Effective date: July 6, 2026

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These Terms of Use (the “Terms”) govern your access to and use of the online tools and related content that Waves Consulting LLP (“Waves,” “we,” “us,” or “our”) makes available (each, a “Tool,” and together, the “Tools”). By accessing or using a Tool, you agree to these Terms. If you do not agree, you shall not use the Tools.

1. The Tools and their intended use.
The Tools are browser-based aids that help you model and estimate outcomes from inputs you provide. They are intended for general planning and informational purposes by professionals in a business setting. The Tools are not a substitute for professional judgment, and nothing they produce is professional, financial, accounting, legal, or clinical advice. Your access to or use of the Tools does not create any professional-client, advisory, fiduciary, or other special relationship between you and Waves, and Waves does not provide any such services through the Tools. Any output is illustrative only and is provided for your internal evaluation.

2. No reliance; do your own due diligence.
All outputs are estimates generated from the information you enter and from general assumptions. Results may be inaccurate, incomplete, or unsuitable for your situation. You are solely responsible for independently reviewing, validating, and verifying any output before relying on it or making any decision. You should consult your own qualified advisors as appropriate. Your access to and use of the Tools, and any reliance on any output, is entirely at your own risk, and you assume full responsibility for any decision you make or action you take based on the Tools or their output.

3. Not for protected health information.
The Tools are not designed or authorized to collect, process, or store protected health information (PHI) (as defined in the Health Insurance Portability and Accountability Act of 1996) or other sensitive personal data. Do not enter PHI or information that identifies any individual into the Tools. You are solely responsible for, and assume all liability arising from, any PHI, personal data, or other prohibited information you enter into the Tools in violation of these Terms, and you agree to indemnify Waves for any resulting claims as provided in Section 6.

4. Disclaimer of warranties.
To the fullest extent permitted by law, the Tools and all content are provided “as is” and “as available,” with all faults and without warranties, representations, or conditions of any kind, whether express, implied, or statutory, including any implied warranties or conditions of merchantability, fitness for a particular purpose, accuracy, title, quiet enjoyment, and non-infringement, and any warranties arising from course of dealing, usage, or trade practice. Waves does not warrant or represent that the Tools or any output will be accurate, complete, current, reliable, uninterrupted, timely, error-free, or secure; that defects will be corrected; that the Tools or the servers or networks that make them available are free of viruses or other harmful components; or that the Tools will meet your requirements or expectations. The entire risk arising out of your access to and use of the Tools and any output remains solely with you. No advice or information, whether oral or written, obtained from Waves or through the Tools creates any warranty not expressly stated in these Terms. Some jurisdictions do not allow the exclusion of certain warranties, so some of the foregoing exclusions may not apply to you; in that event, such warranties are limited to the minimum scope and duration permitted by applicable law.

5. Limitation of liability.
To the fullest extent permitted by law, in no event shall Waves or its members, managers, partners, officers, employees, agents, contractors, affiliates, licensors, or service providers (the "Waves Parties") be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenue, goodwill, data, business, or anticipated savings, or for any business interruption, arising out of or relating to your access to or use of, or inability to access or use, the Tools or their output, whether based in contract, tort (including negligence), strict liability, statute, or any other theory, and whether or not the Waves Parties have been advised of the possibility of such damages and even if a remedy fails of its essential purpose. To the fullest extent permitted by law, the total aggregate liability of the Waves Parties for all claims arising out of or relating to the Tools will not exceed the greater of: (a) the total amounts you paid to Waves for the Tools in the twelve (12) months preceding the event giving rise to the claim, or (b) one hundred U.S. dollars (US$100). The foregoing limitations apply regardless of the form or number of claims. Nothing in these Terms excludes or limits liability that cannot be excluded or limited under applicable law; if any limitation in this Section is held unenforceable, the liability of the Waves Parties will be limited to the maximum extent permitted by applicable law. Some jurisdictions do not allow certain limitations or exclusions, so some of the above may not apply to you.

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6. Indemnification.

You agree to defend, indemnify, and hold harmless the Waves Parties from and against any and all claims, demands, actions, liabilities, damages, judgments, awards, losses, costs, and expenses (including reasonable attorneys’ fees and costs) arising out of or relating to: (a) your access to or use of the Tools or any output; (b) the information or data you input into the Tools; (c) your violation of these Terms or any applicable law or regulation; or (d) your violation of any right of any third party. Waves may, at its option and your expense, assume the exclusive defense and control of any matter subject to indemnification by you, in which case you agree to cooperate fully with Waves’ defense. You will not settle any such matter without Waves’ prior written consent. This indemnity is in addition to, and not in lieu of, any other remedies available to the Waves Parties.

7. Intellectual property.
The Tools, and all intellectual property and proprietary rights in and to the Tools, including their design, text, graphics, logos, output formats, and underlying software, are owned by and will remain the exclusive property of Waves and its licensors, and are protected by United States and international intellectual property laws. Subject to your continued compliance with these Terms, Waves grants you a limited, personal, revocable, non-exclusive, non-transferable, non-sublicensable license to access and use the Tools solely for your own internal business purposes. No other rights are granted, whether by implication, estoppel, or otherwise, and Waves reserves all rights not expressly granted. You may not, directly or indirectly, copy, modify, adapt, translate, create derivative works of, distribute, publicly display, sell, rent, lease, sublicense, reverse engineer, decompile, disassemble, or otherwise attempt to discover or extract the source code, structure, or algorithms of the Tools; remove or alter any proprietary notices; or use the Tools or any output to build or train a competing product or service, except to the limited extent this restriction is prohibited by applicable law.

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8. Acceptable use.
You agree not to use the Tools to violate any law or the rights of others, to infringe any intellectual property or other right, to introduce malware, to interfere with or disrupt the Tools, to circumvent or test the vulnerability of any system or network, to access the Tools through automated means (such as scraping, bots, or data mining), to impose an unreasonable load on the Tools, or to attempt unauthorized access to any system. You are responsible for the information you input and for your use of any output. Waves may monitor, investigate, and take any action it deems appropriate regarding any actual or suspected violation, and may suspend or terminate your access at any time, in each case without notice and without any liability to you.

9. Intellectual property claims.
If you believe content available through the Tools infringes your copyright or other rights, contact us at limitless@wavesconsult.com with enough detail to identify the material and your claim.

10. Third-party links.
The Tools may link to third-party sites or resources that we do not control. We are not responsible or liable for their content, products, practices, or availability, and links do not imply endorsement. Your access to and use of any third-party sites or resources is at your own risk and subject to the terms and policies of those third parties.

11. Changes to the Tools and these Terms.
We may modify, suspend, or discontinue the Tools, or any part of them, at any time without notice or liability. We may also revise these Terms at any time in our sole absolute discretion. Revised Terms take effect when posted and apply prospectively to your access to and use of the Tools after that time; they will not retroactively change the rights or obligations of the parties with respect to disputes for which a party had notice before the revision. Your continued access to or use of the Tools after revised Terms are posted constitutes your acceptance of them, and we may also require you to affirmatively accept material changes before continuing to use the Tools. If you do not agree to the revised Terms, you shall stop using the Tools.

12. Termination.
We may suspend, restrict, or terminate your access to the Tools at any time, with or without cause and with or without notice, in our sole discretion and without any reason or liability to you. You may stop using the Tools at any time. Upon any termination, the license granted to you ends immediately, and the provisions of these Terms that by their nature should survive—including the disclaimer of warranties, limitation of liability, indemnification, intellectual property, dispute resolution, limitation period, governing law and venue, and general provisions—will survive termination.

13. Dispute resolution; binding arbitration; class action and jury-trial waiver.
At Waves’s election, any dispute, claim, or controversy arising out of or relating to the Tools or these Terms, including their existence, breach, interpretation, validity, or termination, will be resolved by final and binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules then in effect, before a single arbitrator, seated in Wilmington, Delaware. The Federal Arbitration Act governs the interpretation and enforcement of this Section. To the fullest extent permitted by law, you and Waves agree that each may bring claims against the other only in your or its individual capacity, and not as a plaintiff or class member in any purported class, collective, consolidated, or representative proceeding, and the arbitrator may not consolidate more than one person’s claims or preside over any class or representative proceeding. TO THE FULLEST EXTENT PERMITTED BY LAW, YOU AND WAVES EACH WAIVE ANY RIGHT TO A TRIAL BY JURY AND ANY RIGHT TO PARTICIPATE IN A CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION. Notwithstanding the foregoing, Waves may seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property or confidential information, and either party may bring an individual claim in small-claims court. This Section applies prospectively and does not apply to any dispute for which a party had notice before these arbitration terms took effect.

14. Time to bring claims.
To the fullest extent permitted by law, any claim or cause of action arising out of or relating to the Tools or these Terms must be commenced within one (1) year after the claim or cause of action accrues; otherwise, it is permanently barred.

15. Governing law; venue.
These Terms, and any dispute arising out of or relating to them or the Tools, are governed by the laws of the State of Delaware, without regard to its conflict-of-laws rules. Subject to Section 14, you agree that any claim or dispute not subject to arbitration will be brought exclusively in the state or federal courts located in New Castle County, Delaware, and you irrevocably consent to the personal jurisdiction of those courts and waive any objection based on improper venue or forum non conveniens.

16. General provisions.
These Terms constitute the entire agreement between you and Waves regarding the Tools and supersede all prior or contemporaneous understandings on that subject. If any provision of these Terms is held invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the remaining provisions will remain in full force and effect. Waves’s failure to enforce any right or provision will not be a waiver of that right or provision, and no waiver is effective unless in writing and signed by Waves. You may not assign or transfer these Terms or any rights or obligations under them, by operation of law or otherwise, without Waves’s prior written consent; Waves may freely assign or transfer these Terms, in whole or in part, without restriction or notice. These Terms do not create any third-party beneficiary rights. Waves will not be liable for any delay or failure to perform resulting from causes beyond its reasonable control. The section headings are for convenience only and do not affect interpretation. These Terms will bind and inure to the benefit of the parties and their permitted successors and assigns.

17. Contact.
Questions about these Terms: limitless@wavesconsulting.com, Waves Consulting LLP, 1435 E Venice Ave, STE 104 PMB 270, Venice, FL 34292.

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