Membership Terms & Conditions

These Membership Terms & Conditions ("Terms") govern membership in and use of the membership services offered by The Orthodontic Network ("The Network," "ON," "we," "us," or "our"), a limited liability company organized under the laws of the State of Illinois.

By applying for, purchasing, accepting, renewing, or using a membership in The Orthodontic Network, you ("Member," "you," or "your") acknowledge that you have read, understand, and agree to these Terms and the policies incorporated into them.

Please read Section 24 (Antitrust Compliance), Section 37 (Limitation of Liability), and Section 41 (Governing Law & Dispute Resolution) carefully. They affect your legal rights and obligations. Section 41 requires most disputes to be resolved through individual arbitration and waives class actions.

1. About The Orthodontic Network

The Orthodontic Network is a professional community created to bring together orthodontists, orthodontic residents, mentors, educators, and industry partners through education, collaboration, mentorship, leadership development, professional resources, and meaningful connection.

The Network provides members with access to benefits that may include continuing education, webinars, The Orthodontic Exchange, mentorship opportunities, a member directory, direct messaging, educational resources, industry partner information, events, and other professional programming.

Specific benefits may vary by membership category and may evolve over time.

The Orthodontic Network, LLC is a for-profit limited liability company. It is not a nonprofit or tax-exempt professional association, a specialty board, an accrediting body, a licensing authority, or a certifying organization, and membership does not confer certification, board status, or specialty recognition of any kind.

2. Capacity and Authority to Agree

Membership is available only to individuals who are at least eighteen (18) years of age and legally able to enter into a binding contract.

If you enroll, renew, or pay for a membership on behalf of a practice, employer, institution, or other organization, you represent that you are authorized to bind that organization to these Terms, and that organization is responsible, together with you, for payment and for your compliance with these Terms.

Where a practice or organization pays for a membership, the individual named on the membership remains the Member, and the membership remains personal to that individual except as expressly provided in Section 4.4 (Practice Team Access).

3. Membership Eligibility

Membership is available to individuals who satisfy the eligibility requirements established by The Network for the applicable membership category.

The Network may request reasonable documentation or information to verify eligibility, professional credentials, residency status, licensure, identity, or other membership qualifications.

Members agree to provide accurate and current information when applying for and maintaining membership, and to promptly update that information if it changes in a way that affects eligibility.

The Network reserves the right to approve, deny, suspend, or terminate membership when an applicant or Member does not satisfy applicable eligibility requirements or otherwise violates these Terms. Membership decisions are made in accordance with the procedures described in Section 31.

The Network does not deny membership on the basis of race, color, religion, sex, sexual orientation, gender identity, national origin, age, disability, veteran status, or any other characteristic protected by applicable law.

4. Membership Categories

The Network may offer membership categories including, but not limited to, the following.

4.1 Resident Membership

Resident Membership is available on a complimentary basis to eligible orthodontic residents enrolled in a qualifying orthodontic residency or advanced education program, subject to verification by The Network.

Resident Members may receive access to benefits designated for this membership category.

Resident eligibility ends when the individual no longer satisfies The Network's residency eligibility requirements. Following completion of residency, the Member may be offered the opportunity to transition to an applicable paid membership category.

A Resident Membership will not convert automatically into a paid membership, and no payment method will be charged, unless the Member separately enrolls in a paid membership and provides the express affirmative consent described in Section 7.

Complimentary Resident Membership has no cash value and may not be transferred to another individual.

4.2 Founding Membership

Founding Membership is a limited membership category made available to the first one hundred (100) qualifying paid members accepted by The Network, subject to availability and any additional conditions communicated at enrollment.

Initial Founding Membership dues are $299 for the initial annual term, unless otherwise stated at the time of enrollment.

Designation as a Founding Member does not constitute an ownership interest, equity interest, voting interest, partnership, employment relationship, or other financial interest in The Orthodontic Network.

Renewal pricing. Founding Membership dues apply to the initial membership term only. Upon renewal, dues will be the then-current Active Membership rate. The renewal rate will be disclosed to the Member in advance in accordance with Section 7.4, and the Member may cancel before the renewal charge is made.

Founding Membership does not include a locked-in, discounted, or grandfathered rate for any renewal term, and no statement made in marketing or enrollment materials should be understood to promise one.

The Founding Member designation itself is honorary and permanent for so long as membership remains in good standing, and is separate from the pricing treatment described above.

4.3 Active Membership

Active Membership is The Network's standard paid membership category for eligible orthodontists.

Annual Active Membership dues are currently $399, unless otherwise stated at the time of enrollment or renewal.

4.4 Practice Team Access

Eligible paid orthodontist Members may purchase Practice Team Access as an optional add-on for $96 annually, unless otherwise stated at the time of purchase or renewal.

Practice Team Access is associated with and dependent upon the sponsoring orthodontist's active membership.

Practice Team Access may provide authorized practice personnel with read-only or viewing access to designated resources, including:

• The Orthodontic Exchange; and
• Once available, webinar recordings and The Resource Library.

Practice Team Access does not provide individual practice team users with:

• An individual orthodontist Member Directory profile;
• Individual Member direct-messaging privileges; or
• The ability to post or comment within The Orthodontic Exchange unless expressly authorized by The Network.

Practice Team Access may be established using a general practice or organizational email address and separate login credentials.

Sponsoring Member responsibilities. The sponsoring orthodontist is responsible for: (a) ensuring that Practice Team Access is used only by authorized personnel currently associated with the Member's practice; (b) promptly notifying The Network, or removing access, when a user leaves the practice or is no longer authorized; and (c) the acts and omissions of all practice personnel using the access, which are treated as the sponsoring Member's own for purposes of these Terms.

Account ownership. The Practice Team Access account and any credentials associated with it belong to the sponsoring Member and not to any individual practice employee. A practice employee has no independent right to continued access.

Practice Team Access may be added after initial enrollment. Unless otherwise expressly stated, the annual Practice Team Access fee is not prorated when added during an existing membership term and renews in conjunction with the sponsoring Member's membership.

Termination or expiration of the sponsoring orthodontist's membership will also terminate associated Practice Team Access.

5. Membership Dues, Payment, and Taxes

5.1 Current pricing. Membership dues and applicable fees are displayed during enrollment or renewal. Current membership pricing is:

• Founding Membership: $299 for the initial annual term
• Active Membership: $399 annually
• Resident Membership: Complimentary for eligible residents
• Practice Team Access: $96 annually, as an optional add-on

All amounts are stated in U.S. dollars.

5.2 Payment authorization. By providing a payment method, the Member authorizes The Network and its payment processor to charge that payment method for the membership dues, add-on fees, and applicable taxes disclosed at the time of enrollment or renewal, including recurring charges if the Member enrolls in automatic renewal under Section 7. The Member represents that they are authorized to use the payment method provided.

5.3 Payment processing. Payments are processed by one or more third-party payment processors. The Network does not store complete payment card numbers. Use of a payment processor may be subject to that processor's own terms and privacy practices.

5.4 Failed payments. If a charge is declined or reversed, The Network may retry the charge, request an updated payment method, and suspend membership access until payment is received. The Network may terminate a membership for non-payment in accordance with Section 31. The Member is responsible for keeping payment information current.

5.5 Chargebacks. A Member who disputes a charge is asked to contact The Network first. The Network may suspend access to membership benefits during the pendency of a chargeback and may terminate membership where a chargeback is initiated in bad faith for services already delivered.

5.6 Taxes. Stated dues do not include any sales, use, excise, value-added, or similar taxes. Where The Network is required to collect such taxes, they will be disclosed and added at checkout. Members are responsible for all such taxes other than taxes on The Network's income.

5.7 Tax treatment of dues. The Orthodontic Network, LLC is a for-profit entity. Membership dues are not charitable contributions and are not deductible as such for federal income tax purposes. Dues paid in connection with a Member's trade or business may be deductible as an ordinary and necessary business expense, subject to the limitations of applicable law. Members should consult their own tax advisors.

5.8 Changes to dues. The Network reserves the right to modify membership dues, fees, benefits, or membership categories on a prospective basis. Any change applicable to a Member's future renewal will be disclosed to the Member in accordance with Section 7.4 before the applicable charge.

5.9 Non-transferability. Membership dues and memberships are personal to the Member and may not be transferred, assigned, resold, or shared, except as expressly authorized by The Network in writing.

6. Membership Term

Paid memberships are provided for an annual membership term beginning on the date identified during enrollment or renewal, unless a different term is expressly stated at the time of purchase.

Membership benefits are available during the membership term, subject to these Terms and to the Member remaining in good standing.

7. Automatic Renewal

7.1 Enrollment in automatic renewal. A membership will automatically renew for successive annual terms only if the Member has enrolled in automatic renewal and has given express affirmative consent to the automatic renewal terms. That consent is obtained separately from the Member's agreement to these Terms as a whole, through a distinct action taken by the Member at checkout, and is not bundled with any other consent or authorization.

7.2 Pre-enrollment disclosures. Before the Member gives that consent, and in visual proximity to the request for consent, The Network will clearly and conspicuously disclose:

• That the membership will continue and the Member's payment method will be charged until the Member cancels;
• The amount of the recurring charge, or the range of charges that may apply;
• The length of each renewal term and the date or frequency of recurring charges;
• The deadline, if any, by which the Member must cancel to avoid the next charge; and
• A description of how to cancel, including the cancellation method described in Section 7.5.

7.3 Acknowledgment of the terms. After enrollment, The Network will send the Member a confirmation, in a form the Member can retain, that includes the automatic renewal terms, the cancellation policy, and instructions for cancellation.

7.4 Renewal and price-change reminders. The Network will send the Member a written reminder before each automatic renewal, not less than thirty (30) days and not more than sixty (60) days before the cancellation deadline for that renewal, through the medium by which The Network ordinarily communicates with the Member. The reminder will state clearly and conspicuously that the membership will automatically renew unless the Member cancels, and will identify the membership being renewed, the renewal date, the amount to be charged, and how to obtain the automatic renewal and cancellation details and cancel. If the amount of the recurring charge will change, The Network will provide clear and conspicuous notice of the new amount, the effective date, and how to cancel, not less than seven (7) days and not more than thirty (30) days before the change takes effect — or on such other schedule as applicable law requires.

7.5 How to cancel. A Member may cancel automatic renewal at any time and without speaking to a representative. Cancellation is available:

• Online, through the Member's account settings, using a mechanism that is at least as simple as the mechanism used to enroll and that requires no additional steps beyond those needed to enroll;
• By email to the membership address identified in Section 44; and
• Through any other method The Network makes available.

Where a Member enrolled through a particular medium, The Network will permit cancellation through that same medium. The Network will confirm cancellation to the Member in a form the Member can retain.

7.6 Effect of cancellation. Cancelling automatic renewal stops the membership from renewing for the next term. It does not, by itself, terminate access during a membership term that has already been paid for, and it does not by itself entitle the Member to a refund except as provided in Section 8 or as required by law.

7.7 State-specific rights. Nothing in this Section limits any right a Member has under the Illinois Automatic Contract Renewal Act, under any other applicable state automatic renewal or continuous service law, or under the federal Restore Online Shoppers' Confidence Act. Where applicable law provides greater protection than this Section, that law controls.

8. Cancellation and Refunds

8.1 Cancelling membership. Members may cancel future renewal of their membership at any time using the methods described in Section 7.5.

8.2 Initial refund window. A Member who purchases a new paid membership may request a full refund of the dues paid within fourteen (14) days of the initial charge. Refunds are issued to the original payment method, and membership access ends on the date the refund is issued.

8.3 Renewal charges. Renewal charges are not subject to the fourteen (14) day window in Section 8.2. A Member who does not wish to be charged for a renewal term should cancel automatic renewal before the renewal date, using the reminder provided under Section 7.4 and the cancellation methods described in Section 7.5.

8.4 Otherwise non-refundable. Except as provided in Section 8.2, Section 31.6, and Section 33, or as otherwise required by law or expressly stated by The Network, membership dues and fees are non-refundable once a membership term has begun.

8.5 Access after cancellation. Cancellation ordinarily prevents renewal for the next membership term, while membership access continues through the end of the current paid term.

8.6 Practice Team Access. Practice Team Access fees are not prorated when purchased after the beginning of the sponsoring Member's membership term unless otherwise expressly provided by The Network.

8.7 Non-waivable rights. Nothing in this Section limits any refund, cancellation, or other right that cannot lawfully be waived, including any right arising under the Illinois Automatic Contract Renewal Act.

9. Membership Benefits

Membership benefits may vary according to membership category. Depending upon membership type, benefits may include access to:

• Continuing education programming (see Section 16);
• Live and recorded webinars;
• The Orthodontic Exchange;
• Member networking opportunities;
• Mentorship opportunities;
• The Member Directory;
• Direct member-to-member messaging;
• The Resource Library;
• Professional and practice resources;
• Industry partner information and member opportunities;
• Events and educational programming; and
• Additional programs introduced by The Network.

Membership does not guarantee participation in every program, event, course, opportunity, or benefit.

The Network may reasonably add, modify, replace, suspend, or discontinue individual membership features or benefits as the organization, technology, programming, and needs of the professional community evolve, subject to Section 39.

10. Member Directory and Profile

Eligible Members may receive a professional profile within The Network's Member Directory.

Directory information may include information voluntarily provided by the Member or information reasonably necessary to facilitate professional networking, such as:

• Member name;
• Professional designation;
• Membership or career category;
• Practicing state;
• Orthodontic residency program affiliation;
• Professional photograph;
• Practice or professional information; and
• Other profile information selected or authorized by the Member.

The Member Directory is visible to other Members and is not published publicly, except to the extent a Member chooses to make specific information public where that option is offered. Members may adjust available directory settings and may request removal from the Member Directory, in which case certain networking features may become unavailable.

Members are responsible for maintaining accurate profile information.

Members agree not to use the Member Directory to harvest contact information, create unauthorized mailing or marketing lists, conduct mass solicitation, train or develop any automated or machine-learning system, or otherwise use member information for purposes inconsistent with the professional purpose of The Network.

11. Direct Messaging

Eligible Members may have access to direct member-to-member messaging.

Direct messaging is intended to facilitate professional connection, collaboration, mentorship, and communication.

Members may not use messaging features for harassment, spam, repetitive unwanted communication, unauthorized mass solicitation, commercial data collection, communications prohibited by Section 24, or other conduct prohibited by these Terms or The Orthodontic Exchange Guidelines & Terms of Use.

Members must respect another Member's request to discontinue direct communication.

Direct messages are not confidential as against The Network. The Network does not routinely monitor direct messages, but may access, retain, and review them where reasonably necessary to investigate a reported violation, respond to legal process, protect the safety of any person, or maintain the security of the platform.

12. The Orthodontic Exchange

Participation in The Orthodontic Exchange is subject to The Orthodontic Exchange Guidelines & Terms of Use and The Orthodontic Exchange Community Standards, which are incorporated into these Terms by reference.

Members participating in The Orthodontic Exchange agree to:

• Communicate professionally and respectfully;
• Protect patient privacy;
• Comply with HIPAA and other applicable privacy obligations;
• Appropriately de-identify clinical information;
• Comply with Section 24 (Antitrust Compliance);
• Respect intellectual property rights;
• Avoid unauthorized solicitation or commercial promotion;
• Respect fellow members and member-only content; and
• Comply with applicable moderation and community requirements.

The Network reserves the right to moderate forum participation and take appropriate action regarding content or conduct that violates applicable policies, including removing content, closing discussions, and limiting posting privileges.

Views expressed in the forums are those of the individual Members who post them and do not represent the positions of The Network.

13. Patient Privacy and HIPAA

Members are independently responsible for complying with HIPAA and all other applicable federal and state privacy laws, professional obligations, and patient confidentiality requirements.

Members must not post or otherwise transmit protected health information ("PHI") through Network community features or any other information that could reasonably identify a patient.

Members must appropriately de-identify clinical cases, photographs, radiographs, scans, screenshots, records, and other patient-related materials before sharing them. Removing a patient's name alone may not be sufficient to de-identify patient information. Facial photographs, distinctive dental anatomy, dates, and metadata embedded in image and scan files may all be identifying.

The Network is not a business associate. The Network does not provide services to Members that involve creating, receiving, maintaining, or transmitting PHI on a Member's behalf, is not a business associate of any Member within the meaning of HIPAA, and will not enter into a business associate agreement in connection with membership. Members must not use Network features in a manner that would require The Network to act as a business associate.

The Network does not assume responsibility for determining whether information submitted by a Member has been properly de-identified or may lawfully be shared. The Network may remove content that appears to contain PHI, but has no obligation to detect it.

14. Recording, Photography, and Likeness

Webinars, virtual programs, and events may be recorded by The Network for member access, archival, and educational purposes.

By presenting at, speaking in, appearing on camera during, or otherwise actively participating in a recorded Network program, a Member consents to being recorded and grants The Network a non-exclusive, royalty-free license to record, reproduce, distribute, and display the Member's name, voice, image, likeness, professional title, and presentation materials in connection with that program and its promotion.

A Member who does not wish to be recorded should not enable their camera or microphone and should notify The Network in advance where feasible.

Members may not record, copy, or redistribute Network programming themselves without The Network's prior written authorization. Recording another participant without consent may violate applicable law in states that require the consent of all parties.

15. Member-Generated Content

Members may have opportunities to submit posts, comments, questions, photographs, documents, resources, profile information, and other materials ("Member Content").

Members retain ownership of original Member Content they create.

By submitting Member Content to The Network, the Member grants The Network a non-exclusive, worldwide, royalty-free, sublicensable (solely to The Network's service providers acting on its behalf) license to host, store, reproduce, display, format, adapt for display, distribute within the membership community, and otherwise use that content as reasonably necessary to operate, administer, moderate, archive, and provide the applicable Network services.

Limits on the license. This license does not authorize The Network to: (a) commercially sell a Member's identifiable clinical case or original professional content as a separate product; (b) license Member Content to an industry partner or other third party for that party's own marketing; or (c) use Member Content, or a Member's name or likeness, in external advertising or promotional materials — in each case without the Member's separate prior written consent.

Use within the community. The Network may quote, excerpt, or summarize Member Content in member-facing communications such as newsletters, community recaps, and program materials, with attribution, unless the Member requests otherwise.

Artificial intelligence. The Network does not license Member Content to third parties for the training of generative artificial intelligence models. Any use of Member Content to develop or improve automated features offered to Members will be disclosed in the Privacy Policy.

Deletion. Upon a Member's request or upon termination of membership, The Network will remove the Member's profile and, where technically feasible, Member Content the Member identifies. Content that has been quoted, replied to, or incorporated into a discussion thread may remain in place in de-identified or attributed form to preserve the integrity of the discussion, and residual copies may remain in backups for a limited period.

Members represent that they have the rights and permissions necessary to submit the content they provide, and remain responsible for their Member Content.

16. Continuing Education and Educational Programming

The Network may offer continuing education ("CE") and other educational programming.

Provider status. The Orthodontic Network is not currently an ADA CERP Recognized Provider or an AGD PACE Approved Provider. An application for AGD PACE provider approval is under review. If that application is approved, provider status will not take effect before January 1, 2027, and only programs offered on or after the effective date of approval may be eligible for credit.

Until that time, educational programming offered through The Network is provided for professional information and discussion and is not offered or represented as approved continuing education credit. The Network will update these Terms and its programming materials when and if approved provider status takes effect.

Specific courses may be subject to additional attendance, eligibility, participation, evaluation, verification, disclosure, or credit requirements.

The availability of CE credit may depend upon the particular program, applicable accreditation or recognition requirements, attendance verification, and completion of required activities.

Membership in The Network does not, by itself, guarantee the award of continuing education credit.

Members are responsible for determining whether a particular educational activity satisfies their individual professional, licensing, certification, or regulatory requirements.

Commercial support. Where a program receives commercial support from, or is presented by, an industry partner, that relationship and any relevant financial interest of the presenter will be disclosed to participants in advance of the program.

17. Clinical and Professional Information Disclaimer

Educational materials, webinars, presentations, forum discussions, member comments, resources, and other information available through The Network are intended for professional education, information, and discussion.

They are not intended to replace a licensed professional's independent clinical judgment.

Clinical decisions remain the responsibility of the treating professional based upon the circumstances of the individual patient, appropriate examination and diagnosis, treatment planning, applicable standards of care, and relevant laws and regulations.

Participation in or access to The Network does not create a doctor-patient relationship between any Member, presenter, contributor, or The Network and another person's patient, and does not create any professional-client, consulting, or supervisory relationship among Members.

Information exchanged through The Network is not legal, tax, accounting, employment, or regulatory advice. Members should consult their own advisors.

18. Intellectual Property of The Network

Unless otherwise indicated, The Network's website, branding, logos, course materials, original educational materials, graphics, videos, recordings, resource collections, platform content, and other proprietary materials are owned by or licensed to The Orthodontic Network and are protected by applicable intellectual property laws.

Membership provides a limited, personal, non-exclusive, non-transferable, revocable right to access applicable materials for the Member's own authorized professional use during the membership term.

Members may not, without authorization:

• Reproduce or redistribute proprietary Network content;
• Republish webinar recordings;
• Record or distribute protected programming;
• Sell or sublicense Network resources;
• Share member-only resources publicly or with non-members;
• Remove copyright, trademark, or attribution notices;
• Scrape, crawl, or use automated means to extract Network content or member information;
• Use Network content or member information to train, fine-tune, or develop any artificial intelligence or machine-learning model; or
• Use The Orthodontic Network's name, logo, or branding in a manner that suggests unauthorized endorsement, affiliation, or sponsorship.

19. Member Use of the Network's Name and Member Badge

The Network grants each Member in good standing a limited, non-exclusive, non-transferable, revocable license to use the designation "Member of The Orthodontic Network" — or, where applicable, "Founding Member of The Orthodontic Network" — together with any member badge The Network makes available, on the Member's practice website, professional biography, curriculum vitae, email signature, and professional social media profiles.

This license is subject to the following conditions. The Member must:

• Use the badge only in the form supplied by The Network, without alteration of the mark, its proportions, or its colors;
• Not use the designation in a way that suggests The Network endorses the Member's clinical services, practice, products, results, or qualifications;
• Not use the designation in a way that suggests certification, accreditation, board status, specialty recognition, or a level of training that membership does not confer;
• Not use the designation in patient-facing advertising in a manner that would violate applicable state dental board advertising rules; and
• Discontinue use promptly upon the expiration or termination of membership.

All goodwill arising from use of the marks inures to The Network. The Network may revoke this license at any time.

20. Copyright Policy and Safe Harbor Notices

The Network respects intellectual property rights and intends to qualify for the safe harbor available to online service providers under Section 512(c) of the Digital Millennium Copyright Act (17 U.S.C. § 512(c)) for material posted by Members. This Section states the policies and procedures that implement that safe harbor.

No pre-screening; no actual knowledge. The Network does not monitor, screen, or pre-review Member Content for copyright infringement and has no obligation to do so. The Network does not have actual knowledge that Member Content is infringing, and is not aware of facts or circumstances from which infringing activity would be apparent, except as notified in accordance with this Section or as The Network otherwise becomes aware. Upon obtaining such knowledge or awareness, The Network will act expeditiously to remove or disable access to the material.

Notice of claimed infringement. A copyright owner or authorized agent who believes that content available through The Network infringes a copyright may send a written notice to The Network's designated agent containing: (a) a physical or electronic signature; (b) identification of the copyrighted work claimed to be infringed; (c) identification of the material claimed to be infringing and information reasonably sufficient to locate it; (d) the complainant's contact information; (e) a statement that the complainant has a good-faith belief that the use is not authorized by the copyright owner, its agent, or the law; and (f) a statement, made under penalty of perjury, that the information in the notice is accurate and that the complainant is authorized to act on the owner's behalf.

Takedown. Upon receipt of a notice that substantially complies with the requirements above, The Network will act expeditiously to remove or disable access to the identified material, and will take reasonable steps to promptly notify the Member who posted it that the material has been removed or disabled and why.

Designated agent. The Network has registered a designated agent with the United States Copyright Office under registration number DMCA-1080642. Notices should be directed to: Jason Johnson, Founder & President, at 1235 N. Clybourn Avenue #106, Suite A, Chicago, Illinois 60610, or jason@orthodonticnetwork.com. Notices that do not substantially comply with the requirements above may not be effective. This contact information is also posted on The Network's website.

Counter-notification. A Member whose content has been removed may submit a counter-notification containing the elements required by 17 U.S.C. § 512(g), including a statement under penalty of perjury that the material was removed as a result of mistake or misidentification and consent to the jurisdiction of the applicable federal district court. The Network may restore the content as permitted by that section if the original complainant does not file a court action within the statutory period.

No financial benefit from infringement. The Network does not receive a financial benefit directly attributable to infringing activity in circumstances where it has the right and ability to control that activity. Membership dues, add-on fees, event fees, and any industry-partner or sponsorship payments described elsewhere in these Terms are charged for access to The Network's services generally, are not conditioned upon the presence of any particular item of Member Content, and are not payment for hosting, distributing, or facilitating access to any specific infringing material.

Standard technical measures. The Network accommodates, and does not interfere with, standard technical measures used by copyright owners to identify or protect copyrighted works — meaning technical measures that copyright owners and service providers have developed pursuant to a broad consensus in an open, fair, voluntary, multi-industry process, that are available to any person on reasonable and nondiscriminatory terms, and that do not impose substantial cost or burden on The Network.

Repeat infringer policy. The Network has adopted, and will reasonably implement, a policy of terminating, in appropriate circumstances, the membership and access of a Member who is a repeat infringer. For purposes of this policy, a Member is a repeat infringer if the Member has been the subject of two or more notices under this Section that The Network has determined, in its reasonable judgment, to be valid and substantiated, or has been adjudicated by a court to have infringed the copyright of another person on more than one occasion. The Network may also terminate the membership of a Member after a single instance of infringement that The Network reasonably determines to be willful or egregious.

Misrepresentation. A person who knowingly materially misrepresents that material is infringing, or was removed or disabled by mistake, may be liable for damages under 17 U.S.C. § 512(f), including costs and attorneys' fees incurred by The Network or the affected Member.

21. Industry Partners and Third-Party Products

The Network may collaborate with industry partners and provide information regarding products, technologies, services, resources, or member opportunities.

The presence of an industry partner, vendor, product, service, advertisement, sponsorship, or member benefit within The Network does not constitute a clinical recommendation or endorsement by The Network.

Sponsored content, advertising, and industry-supported programming will be identified as such.

Member information. The Network does not sell Member contact information or Member Directory data to industry partners or other third parties. The Network may share aggregate, de-identified information about the membership, and may offer industry partners the opportunity to communicate with Members through The Network or through communications a Member has separately opted into. Any sharing of personal information is governed by the Privacy Policy.

Members remain responsible for independently evaluating products, services, vendors, technologies, and business decisions.

Third-party products and services may be governed by separate terms and privacy practices established by those third parties.

22. Membership Referral Rewards

Eligible Members may participate in The Network's Membership Referral Rewards program, subject to applicable program requirements.

Under the current program:

• An eligible Member may receive a $100 membership credit for each qualifying referral who becomes a paid Member;
• A maximum of two (2) referral credits per membership year may be earned;
• Referral credits are applied toward the referring Member's following eligible membership renewal;
• Credits are non-transferable;
• Credits have no cash value and cannot be redeemed for cash; and
• A referral must satisfy the applicable qualifying requirements established by The Network.

Membership referrals only. This program rewards referrals of prospective _members_ to The Network. It does not apply to, and must not be used in connection with, the referral of patients or the referral of any item or service reimbursable by a federal or state health care program. Nothing in this program is intended to induce or reward patient referrals, and Members must not represent it otherwise.

A referral credit does not constitute compensation, employment income from The Network, ownership, commission, or an agency relationship. Members are responsible for any tax consequences of credits received, and The Network may issue tax reporting forms where required.

The Network may establish reasonable procedures for verifying referrals and preventing duplicate, fraudulent, self-generated, or otherwise ineligible referrals, and may void credits obtained in violation of these Terms.

The Network may modify or discontinue the referral program prospectively, subject to honoring credits already earned.

23. Account Security

Members are responsible for maintaining the confidentiality of their login credentials and for activity conducted through their accounts.

Individual membership accounts may not be shared with other individuals, including colleagues, associates, or practice personnel. Practice personnel access is available only through Practice Team Access under Section 4.4.

Members must promptly notify The Network if they believe their account or credentials have been compromised.

Unauthorized access, attempted circumvention of platform security, scraping, automated data collection, credential sharing, penetration testing without written authorization, or other misuse of The Network's technology is prohibited.

24. Antitrust Compliance

The Network's members include independent practitioners and practices that compete with one another. Federal and state antitrust laws apply to communications among competitors, including communications that take place through a professional association, The Orthodontic Exchange, a messaging feature, an educational program, or an event.

Prohibited subjects. Members must not use any Network feature, program, or event to discuss, exchange, coordinate, propose, or agree upon:

• Fees, prices, fee schedules, discounts, financing terms, or pricing methodologies charged or to be charged to patients;
• Terms, rates, or strategies for negotiating with dental benefit plans, insurers, or other payors, or any collective approach to a payor;
• Employee, associate, or staff compensation, benefits, or hiring practices, including any agreement not to solicit, recruit, or hire another practice's personnel;
• Allocation of patients, geographic markets, service lines, or referral sources;
• Any collective refusal, or agreement to refuse, to deal with a payor, vendor, manufacturer, laboratory, service provider, dental service organization, or other person; or
• Any other subject that could reasonably be construed as an agreement or understanding to restrain trade.

What is permitted. Nothing in this Section restricts the discussion of clinical technique and outcomes, published or otherwise publicly available industry information, general practice-management principles, regulatory and compliance developments, or a Member's own independently exercised business judgment.

The Network's role. The Network does not act as a bargaining agent, negotiating representative, price-reporting service, or collective-bargaining organization for its members, and does not gather or disseminate competitively sensitive pricing or compensation information.

Enforcement. The Network may remove content, close discussions, issue warnings, and suspend or terminate participation to enforce this Section, and may do so immediately and without prior notice.

A Member who is uncertain whether a proposed communication is appropriate should consult their own legal counsel before posting it.

25. Member Conduct

Members agree to conduct themselves in a manner consistent with the professional purpose of The Network.

The following conduct is prohibited:

• Harassment, threats, intimidation, or discrimination;
• Fraud or intentional misrepresentation;
• Impersonation;
• Unauthorized commercial solicitation or spam;
• Misuse of member information;
• Violation of patient privacy;
• Violation of Section 24 (Antitrust Compliance);
• Intellectual property infringement;
• Unauthorized sharing of member-only resources;
• Attempts to compromise platform security;
• Conduct that violates applicable law; or
• Serious or repeated violations of Network policies.

Good-faith professional disagreement, differing clinical philosophies, and respectful debate do not, by themselves, constitute prohibited conduct.

26. Privacy

The Network's collection, use, storage, and disclosure of personal information are governed by its Privacy Policy, which should be reviewed in connection with these Terms.

Members acknowledge that participation in certain membership features necessarily involves the display or exchange of professional information with other members.

Members should review their account and privacy settings, where available, and exercise appropriate judgment regarding information they choose to make available to the community.

Residents of certain states have rights to access, correct, delete, or restrict certain uses of their personal information. Those rights, and how to exercise them, are described in the Privacy Policy.

27. Electronic Communications and Consent to Electronic Records

By establishing an account, Members consent to receive electronic communications reasonably necessary to administer membership, including account notices, transaction confirmations, renewal and price-change notices, policy updates, security notices, and other service-related communications.

Consent to electronic records. Members agree that these Terms, the Privacy Policy, renewal disclosures, and other required notices may be provided electronically and that electronic delivery satisfies any legal requirement that such communications be in writing. To access and retain electronic records, a Member needs a device with internet access, a current web browser, a valid email address, and the ability to view PDF documents. A Member may withdraw consent to electronic delivery, or request a paper copy of any record, by contacting The Network at the address in Section 44; withdrawal of consent may mean that certain membership features cannot be provided.

Marketing communications. Marketing communications will be handled in accordance with applicable law and available communication preferences, and Members may opt out of marketing email at any time. Opting out of marketing does not stop transactional and account communications.

Text messages. The Network will send text messages only to Members who have separately provided prior express written consent to receive them. Consent to receive text messages is not a condition of membership, message and data rates may apply, and Members may opt out at any time by replying STOP.

Members are responsible for maintaining an accurate email address associated with their account.

28. Accessibility

The Network is committed to making its membership platform and programming usable by members with disabilities and works toward conformance with recognized accessibility standards.

A Member who encounters an accessibility barrier, or who needs an accommodation to participate in a program or event, is encouraged to contact The Network at the address in Section 44. The Network will make reasonable efforts to provide the information, benefit, or accommodation through an alternative method.

29. Third-Party Technology and Services

Certain Network features may rely upon third-party technology or service providers, including payment processing, webinar, communications, hosting, or other technology services.

The Network does not guarantee uninterrupted availability of third-party systems and may modify or replace technology providers when reasonably necessary.

Use of certain third-party services may also be subject to the third party's applicable terms or policies.

30. Availability of Services

The Network endeavors to provide reliable access to its membership platform and benefits but does not guarantee that every feature will be available continuously or without interruption.

Temporary interruptions may occur due to maintenance, updates, security requirements, technical issues, third-party service disruptions, or circumstances outside The Network's reasonable control.

31. Suspension or Termination of Membership

31.1 Grounds. The Network may restrict, suspend, or terminate membership or specific membership privileges when a Member:

• No longer satisfies applicable eligibility requirements;
• Fails to pay required membership dues;
• Materially violates these Terms;
• Materially or repeatedly violates The Orthodontic Exchange Guidelines & Terms of Use or The Orthodontic Exchange Community Standards;
• Misuses Network resources or member information;
• Engages in fraud, threats, harassment, unlawful conduct, or serious professional misconduct affecting the Network community; or
• Creates a material safety, privacy, legal, security, or operational risk to The Network or its members.

31.2 Procedure. Because membership in a professional community can affect a Member's professional standing, The Network will ordinarily observe the following procedure before terminating or suspending a membership for cause:

• Notice. The Network will provide the Member with written notice describing the conduct or deficiency at issue and the provision of these Terms or of an incorporated policy that is implicated;
• Opportunity to respond. The Network will give the Member a reasonable opportunity, of not less than ten (10) days, to respond in writing and, where the matter is capable of cure, to cure; and
• Decision. The Network will consider any timely response and provide the Member with written notice of its decision.

31.3 Immediate action. Where The Network reasonably determines that conduct presents an immediate risk to patient privacy, to the safety of any person, to the security or integrity of the platform, or of legal liability to The Network or its members — including a violation of Section 24 — The Network may suspend a membership or privilege immediately, and will provide notice and an opportunity to respond promptly thereafter.

31.4 Non-payment. Termination for non-payment is not subject to Section 31.2, but The Network will provide notice and a reasonable opportunity to cure before terminating for non-payment.

31.5 Reinstatement. A former Member whose membership was terminated for cause may apply for reinstatement after twelve (12) months, or earlier at The Network's discretion. Reinstatement is not guaranteed.

31.6 Refunds. Termination for violation of these Terms does not entitle a Member to a refund except where required by law. Where The Network terminates a membership for reasons other than the Member's violation of these Terms, The Network will refund a pro rata portion of the dues paid for the unexpired portion of the then-current term.

31.7 Member-initiated termination. A Member may terminate membership at any time under Section 8.

32. Force Majeure

The Network is not liable for any delay or failure to perform resulting from causes beyond its reasonable control, including acts of God, natural disaster, fire, flood, epidemic or public health emergency, war, terrorism, civil disturbance, labor disruption, governmental action, utility or telecommunications failure, internet or hosting provider outage, cyberattack, or failure of a third-party service provider.

Where such an event prevents delivery of a scheduled program or event, The Network may reschedule it, provide a comparable substitute, or provide a credit.

33. Discontinuation of the Network

If The Network elects to discontinue its membership program in its entirety, it will provide Members with not less than thirty (30) days' advance notice and will refund a pro rata portion of dues paid for the unexpired portion of each affected Member's then-current membership term.

The Network will provide Members a reasonable period in which to export or retrieve their own Member Content before access is discontinued.

34. No Guarantee of Professional or Business Outcomes

Membership provides access to professional community, educational opportunities, resources, and other benefits.

The Network does not guarantee that membership will result in particular clinical, financial, employment, business, professional, networking, referral, or career outcomes.

Members remain responsible for their own professional and business decisions.

35. Disclaimer of Warranties

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE MEMBERSHIP PLATFORM, MEMBERSHIP SERVICES, CONTENT, PROGRAMMING, AND RESOURCES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. THE NETWORK SPECIFICALLY DISCLAIMS THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

The Network does not warrant that member-generated information, third-party information, professional opinions, or resources will be complete, accurate, current, applicable to a particular circumstance, or free from error, or that the platform will be uninterrupted, secure, or error-free.

Some jurisdictions do not allow the exclusion of certain warranties. Nothing in these Terms excludes warranties or rights that cannot lawfully be excluded, and in those jurisdictions the exclusions above apply to the fullest extent permitted.

36. Assumption of Responsibility Among Members

The Network provides a venue for professional exchange. It does not supervise, verify, endorse, or assume responsibility for the professional conduct, advice, opinions, credentials, or business dealings of any Member, presenter, mentor, or industry partner.

Any mentorship relationship, consulting engagement, employment arrangement, practice transaction, or other dealing that Members enter into with one another is solely between those Members. The Network is not a party to it and has no liability arising from it.

37. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE NETWORK AND ITS OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AND AGENTS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST DATA, LOSS OF GOODWILL, OR BUSINESS INTERRUPTION, ARISING FROM OR RELATED TO MEMBERSHIP, USE OF THE PLATFORM, MEMBER-GENERATED CONTENT, THIRD-PARTY SERVICES, OR RELIANCE UPON INFORMATION OBTAINED THROUGH THE NETWORK, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE TOTAL AGGREGATE LIABILITY OF THE NETWORK ARISING FROM OR RELATED TO MEMBERSHIP OR THESE TERMS WILL NOT EXCEED THE GREATER OF (A) THE TOTAL AMOUNT OF MEMBERSHIP DUES AND FEES PAID BY THE MEMBER TO THE NETWORK DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100).

These limitations apply regardless of the theory of liability and do not apply to liability that cannot lawfully be limited, including liability for fraud, willful misconduct, or gross negligence where applicable law so provides. Some jurisdictions do not allow certain limitations, and in those jurisdictions the limitations apply to the fullest extent permitted.

38. Indemnification

To the fullest extent permitted by applicable law, each Member agrees to defend, indemnify, and hold harmless The Network and its officers, directors, employees, contractors, and agents from and against any third-party claim, demand, action, proceeding, loss, liability, damage, judgment, settlement, cost, or expense (including reasonable attorneys' fees) arising out of or relating to:

• The Member's violation of these Terms or of an incorporated policy;
• The Member's violation of applicable law, including patient privacy, antitrust, advertising, and professional licensing requirements;
• Member Content submitted by the Member, including any claim that it infringes or misappropriates the rights of another person;
• The Member's unauthorized disclosure of patient information; or
• The Member's professional services, business dealings, or communications with other Members or third parties.

Procedure. The Network will promptly notify the Member of any claim for which indemnification is sought, will provide reasonable cooperation at the Member's expense, and may participate in the defense with counsel of its own choosing at its own expense. The Member may not settle any claim in a manner that imposes a non-monetary obligation on The Network, or that admits fault on The Network's behalf, without The Network's prior written consent. The Network reserves the right to assume exclusive control of the defense of any matter otherwise subject to indemnification, at the Member's expense.

A Member's failure to provide notice of a claim does not relieve the Member of its obligations under this Section except to the extent the Member is materially prejudiced.

39. Changes to Membership Benefits

The Network is intended to evolve with the needs of the orthodontic profession. The Network may reasonably modify, add, replace, or discontinue membership features, resources, programming, technology, or benefits.

The Network will not materially reduce the core benefits of a paid membership category during a paid term. "Core benefits" means access to The Orthodontic Exchange, the Resource Library, the Member Directory, and webinar programming. If The Network does materially reduce core benefits during a paid term, an affected Member may terminate and receive a pro rata refund for the unexpired portion of the term.

Material changes affecting paid membership terms or renewal pricing will be communicated in accordance with Section 7.4.

40. Changes to These Terms

The Network may periodically update these Terms to reflect changes in membership programs, platform functionality, organizational practices, or applicable requirements.

The effective date and version of the current Terms are identified at the beginning of this document.

Material changes will be communicated to Members by email or through the membership platform not less than thirty (30) days before they take effect, except where a shorter period is required to comply with law or to address a security or legal risk. Changes will apply prospectively.

A Member who does not accept a material change may terminate membership before the change takes effect and receive a pro rata refund for the unexpired portion of the then-current term. Continued use of membership benefits after the effective date constitutes acceptance. Where affirmative consent to revised terms is legally required, The Network will request that consent.

41. Governing Law and Dispute Resolution

41.1 Governing law. These Terms and any dispute arising from or relating to membership in The Orthodontic Network are governed by the laws of the State of Illinois, without regard to its conflict-of-law principles, except where the law of another jurisdiction must apply.

41.2 Informal resolution first. Before commencing any formal proceeding, the party raising a dispute will provide the other with written notice describing the dispute and the relief sought, and the parties will attempt in good faith to resolve it for a period of thirty (30) days.

41.3 Arbitration. Any dispute not resolved informally will be resolved by final and binding arbitration administered by the American Arbitration Association under its then-current Consumer Arbitration Rules, before a single arbitrator, seated in Chicago, Illinois or, at the Member's election, by telephone, videoconference, or documents only. The Federal Arbitration Act governs the interpretation and enforcement of this Section.

41.4 Class action waiver. DISPUTES WILL BE ARBITRATED ONLY ON AN INDIVIDUAL BASIS. NEITHER PARTY MAY BRING A CLAIM AS A PLAINTIFF OR CLASS MEMBER IN A CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING, AND THE ARBITRATOR MAY NOT CONSOLIDATE CLAIMS OR PRESIDE OVER ANY FORM OF REPRESENTATIVE PROCEEDING. If this waiver is found unenforceable as to a particular claim, that claim will proceed in court and the remainder of this Section will continue to apply.

41.5 Opt-out. A Member may opt out of arbitration by sending written notice to the address in Section 44 within thirty (30) days of first accepting these Terms. Opting out does not affect any other provision of these Terms or the Member's standing.

41.6 Exceptions. Either party may bring an individual claim in small-claims court, and either party may seek injunctive relief in court to protect intellectual property or account security. Any claim that proceeds in court under this Section will be brought exclusively in the state or federal courts located in Cook County, Illinois, and each party consents to the personal jurisdiction of those courts.

42. General Provisions

42.1 Assignment. A Member may not assign or transfer these Terms or any membership. The Network may assign these Terms in connection with a merger, acquisition, reorganization, or sale of substantially all of its assets, or to an affiliate, on notice to Members.

42.2 Notices. Notices to a Member may be given by email to the address associated with the Member's account, by posting within the membership platform, or by mail. Notices to The Network must be sent to the address in Section 44. Notices are effective upon sending, for email, and three (3) business days after mailing, for postal mail.

42.3 Survival. Sections 5 (as to amounts owed), 13, 14, 15, 17, 18, 19, 20, 22, 24, 31.6, 34 through 38, 41, and 42 survive the expiration or termination of membership.

42.4 Severability. If any provision of these Terms is determined to be invalid or unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, or severed, and the remaining provisions will continue in full force.

42.5 No waiver. The Network's failure to enforce a provision of these Terms on one occasion does not constitute a waiver of its right to enforce that provision or another provision in the future. A waiver is effective only if in writing.

42.6 No third-party beneficiaries. These Terms do not confer any right or remedy on any person other than the parties, except that the persons indemnified under Section 38 may enforce that Section.

42.7 Relationship of the parties. These Terms do not create a partnership, joint venture, agency, franchise, or employment relationship between The Network and any Member.

42.8 Headings and interpretation. Headings are for convenience only. "Including" means "including without limitation."

42.9 Export and sanctions. Members represent that they are not located in, or ordinarily resident in, a country or territory subject to comprehensive U.S. sanctions, and are not listed on any U.S. government list of restricted parties.

43. Entire Membership Agreement

These Terms, together with policies expressly incorporated by reference, constitute the entire agreement governing membership in The Orthodontic Network and supersede any prior or contemporaneous understanding on that subject, except where separate written terms expressly apply to a particular program or service.

Applicable incorporated policies include:

• The Orthodontic Exchange Guidelines & Terms of Use;
• The Orthodontic Exchange Community Standards;
• Other policies expressly identified by The Network.

In the event of a direct conflict between these Terms and an incorporated policy, these Terms control unless the incorporated policy expressly states otherwise.

44. Contact Information

Questions regarding membership or these Terms may be directed to:

The Orthodontic Network, LLC

An Illinois limited liability company

1235 N. Clybourn Avenue #106, Suite A

Chicago, Illinois 60610

(443) 475-1155

membership@orthodonticnetwork.com

www.orthodonticnetwork.com

45. Member Acknowledgment

By selecting "I Agree," purchasing or activating membership, or otherwise completing the membership enrollment process, you acknowledge that:

• You are at least eighteen (18) years of age and able to enter into a binding contract;
• You have read and understand these Membership Terms & Conditions;
• You agree to comply with these Terms, including Section 24 (Antitrust Compliance);
• You understand and accept the disclaimer of warranties in Section 35 and the limitation of liability in Section 37;
• You understand the dispute resolution provisions in Section 41, including binding individual arbitration and the class action waiver;
• The information you provided during enrollment is accurate;
• You acknowledge The Network's Privacy Policy; and
• You agree to comply with The Orthodontic Exchange Guidelines & Terms of Use and The Orthodontic Exchange Community Standards when participating in The Orthodontic Exchange.

Consent to automatic renewal, if elected, is obtained separately at checkout and is not given by agreeing to these Terms.

Welcome to The Orthodontic Network.

Connect. Learn. Mentor. Grow.