Waltz Logo
Waltz Logo

Waltz Terms of Use

PLEASE READ THIS AGREEMENT CAREFULLY.  IT SETS FORTH THE LEGALLY BINDING TERMS AND CONDITIONS FOR YOUR USE OF THE SERVICES AND THE PLATFORM.

THESE TERMS REQUIRE YOU TO ARBITRATE ANY DISPUTES YOU HAVE WITH US ON AN INDIVIDUAL BASIS ONLY, AND BY USING THE SERVICE AND ENTERING INTO THESE TERMS, YOU WAIVE THE ABILITY TO BRING CLAIMS AGAINST US IN ANY COURT, TO HAVE ANY DISPUTE HEARD BY A JUDGE OR JURY, OR TO BRING ANY CLAIMS AGAINST US IN A CLASS ACTION FORMAT (INCLUDING AS A CLASS REPRESENTATIVE OR MEMBER OF ANY PUTATIVE CLASS). 

Summary

What are Terms of Use?

Waltz’s Terms of Use lay out the rules, specifications, and requirements for the use of their products or services. Terms of Use serve as a contract between the company providing the product or service and the user.

At the end of the Waltz Terms of Use, we ask you to check a box saying that you have read, understand and agree to our Terms – checking the box acts as your legally binding signature and enables you to use our Platform and Services (as those terms are defined below).

The 12 items below summarize, in consumer language, the full legal document “Terms of Use”.

What’s in the Waltz Terms of Use?

  • User Accounts. This section explains the two types of people who will use the Waltz platform – Clients (you) and those who will help you with your technology questions (Tech Helpers), how you may set up an account with Waltz, the information you’ll need to provide us in order to give you an account, and that you’re responsible for your username and password if you set up an account.

  • The Services Provided by Waltz. Waltz supplies the platform to connect you with a Tech Helper for a help session, but we can’t guarantee that your Tech Helper will have every single answer, nor do we endorse any specific product or technology.

  • Waltz Enables Sessions as Part of the Services. Waltz does not guarantee any results of any Session you have with a Tech Helper, or that the Session will run perfectly, although we will do our best to make sure you are happy and your problem is solved!

  • Payment Plans and Terms. This section explains the membership options available to you, how much they cost, and how we’ll ask you to pay for them (which is through a payment processor called Stripe). If you purchase a subscription to access the Services, these terms apply. In order to obtain payment for our Services, we’ll need to share some of your information with Stripe.

  • User Data. This is a long section regarding the personal information you will give Waltz in connection with us helping you solve your tech problem. You have to promise that you have the right to enter the data you do (i.e., that you’re not entering someone else’s information without their permission) and that it’s accurate, that you give us the right to use your data in certain ways and for certain purposes relating to providing you with our Services (and in compliance with our Privacy Policy, and that you won’t share any data with Waltz in a way that would be illegal or inappropriate.

  • Modification and Termination. Here we lay out our rights with respect to changing or ending our Services, including your access to them.

  • Use of Services and Ownership. In this section we ask you to consent to receiving certain communications with us electronically, explain how you can change your mind about receiving these communications, and explain the risks associated with all electronic communications. (You must agree that you understand these risks and that you won’t hold Waltz liable for any claims or harm caused by or relating to your receipt of electronic communications from us.) This section also says that you agree that the Waltz Platform is ours and not yours, which means you can’t do certain things that might harm our Platform or company.

  • Indemnification. In order to use the Waltz Platform or receive our Services, you agree not to hold us legally accountable for any loss or damage that occurs as a result of your use of our Platform or Services.

  • Disclaimer of Warrantees. This is a VERY long section, full of yelly caps-lock and legal mumbo-jumbo. In essence, it says that you take responsibility for your use of Waltz’s Platform and Services, that you use both at your own risk, that you understand that we’re not guaranteeing anything (including perfection!).

  • Limitation of Liability. You agree that Waltz won’t be liable to you in the event of any harm, beyond what you paid for the Service that caused it.

  • Dispute Resolution. This is also known as an “Arbitration Agreement,” which requires you to arbitrate disputes with Waltz, rather than take us to court. It also limits the manner in which you can seek relief from us.

  • General Provisions. These are standard contract terms, which, among other things, explain what law will govern them, that they are specific to you and Waltz and not anyone else or any third party.

What if I Have Questions?

Please don’t hesitate to contact us at (844) 629-2589.

***

Waltz Terms of Use - Full Legal Document

Effective Date: September 2025

Last Updated: - April 3, 2026

Waltz, Inc. (“Waltz,” “our,” “we” or “us”), and you agree that the terms of use (the “Terms of Use,” or “Agreement”) set forth herein govern your use and access to our audio and/or visual virtual technology help sessions (“Services”), our website, and any mobile or social media platforms that may exist in the future (collectively, the “Platform”).

PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE YOU CHECK THE “AGREE” BOX AT THE END OF THIS DOCUMENT. ONCE YOU HAVE CHECKED THE BOX AND THEN ACCESS OR USE THE PLATFORM OR THE SERVICES, YOU REPRESENT THAT (1) YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THESE TERMS OF USE; (2) YOU ARE OF LEGAL AGE TO FORM A BINDING CONTRACT WITH US; AND (3) YOU HAVE THE AUTHORITY TO ENTER INTO THESE TERMS OF USE PERSONALLY. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS OF USE, YOU MAY NOT ACCESS OR USE THE PLATFORM OR THE SERVICES.

Certain features that you use or download through the Platform may be subject to additional terms and conditions presented to you at the time that you use or download them, as detailed below. 

PLEASE NOTE THAT THESE TERMS OF USE ARE SUBJECT TO CHANGE BY WALTZ AT OUR SOLE DISCRETION AT ANY TIME. When changes are made, we will make a new copy of these Terms of Use available on the Platform. Please check these Terms of Use periodically for changes. Your continued use of the Services following the posting of any changes to these Terms of Use constitutes acceptance of those changes.

1. User Accounts.

a. The Platform generally has two types of users: “Tech Helpers” and “Clients.” A Tech Helper is a person providing audio or Zoom technological help sessions (“Sessions”); a Client is a person visiting or using the Platform to schedule or receive a Session.  There are also individuals who merely visit the Platform (“Visitors”). Collectively, Tech Helpers, Clients, and Visitors are referred to as “Users” or “you.” Users may be required to register and create an account to access certain features of the Platform (the “User Account”). When you set up a User Account, you must provide us with information about yourself in the applicable registration form, including your name and contact information (collectively, “Account Credentials”). We reserve the right to reject your Account Credentials and deny you access to the Platform at any time, for any reason, in our sole discretion.

b. To access your User Account, you will be required to log in using your username and password. You represent and warrant that (a) all required registration information you submit is truthful and accurate and (b) you will maintain the accuracy of such information.

You are responsible for protecting your username and password and are responsible for all activity through your User Account, whether authorized by you or not. If someone accesses the Platform using Account Credentials that we have issued to you, we will rely on those Account Credentials and will assume that it is really you or your representative who is accessing the Platform. You are solely responsible for any and all use of your User Account and all activities that occur under or in connection with your Account Credentials. You should contact us immediately if you believe your Account Credentials are being used by someone else without your permission.

2. The Services.

a. The contents of the Platform are for informational purposes only and for scheduling Sessions. Waltz makes available certain technology and administrative services to Tech Helpers who use the Platform to deliver Services. Waltz does not make any representations or warranties about the training or skill of any Tech Helper who uses the Platform. All information provided by Waltz, or in connection with the Platform and/or the Services, is intended for general informational purposes. Waltz does not recommend or endorse any specific products, including hardware, software, mobile applications, or products.

Waltz currently uses both Zoom and Splashtop in order to connect you with Tech Helpers and facilitate your Sessions. By using the Services, depending on which of these technologies you choose, you agree to be bound by Zoom’s or Splashtop’s privacy policy (currently accessible at https://www.zoom.com/en/trust/privacy/privacy-statement/ and https://www.splashtop.com/legal/privacy-policy) and either Zoom’s or Splashtop’s terms of service (currently accessible at https://www.zoom.com/en/trust/terms/ and https://www.splashtop.com/legal/terms-of-service), as applicable.

b. Client/Tech Helper Scheduling. A Tech Helper has the absolute right and full discretion to accept or reject a request from a Client for a Session.

3. Waltz enables Sessions as Part of the Services.

If you participate in a Session with a Tech Helper, you acknowledge the risks associated with Sessions, which may include insufficient transmission of data or information to allow for appropriate decision-making. Further, you understand that it may be possible that your needs cannot be met via a Session, and you may be directed to seek additional in-person assistance.

BY PARTICIPATING IN A SESSION, YOU ACKNOWLEDGE AND AGREE THAT WALTZ DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED – AND SHALL HAVE NO LIABILITY OR RESPONSIBILITY – IN CONNECTION WITH ANY RECOMMENDATIONS DELIVERED THROUGH THE SERVICES.

4. Payment Plans and Terms; Subscriptions; Cancellation; Discounts.

a. Payment Plans and Terms. 

(i) We may offer promotional trial subscriptions to access the Services for free for a limited time or at special discounted prices. If you sign up for a trial use, your rights to use the Services are limited by the terms of such trial and will terminate or renew on the terms of your trial arrangement and/or any applicable additional terms. Currently, all Clients receive a 60-day free trial of our Services. After that, payment is required for continued service. If converted early to a membership plan, payment is not initiated until the free trial was scheduled to end.

(ii) Waltz offers two (2) payment plans for membership (each, a “Membership”) to access the Services and Platform: (1) a monthly membership plan, which includes access to sessions (subject to a two-per-day maximum) and costs $45 per month; and (2) an annual membership plan, which also includes access to sessions (subject to a two-per-day maximum) and costs $450. Note that taxes and any other applicable service fees will be added to this charge at the time of billing. By providing your payment method information for your subscription, you are agreeing to pay the subscription fee (and any applicable taxes), that will automatically renew, at the then current rate, unless you cancel no later than one (1) day prior to the expiration of your current Subscription Term (defined below).  

b. Membership Requirements. To purchase access and use of a Membership, you must be at least eighteen (18) years of age or the applicable age of majority in your jurisdiction of residence. To purchase subscriptions, products, or services, you must pay through ACH Direct Debit (bank debit), Apple Pay (Digital Wallet), or Google Pay (Digital Wallet) or provide us with a valid credit/debit card number and associated payment information, including, but not limited to, the following: (i) your name as it appears on the card, (ii) your credit/debit card number, (iii) the credit/debit card type, (iv) the date of expiration, and (v) any activation numbers or codes needed to charge your card. For each Membership, you agree to pay the price applicable (including any sales taxes and surcharges) as of the time you submit the order. For Membership subscriptions, we or a third party will automatically bill your credit card or other form of payment submitted as part of the order process for such price. For debit card information submitted to us or our third-party processor, you will be required to agree to debit authorization upon submitting your debit card for payment.

c. Subscription Term. Except in the event when accessing the Services through a free trial offer, your subscription will commence as of the date your payment for a subscription is received by Waltz. Your subscription will continue in full force for the length of the term you specifically purchased (e.g., monthly, yearly, etc.) until such time as you cancel the subscription as further explained below (the “Subscription Term”). The amount of the fees will be charged to your original payment method automatically at the beginning of your Subscription Term, and at the beginning of each renewal Subscription Term thereafter on the calendar day corresponding to the commencement of your current Subscription Term, unless you cancel your Membership or your account is suspended or terminated pursuant to these Terms. The renewal Subscription Term will be the same length as your initial Subscription Term unless otherwise disclosed to you at the time of sale. The rate for the renewal Subscription Term will be the then current subscription-rate. The fees charged to your payment method may vary from Subscription Term to Subscription Term due to changes in your subscription plan or applicable taxes, and you authorize Waltz to charge your payment method for these amounts.

d. Promotional Offerings. Please note that we do not provide price protection or refunds in the event of a price drop or promotional offering. 

e. Auto-Renewal of Membership. Your subscription to the Services and Platform will automatically renew at the end of your Subscription Term continuously and indefinitely without action by you, and the subscription fee will be charged to you at the time of renewal, until you cancel in accordance with Section 4(f) below.

f. Cancellation of Membership. You can cancel anytime on your account page under “Membership plan” or by calling (844) 629-2589. To avoid being charged a subscription fee for a subsequent Subscription Term, you must cancel no later than one (1) day prior to the expiration of your current Subscription Term. Upon cancellation, members on a monthly Membership plan will be eligible to schedule and receive Sessions until their next scheduled payment date, at which point their Membership is cancelled and no more payments will be processed. Members on the annual Membership plan will be eligible to schedule and receive Sessions until the next annual anniversary of their original payment date, at which point, their Membership will be cancelled. If you have issues cancelling your subscription, please contact us for assistance by calling us at (844) 629-2589.  Except as expressly noted in the “Refund Policy” Section below, cancellation of your Membership any time after purchase will result in forfeiture of the fees paid through the Subscription Term of your Membership. Upon cancellation, you lose access to tech support and the other rights and benefits available to members.

g. Methods of Payment, Credit/Debit Card Terms, and Taxes.  All payments must be made through Visa, Mastercard, American Express, or Discover credit cards, debit cards, Apple Pay (Digital Wallet), and Google Pay (Digital Wallet), or alternative payment forms approved by Waltz and available on the Services. We currently do not accept cash, personal, or business checks or any other payment form on the Services, although in the future we may change this policy. Your card issuer agreement governs your use of your designated card, and you must refer to that agreement and not these Terms of Use to determine your rights and liabilities as a cardholder. You represent and warrant that you will not use any credit card or other form of payment unless you have all necessary legal authorization to do so. YOU, AND NOT WALTZ, ARE RESPONSIBLE FOR PAYING ANY UNAUTHORIZED AMOUNTS BILLED TO YOUR CREDIT/DEBIT CARD BY A THIRD PARTY. You agree to pay all fees and charges incurred in connection with your purchases (including any applicable taxes) at the rates in effect when the charges were incurred. Unless you notify Waltz of any discrepancies within sixty (60) days after they first appear on your credit card statement, you agree that they will be deemed accepted by you for all purposes. If Waltz does not receive payment from your credit card issuer or its agent, you agree to pay all amounts due upon demand by Waltz or its agents. Sales taxes, or other taxes, customs, import/export charges, or similar governmental charges are not included in the price of the products. You are responsible for paying any such taxes or charges imposed on your purchases, including, but not limited to, sales, use or value-added taxes. Waltz shall automatically charge and withhold the applicable tax for orders to be delivered to addresses within any states or localities that it deems is required in accordance with our order policy in effect at the time of purchase.

h. Refund Policy.  You may cancel your Membership at any time; however, except in Waltz’s sole and absolute discretion, there are no refunds issued for early cancellation of your Membership Subscription Term unless you cancel an annual Membership within the first fourteen (14) days after it auto renews. Any other refunds offered by Waltz will be at Waltz’s sole and absolute discretion. In the event that Waltz suspends or terminates your Membership or these Terms of Use, you understand and agree that you shall receive no refund or exchange for any unused time on a Membership, any license or subscription fees for any portion of the Services, any content or data associated with your account, or for anything else.

i. Modifications to Prices or Billing Terms.  Waltz reserves the right to change our Membership prices at any time, effective upon posting notice on the Services or by email delivery to you. If you sign up for an annual Membership plan, your subscription fees will not increase prior to the expiration of your Subscription Term. When a price change occurs, we may notify current Members of the upcoming price change in advance (at least thirty (30) days before the new price takes effect). Existing Members will have the option to either accept the new pricing and continue their Membership or cancel their Membership before the new price is applied. You agree that we may change the pricing we charge you for your subscription and any products/services offered in your subscription package by providing you with notice through an electronic communication from us and you agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. You consent to our ability to change our pricing and the details of our subscription packages through an electronic communication to you. If you do not wish to accept a price or subscription package change made by us, you may cancel your subscription, otherwise you will be deemed to have consented to the price/subscription package change and authorize Waltz to charge the new fees to your payment method.  In the event of a failed payment, you will be notified and prompted to update your payment method. Services will be suspended if payment is not updated within the grace period of seven (7) days.

j. Termination of Membership.  Waltz will have the right, upon written notice to you, to terminate these Terms of Use, and suspend your access to your subscription, if: (i) you fail to pay Waltz any amount due to Waltz under these Terms of Use, and/or (ii) you materially breach any term or condition of these Terms. Waltz shall have the right to terminate these Terms of Use and suspend your access to your subscription with or without cause, upon ten (10) days’ written notice to you in which case you will no longer be charged for access to the subscription. Upon the expiration or termination of these Terms of Use for any reason, your access to, and your use of, your Membership will terminate.

k. Third-Party Service Provider. Waltz uses Stripe, Inc., and its affiliates as the third-party service provider for payment services (e.g., card acceptance, merchant settlement, and related services) (a “Third-Party Service Provider”). Waltz accepts all payment methods accepted by Stripe. By purchasing a Membership, you agree to be bound by Stripe’s privacy policy (currently accessible at https://stripe.com/privacy) and its terms of service (currently accessible at https://stripe.com/legal/ssa?) and hereby consent and authorize each of Waltz and Stripe to share any information and payment instructions you provide with one or more Third-Party Service Provider(s) to the minimum extent required to complete your transactions. 

5. User Data.

a. Ownership of User Data. You affirm, represent, and warrant that you own or have all necessary intellectual property rights (which include copyrights, trademarks, service marks, trade dress, publicity rights, database rights, patent rights, and other intellectual property rights or proprietary rights recognized by law), licenses, consents, and permissions to use and authorize Waltz to use, retain, copy, and process your data (“User Data”) in connection with the Services and as contemplated by this Agreement. “User Data” means any data or images (i) that you upload, stream, or submit to or through the Platform or (ii) generated or collected on your behalf from the Platform or third parties. You further affirm, represent, and warrant that the User Data provided to Waltz is complete and accurate, and is not fraudulent, tortious, or otherwise in violation of any applicable law or any right of any third party.

b. Waltz Rights to User Data. Although Waltz has no obligation to screen, edit, or monitor User Data, except if required by law, we may delete, remove, or suspend the use of User Data at any time and for any reason. By accessing or using the Platform, you consent to the processing, transfer, and storage of information about you in the United States.

c. License to User Data. By using the Platform, including uploading, entering, or submitting User Data, you give Waltz the following irrevocable rights (referred to individually and collectively as our “Service Data License”).

(i) To use User Data for the purposes of providing you the Services and further developing, improving, and marketing Waltz’s products and services (including the Services) (“Improvement and Marketing Purposes”). Our license to your User Data includes allowing us to use it to fix or enhance the Platform or Services, such as by copying, analyzing, and using any User Data as Waltz may deem necessary or desirable for purposes of debugging, testing, or providing support or development services in connection with the Platform or Services and future improvements to the Platform or Services.

(ii) To de-identify your User Data and use de-identified data for free in perpetuity (which means even after you stop using or you or we terminate the Services). “De-identified Data” means data from which all individual identifiers have been removed, and data that has been rendered completely anonymous as to the User.

(iii) To transfer the license:

(1) To a third party to use the De-identified Data

(2) To a third party to use User Data for Improvement and Marketing Purposes

(iv) To share and manipulate your User Data, including through distribution, preparation of derivative works, and display, including creating De-identified Data or for Improvement and Marketing Purposes.

We will exercise the foregoing rights and Service Data Licenses only in accordance with the Waltz Privacy Policy, meaning that when we use your User Data, we will do so only as set forth in our Privacy Policy.

You further irrevocably waive any “moral rights” or other rights with respect to attribution of authorship or integrity of materials regarding User Data that you may have under any applicable law under any legal theory, which means that you agree not to sue Waltz claiming that we have no right to use User Data or your De-Identified Data.

d. User Data From Payment Processors. Notwithstanding anything to the contrary, or in any payment processing agreement between you and a payment processor (including Stripe), by using the Services, including uploading, entering, or submitting User Data into the Platform, you also grant Waltz a license, as described above, to obtain, copy, and use, at Waltz’s request, without notice to you, De-identified Data received from payment processors, banks, card and ACH processors, and gateway providers.

e. User Data Restrictions. You may not post, upload, store, or share any User Data that:

(i) Is unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, suggestive, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory, or fraudulent;

(ii) Would constitute, encourage, or provide instructions for a criminal offense, violate the rights of any party, or otherwise create liability or violate any local, state, national, or international law;

(iii) May infringe, misappropriate, or otherwise violate any patent, trademark, trade secret, copyright, or other intellectual property right or other proprietary right of any party, or that is otherwise protected by intellectual property rights or other proprietary rights (including trade secret or privacy rights), unless you are the owner of such rights or have permission from the rightful owner to upload or submit the User Data and to grant Waltz the licenses granted above; or

(iv) Contains any private or personal information of a third party without such third party’s consent.

Additionally, you agree not to use the Platform or Services:

  • In any manner that could disable, overburden, damage, or impair the Platform or Services or interfere with any other party’s use of the Platform or Services.

  • Use any robot, spider, or other automatic device, process, or means to access the Site for any purpose, including monitoring or copying any of the content or other material on the Platform.

  • Use any manual process to monitor or copy any of the content or material on the Platform, or for any other purpose not expressly authorized in these Terms of Use, without our prior written consent.

  • Use any device, software, or routine that interferes with the proper working of the Platform.

  • Engage in phishing, harvesting or spamming, or introduce or circulate any viruses, spyware, Trojan horses, worms, logic bombs, Easter eggs, keystroke loggers, time bombs, or other material that is malicious or technologically harmful.

  • Attempt to gain unauthorized access to, interfere with, damage, or disrupt any part of the Platform, the server on which the Platform is stored, or any server, computer, or database connected to the Platform.

  • Attack the Platform via a denial-of-service attack or a distributed denial-of-service attack.

  • Otherwise attempt to interfere with the proper working of the Platform.

6. Modification and Termination.

You agree that we, in our sole discretion, may immediately suspend or terminate your access to the Platform or any part of the Services at any time, for any reason, in our sole discretion. We also reserve the right, at any time, to modify the Services or to modify, suspend, or discontinue the Platform, or any part thereof, with or without notice. You agree that we will not be liable to you or to any third party for any modification of the Services or modification, suspension, or discontinuance of your access to the Platform.

7. Use of Services and Ownership.

a. Consent to Electronic Communications and Telephone Calls. When you provide us with your email and/or phone number or communicate with us electronically via email, text message, or message via the Platform (“Electronic Messaging”), you consent to receive communications from us electronically through the number(s) or email address(es) you provide, regarding, and without limitation, appointment scheduling and reminders, actions to take in advance of appointments, appointment follow-ups, billing, offers and promotions, and educational materials and opportunities. Therefore, you agree to promptly notify us if you change your contact information, by updating this information in your account settings. Message and data rates may apply. Consent is not a condition of any purchase or receipt of services. You may opt out of automated calls or texts at any time by calling 646-461-4144 or by texting STOP to 646-461-4144. Even if you opt out of electronic communications, we may need to continue to send you certain communications electronically regarding the Services, such as copies of your receipts or appointment reminders. You will not be able to opt out of those communications.

You may opt out of marketing-related electronic communications through your account or by following the unsubscribe instructions in any communication you receive from us. Your withdrawal of consent will be effective within a reasonable time after we receive your withdrawal notice as described above. Your withdrawal of consent will not affect the legal validity or enforceability of these Terms of Use provided to and accepted by you. If you withdraw your consent to receive communications electronically, certain Services may become unavailable to you.

You understand that the use of Electronic Messaging has a number of risks, including the following:

  • Electronic Messaging can be circulated, forwarded, broadcast to unintended recipients, and stored electronically and on paper.

  • Senders can easily misaddress Electronic Messaging and send the information to an undesired recipient.

  • Backup copies of Electronic Messaging may exist even after deletion.

  • Electronic Messaging may not be secure and can possibly be intercepted, altered, forwarded, or used without authorization or detection.

  • Electronic Messaging service providers may charge for calls or messages received.

  • Employers and online service providers may have a right to inspect Electronic Messaging sent through their company systems.

Understanding these risks, you consent to the use of Electronic Messaging and agree that Waltz is not liable for breaches of confidentiality caused by you or any third party related to sending or receiving Electronic Messaging.

You acknowledge that telephone calls to or from Waltz, as well as Sessions, may be monitored and recorded, and you agree to such monitoring and recording.

b. Release. You also release Waltz from any and all claims, causes of action, lawsuits, injuries, damages, losses, liabilities, or other harms resulting from or relating to the calls, text messages, emails, or other messages, including, without limitation, any claims, causes of action, or lawsuits based on any asserted violations of the law (including, without limitation, the Telephone Consumer Protection Act, the Truth in Caller ID Act, the CAN-SPAM Act, the Fair Debt Collection Practices Act, the Fair Credit Reporting Act, HIPAA, any similar state and local acts or statutes, and any federal or state tort or consumer protection laws).

c. Our Content and Platform. You understand and acknowledge that the content, information, products, documentation, and other materials on the Platform (including the website and any software, interfaces, or designs thereof) and any trademark, copyright, and other intellectual property rights are, without limitation, (i) subject to other intellectual property and proprietary rights and laws, including copyright and trademark, and (ii) owned by us. The Platform may not be copied, modified, reproduced, republished, posted, transmitted, sold, offered for sale, or redistributed in any way without our prior written permission and the prior written permission of our applicable licensors. You must abide by all copyright notices, information, and restrictions contained in or attached to the Platform. Nothing in these Terms of Use grants you any right to receive delivery of a copy of the Platform or to obtain access to the Platform except as generally and ordinarily permitted through the Platform, according to these Terms of Use. Furthermore, nothing in these Terms of Use will be deemed to grant, by implication, estoppel, or otherwise, a right to use our trademarks.

d. Feedback. You agree that submission of any ideas, suggestions, documents, and/or proposals to Waltz regarding the Platform or Services is intended for our use and that Waltz may use, adapt, and derive commercial benefit from any such input without restriction and without any obligations to you, even after you cease use of the Services or Platform.

e. Restrictions. The rights granted to you in these Terms of Use are subject to the following restrictions: (i) you shall not license, sell, rent, lease, transfer, assign, reproduce, distribute, host, or otherwise commercially exploit the Platform or any portion thereof; (ii) you shall not frame or utilize framing techniques to enclose any trademark or logo of Waltz or Platform (including images, text, page layout, or form); (iii) you shall not use any metatags or other “hidden text” using the Waltz name or trademarks; (iv) you shall not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse-compile, or reverse-engineer any part of the Platform, except to the extent the foregoing restrictions are expressly prohibited by applicable law, or otherwise gain unauthorized access to any part of the Platform by hacking, password “mining,” or any other unauthorized means; (v) you shall not access the Platform in order to build a similar or competitive application or service; and (vi) you shall not use the Platform unless you are at least 18 years of age or the age of majority in the applicable jurisdiction and can form legally binding contracts under applicable law.

8. Indemnification.

You agree, to the fullest extent permitted by applicable law, to indemnify, defend, and hold harmless Waltz and its subsidiaries and affiliates, and as to each, any of their officers, directors, employees, contractors, agents, licensors, third-party service providers, subcontractors, suppliers, and investors, from and against any and all losses, liabilities, expenses, damages, and costs, including reasonable attorney fees and court costs, arising out of or relating to your access to or use of the Platform and the Services or receipt of any Session.

9. Disclaimer of Warranties.

a. AS IS. YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF THE PLATFORM AND SERVICES IS AT YOUR SOLE RISK, AND THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS. WALTZ EXPRESSLY DISCLAIMS ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT, ARISING FROM USE OF THE PLATFORM. WALTZ MAKES NO WARRANTY, REPRESENTATION, OR CONDITION THAT (1) SERVICES WILL MEET YOUR REQUIREMENTS; (2) YOUR USE OF SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; OR (3) THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE.

b. ANY CONTENT DOWNLOADED FROM OR OTHERWISE ACCESSED THROUGH THE PLATFORM IS ACCESSED AT YOUR OWN RISK, AND YOU SHALL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY, INCLUDING, BUT NOT LIMITED TO, YOUR COMPUTER SYSTEM AND ANY DEVICE YOU USE TO ACCESS THE SERVICES, OR ANY OTHER LOSS THAT RESULTS FROM ACCESSING SUCH CONTENT.

c. THE SERVICES MAY BE SUBJECT TO DELAYS, CANCELLATIONS, AND OTHER DISRUPTIONS. WALTZ MAKES NO WARRANTY, REPRESENTATION, OR CONDITION WITH RESPECT TO THE SERVICES OR ANY SESSION, INCLUDING, BUT NOT LIMITED TO, THE QUALITY, EFFECTIVENESS, REPUTATION, AND OTHER CHARACTERISTICS OF THE SERVICES OR ANY SESSION.

d. YOU ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE SERVICES IS FOR INFORMATIONAL PURPOSES ONLY. NEITHER WALTZ NOR ANY THIRD PARTIES THAT SUPPORT THE SERVICES OR PROVIDE YOU WITH A LINK TO THE SERVICES SHALL BE LIABLE FOR ANY PROFESSIONAL ADVICE YOU OBTAIN FROM A TECH HELPER VIA THE SERVICES.

e. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM WALTZ OR THROUGH THE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.

10. Limitation of Liability.

a. DISCLAIMER OF CERTAIN DAMAGES. TO THE FULLEST EXTENT PERMISSIBLE UNDER LAW, YOU UNDERSTAND AND AGREE THAT IN NO EVENT SHALL WALTZ BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE SERVICES, INCLUDING LOST PROFITS, WHETHER OR NOT WALTZ HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR ARISING OUT OF OR IN CONNECTION WITH THE SERVICES ON ANY THEORY OF LIABILITY, WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR ANY OTHER LEGAL THEORY.

b. CAP ON LIABILITY. TO THE FULLEST EXTENT PERMISSIBLE UNDER LAW, UNDER NO CIRCUMSTANCES WILL WALTZ BE LIABLE TO A CLIENT FOR MORE THAN (A) THE AMOUNTS PAID BY YOU TO USE THE SERVICE THAT GIVES RISE TO THE UNDERLYING CLAIM OR (B) FIFTY DOLLARS ($50), WHICHEVER IS GREATER.

c. BASIS OF THE BARGAIN. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN YOU AND WALTZ.

11. Dispute Resolution.

Please read the following arbitration agreement in this section (“Arbitration Agreement”) carefully. It requires you to arbitrate disputes with Waltz and limits the manner in which you can seek relief from us.

a. Definition. For purposes of this section, “Dispute” shall mean any dispute, claim, or controversy arising out of or relating to these Terms of Use (such as with respect to their validity or enforceability); the Services; your (or anybody else’s) access to and/or use of the Services; and/or the provision of content, products, Services, and/or technology on or through the Platform. Disputes concerning patents, copyrights, moral rights, trademarks, and trade secrets, as well as claims of piracy or unauthorized use of the Platform, shall not be subject to arbitration.

b. Applicability of Arbitration Agreement. Except if doing so is prohibited by law, you agree that any Dispute will be resolved by binding arbitration rather than in court, except that (1) you may assert claims in small claims court if your claims qualify, so long as the matter remains in such court and advances only on an individual (nonclass, nonrepresentative) basis, and (2) you or Waltz may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). This Arbitration Agreement shall apply, without limitation, to all claims that arose or were asserted before the effective date of these Terms of Use (or any prior version of these Terms of Use).

BY AGREEING TO ARBITRATION WITH WALTZ, YOU ARE AGREEING IN ADVANCE THAT YOU WILL NOT PARTICIPATE IN OR SEEK TO RECOVER MONETARY OR OTHER RELIEF IN ANY LAWSUIT FILED AGAINST WALTZ ALLEGING CLASS, COLLECTIVE, AND/OR REPRESENTATIVE CLAIMS ON YOUR BEHALF. INSTEAD, BY AGREEING TO ARBITRATION, YOU MAY BRING YOUR CLAIMS AGAINST WALTZ IN AN INDIVIDUAL ARBITRATION PROCEEDING. IF SUCCESSFUL ON SUCH CLAIMS, YOU COULD BE AWARDED MONEY OR OTHER RELIEF BY AN ARBITRATOR. YOU ACKNOWLEDGE THAT YOU HAVE BEEN ADVISED THAT YOU MAY CONSULT WITH AN ATTORNEY IN DECIDING WHETHER TO ACCEPT THESE TERMS OF USE, INCLUDING THIS ARBITRATION AGREEMENT.

c. Arbitration Rules. The arbitration shall be conducted in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer-Related Disputes (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”), as modified by these Terms of Use and administered by the AAA. The AAA Rules and fee information are available at www.adr.org or by calling the AAA at 1 (800) 778-7879. Payment of all filing, administration, and arbitration fees will be governed by the AAA Rules. The decision from the arbitration will be in writing and binding and conclusive on Waltz and you, and judgment to enforce the decision may be entered by any court of competent jurisdiction. Waltz and you agree that dispositive motions, including, without limitation, motions to dismiss and motions for summary judgment, will be allowed in the arbitration. The arbitrator(s) must follow these Terms of Use and can award the same damages and relief as a court, including injunctive or other equitable relief and attorney fees. Waltz and you understand that absent this mandatory arbitration provision, Waltz and you would have the right to sue in court and have a jury trial. Waltz and you further understand that in some instances, the costs of arbitration could exceed the costs of litigation and that the right to discovery may be more limited in arbitration than in court.

d. Arbitration Forum. You or Waltz may choose to pursue a claim in small claims court where jurisdiction and venue over you and Waltz otherwise qualify for such small claims court and where the claim does not include a request for any type of equitable relief. However, if you decide to pursue a claim in small claims court, you still agree to provide Waltz 30 days’ advance notice by email to ilaina.edison@waltz.team and by U.S. mail to E2Technology, LLC, 1165 Park Ave Suite 2 C, New York, NY 10128.

e. Authority of Arbitrator. The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to (i) determine the scope and enforceability of this Arbitration Agreement and (ii) resolve any Dispute related to the interpretation, applicability, enforceability, or formation of this Arbitration Agreement, including, but not limited to, any claim that all or any part of this Arbitration Agreement is void or voidable. The arbitration will decide the rights and liabilities, if any, of you and Waltz. The arbitration proceeding will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim. The arbitrator shall have the authority to award monetary damages and to grant any nonmonetary remedy or relief available to an individual under applicable law, the arbitral forum’s rules, and these Terms of Use (including this Arbitration Agreement). The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and us.

f. Thirty-Day Opt-Out. You have the right to opt out of and not be bound by the provisions requiring arbitration by sending written notice of your decision to opt out to Waltz by email to debra.ellenoff@waltz.team and by U.S. mail to E2Technology, LLC, 1165 Park Ave Suite 2 C, New York, NY 10128. The notice must be sent within 30 days of your first use of any of the Services. If you do not opt out via this method, you will be bound to arbitrate Disputes in accordance with the terms of these paragraphs. If you opt out of the provisions requiring arbitration, Waltz will not be bound by these provisions either. If any clause within this section is found to be illegal or unenforceable, that specific clause will be severed from this section, and the remainder of its provisions will be given full force and effect.

g. Waiver of Jury Trial. YOU AND WALTZ HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and Waltz are instead electing that all claims and Disputes shall be resolved by arbitration under this Arbitration Agreement, except as specified otherwise in this section. An arbitrator can award on an individual basis the same damages and relief as a court and must follow these Terms of Use as a court would. However, there is no judge or jury in arbitration, and court review of an arbitration award is very limited.

h. Severability. If any court or arbitrator determines that the class/consolidated/representative action waiver set forth in this section is void or unenforceable for any reason or that arbitration can proceed on a class, consolidated, or representative basis, then the Disputes, claims, or controversies will not be subject to arbitration and must be litigated in a federal court located in New York County, New York. If any clause within this Dispute Resolution section is found to be illegal or unenforceable, that specific clause will be severed from this section, and the remainder of its provisions will be given full force and effect.

i. Waiver of Class Action. This Waiver of Class Action subsection will also apply to any claims asserted by you against any present or future parent, subsidiary, or affiliated company of Waltz, or any employee, officer, director, or investor of Waltz, and to any claims asserted by any of them against you, to the extent that any such claims are a Dispute.

j. Survival. This Arbitration Agreement will survive the termination of your relationship with Waltz.

k. Modification. Notwithstanding any provision in these Terms of Use to the contrary, Waltz agrees that if we make any future material change to this Arbitration Agreement, we will provide advance written notice.

12. General Provision.

a. Laws. You are responsible for compliance with all applicable laws.

b. Choice of Laws. These Terms of Use and the relationship between you and us will be governed by the laws of the State of New York, without giving effect to any choice-of-law principles that would require the application of the laws of a different country or state. Any legal action, suit, or proceeding arising out of or relating to these Terms of Use or your use of the Services that is not subject to arbitration must be instituted exclusively in the federal or state courts located in the State of New York and in no other jurisdiction. You further consent to exclusive personal jurisdiction and venue in, and agree to service of process issued or authorized by, any such court.

c. Nonassignability. These Terms of Use are personal to you, and you may not transfer, assign, or delegate your rights and/or duties under these Terms of Use to anyone else, and any attempted assignment or delegation is void. We may assign our rights and/or duties under these Terms of Use. You acknowledge that we have the right hereunder to seek an injunction, if necessary, to stop or prevent a breach of your obligations hereunder.

d. Miscellaneous.

(i) Headings. The paragraph headings in these Terms of Use, shown in boldface type, are included only to help make these Terms of Use easier to read and have no binding effect.

(ii) Waiver. Any delay or failure by us to exercise or enforce any right or provision of these Terms of Use will not constitute a waiver of such right or provision. No waiver by us will have effect unless such waiver is set forth in writing and signed by us, nor will any such waiver of any breach or default constitute a waiver of any subsequent breach or default.

(iii) Severability. If, for any reason, a court of competent jurisdiction finds any provision of these Terms of Use to be unenforceable, that provision will be enforced to the maximum extent permissible so as to effect the intent of the parties, and the remainder of these Terms of Use will continue in full force and effect.

(iv) Entire Agreement. These Terms of Use, along with the agreements referenced in these Terms of Use, constitute the entire agreement between you and us with regard to the matters described above and supersede all prior or contemporaneous communications and proposals (whether oral, written, or electronic) between you and Waltz with respect to the Services. A printed version of these Terms of Use and of any notice given in electronic form will be admissible in judicial or administrative proceedings relating to these Terms of Use to the same extent and subject to the same conditions as other business documents originally generated and maintained in printed form. For purposes of any Dispute, Waltz’s records shall be conclusive in all respects.

e. Force Majeure. We will not be deemed to be in breach of these Terms of Use or liable for any breach of these Terms of Use or of the Privacy Policy due to any event or occurrence beyond our reasonable control, including, without limitation, acts of God, pandemics, epidemics, terrorism, war, invasion, failures of any public networks, electrical shortages, earthquakes or floods, civil disorder, strikes, fire, or other disaster.

f. Third Parties. Unless expressly stated in these Terms of Use to the contrary, nothing herein is intended to confer any rights or remedies on any persons other than you, Waltz, and its affiliates. Nothing in these Terms of Use is intended to relieve or discharge the obligation or liability of any third parties to you, Waltz, and its affiliates, nor shall any provision give any third parties any right of subrogation or action against you, Waltz, and its affiliates.

Contact Information

If you have any questions or comments regarding our Terms of Use, you can contact us at debra.ellenoff@waltz.team.

By mail: E2Technology, LLC, 1165 Park Ave Suite 2 C, New York, NY 10128.

What if I Have Questions?

Please don’t hesitate to contact us at (844) 629-2589.

***