Last Updated: September 2, 2026

These Terms of Service (“Terms”) govern your access to and use of the website, online store, business-to-business ecommerce platform, accounts, content, products and related services operated by Rise Nano Optics, Inc. (“Rise Nano Optics,” “Rise,” “we,” “us,” or “our”) (collectively, the “Services”).

By accessing or using the Services, creating an account, submitting an order, or purchasing products or services from Rise, you agree to be bound by these Terms, our Privacy Policy, and any other policies or terms expressly incorporated herein.

If you use the Services on behalf of a company, optical laboratory, eye care practice, or other organization, you represent and warrant that you have authority to bind that organization to these Terms. In that case, “you” and “your” include both you and the organization you represent.

If you do not agree to these Terms, you may not use the Services.

1. Business and Professional Use

Certain portions of the Services, including our business-to-business (“B2B”) ecommerce functionality, are intended primarily for optical laboratories, eye care professionals (“ECPs”), distributors, and other authorized commercial customers.

Access to certain products, pricing, services, or functionality may require an approved Rise business account.

You represent and warrant that all information you provide when establishing or maintaining an account is accurate, current, and complete.

Where professional licensure, authorization, or other qualifications are required to order, dispense, distribute, or use a particular product or service, you represent and warrant that you and your organization possess all qualifications and authorizations required by applicable law.

Rise may verify business or professional information and may approve, reject, suspend, or terminate access to B2B functionality where reasonably necessary to protect Rise, patients, customers, our distribution network, or compliance with applicable law.

2. Accounts and Authorized Users

You are responsible for maintaining the confidentiality and security of your account credentials and for activity conducted through your account by your employees, representatives, and other authorized users.

You must promptly notify Rise if you become aware of unauthorized access to or use of your account.

You may not provide account access to an unauthorized third party or permit another business to use your account to obtain products, services, pricing, or other benefits for which that business has not been authorized.

Rise may establish different account permissions, pricing, payment terms, product availability, and other commercial conditions for different customers, customer categories, or locations.

3. Products and Services

Rise develops and commercializes optical technologies and related products and services, including SpectraGuard™ technology and products incorporating or associated with that technology.

Product descriptions, specifications, photographs, illustrations, and other information provided through the Services are intended to accurately describe the applicable products. However, product appearance, packaging, specifications, availability, or other characteristics may change from time to time.

We reserve the right to modify, discontinue, restrict, or limit the availability of any product or service, subject to existing contractual obligations and applicable law.

Availability of a product through the Services does not necessarily mean that the product is authorized, registered, or otherwise available for sale, distribution, or use in every jurisdiction.

Customers are responsible for ensuring that products they purchase, distribute, dispense, recommend, or use are permitted for the intended purpose in the applicable jurisdiction.

4. Orders and Acceptance

An order submitted through the Services constitutes an offer to purchase the identified products or services under these Terms and any additional terms applicable to the transaction.

Receipt of an electronic acknowledgement or order confirmation does not necessarily constitute Rise’s final acceptance of the order.

Rise may reject, cancel, or place an order on hold where reasonably necessary because of product availability, pricing or data errors, payment issues, suspected fraud, regulatory restrictions, account status, incomplete or apparently erroneous prescription information, manufacturing limitations, or other legitimate business or compliance concerns.

If Rise cancels an order after payment has been collected, Rise will refund amounts paid for the cancelled portion of the order as appropriate.

Once production of customized or prescription eyewear has begun, cancellation may be restricted as provided in Rise’s applicable Return and Remake Policy.

5. Pricing, Taxes and Payment

Prices displayed or provided through the Services are subject to applicable customer-specific pricing, contracts, price lists, discounts, promotions, and payment terms.

Prices are exclusive of applicable taxes, duties, shipping charges, and other charges unless expressly stated otherwise.

You are responsible for applicable sales, use, excise, value-added, or similar taxes associated with your purchases, except taxes imposed on Rise’s income.

Where Rise has approved credit or payment terms for your account, payment is due in accordance with those terms.

Past-due amounts may result in suspension of ordering privileges and may be subject to other remedies permitted by applicable law or the applicable commercial agreement.

6. Prescription Eyewear Orders

Certain authorized ECPs and other qualified customers may use the Services to submit orders for prescription eyewear.

Prescription eyewear ordered through the Services is sold by Rise Nano Optics, Inc. The customer places the order with and makes payment to Rise.

Rise may select and engage an authorized optical laboratory to fabricate, manufacture, process, inspect, fulfill, and ship the finished eyewear directly to the customer or other authorized recipient.

The optical laboratory selected to fabricate and complete the prescription eyewear serves as the manufacturer of the finished device for the applicable order and is responsible for manufacturing the finished eyewear in accordance with applicable specifications, quality requirements, and regulatory obligations applicable to its manufacturing activities.

By submitting a prescription eyewear order, you represent and warrant that:

a. the prescription and order information submitted is valid, accurate, current, and complete;

b. the prescription was issued or otherwise obtained and is being used in accordance with applicable law;

c. you are legally authorized to submit the order and provide any patient or customer information included with it;

d. all measurements, frame selections, lens selections, prescription parameters, and other dispensing information supplied by you are accurate;

e. you have obtained any authorization, consent, or other legal basis required to provide Rise and the fulfilling optical laboratory with information necessary to manufacture and fulfill the order; and

f. you will not submit medical histories, diagnoses, clinical notes, or other health information that is not reasonably necessary to manufacture, process, or fulfill the order.

Rise and the fulfilling optical laboratory are entitled to rely upon the prescription, measurements, and other order information submitted by the ordering ECP.

7. Professional Responsibility

Rise provides optical products and technology. Unless expressly agreed otherwise in writing, Rise does not provide optometric, ophthalmological, medical, or other professional patient-care services through the Services.

The prescribing or dispensing professional remains responsible for professional services provided to the patient, including:

• determining the appropriateness of a product for the patient;
• obtaining and validating the applicable prescription;
• taking and submitting necessary measurements;
• selecting appropriate lenses and frames;
• fitting and dispensing eyewear;
• providing appropriate patient instructions and follow-up; and
• complying with applicable professional standards, laws, and regulations.

Neither Rise’s acceptance of an order nor the fulfilling laboratory’s manufacture of the eyewear constitutes independent verification by Rise of the clinical appropriateness of the prescription, lens selection, or other professional or dispensing decision made by the ordering ECP.

Information provided through the Services is for informational, educational, technical, or commercial purposes and is not a substitute for the independent professional judgment of a qualified eye care professional.

Nothing on the website or within the Services establishes a practitioner-patient relationship between Rise and any patient or end user.

8. Product Information and Authorized Claims

Product information and claims provided by Rise are based on information and evidence available to Rise and are subject to applicable regulatory requirements.

ECPs, laboratories, distributors, and other customers may not modify, expand, mischaracterize, or make unauthorized claims regarding Rise products or technology.

Without Rise’s prior written authorization, you may not represent that a Rise product prevents, diagnoses, treats, mitigates, or cures any disease or medical condition, or make any medical, therapeutic, performance, or other claim beyond claims authorized by Rise and permitted by applicable law.

Customers remain responsible for ensuring that their advertising, promotion, recommendation, dispensing, and sale of products comply with applicable laws, professional requirements, and any applicable Rise agreements or policies.

9. Manufacturing and Fulfillment of Prescription Eyewear

Rise does not itself fabricate the finished prescription eyewear ordered through the Services. Rise contracts with qualified optical laboratories to manufacture and fulfill such orders.

Rise determines the optical laboratory that will manufacture and fulfill each order. Customers do not acquire a contractual relationship with the fulfilling laboratory solely because that laboratory manufactures, fulfills, or ships an order on Rise’s behalf.

The selected laboratory is responsible for fabrication and completion of the finished eyewear and serves as the manufacturer of the finished device for the applicable order.

Rise remains the customer’s commercial counterparty for orders placed through the Services, including order acceptance, payment, customer service, and commercial resolution of order issues, except where these Terms or another applicable agreement expressly provides otherwise.

Rise may provide the fulfilling laboratory with prescription information, measurements, frame and lens specifications, shipping information, order identifiers, and other information reasonably necessary to manufacture, inspect, fulfill, and deliver the order.

Rise may select or change fulfilling laboratories based on geography, capacity, product configuration, manufacturing capability, availability, quality requirements, regulatory considerations, or other legitimate operational considerations.

10. Shipping and Delivery

Products may be shipped by Rise, an authorized optical laboratory, a fulfillment provider, or another authorized service provider.

Shipping and delivery dates are estimates unless Rise expressly agrees otherwise in writing.

Delivery times may be affected by prescription complexity, product availability, manufacturing requirements, carrier delays, customs processing, force majeure events, and other circumstances outside Rise’s reasonable control.

The fact that prescription eyewear or another product is shipped directly by an authorized laboratory or fulfillment provider does not change the identity of Rise as the seller for an order placed with and paid to Rise through the Services.

Risk of loss and title will transfer as provided by the applicable shipping terms, commercial agreement, or applicable law.

Additional shipping, customs, duties, taxes, or import charges may apply to international transactions.

11. Returns, Remakes, Cancellations and Warranty Claims

Prescription eyewear and other customized or made-to-order products are not returnable or refundable except in the case of a manufacturing defect, fulfillment error, or as otherwise authorized by Rise.

If prescription eyewear is manufactured incorrectly based on the prescription, measurements, specifications, and other order information submitted to Rise, Rise will arrange for the eyewear to be remade at no additional charge, subject to verification of the manufacturing error.

Remakes resulting from a prescription change, inaccurate prescription or measurements submitted by the ordering ECP, patient non-adaptation, frame or lens selection changes, or other circumstances not attributable to a manufacturing or fulfillment error may be subject to additional charges or other terms established by Rise.

Orders for prescription eyewear or other customized products may be cancelled without charge before manufacturing begins. Once manufacturing has begun, an order may not be cancelled or may be subject to charges reflecting work already performed and materials committed.

All requests for cancellations, remakes, warranty service, credits, or other order adjustments must be submitted to Rise. Rise will coordinate with the applicable fulfilling laboratory as necessary.

Rise may establish additional product-specific warranty or remake terms and will make applicable terms available to the customer at or before the time they apply.

Nothing in this section limits any rights or remedies that cannot lawfully be limited.

12. Product Inspection, Complaints and Regulatory Cooperation

Business customers should inspect products promptly following receipt and notify Rise within a reasonable period of apparent shipping damage, shortage, manufacturing defect, or discrepancy.

Customers must promptly notify Rise of product complaints, suspected defects, safety concerns, adverse events, or other issues that may require investigation, corrective action, regulatory reporting, or recall activity.

Rise will coordinate with the applicable finished-device manufacturer and other parties as appropriate under applicable quality and regulatory procedures.

Customers agree to reasonably cooperate with Rise and, where appropriate, the applicable manufacturer in complaint investigations, corrective actions, product recalls, safety communications, or other regulatory activities.

13. Intellectual Property

The Services and their contents, including text, graphics, photographs, videos, product designs, technical information, software, website design, trademarks, logos, trade dress, training materials, and other materials, are owned by or licensed to Rise or its affiliates and are protected by intellectual-property laws.

SpectraGuard™, Rise Nano Optics, associated logos, and other Rise marks are trademarks or proprietary marks of Rise Nano Optics Ltd., Rise Nano Optics, Inc., or their respective affiliates or licensors, as applicable.

Nothing in these Terms transfers ownership of intellectual property to you.

Except as expressly authorized by Rise, you may not copy, reproduce, modify, distribute, publish, display, create derivative works from, reverse engineer, decompile, or commercially exploit any portion of the Services, Rise technology, or Rise intellectual property.

Purchase of a Rise product does not grant any license or right to manufacture, reproduce, analyze for purposes of replication, reverse engineer, or otherwise exploit Rise’s underlying technology except as expressly authorized in writing.

14. Authorized Marketing Materials

Rise may make approved marketing materials, product information, photographs, images, trademarks, training materials, or other content available to authorized customers.

Any permission to use such materials is limited, revocable, non-exclusive, non-transferable, and solely for the authorized promotion and sale of genuine Rise products.

Materials may not be modified in a manner that changes their meaning, misrepresents Rise products or technology, or creates unauthorized product, medical, therapeutic, or performance claims.

Rise may require discontinuation, removal, or correction of materials that Rise reasonably determines are inaccurate, outdated, misleading, noncompliant, or inconsistent with Rise’s brand or regulatory requirements.

15. Prohibited Uses

You may not use the Services:

• for any unlawful or fraudulent purpose;
• in violation of applicable medical-device, optical, professional, privacy, advertising, consumer-protection, or other laws;
• to submit false, altered, expired, or fraudulent prescriptions;
• to submit materially inaccurate patient, prescription, business, or professional information;
• to misrepresent professional credentials or authorization;
• to obtain B2B pricing, products, or benefits for unauthorized parties;
• to engage in unauthorized resale or distribution;
• to impersonate another person or organization;
• to interfere with the operation or security of the Services;
• to introduce malicious software or harmful code;
• to scrape, harvest, crawl, or systematically extract information from the Services without authorization;
• to infringe Rise’s or another party’s intellectual-property rights;
• to reverse engineer or attempt to replicate Rise technology; or
• to make unauthorized claims or representations concerning Rise products.

16. Third-Party Services and Links

The Services may use or contain links to third-party platforms and services, including Shopify, payment processors, shipping providers, social-media services, and other service providers.

Rise is not responsible for independent third-party websites, services, content, privacy practices, or security practices that Rise does not control.

Your use of third-party services may be subject to separate terms and privacy policies imposed by those providers.

17. Shopify

Our ecommerce Services are powered in part by Shopify.

Shopify provides technology that enables Rise to operate portions of its online store and B2B ecommerce Services.

Products purchased from Rise through the Services are sold by Rise Nano Optics, Inc., not Shopify, except where expressly stated otherwise.

Your use of certain functionality provided directly by Shopify may also be subject to applicable Shopify terms.

18. Disclaimer of Warranties

EXCEPT FOR ANY EXPRESS PRODUCT WARRANTY PROVIDED BY RISE OR ANY WARRANTY THAT CANNOT LAWFULLY BE DISCLAIMED, THE SERVICES AND WEBSITE CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE.”

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, RISE DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

NO INFORMATION PROVIDED THROUGH THE WEBSITE OR SERVICES CREATES A WARRANTY REGARDING A PRODUCT UNLESS EXPRESSLY IDENTIFIED BY RISE AS AN APPLICABLE PRODUCT WARRANTY.

RISE DOES NOT WARRANT THAT THE WEBSITE OR SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, COMPLETELY SECURE, OR FREE OF HARMFUL COMPONENTS.

Nothing in this section limits any express warranty or other right that cannot lawfully be excluded.

19. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, RISE NANO OPTICS, INC., ITS AFFILIATES, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, REPRESENTATIVES, AND AGENTS WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, LOSS OF BUSINESS, LOSS OF GOODWILL, OR LOSS OF DATA, ARISING FROM OR RELATED TO THE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, RISE’S AGGREGATE LIABILITY ARISING FROM OR RELATING TO A PARTICULAR PRODUCT, ORDER, OR TRANSACTION WILL NOT EXCEED THE AMOUNT ACTUALLY PAID TO RISE FOR THE PRODUCT, ORDER, OR TRANSACTION GIVING RISE TO THE CLAIM.

THE FOREGOING EXCLUSIONS AND LIMITATIONS DO NOT APPLY TO LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

20. Indemnification

To the maximum extent permitted by applicable law, you agree to indemnify, defend, and hold harmless Rise Nano Optics, Inc., its affiliates, and their respective directors, officers, employees, representatives, and agents from third-party claims, losses, damages, liabilities, judgments, and reasonable costs and expenses arising from or related to:

• your material breach of these Terms;
• your violation of applicable law;
• inaccurate, invalid, or unauthorized prescription or patient information submitted by you;
• inaccurate measurements or dispensing information supplied by you;
• professional services, prescribing, fitting, dispensing, recommendations, or patient-care decisions performed by you;
• unauthorized product claims or representations made by you;
• unauthorized modification, misuse, resale, or distribution of Rise products; or
• your infringement of a third party’s rights.

This provision does not require indemnification to the extent a claim results from Rise’s own negligence, willful misconduct, or liability that cannot lawfully be shifted to another party.

21. Privacy and Patient Information

Our collection, use, disclosure, and processing of personal information is governed by the Rise Nano Optics Privacy Policy, which is incorporated into these Terms by reference.

Business customers submitting information concerning patients, employees, customers, or other individuals are responsible for having the legal authority necessary to provide that information to Rise and the applicable fulfilling laboratory for the intended purpose.

ECPs and other customers should provide only the patient information reasonably necessary to manufacture, process, fulfill, support, or otherwise administer the applicable prescription eyewear order.

The Services are not intended to serve as a general repository for patient medical records, clinical notes, diagnoses, or medical histories.

22. Confidential Information

Certain information available through B2B accounts or otherwise provided by Rise may constitute confidential or proprietary information, including non-public pricing, technical materials, training materials, product specifications, processes, commercialization information, and other information identified as confidential or that reasonably should be understood to be confidential.

You may use such information only for the purpose for which Rise provides it and may not disclose it to unauthorized third parties.

This section supplements and does not replace any confidentiality or nondisclosure agreement between you and Rise.

23. Separate Commercial Agreements

You may have a separate written agreement with Rise, including an Authorized Laboratory Agreement, distribution agreement, supply agreement, dealer agreement, pricing agreement, quality agreement, or other commercial contract.

These Terms supplement such agreements.

If there is a conflict between these Terms and a separately executed written agreement between you and Rise concerning the same subject matter, the separately executed written agreement will control to the extent of the conflict.

24. Suspension and Termination

Rise may suspend or terminate access to an account or portion of the Services where reasonably necessary because of:

• material breach of these Terms or another agreement with Rise;
• nonpayment;
• suspected fraud or misuse;
• invalid or unauthorized account activity;
• unauthorized product claims, resale, or distribution;
• regulatory or legal requirements;
• threats to security or system integrity; or
• other material conduct creating a reasonable risk to Rise, patients, customers, or third parties.

Termination or suspension does not affect accrued payment obligations or provisions that by their nature should survive termination.

25. Force Majeure

Rise will not be liable for delay or failure to perform caused by events beyond its reasonable control, including natural disasters, fire, flood, epidemic or pandemic, war, terrorism, civil unrest, governmental action, regulatory action, labor disruptions, transportation interruptions, shortages of materials or components, utility or telecommunications failures, carrier disruptions, or failures of suppliers or service providers beyond Rise’s reasonable control.

26. Governing Law

These Terms and any dispute arising from or relating to these Terms or the Services will be governed by the laws of the State of Delaware, without regard to its conflict-of-laws principles, except to the extent applicable law requires otherwise.

27. Venue and Dispute Resolution

Unless a separately executed written agreement between you and Rise provides otherwise, any legal action or proceeding arising from or relating to these Terms or the Services shall be brought exclusively in the applicable state or federal courts located in the State of Delaware, and each party consents to the personal jurisdiction and venue of those courts.

Nothing in this section prevents Rise from seeking injunctive or other equitable relief in any jurisdiction where necessary to protect its intellectual property, confidential information, or other rights.

28. Changes to These Terms

Rise may update these Terms periodically to reflect changes to the Services, products, business practices, technology, or applicable law.

The revised Terms will be posted through the Services and the “Last Updated” date will be updated.

Where required by applicable law or appropriate because of a material change, Rise will provide additional notice.

Changes will apply prospectively unless applicable law permits otherwise.

29. Severability

If any provision of these Terms is determined to be unlawful, invalid, or unenforceable, that provision will be enforced to the maximum extent permitted by law or severed as appropriate, and the remaining provisions will remain in full force and effect.

30. Waiver

Rise’s failure to exercise or enforce any right or provision under these Terms does not constitute a waiver of that right or provision.

31. Assignment

You may not assign or transfer your rights or obligations under these Terms without Rise’s prior written consent.

Rise may assign or transfer these Terms in connection with a merger, acquisition, corporate reorganization, financing, sale of assets, transfer of the applicable business, or transaction involving Rise or its affiliates, subject to applicable law.

32. Entire Agreement

These Terms, together with the Rise Privacy Policy, applicable Return and Remake Policy, Shipping Policy, product warranties, and other terms expressly incorporated by reference, constitute the agreement between you and Rise concerning your use of the Services and transactions conducted through them, except where a separately executed written agreement applies.

33. Electronic Communications

By using the Services or communicating electronically with Rise, you consent to receive communications from Rise electronically where permitted by applicable law.

Electronic communications may include order confirmations, invoices, account notices, disclosures, policy updates, and other transactional or legal communications.

You agree that electronic communications satisfy any legal requirement that such communications be in writing to the extent permitted by applicable law.

Your marketing communication preferences are governed separately by our Privacy Policy and applicable law.

34. Contact Information

Questions regarding these Terms may be directed to:

Rise Nano Optics, Inc.
371 Bel Marin Keys Blvd.
Suite 130, PMB 16943166
Novato, CA 94949
United States

Email: legal@risenanooptics.com