General

In the event that any provision of these Terms shall, in whole or in part, be determined to be invalid, unenforceable or void for any reason, the determination shall affect only the portion of the provision determined to be invalid, unenforceable, or void, and shall not affect the remainder of that provision in any way. You agree to allow a court or arbitrator to replace such an invalid, unenforceable, or void provision with a valid provision which is as similar as possible in substance to the invalid, unenforceable, or void provision. Surgical Specialties's failure to act with respect to any breach by you does not constitute a waiver of our right to act with respect to subsequent or similar breaches.

These Terms shall be governed by and construed in accordance with the laws of British Columbia, Canada without regard to its choice of law provisions. In the event of any conflict between foreign laws, rules and regulations and those of Canada, the laws, rules and regulations of Canada shall govern. The United Nations Convention on Contracts for the International Sale of Goods will not apply to these Terms. You hereby consent to personal jurisdiction by the courts located in Vancouver, British Columbia, Canada.

Surgical Specialties may assign its rights and duties under these Terms without such assignment being considered a change to the Terms and without notice to you. You may not assign these Terms without the prior written consent of Surgical Specialties.

These Terms, the Privacy Policy, any operating rules, policies, or procedures that may be posted from time to time by Surgical Specialties on the Site, and any modifications to the foregoing, constitute the entire agreement between the parties with regard to the subject matter hereof and supersede all prior understandings and agreements, whether written or oral, as to such subject matter. Nothing contained in these Terms shall be deemed to constitute either party as the agent or representative of the other party, or both parties as joint venturers or partners for any purpose. Sections 2, 3 (excluding the second paragraph), 4, 5, 6 and 8 through 17 shall survive termination of these Terms.