a partnership, joint venture, employment, agency, or similar relationship between you and MedTech.
• Force Majeure. MedTech will not be liable for any failure or delay caused by events beyond its reasonable control, including natural disasters, pandemic, labor disruptions, infrastructure failures, governmental actions, or cyber incidents not caused by MedTech's negligence.
• Headings. Section headings are for convenience only and do not affect interpretation.

20 Contact

Questions, notices, or concerns regarding these Terms should be sent to:

For general inquiries, please use our Contact page. For privacy-specific questions, see our Privacy Policy. For service-specific or contractual matters, contact your assigned account manager.