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TERMS OF USE AGREEMENT


TERMS OF USE AGREEMENT

Effective as of: March 31, 2023

A note from Wave’s Chief Financial Services Officer

Hi! Thank you for reviewing this Terms of Use Agreement (“Agreement,” as further
defined below). We applaud you. You must agree to this Agreement if you’re going
to use the Wave website or any of the Wave services we offer here at the Wave
website or through our mobile applications. Our lawyers wrote the Agreement and
that’s the language that counts. We’ve also provided some simplified wording to
summarize some of the key points, but please remember that the Agreement itself
is what is legally binding. Thanks for joining the Wave community!


‍

Welcome to the Wave website, an online service designed and offered by Wave
Financial, Inc. for our clients. This Agreement explains our obligations as a
service provider and your obligations as a User of Wave or our Services, as
those terms are defined below. IT IS IMPORTANT THAT YOU READ THIS AGREEMENT
CAREFULLY. If you are under the age of 13, you may not use this Site.
Capitalized or italicized terms used throughout this Agreement will have the
meanings specified herein, including the defined terms contained in the
“Definitions” section below.

IN SIMPLE TERMS

Please read this stuff or you won’t know the rules under which we will engage
with you.

This Agreement includes a binding mutual arbitration provision (“Arbitration
Provision”) in Section O., which requires that disputes be resolved through
individual arbitration.

By using Wave, creating, or accessing your Wave account, including by signing in
with a third-party service or partner (such as Google, Yahoo, ADP or RBC), or by
otherwise using the Services we offer, you are agreeing to be bound by the
Agreement without any modification or qualification. IF YOU ARE DISSATISFIED
WITH THE AGREEMENT, OUR RULES, POLICIES, GUIDELINES OR PRACTICES, OR OUR
OPERATION OF THE WAVE WEBSITE OR THE SERVICES, YOUR SOLE AND EXCLUSIVE REMEDY IS
TO DISCONTINUE USING THE WAVE WEBSITE AND/OR OUR SERVICES, UNLESS ANOTHER REMEDY
IS EXPRESSLY SET OUT IN THIS AGREEMENT. If for any reason you are unable to meet
all the conditions set forth in this Agreement or if you breach this Agreement,
your permission to access or use our Services, any materials downloaded or
printed by you, and Wave immediately lapses.

We offer a number of additional services (collectively, the “Additional
Services” each with their own additional terms of service (“Specific Additional
Service Terms”) in addition to this Agreement. When you use an Additional
Service, you will also be subject to the Specific Additional Service Terms. Note
that if this Agreement is inconsistent with the Specific Additional Service
Terms, those Specific Additional Service Terms will control.

This Agreement, including any applicable Specific Additional Service Terms, is
the entire agreement between you and us, and supersede all previous
communications, representations, or agreements, either oral or written between
you and us with respect to this subject matter. 

We reserve the right to modify or change the Agreement at any time by posting a
new or revised Agreement to the Site. Your use of Wave or the creation or access
to your Wave account is subject to the most current Agreement posted on the
Site. The most current version of the Agreement can be reviewed by clicking the
“Terms of Use” hyperlink at the bottom of our Site. You may not modify or amend
this Agreement in whole or in part without the written consent of one of our
authorized representatives.

IN SIMPLE TERMS

This is important. Each time you use our Services, you’re agreeing to be bound
by everything in the current Agreement. If you won’t or can’t agree to the
Agreement, we can’t let you access or use Wave. The Agreement may change in the
future.


A. DEFINITIONS

In addition to the terms defined elsewhere in this Agreement, the terms below
will have the following meanings as used throughout this Agreement.

 * “Agreement” refers to this Terms of Use Agreement, any applicable Specific
   Additional Service Terms, and any posted rules, policies, or guidelines
   applicable to Wave or the Services, all of which are incorporated by
   reference.
 * "Authorized User(s)” means a Subscriber’s employees and Guest Collaborators
   who are authorized to access Wave and use the Services on behalf of the
   applicable Subscriber.
 * "Cardholder Data” means a payment card holder’s primary account number, and
   where a full unmasked payment card number is present, any of the payment card
   holder’s name, expiration date, and/or service code.
 * “Guest Collaborator” means a Person, other than a Subscriber’s employee, such
   as an independent contractor or agent of the Subscriber, who is authorized to
   access certain parts of Wave on behalf of the Subscriber.
 * “Law(s)” means any statute, law, ordinance, regulation, rule, code, order,
   constitution, treaty, common law, judgment, decree, other requirement, or
   rule of law of any federal, state, local, provincial, or foreign government
   or political subdivision thereof, or any arbitrator, court, or tribunal of
   competent jurisdiction.
 * "Person" means an individual (including a sole proprietor), corporation,
   partnership, joint venture, limited liability company, governmental
   authority, unincorporated organization, trust, association, or other entity.
 * “Service” and “Services” mean our online financial services and other small
   business–related services, our Support, and any Additional Services we offer
   through Wave from time to time.
 * “Site” means this website (www.waveapps.com), all related webpages, and all
   related websites operated by applicable subsidiaries of Wave Financial, Inc.,
   but does not include any third-party websites which are linked to or may link
   from the Site whether or not such third-party websites are used in connection
   with the Services.
 * “Subscriber” means any Person who maintains an account with us through which
   that Person or its Authorized Users access Wave or use the Services.
 * “Support” means any technical support and assistance we provide to Users.
 * “User(s)” means any Subscriber, Authorized User, or other Person who visits,
   accesses, or uses Wave or the Services.   
 * “Wave” means the Site and all mobile applications or any other software or
   applications that are associated with the Site or Services.
 * “Wave Financial”, “we”, “us” and “our” each mean Wave Financial Inc. and its
   applicable subsidiaries that assist in providing Wave or the Services.
 * “Wave Parties” means Wave Financial, Inc. and Wave Financial USA Inc., their
   respective direct and indirect parents, subsidiaries, affiliates, partners,
   service providers, suppliers, and contractors as well as the predecessors,
   successors, assigns, officers, directors, agents, or employees.   
 * “Wave Pros” means the Persons who have voluntarily registered with us to be
   listed on the Site as members of the Wave Pro Network in order to offer, for
   their own accounts, various technical support, financial consulting,
   accounting and bookkeeping services to Subscribers.
 * “Wave Pro Network” means the online community of Wave Pros listed on the Site
   from time to time.
 * “You” and “your” means any Person who visits the Site or uses Wave or the
   Services, whether such Person is a Subscriber, Authorized User, or other
   User.

IN SIMPLE TERMS

Now we’re defining stuff. Most of this doesn’t need a translation.


B. GENERAL


LICENSE GRANT

Wave Financial grants you a non-exclusive, non-transferable limited license to
use Wave, the Services and related resources for your business in accordance
with this Agreement. You agree not to infringe on our intellectual property
rights or the intellectual property rights of any third parties with whom we
have business relationships, and you will comply with the terms of any
applicable license agreements.

IN SIMPLE TERMS

We’d love for you to use Wave, but you’re just using it. We still own it.


CONSENT TO ELECTRONIC DELIVERY


‍

You agree that this Agreement and any Communications that we may provide to you
from time to time comply with the requirements of any applicable Law regarding
the effectiveness of electronically executed contracts or electronically
delivered documents, including the requirement that such contracts or documents
are in writing, and are capable of being retrieved, reviewed, printed and stored
for further use by you.

IN SIMPLE TERMS

You can print this if you want to keep it, right?

By accepting this Agreement, you agree and consent to receive electronically all
communications, contracts, disclosures, and other communications that we provide
in connection with your account and your use of Wave or the Services
(collectively, “Communications”). Communications include but are not limited to:

 1. agreements and policies, such as this Agreement and our Privacy Policy,
    including updates thereto;
 2. annual disclosures;
 3. transaction receipts or confirmations;
 4. communication in relation to accounts, including accounts that are
    delinquent (which may also be by phone, and may be made by Wave Financial or
    by anyone on its behalf, including a third-party collection agent);
 5. account statements and history; and
 6. federal and state tax statements.

IN SIMPLE TERMS

We’re going to communicate electronically with you. Take a look in the other
section for some examples of what might be included.

We will provide Communications to you by email, addressed to you at the primary
email address listed in your account registration, which email may include a
link or instructions on how to access the Communication on a website, or (if
permitted by applicable Law) by posting them on the Site. Communications are
considered received by you within 24 hours of the time they are emailed to you
or posted to the Site. You further agree that your electronic signature has the
same effect as your manual, physical signature.


IN SIMPLE TERMS

I hope this doesn’t come as too much of a surprise, but when we say communicate
electronically, we mean email.

By giving your consent, you are confirming that you are able to receive, open,
and print or download a copy of any Communications for your records. It is
important for you to retain copies of Communications because they may not be
accessible in your account at a later date.

IN SIMPLE TERMS

It’s your responsibility to ensure you can communicate by email.


HOW TO WITHDRAW YOUR CONSENT

You may withdraw your consent to receive Communications electronically by
contacting us through Customer Support. If you withdraw your consent to receive
Communications electronically, Wave Financial may deny your registration for an
account, restrict or close your account, or charge you additional fees for paper
copies.

IN SIMPLE TERMS

If you decide that we can no longer communicate by email, let us know and we’ll
stop. If that happens, we might not be able to work together anymore.


COLLABORATION

You may authorize Guest Collaborators to access and use certain parts of Wave on
your behalf via the Guest Collaborator functionality available in Wave. Guest
Collaborators, like other Authorized Users, will have access to your account
information and will have the ability to perform various tasks as instructed by
you, such as creating invoices, categorizing transactions, or any other tasks
that you may prescribe. If you administer your Wave account on behalf of a
business or corporation, you represent and warrant that you have the right to
provide access to your Guest Collaborators.

IN SIMPLE TERMS

You can invite a Guest Collaborator to work with you in Wave. If you do, they
can see your data and sometimes do things with it. Please only grant Guest
Collaborator access if you have permission to do so.


CHANGES TO WAVE

We may, without notice or liability, add, discontinue or revise any aspect, mode
or design of Wave or the Services, such as the scope of the Services, time of
service, or to the software/hardware required for access to Wave or the
Services. We may also limit the geographic locations or jurisdictions where
certain Services may be available.

IN SIMPLE TERMS

Sometimes things change, including Wave.


LIMITED REMEDIES

Should there be a failure or error, omission, defect, deficiency, delay causing
downtime, or inability to access Wave or the Services for any length of time,
including as a result of the permanent termination of Service, you acknowledge
and agree that, to the fullest extent permitted by applicable Law and except as
otherwise expressly set out in this Agreement, your only remedy for any error,
omission, defect, deficiency, delay or other failure of Wave or the Services
whatsoever is to discontinue using Wave and the Services.

IN SIMPLE TERMS

If the service we provide is less than awesome, your recourse is to stop using
Wave.


INFORMATION YOU PROVIDE

You assume sole responsibility for and you shall ensure that any information,
data, documents or materials used, disclosed, entered into, uploaded to or
created using Wave or in connection with the Services is accurate, reliable and
complete and does not violate our content guidelines. We accept no
responsibility for the accuracy of any information, data, documents, or
materials entered into or created using Wave or the Services except as otherwise
set out herein. The input, posting or uploading of any information to Wave and
the storage of any information, data, documents or materials in Wave by us does
not constitute our endorsement or warranty as to the compliance of such
information or materials with applicable Law, or to the accuracy, timeliness,
materiality, completeness, or reliability of such information or materials.

IN SIMPLE TERMS

This is software that crunches numbers. If you put the wrong numbers in, Wave
Financial cannot be responsible for the wrong numbers coming out. We will not be
checking your work. Even if your numbers are correct, we aren’t going to certify
that you’ve done what the government or anyone else needed you to do.


CONSENT TO MONITORING

You authorize us, our service providers and their vendors and subcontractors to
monitor your account and your use of Wave and the Services.

‍


COMPLIANCE WITH PRIVACY & DATA SECURITY LAWS

You represent and warrant that you have obtained all required consents and you
comply with all applicable Laws, including, without limitation, all privacy
Laws, in connection with any use and disclosure of information relating to your
use of Wave and the Services.


CONSENT TO PRIVACY POLICY

Our Privacy Policy is hereby incorporated into this Agreement by this reference.
You may review our current Privacy Policy. By accessing our using Wave or the
Services, you agree to the terms of our Privacy Policy, including our use or
disclosure of any personal information you provide for the purposes set out in
our Privacy Policy and all uses ancillary thereto.

IN SIMPLE TERMS

Our Privacy Policy is part of this Agreement we make with you. Please have a
read.


OTHER INFORMATION YOU PROVIDE US

While using the Services, we may also collect information from you about someone
else. If you provide us with personal information about someone else, you are
obligated to ensure that you are authorized to disclose that information to us,
and that we, without further action, may collect, use, and disclose that
information for the purposes described in our Privacy Policy. For example, you
are responsible for obtaining any necessary consents needed to allow us to
transfer any personal information uploaded to Wave or used in connection with
the Services to the United States or Canada.

Wave Financial may ask that you assist with any requests by Persons whose
information you’ve disclosed to us to access or update their information, and
you agree to do so.

IN SIMPLE TERMS

You might give us some information about employees or customers while using
Wave. We’ll treat that information the same way we treat yours, as outlined in
our Privacy Policy. You’re stating you’ve got the necessary consent to do so.


C. CONDITIONS OF USAGE.

Wave and the Services are for use by businesses and not for personal, family, or
household purposes. You agree to use Wave and the Services only for the purposes
for which they were intended and only in accordance with this Agreement. 

IN SIMPLE TERMS

Wave is what it is. Don’t use it for something it’s not.

By creating or accessing a Wave account, including by signing in with a
third-party service or partner (such as Google, Yahoo, ADP or RBC), you agree,
represent and warrant that you will provide us with true, current, complete and
accurate information requested in the registration form and from time to time in
connection with your use of Wave or the Services. You also will select a
username and password. You are responsible for keeping your username, password,
account details, and all information required in connection with your use of
Wave or the Services (e.g., employee information if you use Wave Payroll)
confidential and up to date.

IN SIMPLE TERMS

When you register, don’t lie about who you are. Keep track of your login details
and keep them safe.

You’re the only one who knows your password, so keep it a secret!

If you are not the business owner and are registering a Wave account on behalf
of a business, you represent and warrant that you have been authorized and
directed by your business's principals to open the account and that you have
shared all usernames, passwords and access credentials with other Authorized
Users in your business and that you have provided us with the business contact
information of at least one other individual. If you leave the business and your
business’s principal contacts us we may be required to provide access to the
Wave account. You agree to hold harmless and release the Wave Parties from any
liability if we do so.

IN SIMPLE TERMS

When you register, don’t lie about who you are. By registering, you’re also
agreeing to our Privacy Policy. Keep track of your login details, and keep them
safe. 

You are entirely responsible for any activities that occur under your Wave
account. You agree to notify us immediately of any unauthorized access to or use
of your account. You understand and agree that you are liable for unauthorized
use of your Wave account. You agree to hold harmless and release the Wave
Parties from any loss or liability whatsoever that you may incur as a result of
someone other than you using your username, password or account, either with or
without your knowledge. You agree to indemnify the Wave Parties for any damages,
third-party claims or liabilities whatsoever that the Wave Parties may incur as
a result of activities that occur on or through your Wave account, whether or
not you were directly or personally responsible.

IN SIMPLE TERMS

You’re responsible for what happens in your Wave account. If someone gets hold
of your password and does something to your account, it is your responsibility
to deal with it.

We are responsible for the security of Cardholder Data that is collected,
transmitted, stored, or processed by us on your behalf. Wave Financial has
developed strict security features to protect Cardholder Data, and as such, it
is required that this data only be used in anticipated ways and stored in
appropriate places.

IN SIMPLE TERMS

There are a bunch of rules for handling credit card information known as the
Payment Card Industry Data Security Standard (PCI-DSS). To help us follow these
rules and protect Cardholder Data, we need you to use Wave as it is intended.

YOU ACKNOWLEDGE AND AGREE THAT YOU ARE PROHIBITED FROM ENTERING CARDHOLDER DATA
INTO ANY FORM OR DATA ENTRY FIELDS IN WAVE, EXCEPT INTO THOSE FIELDS INTENDED
SOLELY FOR THAT PURPOSE (i.e. where Wave explicitly requests such data be
entered into such fields).

Appropriate fields are clearly marked with labels such as ‘card number’ or by
having a credit card icon precede them. For clarity, it is not permissible to
store Cardholder Data in fields with labels such as ‘memo’ or ‘note’. Similarly,
excluding payment forms, you must never enter CVV2 data into any fields in Wave.
You assume all responsibility for any Cardholder Data entered into Wave in
violation of this Agreement.

IN SIMPLE TERMS

You agree not to enter your Cardholder Data in any form where such data isn’t
explicitly requested by Wave. We’re not responsible for people doing unexpected
things with their data.


D. ONLINE ACCESS TO FINANCIAL INSTITUTIONS, WAVE PROS AND OTHER SERVICES.

Certain online services (including access to online banking, online payments,
online invoicing, digitization, storage of receipts, certain payroll related
services, the Wave Pro Network and other online services related to the use of
Wave) are provided by financial institutions and other third-party service
providers and not by us. You agree to hold harmless and release the Wave Parties
from any liability relating to your use of such online services, including the
Wave Pro Network and the Wave Pros. Your access to and conditions of use of such
services may be limited in accordance with the terms of use published by such
third-party service providers. You represent and warrant that you have the right
to provide us with usernames, passwords, personal information and other access
credentials which we may require to access any third-party services or accounts
in connection with the Services.

Wave Financial does not provide professional accounting services or financial
advice. Unless expressly stated to the contrary, Wave Financial does not
pre-qualify, review, or endorse Wave Pros and we provide no representation or
warranty as to the background, reputation, character, qualifications, skills,
insurance, work product, services, advice, recommendations or quality of the
Wave Pro. If you use a Wave Pro, you acknowledge that you are doing so at your
own risk and hereby agree to release and hold the Wave Parties harmless from any
loss or liability you incur arising from your use of the Wave Pro.

IN SIMPLE TERMS

Sometimes you can use Wave in conjunction with services from other companies.
What you do with those other companies is up to you and them to work out. That
includes fees they may charge you. If you need to provide Wave with login
credentials for that other company, in order to make things work, you will only
do so if you have permission.


E. SOFTWARE NOTICE.

In the event that a User is required to download or use software in connection
with Wave or the Services, they shall be unable to download and access such
software unless they first agree to the license agreement relating to such
software. Use of any such software is governed by this Agreement and the
applicable license agreement.

IN SIMPLE TERMS

For installable software, you’ll have to agree to a license agreement before you
can use it.


F. COPYRIGHTS, TRADEMARKS AND INTELLECTUAL PROPERTY.

Wave Financial and its licensors and suppliers own both the proprietary rights
as well as the intellectual property rights to all URLs, materials, products,
web content, web page designs, web page layouts, images, text, tools, utilities
and software that make up Wave and the Services. The technical procedures,
processes, concepts and methods of operation that are inherent within Wave
constitute are proprietary and confidential to Wave. The usage of Wave or our
Services does not constitute a sale or transfer of any intellectual property
rights to any Users. Without any prejudice to the foregoing, your data,
information and other content you provide to us or input using Wave and the
Services remains exclusively yours. Any Subscriber information or data entered
using Wave or otherwise provided for accessing Wave on behalf of a Subscriber
remains the property of the Subscriber. You hereby grant to Wave Financial,
which Wave Financial hereby accepts, a worldwide, perpetual, royalty free,
nonexclusive right and license to use all data, information and
content provided in connection with your use of Wave and the Services for any
uses reasonably related to the delivery of Wave or the Services.

IN SIMPLE TERMS

You own all your data, and you give us permission to do things with your data
like crunch numbers for you. We own everything we’ve created.

Materials on and relating to Wave, including the content of Wave and any
software downloaded from Wave, are protected by copyright, trademark and other
intellectual property Laws. Wave Financial reserves all rights in and to such
materials. You will not make, store, download, transfer, sell, reproduce,
redistribute, transfer to any other server, modify, reverse engineer or copy the
Services or any of the materials or software or any part of Wave or any content
therefrom without Wave Financial’s express written consent. You will also take
all reasonable steps to forestall any unauthorized use, copying or transfer of
materials on or relating to Wave.

IN SIMPLE TERMS

Another way of saying that Wave Financial owns everything we’ve created. You
agree not to try to duplicate, copy or steal anything we’ve created.

Notwithstanding the above, you may, subject to the following conditions, use
individual screen displays (screenshots) which you generate as a User of the
Services. Your use of screenshots is subject to the following:

 * No screenshot may be used from any beta version of Wave unless it has been
   commercially released to the public;
 * the use is for illustrative purposes;
 * the use may not imply any endorsement by or affiliation with Wave Financial;
 * the screenshot does not contain any commentary which may appear to have been
   attributable to us;
 * the screenshot does not contain any third-party content; and
 * the use does not violate this Agreement. 

IN SIMPLE TERMS

You can take screenshots as long as:

 * It’s not a beta feature or product;
 * you’re just trying to illustrate something;
 * the screenshot doesn’t suggest a relationship that doesn’t exist;
 * the screenshot doesn’t suggest we said or meant something that we didn’t say
   or mean;
 * the screenshot doesn’t contain something that Wave financial can’t give
   permission for; and
 * the screenshot doesn’t break any other rules.

Wave Financial has rights to several trademarks which it uses in connection with
the operation of Wave or the Services. Wave Financial does not grant any Users
any right or license to use the Wave Financial trademarks or any logo, trade
name or other intellectual property other than as expressly set out in this
Agreement or in another license between you and us.

IN SIMPLE TERMS

Permission to use Wave is not permission to use our trademarks.


G. PROHIBITED USE.

You shall only access the information stored using Wave or the Services for
lawful purposes only and may not use such information for the purpose of
committing or furthering fraudulent acts or for committing any acts that would
give rise to civil liability, criminal liability, or both.

IN SIMPLE TERMS

You’re not allowed to use Wave to do or help anything illegal or bad.

You shall not publish, post, upload, distribute, provide or enter any material
or information that is illegal, unlawful or could reasonably be regarded as
fraudulent, libelous, malicious, threatening, offensive, profane, obscene,
fanning ethnic or racial tensions, immoral or that any reasonable individual
would consider objectionable on grounds of good conscience.

IN SIMPLE TERMS

Don’t use Wave to spread bad stuff.

No User shall use any means to restrict or prevent another User from accessing
or enjoying Wave.

IN SIMPLE TERMS

Don’t do anything that gets in the way of other Wave customers.

You are not permitted to upload information or other content to Wave that you
reasonably ought to know infringes on the intellectual property rights of
others, or that places unnecessary load so as to affect the performances of
Wave, the Services or our systems and equipment. You may not use Wave and the
Services in a manner which could block access to, impair, damage or otherwise
disable Wave or any of our servers or other equipment. You may not attempt to
gain unauthorized access to Wave or to any other Subscribers’ accounts, computer
systems or networks through any means such as password mining, keystroke logging
or hacking. You shall not upload any files that contain viruses, Trojan horses,
malware, spyware, worms, corrupted files or any other material or software that
may damage the operation of another computer. Any and all materials uploaded are
subject to applicable Laws.

IN SIMPLE TERMS

Don’t upload things that don’t belong to you. Don’t try to break anything. Don’t
try to get into Wave’s secure machines and systems, or anyone else’s account.

You may not lease, sell, pledge, sublicense, assign or otherwise deal with Wave
or the software belonging to Wave Financial in a manner that is inconsistent
with our intellectual property rights in and to Wave and the software.

IN SIMPLE TERMS

Wave belongs to Wave Financial; don’t try to sell it or anything like that.

You may not promote any commercial interest, falsify or delete any information
on Wave, collect personal information without express authority to do so,
violate any applicable Laws, create a false identity or utilize Wave under false
pretenses.

IN SIMPLE TERMS

More bad things you’re not allowed to do, like pretending to be someone you’re
not, or breaking Laws.


I. LIMITATION OF LIABILITY.

TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, YOU AND ALL USERS HEREBY
AGREE TO RELEASE, REMISE AND FOREVER DISCHARGE THE WAVE PARTIES FROM ANY AND ALL
MANNER OF RIGHTS, LOSSES, COSTS, CLAIMS, COMPLAINTS, DEMANDS, DEBTS, DAMAGES,
CAUSES OF ACTION, PROCEEDINGS, LIABILITIES, OBLIGATIONS, LEGAL FEES, OR COSTS OF
ANY NATURE OR KIND (COLLECTIVELY, A "CLAIM") WHETHER KNOWN OR UNKNOWN, WHICH NOW
OR HEREAFTER ARISE FROM, RELATE TO, OR ARE CONNECTED IN ANY MANNER WHATSOEVER
WITH THIS AGREEMENT OR THE USE, OR INABILITY TO USE, WAVE OR THE SERVICES
INCLUDING, BUT NOT LIMITED TO, (I) THE PRO NETWORK AND THIRD-PARTY SERVICES;
(II) VIRUSES, SPYWARE, SERVICE PROVIDER FAILURES OR INTERNET ACCESS
INTERRUPTIONS; OR (III) LOSS OF DATA, ERROR, INACCURACY OF DATA, PAYMENT
FAILURE, PAYMENT DEFECT, INACCURATE CALCULATIONS (EXCEPT AS OTHERWISE SET OUT
HEREIN), DOWNTIME, IDENTITY THEFT, FRAUD OR UNAUTHORIZED ACCESS REGARDLESS OF
WHETHER ANY SUCH CLAIM IS BASED IN CONTRACT OR TORT OR OTHERWISE AND
NOTWITHSTANDING THE SUFFICIENCY OR INSUFFICIENCY OF ANY REMEDY PROVIDED FOR
HEREIN OR IN ANY LICENSE.

IN SIMPLE TERMS

You agree that the only parts where Wave Financial accepts liability are those
places below where we explicitly say so.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL THE WAVE
PARTIES BE LIABLE TO YOU, ANY USERS, OR ANY THIRD-PARTY FOR ANY LOST PROFIT OR
ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES
ARISING FROM OR RELATING TO THIS AGREEMENT OR YOUR USE OF, OR INABILITY TO USE,
WAVE OR THE SERVICES, EVEN IF THE WAVE PARTIES HAVE BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF WHETHER SUCH CLAIM IS BASED IN
CONTRACT, TORT OR OTHERWISE. ACCESS TO, AND USE OF, WAVE AND THE SERVICES ARE AT
YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE,
MISUSE, ERROR, OR LOSS OF DATA ARISING FROM SUCH ACCESS AND USE.

SOME JURISDICTIONS INCLUDING STATES SUCH AS NEW JERSEY IN THE UNITED STATES, DO
NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES. IF
YOU LIVE IN ONE OF THESE JURISDICTIONS, THE ABOVE LIMITATION OR EXCLUSION DOES
NOT APPLY TO YOU.

OTHER THAN AS EXPRESSLY SET FORTH IN THIS AGREEMENT AND TO THE FULLEST EXTENT
PERMITTED BY APPLICABLE LAW, THE WAVE PARTIES MAKE NO WARRANTIES, EXPRESS OR
IMPLIED, REGARDING WAVE OR THE SERVICES. WITHOUT LIMITING THE PRECEDING
SENTENCE, YOU AND ALL USERS AGREE THAT ANY IMPLIED WARRANTIES SUCH AS THE
IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A
PARTICULAR PURPOSE ARE EXCLUDED FROM YOUR LICENSE AND USE OF WAVE AND THE
SERVICES.

SOME JURISDICTIONS, INCLUDING NEW JERSEY IN THE UNITED STATES, DO NOT ALLOW
EXCLUSIONS OR LIMITATIONS OF IMPLIED WARRANTIES. IF YOU LIVE IN ONE OF THESE
JURISDICTIONS, THE ABOVE LIMITATIONS DO NOT APPLY TO YOU AND IN SUCH CASE, ANY
IMPLIED WARRANTIES ARE LIMITED IN DURATION TO THE MINIMUM PERMISSIBLE UNDER
APPLICABLE LAW FROM THE DATE YOU FIRST ACCESSED OR USED WAVE OR THE SERVICES. 

YOU AND THE USERS EXPRESSLY ACKNOWLEDGE AND AGREE THAT WAVE AND THE SERVICES ARE
PROVIDED ON AN "AS IS" BASIS AND YOU AND THE USERS AGREE TO USE WAVE, THE
SERVICES, ANY THIRD-PARTY SERVICES AND ONLINE SERVICES, AND ANY CONTENT,
MATERIALS, TOOLS, UTILITIES, SOFTWARE AND FUNCTIONALITY RELATED TO WAVE OR THE
SERVICES AT YOUR OWN RISK. YOU AND THE USERS AGREE TO DETERMINE THE SUITABILITY
OF WAVE AND SERVICES FOR THE INTENDED USE AND AGREE TO VERIFY ALL RESULTS
OBTAINED USING WAVE AND THE SERVICES.

You agree that the essential purposes of this Agreement may be fulfilled even
with these limitations on liabilities. You acknowledge that Wave Financial would
not be able to offer the Products and Services on an economical basis without
these limitations.

IN SIMPLE TERMS

More capital letters saying that Wave Financial’s liability is limited to the
areas we explicitly say so.


J. TERMINATION OF SERVICE.

Wave Financial may terminate your subscription, this Agreement and your use of
Wave and the Services at any time and for any reason, with or without notice, if
you breach this Agreement or we suspect you of fraud or suspect that your Wave
account has been compromised in any way. 

If you are an entity, Wave Financial may also terminate your subscription, this
Agreement and your use of Wave, if you: (i) become insolvent or admit your
inability to pay your debts generally as they become due; (ii) become subject,
voluntarily or involuntarily, to any proceeding under any domestic or foreign
bankruptcy or insolvency Law, which is not fully stayed within 10 business days
or is not dismissed or vacated within 30 days after filing; (iii) are dissolved
or liquidated or take any corporate action for such purpose; (iv) make a general
assignment for the benefit of creditors; or (v) have a receiver, trustee,
custodian, or similar agent appointed by order of any court of competent
jurisdiction to take charge of or sell any material portion of your property or
business.

IN SIMPLE TERMS

If you break the rules, we can close your Wave account(s). 

You may terminate your subscription, this Agreement and your use of Wave by
following the “Close your Wave Account” instructions found on your account page.
Upon such termination, you must immediately cease using Wave. We may at our
option immediately block your access to Wave.

The Arbitration Provision will survive the termination of this Agreement.

IN SIMPLE TERMS

You can unsubscribe easily - anytime you want.


K. OWNERSHIP AND DISCLOSURE OF INFORMATION.

You own all of your business’s private data, content and all information which
you enter and use in connection with the Services. We do not claim any rights,
proprietary or otherwise over any data or information which you may use or
disclose in connection with the Services and Wave. Notwithstanding the above,
there may be circumstances in which we may be required to disclose data, such as
the following:

 * For the purposes of fraud prevention and law enforcement;
 * To comply with any legal, governmental or regulatory requirement;
 * To our lawyers in connection with any legal proceedings; and
 * To comply with a court order.

If we are required to disclose your data or information, we will use our best
efforts to provide you with reasonable notice in the circumstances and if
appropriate the right to challenge any such request. Wave Financial’s Privacy
Policy sets out in greater detail how we strive to protect your privacy and
limit disclosure of your personal information.

IN SIMPLE TERMS

We want you to be in control of all your data. You own it. We do not. We won’t
disclose personally identifiable info except in cases like those below:

 * To uphold our obligation to law enforcement;
 * if we’re required by law;
 * when we talk to our own lawyers; and

If we’re required by Law to divulge your info, or in any cases outlined above,
we’ll do our best to let you know ASAP and allow you to have your say about it.


L. THIRD PARTY LINKS, APIS AND CONTENT.

When using Wave or the Services, you may be directed to websites maintained by
other third-party service providers. In addition, some of the functionality of
the Services and Wave interoperate with, and are highly dependent upon,
application programming interfaces (APIs) from third parties, such as Google and
Yahoo!.

The availability of such third-party services (including their APIs) in
connection with Wave does not constitute an endorsement, warranty, or
representation as to the fitness, suitability, merchantability, title,
non-infringement, quality, or accuracy of the third-party provider or its
products or services. If at any point such third-party services cease to make
themselves or their APIs available to us on reasonable terms, we may cease to
provide those third-party services or any of our Services (that are dependent on
such third-party services) without providing you with any refund, credit or
other compensation. Your only recourse is to terminate your subscription and
cease using Wave and the Services. 

You acknowledge that such third-party sites and services are completely
independent of Wave and as we have no control over them, we accept no liability
in respect of your use, ability or inability to use any third-party sites or
services or the content of such sites or services. You acknowledge that any use
of the products and services offered by such third-party services providers
(e.g., for the purposes of payment processing, direct deposit services, payroll
tax return preparation, filing and government remittances) will be at your sole
risk. You acknowledge the that use of such third-party service providers and
their websites and services is, except where prohibited or modified by
applicable Law, subject to the terms, conditions and policies established by the
third-party service providers. You expressly hold us harmless and hereby release
us from any liability whatsoever whether arising out of contract, tort or
otherwise for and from any liability or loss arising out of your use of, or
inability to use, the products and services of third-party service providers
whether or not such use is ancillary to your use of Wave. If you authorize us to
do so, we may grant third parties' access to some or all (depending on the
permission you give) of your private data, content and information in your Wave
account through our own API for use in connection with their services. However,
we may at any time in our discretion and without notice to you, discontinue
providing our API to such third-party services, without providing you with any
refund, credit or other compensation. Your only recourse is to terminate your
subscription, this Agreement and cease using Wave and the Services.

IN SIMPLE TERMS

If you find a link to something in Wave, or use a service that relies on an API,
including advertising links, we can’t be responsible for what other people or
companies are saying or doing.


M. AUTHORIZATION TO EXPORT DATA.

You acknowledge that we may export your information outside the Province of
Ontario and outside of Canada for processing, since we outsource certain
information processing to third-party service providers who are resident in the
United States. Therefore, your information may be available to the United States
government or its agencies under a lawful order made in the United States.
Additionally, some of our employees may have access to your information outside
of Canada and the US. We do not share personal information except as provided in
our Privacy Policy.

IN SIMPLE TERMS

To run our services, sometimes we need to make a copy of data files.


N. FORCE MAJEURE.

We will not be liable for any delay or failure in our performance of the
Agreement by reason of the occurrence of an unforeseen event beyond our
reasonable control, including but not limited to, acts of God, natural
disasters, pandemics, power failures, server failures, third-party service
provider failures or service interruptions, embargo, labour disputes, lockouts
and strikes, riots, war, floods, insurrections, legislative changes, and
governmental actions. 

IN SIMPLE TERMS

If things outside of our control interrupt Wave or the Services, the Wave
Parties are not liable. 


O. ARBITRATION (“ARBITRATION PROVISION”)

THIS SECTION AFFECTS YOUR RIGHTS. PLEASE READ IT CAREFULLY BEFORE AGREEING TO
THESE TERMS.  IF YOU ARE A CANADIAN CUSTOMER, PLEASE REFER TO PARAGRAPH 9 BELOW.

1. GENERALLY. You and the Covered Parties (defined below) agree that any and all
disputes and claims between you and the Covered Parties will be resolved by
binding individual arbitration. All issues are for the arbitrator to decide,
except for those issues relating to the arbitrability of disputes and the
validity, enforceability, and scope of this arbitration provision, including the
interpretation of paragraph 7 below, must be determined by a court and not an
arbitrator. For purposes of this Arbitration Provision, references to “you”
include your direct and indirect parents, subsidiaries, and affiliates as well
as the predecessors, successors, assigns, officers, directors, agents or
employees of any of them; references to “Covered Parties” include Wave
Financial, Inc. and Wave Financial USA Inc., their respective direct and
indirect parents, subsidiaries, and affiliates as well as the predecessors,
successors, assigns, officers, directors, agents or employees of any of
them. This agreement to arbitrate includes, but is not limited to, all claims
arising out of or relating to any aspect of services provided by Wave, whether
based in equity, contract, tort, statute, fraud, misrepresentation or any other
legal theory, and regardless of whether the claims arise prior to, during, or
after the termination of any service.  

YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND THE
COVERED PARTIES ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE
IN A CLASS, REPRESENTATIVE, JOINT OR CONSOLIDATED ACTION IN COURT OR IN
ARBITRATION.

2. EXCEPTIONS. You and the Covered Parties agree that nothing in this
Arbitration Provision will be deemed to waive, preclude, or otherwise limit your
or the Covered Parties’ right to (i) elect that an individual claim be decided
in small claims court as long as it is brought and maintained as an
individualized claim, or (ii) bring issues to the attention of federal, state,
provincial, or local agencies.  

3. PRE-ARBITRATION NOTICE OF DISPUTE. A party who intends to seek arbitration
must first mail a written Notice of Dispute (“Notice”) to the other party. The
Notice to the Covered Parties should be addressed to: Wave-Legal Department,
Attention: Notice of Dispute, Wave Financial USA Inc. 1550 Wewatta Street, Ste.
200, Denver CO 80202. The Notice must be on an individual basis and provide at
least the following information: (a) the claimant’s name, telephone number, and
e-mail address; (b) the nature or basis of the claim or dispute; and (c) the
specific relief sought. If the dispute is not resolved within 60 days after the
Notice is received, then you or the Covered Parties may file an arbitration. The
existence or substance of any settlement discussions shall not be disclosed.

4. ARBITRATION RULES. Any arbitration between you and the Covered Parties will
be governed by the Consumer Arbitration Rules of the American Arbitration
Association (“AAA”), or if the AAA determines that you are not a consumer, the
AAA’s Commercial Arbitration Rules, as modified by this Arbitration Provision or
any other instructions that the parties may agree upon at the time
(collectively, the "AAA Rules"), and will be administered by the AAA. The AAA
Rules and filing forms are available online at www.adr.org, or by calling the
AAA at 1-800-778-7879. If AAA is unavailable or unwilling to administer the
arbitration consistent with this Arbitration Provision, the parties shall agree
to, or the court shall select, another arbitration provider. The arbitrator will
be either a retired judge or an attorney specifically licensed to practice law
in the state of your residence and selected by the parties from the arbitration
provider’s national roster of arbitrators. The arbitrator will be selected using
the following procedure: (1) the arbitrator provider will send the parties a
list of five candidates meeting this criteria; (2) if the parties cannot agree
on an arbitrator from the list, each party shall return its list to the
arbitration provider within 10 days, striking up to two candidates, and ranking
the remaining candidates in order of preference; (3) the arbitration provider
shall appoint as arbitrator the candidate with the highest aggregate ranking;
and (4) if for any reason the appointment cannot be made according to this
procedure, the arbitration provider will provide the parties a new list of five
candidates meeting the above criteria until an appointment can be made.

5. ARBITRATION COSTS. Payment of all filing, administrative, arbitrator, and
hearing fees will be governed by the applicable AAA rules. If you inform us that
you cannot afford to pay your share of the fees, we will consider advancing
those fees on your behalf. In addition, if the AAA concludes that its Consumer
Arbitration Rules apply, we will reimburse you for your share of the fees at the
conclusion of the arbitration (regardless of who wins) unless (i) you failed to
comply with paragraph 3 above or paragraph 7 below, or (ii) either the substance
of your claim or the relief you sought was determined to be frivolous or brought
for an improper purpose as measured by the standards set forth in Federal Rule
of Civil Procedure 11(b), in which case the payment of fees will be governed by
the AAA Consumer Arbitration Rules and you agree to reimburse the Covered
Parties for all fees advanced on your behalf.

6.  HEARING. Any arbitration hearings will take place in the county of your
billing address.

7.  NO CLASS OR REPRESENTATIVE CLAIMS. All arbitrations will proceed on an
individual basis and may not proceed in any manner as a class action
arbitration, private attorney general arbitration, or arbitration involving
joint or consolidated claims under any circumstance unless all parties consent
in writing. YOU AND THE COVERED PARTIES AGREE THAT EACH MAY BRING CLAIMS AGAINST
THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND IN DOING SO WAIVE THE
RIGHT TO A TRIAL BY JURY OR TO ASSERT OR PARTICIPATE IN A CLASS ACTION LAWSUIT
OR CLASS ACTION ARBITRATION, TO ASSERT OR PARTICIPATE IN A PRIVATE ATTORNEY
GENERAL LAWSUIT OR PRIVATE ATTORNEY GENERAL ARBITRATION, AND TO ASSERT OR
PARTICIPATE IN ANY JOINT OR CONSOLIDATED LAWSUIT OR JOINT OR CONSOLIDATED
ARBITRATION OF ANY KIND. The arbitrator is empowered to resolve the dispute with
the same remedies and defenses available in court, but the arbitrator’s rulings
or any relief granted must be individualized to you and will not apply to or
affect any other Person or company. If a court decides that applicable Law
precludes enforcement of any of this paragraph’s limitations as to a particular
claim or any particular request for a remedy for a claim (such as a request for
public injunctive relief), then only that particular claim or only that
particular request for a remedy (and only that particular claim or particular
request for a remedy) must remain in court and be severed from any arbitration.

8.  OTHER TERMS AND INFORMATION. This Arbitration Provision will be governed by,
and interpreted, construed, and enforced in accordance with, the Federal
Arbitration Act and other applicable federal Law. Except as set forth above in
paragraph 7, if any portion of this Arbitration Provision is deemed invalid or
unenforceable, it will not invalidate the remaining portions of the Arbitration
Provision. This Arbitration Provision supersedes any prior arbitration agreement
between you and the Covered Parties. No arbitration award or decision will have
any preclusive effect as to any issues or claims in any dispute, arbitration, or
court proceeding where any party was not a named party in the arbitration,
unless and except as required by applicable Law. 

9. ARBITRATION FOR CANADIAN CUSTOMERS. Any claim between you and the Covered
Parties (defined below) must be referred to private and confidential arbitration
before a single arbitrator chosen by the parties. For purposes of this
provision, references to “you” include your direct and indirect parents,
subsidiaries, and affiliates as well as the predecessors, successors, assigns,
officers, directors, agents or employees of any of them; references to “Covered
Parties” include Wave Financial, Inc., its respective direct and indirect
parents, subsidiaries, and affiliates as well as the predecessors, successors,
assigns, officers, directors, agents or employees of any of them. Notice to
arbitrate a claim against the Covered Parties should be addressed to: Wave
Financial Inc. 155 Queens Quay E, Box 3, Toronto, ON, M5A 0W4. The arbitration
will be conducted in accordance with the current rules relating to commercial
arbitration in the province in which you reside. Additionally, you waive any
right you may have to start or participate in any class action against the
Covered Parties, and you agree to opt out of any class proceeding against the
Covered Parties.

IN SIMPLE TERMS

This section affects your rights to file suit as you will be agreeing to resolve
disputes by arbitrating them on an individual basis – please read it carefully
and thoroughly before agreeing to this Agreement. 


P. SEVERANCE.

Except as otherwise provided in the Arbitration Provision, all provisions of
this Agreement, notwithstanding the manner in which they have been grouped
together or linked grammatically, are severable from each other. If any of the
provisions of this Agreement should be determined by a court of competent
jurisdiction to be unenforceable, the remaining provisions of the Agreement
shall survive and remain in full force and effect and continue to be binding and
enforceable.

IN SIMPLE TERMS

One bad apple doesn’t spoil the whole bunch. If you find an error in these
terms, the rest of the terms are still in effect except as otherwise stated in
the Arbitration Provision.



Q. GOVERNING LAW.

If you reside in the United States, this Agreement shall in all respects be
governed by and interpreted, construed and enforced in accordance with the Laws
of the state in which you accepted this Agreement, except as otherwise provided
in the Arbitration Provision. Otherwise, this Agreement shall in all respects be
governed by and interpreted, construed and enforced in accordance with the Laws
of the Province of Ontario and the Laws of Canada applicable therein as applied
to agreements entered into and to be performed entirely within Ontario, without
regard to its choice of Law or conflicts of Law principles that would require
application of the Law of a different jurisdiction.

IN SIMPLE TERMS

If you reside in the United States, the Law of the state in which you accepted
this Agreement governs this Agreement and anything that comes out of it, except
as provided in the Arbitration Provision. Otherwise, the Laws of Ontario and
Canada govern this Agreement and anything that comes out of it.


R. LEGAL STATUS OF WAVE FINANCIAL INC.

The websites www.waveaccounting.com, www.wavepayroll.com, www.waveapps.com, and
www.wavefinancial.com, and the names Wave, Wave Financial, Wave Accounting, Wave
Payroll, Wave Personal and Wave Apps are property of Wave Financial Inc., a
company incorporated under the Ontario Business Corporations Act.

IN SIMPLE TERMS

Our official name is Wave Financial Inc., and all of Wave Financial’s stuff
belongs to that company. We’re a Canadian company, and we like hockey.


S. LANGUAGE.

You and we expressly acknowledge and agree that this Agreement and all related
agreements, schedules, materials, licenses and policies are to be drafted in the
English language only. Il est convenu que cette convention et tous les annexes,
documents, licences et politiques s’y rattachant soient rédigés en anglais.

IN SIMPLE TERMS

We do business in English.



T. INFORMATION RECEIVED FROM THIRD PARTY SERVICES

If you elect to have Wave access information from a third-party account by
providing the access information to such third-party account, our service
provider, Plaid Inc. (“Bank Data Provider”), will access such third-party
accounts for the purposes of performing the Services. This can include
aggregation of bank transaction data as well as account verification. By
providing the requisite access information to Wave, you grant us and our Bank
Data Providers permission and authority to access the relevant third-party
accounts, on your behalf or on behalf from the principal account holder, and
retrieve the relevant information to make it available as part of the Services
and agree to be bound by our Bank Data Provider's terms of use in addition to
this Agreement. You are not permitted to provide Wave with any access
information for any third-party accounts for which you are not the principal
account holder unless you have the authority to act on behalf of the principal
account holder.

We are not obligated to review the information for any purpose, including, but
not limited to, its accuracy. You are responsible for ensuring the accuracy,
completeness and timeliness of any information provided to us or any third-party
service providers in connection with Wave or any of the Services.

IN SIMPLE TERMS

If you wish to connect Wave with your bank, you are giving us (and our
appropriate partner) the authority to get your data from your bank.


U. REGISTRATION INFORMATION.

You and your Authorized Users are responsible for maintaining the
confidentiality and security of usernames, passwords and other access
credentials which allow the use of Wave and access to the Services. You
understand and agree that you are liable for unauthorized use of your account.

IN SIMPLE TERMS

You’re the only one who knows your password, so keep it a secret! If someone
gets hold of your password and does something to your account, I’m afraid that’s
your fault.



V. CONSUMER ISSUES.

Unless you subscribe only to our Wave Personal application, in which case this
section does not apply to you, you acknowledge and agree that you will only use
Wave and the Services for business purposes and not for personal, family or
household purposes.

IN SIMPLE TERMS

Wave is made for businesses.


W. NO WAIVER

No delay or omission to exercise any right or remedy accruing upon any breach or
default under this Agreement will impair any such right or remedy nor will it be
construed as a waiver of any such breach or default or of any similar breach or
default thereafter occurring, and no single or partial exercise thereof will
preclude any other or further exercise thereof or the exercise of any other
right or remedy. No waiver (or consecutive waivers) of any single breach or
default will operate or be construed as a waiver of any subsequent breach or
default.

IN SIMPLE TERMS

From time to time, Wave Financial may pay penalties or waive some of our rights,
as defined in these Terms. This doesn’t mean Wave Financial waives its rights in
any other circumstances and shouldn’t be interpreted as an indicator of future
behavior.


X. TERMS FOR ADDITIONAL SERVICES

Your use of certain Additional Services is subject to and governed by additional
terms of service (i.e. the Specific Additional Service Terms, noted in the
recitals at the beginning of this Agreement). If you use any of the Services
listed immediately below, the linked Specific Additional Service Terms apply. In
the event such additional or specific terms are inconsistent with the Specific
Additional Service Terms, those Specific Additional Service Terms will control.

All Businesses

Developer API Including but not limited to developer.waveapps.com,
api.waveapps.com.


Plaid If you connect your financial institution to Wave for automatic
transaction importing, you are bound by this agreement with our data provider.

Stripe If your processing of credit card payments is powered by Stripe, you’re
bound by their Terms of Service.

Wave Advisors If you use our Wave Advisors professional services, these terms
apply.

For U.S. Businesses

Wave Money If you use Wave Money through our web app, mobile app, or API, and
are a U.S. business, these terms apply.

Wave Payments If you use Wave Payments through our web app, mobile app, or API,
and are a U.S. business, these terms apply.

Wave Payment Service If you make or receive payments through our web app, mobile
app, or API, and are a U.S. business, these terms apply.

Wave Payroll If you use Wave Payroll through our web app, mobile app, or API,
and are a U.S. business, these terms apply.

For Canadian Businesses

Wave Payments If you use Wave Payments through our web app, mobile app, or API,
and are a Canadian business, these terms apply.

Wave Payment Service If you make or receive payments through our web app, mobile
app, or API, and are a Canadian business, these terms apply.


Wave Payroll If you use Wave Payroll through our web app, mobile app, or API,
and are a Canadian business, these terms apply.

IN SIMPLE TERMS

Rather than making these Terms even larger, we’ve opted to put some app-specific
terms into place. These are the rules that govern the use of those specific apps
linked to in the legal section.


Y. DIGITAL MILLENNIUM COPYRIGHT ACT.

Some of the content provided on Wave from time to time may be contributed by
Users. You agree not to infringe upon other peoples’ copyrighted materials.

IN SIMPLE TERMS

You agree not to infringe on other people’s copyrights.

If you believe your copyright in any work has been infringed and such work is
accessible through Wave, you may notify Wave Financial’s copyright agent
pursuant to the Digital Millennium Copyright Act of 1998 (DMCA) for notice of
claims of copyright infringement here: 

Attention: Copyright Agent (DMCA)
Wave Financial
Box 3 - 155 Queens Quay E
Toronto, ON M5A 0W4
Canada
dmcaagent@waveapps.com

IN SIMPLE TERMS

If someone is infringing on your copyright, please let us know.

Procedure for Counter-Notification: If material that you have posted to Wave has
been taken down, you may file a counter-notification by contacting Wave
Financial’s copyright agent, who can be reached here, Attention: Copyright
Agent, which counter-notification must contain the following details:

 * Identification of the material that has been removed or to which access has
   been disabled and the location at which the material appeared before it was
   removed or disabled;
 * A statement, under penalty of perjury, that you have a good faith belief that
   the material was removed or disabled as a result of mistake or
   misidentification of the material in question;
 * Your name, address and telephone number;
 * Except as otherwise provided in the Arbitration Provision, a statement that,
   notwithstanding the choice of Laws and venue otherwise set out herein, you
   consent for the purposes of this counter-notification and other proceedings
   under the DMCA to the jurisdiction of the Federal District Court for judicial
   district in which your address is located or, if your address is outside of
   the USA, for the jurisdiction of the Courts of the Province of Ontario in the
   City of Toronto, Canada, and that you will accept service of process from the
   Person who submitted a notice in compliance with the section (c)(1)(C) of the
   DMCA, as generally described above; and
 * Your physical or electronic signature.

IN SIMPLE TERMS

If, following a complaint, we took something down that belongs to you, and you
want it back up, follow these instructions.

NOTE THAT YOU MAY BE HELD LIABLE FOR DAMAGES, COSTS AND ATTORNEY'S FEES INCURRED
BY US, BY A COPYRIGHT OWNER, OR BY A COPYRIGHT OWNER'S LICENSEE IF YOU PROVIDE
ANY FALSE INFORMATION OR MISREPRESENT YOURSELF AS THE RIGHTFUL OWNER OF
COPYRIGHTED MATERIAL. YOU MAY ALSO BE SUBJECT TO CRIMINAL PROSECUTION FOR
PERJURY.

This information should not be construed as legal advice. For further details on
the information required for valid DMCA notifications, see 17 U.S.C. 512(c).

We will terminate the Wave accounts of Subscribers who are repeat infringers. If
you believe another Subscriber is a repeat infringer, please notify our
copyright agent, identified above and provide information to allow our copyright
agent to identify the repeat infringer.


IN SIMPLE TERMS

If you file a false complaint, there will be consequences.


FOR US RESIDENTS

Wave Advisors If you use our Wave Advisors professional services, these terms
apply.

Wave Money If you use Wave Money through our web app, mobile app, or API, and
are a U.S. business, these terms apply.

Wave Payments If you use Wave Payments through our web app, mobile app, or API,
and are a U.S. business, these terms apply.

Wave Payment Service If you make or receive payments through our web app, mobile
app, or API, and are a U.S. business, these terms apply.

Wave Payroll If you use Wave Payroll through our web app, mobile app, or API,
and are a U.S. business, these terms apply.

Wave Tax Coaching Services If you subscribe to Wave Tax Coaching Services, these
terms apply.

Developer API Including but not limited to developer.waveapps.com,
api.waveapps.com.

Plaid If you connect your financial institution to Wave for automatic
transaction importing, you are bound by this agreement with our data provider.

Stripe If your processing of credit card payments is powered by Stripe, you’re
bound by their Terms of Service.


FOR CANADIAN RESIDENTS

Wave Advisors If you use our Wave Advisors professional services, these terms
apply.

Wave Payments If you use Wave Payments through our web app, mobile app, or API,
and are a Canadian business, these terms apply.

Wave Payment Service If you make or receive payments through our web app, mobile
app, or API, and are a Canadian business, these terms apply.

Wave Payroll If you use Wave Payroll through our web app, mobile app, or API,
and are a Canadian business, these terms apply.

Developer API Including but not limited to developer.waveapps.com,
api.waveapps.com.

Plaid If you connect your financial institution to Wave for automatic
transaction importing, you are bound by this agreement with our data provider.

Stripe If your processing of credit card payments is powered by Stripe, you’re
bound by their Terms of Service.

FEATURES

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