INTERNATIONAL TERMS AND CONDITIONS
INTERNATIONAL TERMS AND CONDITIONS
Rise Platform, Rise Marketing Services, Rise Analytics, Rise Recall, and All Z3 Holdings LLC and Regenero Solutions LLC Services
For International Practices, DSOs, and Healthcare Organizations
AUTOMATIC AGREEMENT AND BINDING ACCEPTANCE
YOU AUTOMATICALLY AGREE TO THESE TERMS OF SERVICE AND PRIVACY POLICY BY USING OR LOGGING INTO ANY RISE SERVICES OR REGENERO SERVICES, OR ENTERING INTO A SERVICE AGREEMENT WITH US. BY ACCESSING OR USING THE SERVICES OR WEBSITE YOU (A) ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THIS AGREEMENT; (B) REPRESENT AND WARRANT THAT YOU HAVE THE RIGHT, POWER, AND AUTHORITY TO ENTER INTO THIS AGREEMENT AND, IF ENTERING INTO THIS AGREEMENT FOR AN ORGANIZATION, THAT YOU HAVE THE LEGAL AUTHORITY TO BIND THAT ORGANIZATION; AND (C) ACCEPT THIS AGREEMENT AND AGREE THAT YOU ARE LEGALLY BOUND BY ITS TERMS.
IF YOU DO NOT ACCEPT THESE TERMS, YOU MAY NOT ACCESS OR USE ANY OF THE SERVICES. CONTINUED USE WILL BE CONSIDERED ACCEPTANCE OF THESE TERMS OF SERVICE.
1. PROVIDER ENTITIES AND SCOPE OF ALL SERVICES
This Agreement covers all services provided by Z3 Holdings LLC dba RISEDDS ("Z3 Holdings" or "Rise") and Regenero Solutions LLC ("Regenero"), a wholly-owned subsidiary of Z3 Holdings LLC. Both entities are joint service providers under this Agreement. References to "Provider," "we," "our," "us," or "Rise" include both Z3 Holdings LLC and Regenero Solutions LLC, their officers, directors, employees, contractors, agents, vendors, and any third-party service providers or call center partners.
Z3 Holdings LLC dba RISEDDS provides the following services to international dental practices, healthcare organizations, Dental Service Organizations (DSOs), and healthcare service organizations ("Customer" or "Client"):
Rise Platform — Web-based attribution and analytics platform integrating patient data, call data, website data, and marketing campaign data
Rise Marketing Services — Marketing strategy, campaign design, execution, and management performed by independent contractors and Rise personnel
Rise Analytics — Demographic analysis, competition mapping, call recording and analysis, and marketing attribution analytics
RiseDDS and RiseMD branded platforms and websites
Regenero Solutions LLC (subsidiary of Z3 Holdings LLC, legal address: 3844 Orchard View Ave, Rochester Hills, Michigan 48307) provides:
Rise Recall — Dental scheduling and patient outreach services through TeamCare CRM integration
International scheduling agent services via call center entity partners located in the United States, Philippines, Mexico, and Chile
Healthcare marketing services and patient communication services
Call management services via Dialpad and related telecommunications platforms
These services may involve access to, receipt of, processing of, and disclosure of Protected Health Information (PHI), personal information, call recordings, and other confidential data provided by Customer. By using any of these services, you agree to all terms set forth herein.
2. BRAND LICENSING AND CORPORATE STRUCTURE
RiseMD is a brand licensed to Z3 Holdings LLC. The RiseMD trademark and branding are owned by Rise MD LLC and are used by Z3 Holdings LLC pursuant to a valid brand license agreement. RiseDDS is a brand owned and operated by Z3 Holdings LLC. Regenero Solutions LLC is a wholly-owned subsidiary of Z3 Holdings LLC and operates Rise Recall and international scheduling services under the Rise brand. All services (Rise Platform, Rise Marketing, Rise Analytics, Rise Recall, and related services) are provided by Z3 Holdings LLC and/or Regenero Solutions LLC. You acknowledge that these are licensed or owned brands and that your use of these brands is limited to accessing the services provided by Z3 Holdings LLC and Regenero Solutions LLC in accordance with these Terms.
3. DSO AND ORGANIZATIONAL CUSTOMER RESPONSIBILITIES
If Customer is a Dental Service Organization (DSO), healthcare service organization, or group practice with multiple member practices or locations ("DSO"), the following responsibilities apply:
DSO is responsible for ensuring that each member practice, location, or affiliate that accesses ANY Rise or Regenero service has agreed to these Terms and all applicable agreements
DSO shall enforce these Terms against all member practices and ensure compliance with all provisions herein, including consent obligations, data minimization, breach notification, and Rise Recall compliance
DSO is liable for any breach, violation, or non-compliance by any member practice, location, or affiliate, as if the DSO itself had committed the violation
DSO shall indemnify Z3 Holdings LLC and Regenero Solutions LLC for all claims arising from any member practice's use of ANY Rise or Regenero service
DSO must maintain a centralized compliance function to ensure all member practices obtain required patient consents, implement security safeguards, report incidents, and notify providers within 24 hours of any breach or security incident
DSO is responsible for coordinating regulatory compliance across member practices for ALL services, including HIPAA, GDPR, PIPEDA, Australian Privacy Act, and any other applicable laws
4. RISE RECALL AND REGENERO SCHEDULING SERVICES
Rise Recall is provided by Regenero Solutions LLC. Customer acknowledges and agrees that:
Rise Recall provides scheduling and patient outreach services by accessing TeamCare CRM on behalf of Customer and making outbound calls to patients via Dialpad
Rise Recall is delivered through international call center entity partners located in the United States, Philippines, Mexico, and Chile. These call centers hire, employ, manage, train, and supervise all scheduling agents
Customer consents to Regenero's use of international call center partners and acknowledges that this is a known and integral part of Regenero's business model. Customer assumes all risks associated with international call center operations, including compliance with international labor laws, data protection laws, and telecommunications regulations
Regenero is completely absolved of liability for any act, omission, conduct, violation, misconduct, HIPAA breach, PHI disclosure, criminal conduct, negligence, or failure by any scheduling agent employed or contracted by any call center partner. Call center partners assume complete and sole responsibility for all agents
Customer's sole recourse for any claim arising from scheduling agent conduct is against the call center partner or Regenero Solutions LLC as a legal entity, not against individual agents or Regenero Personnel in their individual capacity
Rise Recall agents access LIMITED PHI only (patient name, phone, appointment date, address, and call outcomes). Agents may NOT access appointment history, medical records, clinical data, treatment codes, diagnoses, financial information, or any other health information beyond the specified minimum
Customer is solely responsible for ensuring that all scheduling agents (whether employed by Regenero or by call center partners) have completed HIPAA training, passed criminal background checks (multi-jurisdictional), and are subject to workspace solitude requirements and device encryption requirements
Customer is liable for any scheduling agent breach, unauthorized disclosure, workspace solitude violation, credential misuse, or failure to report incidents within 24 hours. Customer shall indemnify Regenero Solutions LLC for all such claims
5. CALL CENTER PARTNER LIABILITY AND CUSTOMER INDEMNIFICATION FOR AGENTS
Regenero Solutions LLC engages independent call center entity partners in the United States, Philippines, Mexico, and Chile to provide Rise Recall scheduling services. These call centers are independent contractors responsible for hiring, employing, managing, and supervising all scheduling agents. Customer acknowledges and agrees that:
Call center partners are Business Associates under HIPAA and are bound by comprehensive Business Associate Agreements with Regenero
Call center partners assume complete and sole responsibility for all acts, omissions, and conduct of their employed or contracted agents, including HIPAA violations, PHI breaches, criminal conduct, and misconduct
Customer is NOT responsible for call center partner compliance; however, Customer is responsible for monitoring Regenero's management of call center partners through Service Level Agreements and audit rights
If any scheduling agent employed by a call center partner commits a HIPAA violation, PHI breach, unauthorized disclosure, criminal act, or misconduct, Regenero Solutions LLC shall: (i) immediately suspend or terminate the agent's access; (ii) conduct an investigation; (iii) notify Customer within 24 hours; and (iv) cooperate with Customer's incident response
Customer shall indemnify Regenero Solutions LLC for any claims arising from Patient or third-party allegations regarding agent conduct, unless the claim arises solely from Regenero's gross negligence or willful misconduct in selecting, contracting, or monitoring the call center partner
6. CUSTOMER DATA MINIMIZATION OBLIGATION FOR ALL SERVICES
Customer acknowledges and agrees that it shall transmit, submit, or otherwise make available to Z3 Holdings LLC and/or Regenero Solutions LLC only the minimum amount of Protected Health Information ("PHI") and personal information that is reasonably necessary for the specific services contemplated. This applies to ALL services, including Rise Platform, Rise Marketing Services, Rise Analytics, Rise Recall, call recordings via Dialpad, and all related services.
In the event Customer provides PHI in excess of what is reasonably necessary, Customer shall bear sole and exclusive responsibility for any exposure, breach, unauthorized access, or unauthorized disclosure of such excess PHI. Customer's indemnification obligations apply in full to any claims, losses, damages, fines, penalties, or costs arising from such excess PHI. Neither Z3 Holdings LLC nor Regenero Solutions LLC shall have any liability whatsoever for excess PHI that Customer transmits in violation of this Section.
7. RISE MARKETING SERVICES AND ANALYTICS DISCLAIMER
Customer acknowledges and expressly agrees that:
Rise marketing and analytics services are provided on a best-efforts basis with NO guarantees of specific results, outcomes, patient acquisitions, or revenue improvements
Rise makes NO warranty regarding the success, effectiveness, accuracy, or results of any marketing activities, campaigns, analytics, or attributions
Customer assumes ALL risks associated with marketing campaigns, including underperformance, wasted spend, or failure to achieve projected results
Rise is not responsible for marketing campaign outcomes, including patient complaints, negative reviews, regulatory complaints, or conversion failures
8. CUSTOMER DATA ACCURACY AND SOURCE LIABILITY
Customer is solely responsible for the accuracy, completeness, legality, and authorization of all data, information, PHI, and content provided to Z3 Holdings LLC or Regenero Solutions LLC, including patient information, call recordings, website data, marketing campaign data, competitive intelligence, and any other data. Customer represents and warrants that all data has been legally obtained, is accurate, and that Customer has obtained all necessary consents and authorizations. Customer shall indemnify both entities for any inaccuracy, incompleteness, unauthorized use, legal violation, or third-party claim arising from the data Customer provides.
9. ACKNOWLEDGMENT OF INHERENT RISK IN ALL SERVICES
Customer acknowledges and agrees that the provision of ANY service by Z3 Holdings LLC or Regenero Solutions LLC, including the Rise Platform, Rise Marketing Services, Rise Analytics, Rise Recall, and international call center services, inherently involves risk. No system, platform, technology, or security protocol is completely immune from unauthorized access, breach, cyberattack, human error, system failure, or other security incidents. By engaging ANY of these services, Customer expressly accepts all such risks. Customer further acknowledges that the obligation of Z3 Holdings LLC and Regenero Solutions LLC is to implement and maintain commercially reasonable safeguards consistent with industry standards and applicable law, not to guarantee that a breach, unauthorized disclosure, or security incident will not occur.
10. CUSTOMER INDEMNIFICATION OBLIGATION FOR ALL SERVICES
Customer shall indemnify, hold harmless, and defend all Provider Indemnified Parties (Z3 Holdings LLC, Regenero Solutions LLC, and all their officers, directors, employees, contractors, agents, and vendors) from any losses, damages, liabilities, or costs (including reasonable attorneys' fees) resulting from any third-party claim arising out of or related to:
Negligence or willful misconduct of Customer, DSO, member practice, employees, or contractors
Customer's failure to obtain required patient consents, authorizations, or approvals for ANY Rise or Regenero service
Customer's provision of inaccurate, incomplete, unauthorized, or illegal PHI or data
Customer's transmission of PHI in excess of the minimum necessary for any service
Customer's failure to properly secure or protect Customer's own systems from which Z3 Holdings LLC or Regenero accesses data
Marketing campaigns through Rise Marketing Services, including campaign performance, patient complaints, or regulatory complaints
Rise Analytics or attribution data accuracy claims
Rise Recall or scheduling agent conduct, including claims arising from agent actions, workspace violations, data access violations, or unauthorized disclosures by agents (whether employed by Regenero or call center partners)
Use or misuse of Rise Platform features, analytics, competitive intelligence, or market data
Any violation by Customer of applicable federal, state, or international privacy or data security laws (HIPAA, GDPR, PIPEDA, Australian Privacy Act, etc.)
Any claim by a patient, data subject, competitor, or third party regarding unauthorized use or disclosure of PHI or personal information
Any claim arising from ANY Rise or Regenero service by any member practice of a DSO Customer
11. PERSONNEL LIABILITY SHIELD AND COVENANT NOT TO SUE
Customer acknowledges and agrees that any and all claims arising out of or related to Z3 Holdings LLC, Regenero Solutions LLC, or the access, use, processing, storage, or disclosure of Protected Health Information or Customer Data shall be brought solely and exclusively against Z3 Holdings LLC or Regenero Solutions LLC as legal entities. Customer expressly waives any right to bring any claim directly against any Provider Personnel (officers, directors, employees, contractors, agents, vendors) in their individual or personal capacity.
Customer irrevocably covenants and agrees that it shall not, and shall cause its member practices, officers, directors, employees, agents, contractors, successors, and assigns not to, commence, join, participate in, assist, or fund any claim against any Provider Personnel in their individual or personal capacity. This covenant applies to claims of any nature, including but not limited to claims arising under HIPAA, HITECH, GDPR, PIPEDA, Australian Privacy Act, or any other legal or equitable theory.
12. SUBCONTRACTOR, VENDOR, AND CALL CENTER PARTNER LIABILITY
Customer acknowledges that Z3 Holdings LLC and Regenero Solutions LLC utilize independent contractors (1099 contractors), subcontractors, vendors, technology partners, and call center entity partners to perform substantial portions of the services. Customer consents to this business model.
Provider's total aggregate liability for the acts, omissions, errors, negligence, or misconduct of any subcontractor, vendor, or call center partner shall be subject to the same limitations and liability caps that apply to Provider under this Agreement. In no event shall Provider's liability for the acts or omissions of any third party exceed the total liability cap set forth in Section 14 below.
Customer agrees that its sole and exclusive recourse for any claim arising from the acts or omissions of any Provider Subcontractor, vendor, or call center partner shall be against Z3 Holdings LLC or Regenero Solutions LLC as the contracting entity, and Customer shall not bring any claim directly against any subcontractor or call center partner.
13. LIMITATION OF LIABILITY FOR ALL SERVICES
Z3 HOLDINGS LLC AND REGENERO SOLUTIONS LLC WILL NOT BE HELD LIABLE FOR ANY DAMAGES OR LOSSES INCURRED BY CUSTOMER UNDER ANY LEGAL OR EQUITABLE THEORY. IN NO EVENT WILL EITHER PROVIDER OR ANY PROVIDER INDEMNIFIED PARTY BE RESPONSIBLE FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES, INCLUDING LOSS OF BUSINESS, REVENUES, PROFITS, GOODWILL, REPUTATION, DATA, USE, INTERRUPTION, DELAY, MARKETING CAMPAIGN UNDERPERFORMANCE, PATIENT ACQUISITION FAILURE, RISE RECALL SCHEDULING FAILURES, CALL CENTER AGENT MISCONDUCT, OR FAILURE TO ACHIEVE ANY PROJECTED RESULTS.
PROVIDER'S TOTAL LIABILITY UNDER THIS AGREEMENT WILL NOT EXCEED THE TOTAL AMOUNT PAID BY CUSTOMER FOR ALL SERVICES IN THE THREE (3) MONTHS PRECEDING AN ALLEGED EVENT OR CLAIM OF DAMAGE.
THE FOREGOING LIMITATIONS OF LIABILITY SHALL APPLY TO ALL CLAIMS ARISING UNDER OR RELATED TO THIS AGREEMENT, INCLUDING WITHOUT LIMITATION ANY CLAIMS ARISING UNDER OR RELATED TO HIPAA, HITECH, GDPR, PIPEDA, AUSTRALIAN PRIVACY ACT, OR ANY OTHER FEDERAL, STATE, OR INTERNATIONAL PRIVACY OR DATA SECURITY LAW. CUSTOMER EXPRESSLY ACKNOWLEDGES AND AGREES THAT THE LIABILITY LIMITATIONS APPLY TO CLAIMS INVOLVING PROTECTED HEALTH INFORMATION, DATA BREACHES, UNAUTHORIZED DISCLOSURES, REGULATORY ACTIONS, MARKETING SERVICE FAILURES, RISE RECALL FAILURES, CALL CENTER AGENT MISCONDUCT, SCHEDULING FAILURES, ANALYTICS INACCURACY, AND ACTS OR OMISSIONS OF ALL PROVIDER PERSONNEL AND PROVIDER SUBCONTRACTORS, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.
NOTWITHSTANDING ANYTHING IN THIS AGREEMENT TO THE CONTRARY, NEITHER Z3 HOLDINGS LLC NOR REGENERO SOLUTIONS LLC SHALL HAVE LIABILITY FOR ANY BREACH, UNAUTHORIZED ACCESS, UNAUTHORIZED DISCLOSURE, LOSS, THEFT, OR COMPROMISE OF PROTECTED HEALTH INFORMATION OR CUSTOMER DATA TO THE EXTENT CAUSED BY THE CRIMINAL ACTS OF THIRD PARTIES, PROVIDED THAT THE PROVIDER MAINTAINED COMMERCIALLY REASONABLE ADMINISTRATIVE, PHYSICAL, AND TECHNICAL SAFEGUARDS AT THE TIME OF SUCH THIRD-PARTY CRIMINAL ACT. CUSTOMER EXPRESSLY WAIVES AND RELEASES ANY AND ALL CLAIMS AGAINST ALL PROVIDER INDEMNIFIED PARTIES ARISING FROM OR RELATED TO A THIRD-PARTY CRIMINAL ACT.
14. EXCLUSIVE REMEDY
THE REMEDIES PROVIDED TO CUSTOMER IN THIS AGREEMENT ARE CUSTOMER'S SOLE AND EXCLUSIVE REMEDIES AND PROVIDER'S ENTIRE LIABILITY FOR ANY CLAIMS ARISING OUT OF OR RELATED TO Z3 HOLDINGS LLC, REGENERO SOLUTIONS LLC, OR ANY OF THEIR SERVICES. CUSTOMER EXPRESSLY WAIVES ANY AND ALL OTHER REMEDIES, WHETHER AT LAW, IN EQUITY, OR OTHERWISE, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.
15. CUSTOMER COOPERATION IN BREACH RESPONSE AND INVESTIGATIONS
In the event of any actual or suspected breach, unauthorized access, unauthorized disclosure, loss of Protected Health Information, security incident, or any investigation, audit, or enforcement action by any regulatory body related to ANY Rise or Regenero service, Customer shall cooperate promptly, fully, and in good faith with Z3 Holdings LLC and/or Regenero Solutions LLC. Such cooperation shall include providing timely access to all relevant records, systems, logs, documentation; making Customer's employees and contractors available for interviews; preserving evidence; promptly notifying providers of regulatory communications; and complying with all reasonable instructions.
Customer acknowledges that Provider's ability to investigate and remediate depends on Customer's timely cooperation. If Customer fails to cooperate, Provider shall be relieved of any liability to the extent that Customer's failure caused or worsened the incident. Customer shall indemnify both Z3 Holdings LLC and Regenero Solutions LLC for any additional losses, damages, fines, penalties, costs, and expenses attributable to Customer's failure to cooperate.
16. CONTRACTUAL STATUTE OF LIMITATIONS — ONE (1) YEAR
ANY CLAIM, ACTION, SUIT, OR PROCEEDING ARISING OUT OF OR RELATED TO THIS AGREEMENT, Z3 HOLDINGS LLC, REGENERO SOLUTIONS LLC, OR ANY OF THEIR SERVICES MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE DATE ON WHICH THE CLAIMANT KNEW OR REASONABLY SHOULD HAVE KNOWN OF THE FACTS GIVING RISE TO SUCH CLAIM. ANY CLAIM NOT BROUGHT WITHIN THIS ONE (1) YEAR PERIOD SHALL BE FOREVER BARRED AND WAIVED. THIS LIMITATION SHALL APPLY TO ALL CLAIMS, INCLUDING BUT NOT LIMITED TO CLAIMS FOR BREACH OF CONTRACT, NEGLIGENCE, STRICT LIABILITY, STATUTORY VIOLATIONS (INCLUDING HIPAA, HITECH, GDPR, PIPEDA, AND AUSTRALIAN PRIVACY ACT), INDEMNIFICATION, AND ANY OTHER LEGAL OR EQUITABLE THEORY. CUSTOMER EXPRESSLY WAIVES ANY LONGER LIMITATIONS PERIOD TO THE FULLEST EXTENT PERMITTED BY LAW.
17. WAIVER OF JURY TRIAL
EACH PARTY HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY AND ALL RIGHT TO A TRIAL BY JURY IN ANY ACTION, SUIT, PROCEEDING, CLAIM, OR COUNTERCLAIM ARISING OUT OF OR RELATED TO THIS AGREEMENT, Z3 HOLDINGS LLC, REGENERO SOLUTIONS LLC, OR ANY OF THEIR SERVICES.
18. CLASS ACTION WAIVER
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, CUSTOMER AND PROVIDER AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED SOLELY ON AN INDIVIDUAL BASIS AND NOT AS A CLASS ACTION, COLLECTIVE ACTION, OR REPRESENTATIVE ACTION. CUSTOMER EXPRESSLY WAIVES ANY RIGHT TO PARTICIPATE IN A CLASS ACTION OR COLLECTIVE ACTION AGAINST Z3 HOLDINGS LLC, REGENERO SOLUTIONS LLC, OR ANY PROVIDER INDEMNIFIED PARTY. THIS CLASS ACTION WAIVER IS AN ESSENTIAL PART OF THIS AGREEMENT AND SHALL SURVIVE TERMINATION.
19. INTERNATIONAL DATA PROTECTION AND COMPLIANCE
A. CANADA — PERSONAL INFORMATION PROTECTION AND ELECTRONIC DOCUMENTS ACT (PIPEDA)
If you are located in Canada or provide personal information subject to PIPEDA, you acknowledge and agree that you represent and warrant that you have obtained all necessary consents from Canadian individuals whose personal information is being disclosed to Z3 Holdings LLC or Regenero Solutions LLC in accordance with PIPEDA Schedule 1 (Principles 1-4). You are solely responsible for complying with PIPEDA's consent, disclosure, and accuracy obligations for ALL services (Rise Platform, Rise Marketing, Rise Analytics, Rise Recall, and all other services), and you indemnify both entities for any failure to obtain required consent. Any data breach or unauthorized disclosure subject to PIPEDA triggers your indemnification obligations, including for any fines or penalties imposed by the Office of the Privacy Commissioner of Canada.
B. UNITED KINGDOM — UK GDPR AND DATA PROTECTION ACT 2018
If you are located in the United Kingdom or provide personal data subject to the UK General Data Protection Regulation (UK GDPR) or Data Protection Act 2018, you acknowledge and agree that: you are the Data Controller; Z3 Holdings LLC and Regenero Solutions LLC are Data Processors for your personal data. You are responsible for establishing lawful basis under UK GDPR Article 6. You are responsible for obtaining all necessary consent or legitimate interest documentation for ALL services (Rise Platform, Rise Marketing, Rise Analytics, Rise Recall, and all other services), and you indemnify both entities for failures. You are responsible for responding to Data Subject rights requests under UK GDPR Articles 12-21; both entities will reasonably cooperate. You must notify both entities within 72 hours of any breach subject to UK GDPR Article 33, and you are responsible for notifying the UK Information Commissioner's Office (ICO). Any data breach, unauthorized access, or GDPR/DPA 2018 failure triggers your indemnification obligations, including for any ICO fines or penalties.
C. AUSTRALIA — PRIVACY ACT 1988 AND AUSTRALIAN PRIVACY PRINCIPLES
If you are located in Australia or provide personal information subject to the Privacy Act 1988 (Cth), you acknowledge and agree that: you represent and warrant that you have obtained all necessary consents and authorizations for ALL services in accordance with the Australian Privacy Principles (APPs), particularly APP 1, 3, 5, and 6. You are solely responsible for ensuring compliance with APP 3 (Collection), APP 5 (Notification), APP 6 (Use or disclosure), and APP 12 (Access and correction), and you indemnify both Z3 Holdings LLC and Regenero Solutions LLC for failures. You are responsible for responding to individual requests for access, correction, or erasure under APP 12; both entities will reasonably cooperate. Any breach of the APPs or Privacy Act 1988 triggers your indemnification obligations, including for any Office of the Australian Information Commissioner (OAIC) penalties or fines.
20. HIPAA BUSINESS ASSOCIATE AGREEMENT INCORPORATION
If you are providing Protected Health Information (PHI) subject to HIPAA, the HIPAA Business Associate Agreement Addendum is incorporated into this Agreement and applies in addition to all terms herein. You are responsible for: obtaining all necessary patient consents and authorizations before disclosing PHI to Z3 Holdings LLC or Regenero Solutions LLC for ANY service; providing only the minimum necessary PHI; notifying both entities of any breach within 72 hours; implementing appropriate safeguards; and indemnifying both entities for any HIPAA violation, breach, or unauthorized disclosure arising from your acts or omissions.
21. GOVERNING LAW AND JURISDICTION
This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, without regard to its conflict of laws principles. Any legal action shall be instituted exclusively in the State of Florida, and each party irrevocably submits to exclusive jurisdiction. However, to the extent that any provision is found unenforceable under Florida law or your applicable international law (including GDPR, PIPEDA, or Australian Privacy Act), such provision shall be reformed to the minimum extent necessary to comply with such law while preserving the original intent of the parties.
22. CONTACT INFORMATION
Z3 Holdings LLC dba RISEDDS dba Z3 Florida LLC
Regenero Solutions LLC (subsidiary of Z3 Holdings LLC)
Legal Counsel: Reesa Benkoff, Benkoff Health Law PLLC, Michigan
Governing Jurisdiction: State of Florida, Broward County
Effective Date: May 1, 2026
© 2026 Z3 Holdings LLC dba RISEDDS and Regenero Solutions LLC. All rights reserved. BY ACCESSING ANY RISE OR REGENERO SERVICE (INCLUDING RISE PLATFORM, RISE MARKETING, RISE ANALYTICS, RISE RECALL, RISEDDS.COM, OR RISEMD.COM), YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREED TO ALL TERMS, CONDITIONS, DISCLAIMERS, AND LIMITATIONS SET FORTH IN THIS AGREEMENT. THESE TERMS ARE BINDING AND ENFORCEABLE UNDER THE LAWS OF THE STATE OF FLORIDA AND APPLICABLE INTERNATIONAL LAW. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT ACCESS OR USE ANY RISE OR REGENERO SERVICES.