Terms of Service

Last updated: June 22, 2026

These Terms are pending final review by counsel and may be revised before that review is complete.

1. What Dental X Bridge Is — Platform Role

Dental X Bridge is an online marketplace and deal-coordination platform that helps owners of dental practices list their practices for sale and connect with prospective buyers, and that helps coordinate the independent specialists (attorneys, lenders, accountants, real-estate agents, appraisers, photographers, and similar professionals) whom the parties may choose to engage to evaluate and close a transaction. Our sole role is that of a neutral marketplace facilitator and venue.

Dental X Bridge is not, and does not act as, your broker, business broker, broker-dealer, attorney, law firm, accountant, accounting firm, certified public accountant, lender, mortgage broker, title or escrow agent, real-estate brokerage, investment adviser, financial planner, tax advisor, or licensed appraiser. We do not provide legal, financial, tax, accounting, brokerage, investment, appraisal, or other professional advice, and nothing on the Platform should be construed as such advice or as a recommendation to enter into, or refrain from entering into, any transaction.

The Platform does not negotiate on your behalf, does not represent either the buyer or the seller as an agent or fiduciary, and does not control the terms, price, or outcome of any transaction. You retain and rely on your own independently licensed professionals for all legal, tax, accounting, financial, valuation, and regulatory matters, and you are solely responsible for your own decisions, due diligence, and the terms of any agreement you enter with another User.

Because Dental X Bridge does not perform regulated brokerage activity, the amounts we charge are marketplace and listing fees, a paid valuation service fee, and a success or facilitation fee for marketplace and coordination services — they are not a regulated brokerage commission, and they do not entitle us to act as an agent or broker for any party.

2. Luna — Automated AI Assistant (Not a Professional)

The Platform includes Luna, an automated artificial-intelligence assistant and deal coordinator. Luna helps organize your transaction, drafts suggestions and messages, summarizes documents you upload, answers common questions, and may propose informational valuation ranges through our paid valuation service. Luna is automated software, not a human being. Luna is NOT a lawyer, accountant, broker, appraiser, lender, or financial advisor, and Luna does not and cannot provide legal, tax, accounting, financial, brokerage, appraisal, or other professional advice.

Luna’s output may be incomplete, outdated, or incorrect. Nothing Luna generates is professional advice, an appraisal, an audit, or a guarantee of any value, price, financing, or outcome. Any valuation, proforma, or figure Luna or the Platform produces is an informational estimate only, based on the data provided, and is not a formal appraisal or a representation of fair market value. Always review Luna’s output, and any figure that matters to you, with your own licensed professionals before acting. You may challenge, change, or override anything Luna proposes.

3. Eligibility & Your Account

• You must be at least 18 years old and legally able to enter into binding contracts.
• You must provide accurate, current, and complete information and keep it up to date.
• You are responsible for safeguarding your password and for all activity under your account.
• Notify us immediately at hello@dentalxbridge.com if you suspect unauthorized access.
• One person or entity may not maintain multiple accounts to evade fees, suspensions, or these Terms.

4. Buyer Qualification Is Self-Affirmed and Not Verified

Any buyer-qualification, pre-qualification, proof-of-funds, financing, experience, licensure, or net-worth information that a User provides is self-affirmed by that User and is NOT independently verified, confirmed, underwritten, or guaranteed by Dental X Bridge. When you affirm that you are qualified or able to finance or close a transaction, you represent that the statement is true; the Platform relies on that self-affirmation and does not check it.

Dental X Bridge makes no representation or warranty as to any buyer’s ability, willingness, or readiness to finance or close any transaction, as to the accuracy of any User’s self-reported financial condition, or as to any User’s identity, licensure, solvency, or good faith. Each party is solely responsible for conducting its own due diligence on the other party and on the practice, including independent verification of financials, licensure, qualifications, and ability to perform.

5. Listings, Offers & Due Diligence

• Sellers represent and warrant that they have the right to list the practice and that the information they provide is true, accurate, and not misleading.
• Buyers represent and warrant that offers are made in good faith and that any financing or qualification they represent is self-affirmed as described in Section 4.
• Dental X Bridge does not independently verify financials, licensure, compliance, or any other claim. Each party must conduct its own independent due diligence and engage its own professionals.
• Confidential information shared inside a deal room must not be disclosed or used outside the specific transaction it relates to.

6. Fees & Charges

By using the Platform’s paid features you agree to the following fees. All amounts are quoted in U.S. dollars and, except as expressly stated, are billed through our third-party payment processor (PayPal). Amounts marked [TO CONFIRM] are configurable and will be confirmed in writing before they are charged.

6.1 Membership Tiers

Free accounts may browse listings and submit limited inquiries. Paid memberships are billed annually:

• Professional — $1,000/year [TO CONFIRM]: Unlimited listings, priority placement, AI deal coordination (Luna), full market data, and deal-team referral discounts.
• Elite — $2,000/year [TO CONFIRM]: Everything in Professional, plus DSO advisory access and white-glove onboarding.

Memberships are a one-time annual charge and do not auto-renew. We may change plan pricing with 30 days’ notice; memberships already paid are honored at the rate in effect at purchase through the end of the paid period.

6.2 Valuation & Proforma Service Fee — NON-REFUNDABLE

FEE DISCLOSURE: The Platform offers an optional paid valuation and proforma service. The fee for this service is a non-refundable flat fee of $4,000 [TO CONFIRM], charged when you order the service. This fee pays for the preparation of an informational practice-valuation analysis and financial proforma using the data you supply. This $4,000 valuation & proforma service fee is fully earned when work begins and is NON-REFUNDABLE, in whole or in part, regardless of the valuation result, whether you proceed with a transaction, or whether any transaction closes. The valuation and proforma are informational estimates only, are not a formal appraisal, and are not a guarantee of price or value (see Sections 1 and 2).

6.3 Success / Facilitation Fee at Closing

When a dental-practice sale closes between parties who were matched or introduced through Dental X Bridge, we charge a success / facilitation fee of 5% of the final gross sale price [TO CONFIRM] (total consideration paid for the practice, before adjustments). This fee compensates Dental X Bridge for marketplace introduction, listing, deal-room coordination, and transaction-facilitation services. It is a marketplace and facilitation fee, not a regulated brokerage commission. The fee is earned only at closing — no closing, no success fee. The exact dollar amount and the party responsible for payment are disclosed in the deal room and must be agreed in writing before the transaction completes. The success fee is charged at or promptly after closing through our payment processor.

6.4 Referral Compensation

Dental X Bridge may suggest third-party specialists and may receive referral compensation from those partners when you engage them through the Platform. This does not increase the price you pay, and you are always free to bring your own professionals. A suggested partner is not an endorsement; you are responsible for vetting and engaging anyone you work with.

6.5 Non-Refundable Fees

Except where these Terms or the Refund & Cancellation Policy expressly state otherwise (such as the 14-day membership satisfaction guarantee), all fees are non-refundable, including in particular the $4,000 [TO CONFIRM] valuation & proforma service fee, any cancellation or break fee, and any earned success / facilitation fee. Our Refund & Cancellation Policy is consistent with, and incorporated into, this Section.

7. Cancellation / Break Fee — Liquidated Damages

Preparing a listing, marketing a practice, building a deal room, coordinating specialists, and processing a transaction commit Dental X Bridge to real marketing, technology, staffing, and processing costs that are difficult to quantify precisely in advance. Accordingly, if a party who has entered an active, matched deal withdraws or cancels without relying on a contingency expressly stated in the parties’ written agreement or in these Terms, that party agrees to pay a cancellation / break fee of $[TO CONFIRM] (or [TO CONFIRM]% of the agreed purchase price, as disclosed in the deal room) as LIQUIDATED DAMAGES.

The parties acknowledge and agree that (a) actual damages from such a withdrawal would be difficult or impossible to determine precisely; (b) this break fee is a reasonable pre-estimate of the marketing, coordination, and processing costs Dental X Bridge incurs; (c) the amount is disclosed up front in the deal room before the deal becomes active; and (d) the break fee is intended as liquidated damages and expressly NOT as a penalty or forfeiture. The break fee does not apply where a party exits in reliance on a stated contingency (for example, the due-diligence closing contingency in Section 8).

8. Earnest Money & Due-Diligence Closing Contingency

Where the parties agree that a buyer will post an earnest-money deposit, the deposit is held in escrow by a third-party escrow agent or as the parties otherwise agree in writing. Dental X Bridge does not act as an escrow agent and does not hold deposit funds.

Refundability of earnest money is tied to the due-diligence closing contingency. Unless the parties’ written agreement provides otherwise:

• The buyer may terminate and recover the earnest-money deposit if, during the agreed due-diligence period, the buyer determines in good faith that the practice’s actual numbers materially differ from those the seller reported (for example, materially lower collections, production, or active patient count), or another stated contingency is not satisfied.
• If the buyer withdraws without a stated contingency after contingencies are removed, the earnest-money deposit may be forfeited to the seller as the parties’ agreed remedy.
• If the transaction closes, the earnest money is applied to the purchase price as the parties agree.

Dental X Bridge is not a party to the purchase agreement and is not responsible for the release, forfeiture, or return of any deposit; those matters are governed by the parties’ written agreement and the escrow instructions.

9. No Guarantee of Completion

Dental X Bridge does not guarantee a sale, a buyer, a seller, a price, financing, or that any deal will close. Listings may expire and deals may terminate for any reason. If a match or deal does not proceed, the Platform permits re-listing and re-matching of the practice or buyer, subject to these Terms and any fees already earned.

10. Confidentiality, NDA & HIPAA

Confidentiality / NDA. Seller identity and practice-specific financial details shared inside a deal room are confidential. Users who receive confidential information are bound by these Terms and by any non-disclosure agreement (NDA) they sign to keep that information confidential and to use it solely to evaluate the specific transaction. Dental X Bridge will not disclose deal-room confidential information to other Users or the public without the disclosing party’s consent, except as required by law.

HIPAA & patient data. Dental practices handle protected health information. Users must not upload, share, or transmit individually identifiable patient information or protected health information (PHI) through the Platform. Practice financial and operational data should be de-identified and aggregated. Each User is responsible for its own compliance with HIPAA, the HITECH Act, and all applicable patient-privacy and data-protection laws, and for maintaining the confidentiality of any patient data in connection with a transaction. Dental X Bridge is not a HIPAA covered entity or business associate with respect to your patient records and assumes no responsibility for PHI you improperly submit.

Limits. Confidentiality obligations do not apply to information that (a) is or becomes public through no fault of the receiving party; (b) was already known before disclosure; (c) is received from a third party without restriction; or (d) must be disclosed by law or court order. We use reasonable technical and organizational measures to protect data but cannot guarantee absolute security of information transmitted over the internet.

11. Electronic Signatures & Records Consent

You consent to transact electronically and to the use of electronic signatures and electronic records in connection with the Platform and any related agreements. Under the federal Electronic Signatures in Global and National Commerce Act (ESIGN Act) and the Uniform Electronic Transactions Act (UETA), you agree that your electronic signature (including clicking “I agree,” “accept,” or signing in a deal room) has the same legal effect as a handwritten signature, and that electronic records satisfy any requirement that a record be in writing. You may withdraw this consent or request a paper copy of any record by contacting hello@dentalxbridge.com, understanding that withdrawal may prevent you from using certain features.

12. Prohibited Conduct

• Misrepresenting yourself, your practice, your qualifications, or your financials.
• Uploading individually identifiable patient information or PHI in violation of HIPAA or patient-privacy laws.
• Scraping, reverse-engineering, or bulk-exporting other Users’ data.
• Circumventing Dental X Bridge to contact a matched counterparty off-platform for the purpose of avoiding fees.
• Uploading malware or infringing content, or using the Platform to violate any law.

13. Intellectual Property

You keep ownership of content you upload and grant Dental X Bridge a non-exclusive license to host, display, and transmit it as needed to operate the service. Dental X Bridge retains ownership of the Platform, software, algorithms, and aggregate market data we publish.

14. Disclaimers

15. Limitation of Liability

To the maximum extent permitted by law, Dental X Bridge’s total aggregate liability for any claim arising out of or relating to the Platform is limited to the greater of (a) the fees you paid us in the 12 months before the claim, or (b) $100. We are not liable for indirect, incidental, special, consequential, or punitive damages, including lost profits, lost deals, lost data, or lost goodwill, even if advised of the possibility. Nothing in these Terms limits liability that cannot be limited under applicable law.

16. Indemnification

You agree to defend, indemnify, and hold harmless Dental X Bridge and its officers, employees, and agents from any third-party claims, losses, liabilities, damages, costs, and expenses (including reasonable attorneys’ fees) arising from your use of the Platform, your listings, your offers, your transactions, your handling of patient data, or your breach of these Terms or of any law.

17. Termination

Either party may end the relationship at any time. We may suspend or terminate accounts that violate these Terms. Provisions that by their nature should survive — including fees earned, intellectual property, confidentiality and HIPAA, disclaimers, limitation of liability, indemnification, arbitration, and governing law — survive termination.

18. Governing Law, Arbitration & Venue

These Terms are governed by the laws of the State of Colorado [state TO CONFIRM], without regard to conflict-of-laws rules. Except for claims for injunctive relief, any dispute arising out of or relating to these Terms or the Platform will be resolved by final and binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The seat and venue of arbitration, and of any permitted court proceeding, is Colorado [venue/county TO CONFIRM], and each party submits to that jurisdiction. Either party may seek injunctive or equitable relief in a court of competent jurisdiction in that venue. To the extent permitted by law, disputes will be resolved on an individual basis and not as a class action.

19. Severability; Entire Agreement; Waiver

If any provision of these Terms is held unenforceable, that provision will be limited or severed to the minimum extent necessary, and the remaining provisions remain in full force. These Terms, together with the Privacy Policy and Refund & Cancellation Policy, are the entire agreement between you and Dental X Bridge regarding the Platform and supersede any prior agreements on that subject. Our failure to enforce any provision is not a waiver of it.

20. Right to Modify

We reserve the right to modify these Terms at any time. We will notify you by email or in-app for material changes. Continued use of the Platform after changes take effect means you accept the updated Terms.

21. Contact

Dental X Bridge · hello@dentalxbridge.com · contact form