Terms of Service

Updated January 31, 2022

Welcome! It’s so good to have you here at Wave. Dealing with your feelings isn’t easy, but together we’re committed to making the process better, less boring, and more personal. No one likes to be bogged down with long and boring contract terms. To this end, we strived to make these terms of service fair, reasonable, and easy to understand.

Wave Life, Inc. (collectively, “we,” “us,” “our,” or “Wave Life”) are pleased to offer you a platform for communicating electronically about your well-being. These Terms of Service (these “Terms”) along with all Supplemental Terms (defined below) that may be presented to you for your review and acceptance (collectively with these Terms, the “Agreement”) govern your access to, and use, of the services available through our platform, including our website (the “Website”), our mobile application(s) (“Apps”), and all services, content, information and materials provided or made available by us in connection with any of the foregoing (all of the foregoing, collectively the “Services”).

Certain features of the Services may be subject to additional terms and conditions (“Supplemental Terms”). We may present Supplemental Terms to you when you activate or use a feature to which the Supplemental Terms apply (either in the form of disclaimers or notices, or a separate document), and your use of any feature constitutes your acceptance of those Supplemental Terms before using such feature. Unless otherwise stated in the Supplemental Terms, all Supplemental Terms are incorporated into the Agreement. If you do not agree with the Supplemental Terms, you may not access or use the feature to which they relate. If any Supplemental Terms are inconsistent with any provision of these Terms, the Supplemental Terms will govern only for the feature(s) to which those Supplemental Terms apply.

PLEASE READ THESE TERMS CAREFULLY. BY CLICKING ON THE “I ACCEPT” BUTTON, COMPLETING THE REGISTRATION PROCESS, OR ACCESSING OR USING ANY OF THE SERVICES, YOU REPRESENT THAT (1) YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THESE TERMS, AND (2) YOU ARE OF LEGAL AGE TO FORM A BINDING CONTRACT WITH WAVE LIFE. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, YOU MAY NOT ACCESS OR USE ANY OF THE SERVICES.

PLEASE BE AWARE THAT SECTION 14 (DISPUTE RESOLUTION) OF THIS AGREEMENT, BELOW, CONTAINS PROVISIONS GOVERNING HOW DISPUTES THAT YOU AND WE HAVE AGAINST EACH OTHER ARE RESOLVED, INCLUDING, WITHOUT LIMITATION, ANY DISPUTES THAT AROSE OR WERE ASSERTED PRIOR TO THE EFFECTIVE DATE OF THIS AGREEMENT. IN PARTICULAR, IT CONTAINS AN ARBITRATION AGREEMENT WHICH WILL, WITH LIMITED EXCEPTIONS, REQUIRE DISPUTES BETWEEN US TO BE SUBMITTED TO BINDING AND FINAL ARBITRATION. UNLESS YOU OPT OUT OF THE ARBITRATION AGREEMENT: (1) YOU WILL ONLY BE PERMITTED TO PURSUE DISPUTES OR CLAIMS AND SEEK RELIEF AGAINST US ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING; AND (2) YOU ARE WAIVING YOUR RIGHT TO PURSUE DISPUTES OR CLAIMS AND SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL.

PLEASE BE AWARE THAT SECTION 2.4 (WAVE LIFE COMMUNICATIONS) OF THIS AGREEMENT, BELOW, CONTAINS YOUR OPT-IN CONSENT TO RECEIVE COMMUNICATIONS FROM US, INCLUDING VIA E-MAIL, TEXT MESSAGE, CALLS AND PUSH NOTIFICATION.

1. Changes to the Agreement.

FOR VARIOUS REASONS, WE MAY NEED TO CHANGE THIS AGREEMENT FROM TIME TO TIME FOR ALL OF OUR USERS. ALL UPDATES TO THE AGREEMENT WILL BE MADE ON OUR WEBSITE, AND YOU MAY BE REQUIRED TO AGREE TO THESE UPDATES TO CONTINUE USING THE SERVICES.

Please note that the Agreement is subject to change by Wave Life in its sole discretion at any time. When changes are made, Wave Life will make a new copy of the updated Agreement available at the Website and update the “Last Updated” date at the top of these Terms. If we make any material changes to the Agreement, we will provide notice of such material changes on the Website, and if you have registered with us to create an Account (as defined in Section 3.1 (Registered Users) below) we will also attempt to notify you of such material changes by sending an e-mail to you to the e-mail address you provided to us in your Account. Any changes to the Agreement will be effective immediately for new users of the Services and will be effective for existing registered users upon the earlier of (a) thirty (30) days after the “Last Updated” date at the top of these Terms, or (b) your consent to and acceptance of the Updated Agreement if we provide a mechanism for your immediate acceptance in a specified manner (such as a click-through acceptance), which we may require before further use of the Services is permitted. If you do not agree to the updated Agreement, you must stop using all Services and terminate your Account with us upon the effective date of the updated Agreement. Otherwise, your continued use of the Services after the effective date of the updated Agreement constitutes your acceptance of the updated Agreement. PLEASE REGULARLY CHECK THE WEBSITE TO VIEW THE THEN-CURRENT AGREEMENT. YOU AGREE THAT OUR CONTINUED PROVISION OF THE SERVICES IS ADEQUATE CONSIDERATION FOR THE CHANGES IN THE UPDATED AGREEMENT.

2. Use of the Services.

THE SERVICES ARE THE PROPERTY OF WAVE LIFE AND WE GRANT YOU A LICENSE TO USE THE SERVICES IN ACCORDANCE WITH THIS AGREEMENT. WAVE LIFE MAY UPDATE THE SERVICES FROM TIME TO TIME. THIS AGREEMENT CONTAINS RESTRICTIONS REGARDING HOW YOU MAY USE THE SERVICES. YOU AGREE TO RECEIVE COMMUNICATIONS FROM US ELECTRONICALLY. IF YOU ARE USING THE BETA VERSION OF ANY SERVICES, THAT VERSION IS UNDER ONGOING DEVELOPMENT, IT MAY CONTAIN BUGS OR INACCURACIES, AND WE DON’T MAKE ANY PROMISES OR ACCEPT ANY LIABILITY FOR THE BETA VERSION.

2.1 Limited License. The Services, including the information and content available on them, are protected by applicable intellectual property laws. Subject to the terms of the Agreement, Wave Life grants you a limited license to use and access the Services solely for the purpose of using the Services for your own personal use and in no circumstances for any commercial purpose. Wave Life, its suppliers and service providers reserve all rights not granted in the Agreement.

2.2 Updates. You understand that the Services are constantly evolving. You acknowledge and agree that Wave Life may update the Services with or without notifying you. Any future release, update or other addition to the Services shall be subject to the Agreement. You may need to update third-party software from time to time in order to use the Platform.

2.3 Certain Restrictions. The rights granted to you in the Agreement are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise commercially exploit the Services or any portion of it; (b) you shall not frame or utilize framing techniques to enclose any trademark, logo, or other properties owned or licensed by Wave Life (including images, text, page layout or form); (c) you shall not use any metatags or other “hidden text” using Wave Life’s name or trademarks; (d) you shall not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of the Services except to the extent the foregoing restrictions are expressly prohibited by applicable law; (e) you shall not use any manual or automated software, devices or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools or the like) to “scrape” or download data from any web pages contained in the Services (except that we grant the operators of public search engines revocable permission to use spiders to copy materials from the Website for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials); (f) except as expressly stated herein, no part of the Services or any information contained therein may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means; and (h) you shall not remove or destroy any copyright notices or other proprietary markings contained on or in the Services. Wave Life may terminate the licenses granted hereunder and the Agreement immediately if you breach any part of this Section or commit any other unauthorized use of the Services.

2.4 Wave Life Communications. By entering into the Agreement, you agree to receive communications from us, including via e-mail, text message, calls, and push notifications. You agree that texts, calls or prerecorded messages may be generated by automatic telephone dialing systems. Communications from us and our affiliated companies may include but are not limited to: operational communications concerning your Account or the use of the Services, updates concerning new and existing features on the Services, communications concerning promotions run by us or our third-party partners, and news concerning Wave Life and industry developments. Standard text messaging charges applied by your cell phone carrier will apply to text messages that we send. IF YOU WISH TO OPT OUT OF PROMOTIONAL EMAILS, YOU CAN UNSUBSCRIBE FROM OUR PROMOTIONAL EMAIL LIST BY FOLLOWING THE UNSUBSCRIBE OPTIONS IN THE PROMOTIONAL EMAIL ITSELF. IF YOU WISH TO OPT OUT OF PROMOTIONAL CALLS OR TEXTS, YOU MAY RESPOND WITH THE TEXT “STOP” (OR SIMILAR APPLICABLE LANGUAGE) FROM THE MOBILE DEVICE RECEIVING THE MESSAGES. YOU ACKNOWLEDGE THAT YOU ARE NOT REQUIRED TO CONSENT TO RECEIVE PROMOTIONAL TEXTS OR CALLS AS A CONDITION OF USING THE SERVICES.

2.5 Electronic Communications. The communications between you and Wave Life, and you and providers of Third-Party Services (defined below), may take place via electronic means, whether you visit the Services or send Wave Life e-mails, whether Wave Life posts notices on the Services or communicates with you via e-mail, or whether you or Wave Life send or receive communications from Third-Party Service providers. For contractual purposes, you (a) consent to receive communications from Wave Life and Third-Party Service Providers in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Wave Life or Third-Party Service providers provide to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing. The foregoing does not affect your statutory rights, including but not limited to the Electronic Signatures in Global and National Commerce Act at 15 U.S.C. §7001 et seq.

2.6 Prerelease or Beta Version. We may designate the Services, or a feature of the Services, as a prerelease or beta version (“Beta Version”). A Beta Version does not represent the final product and may contain bugs that may cause system or other failure and data loss. We may choose not to release a commercial version of the Beta Version. Without limiting any disclaimer of warranty or other limitation stated in the Agreement, you agree that Beta Versions are not considered by Wave Life to be suitable for commercial or production use, and may contain errors affecting their proper operation. NOTWITHSTANDING ANY OTHER PROVISION OF THE AGREEMENT, WAVE LIFE SPECIFICALLY DISCLAIMS LIABILITY FOR ALL DAMAGES RESULTING FROM YOUR USE OF ANY BETA VERSION. The fact and existence of any Beta Version shall be deemed to be our confidential information. You must promptly cease using the Beta Version and destroy all copies of the Beta Version if we request you to do so. Any separate agreement we enter into with you governing the Beta Version will supersede these provisions.

3. Registering Your Account.

IN ORDER TO ACCESS CERTAIN FEATURES OF THE SERVICES, YOU WILL NEED TO REGISTER AN ACCOUNT WITH WAVE LIFE. YOU AGREE TO PROVIDE TRUE AND ACCURATE INFORMATION WHEN YOU REGISTER AN ACCOUNT ON THE SERVICES AND TO KEEP THAT INFORMATION CURRENT WHILE YOU USE THE SERVICES.

3.1 Registered Users. In order to access certain features of the Services you are required to become a Registered User. For purposes of the Agreement, a “Registered User” is a user who has registered an account on the Services (“Account”). Notwithstanding anything to the contrary herein, you acknowledge and agree that you shall have no ownership or other property interest in your Account, and you further acknowledge and agree that all rights in and to your Account are and shall forever be owned by and inure to the benefit of Wave Life.

3.2 Registration Data. In registering an Account, you agree to (a) provide true, accurate, current and complete information about yourself as prompted by the registration form (the “Registration Data”); and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. You represent that you are (i) at least eighteen (18) years old; (ii) of legal age to form a binding contract; and (iii) not a person barred from using the Services under the laws of the United States, your place of residence or any other applicable jurisdiction. You are responsible for all activities that occur under your Account. You agree that you shall monitor your Account to restrict use by minors, and you will accept full responsibility for any unauthorized use of the Services by minors. You may not share your Account or password with anyone, and you agree to notify Wave Life immediately of any unauthorized use of your password or any other breach of security. If you provide any information that is untrue, inaccurate, not current or incomplete, or Wave Life has reasonable grounds to suspect that any information you provide is untrue, inaccurate, not current or incomplete, Wave Life has the right to suspend or terminate your Account and refuse any and all current or future use of the Services (or any portion thereof). You agree not to create an Account using a false identity or information, or on behalf of someone other than yourself. You agree that you shall not have more than one Account at any given time. Wave Life reserves the right to remove or reclaim any usernames at any time and for any reason, including but not limited to, claims by a third party that a username violates the third party’s rights. You agree not to create an Account or use the Services if you have been previously removed by Wave Life, or if you have been previously banned from any Wave Life product or service.

4. Responsibility for Content.

YOU ARE RESPONSIBLE FOR THE CONTENT YOU SUBMIT TO WAVE LIFE AND TO THE SERVICES. WE DO NOT HAVE TO SCREEN OR REMOVE ANY CONTENT, BUT WE RESERVE THE RIGHT TO DO SO.

4.1 Types of Content. You acknowledge that all data, information, text, images or other materials (“Content”) is the sole responsibility of the party from whom such Content originated. This means that you, and not Wave Life, are entirely responsible for all Content that you upload, post, e-mail, transmit or otherwise make available (“Make Available”) on or through the Services (“Your Content”), and that you and other Registered Users of the Services, and not Wave Life, are similarly responsible for all Content that you and they Make Available through the Services (“User Content”).

4.2 Removal and Use of Content. Wave Life shall have the right, in its sole discretion, to remove any of Your Content for any reason (or no reason), including if such Content violates the Agreement or any applicable law, or is otherwise objectionable. Wave Life is entitled, except to the extent prohibited by applicable law, to disclose any information or materials on or in the Services, including Your Content, to (i) comply with applicable laws, legal process or governmental request; or (ii) protect the rights, property or personal safety of Wave Life, its Registered Users or the public, and all enforcement or other government officials, as Wave Life in its sole and reasonable discretion believes to be necessary or appropriate.

5. Ownership.

WE OWN OUR CONTENT. YOU OWN YOUR CONTENT, BUT YOU PROVIDE US WITH A LICENSE TO YOUR CONTENT TO OPERATE AND PROVIDE THE SERVICES TO YOU. IF YOU PROVIDE US WITH ANY COMMENTS OR FEEDBACK ABOUT THE SERVICES, WE HAVE THE RIGHT TO USE THAT FEEDBACK WITHOUT ANY PAYMENT OR OTHER OBLIGATION TO YOU.

5.1 Services. Except with respect to Your Content and User Content, you agree that Wave Life and its suppliers own all rights, title and interest in the Services (including but not limited to, any computer code, themes, objects, characters, character names, stories, dialogue, concepts, artwork, animations, sounds, musical compositions, audiovisual effects, methods of operation, moral rights, documentation, and software).

5.2 Trademarks. All graphics, logos, trademarks, service marks and trade names used on or in connection with the Services are the trademarks of Wave Life and may not be used without permission in connection with your, or any third-party, products or services. Other trademarks, service marks and trade names that may appear on or in the Services are the property of their respective owners.

5.3 Your Content. Wave Life does not claim ownership of Your Content. Subject to any applicable account settings that you select, you grant Wave Life a non-exclusive license to use, reproduce, modify, and adapt Your Content for the purposes of operating and providing the Services to you.

5.4 Feedback. You agree that submission of any ideas, suggestions, documents, and/or proposals to Wave Life through its suggestion, feedback, wiki, forum, or similar pages (“Feedback”) is at your own risk and that Wave Life has no obligations (including without limitation obligations of confidentiality) with respect to such Feedback. You hereby grant to Wave Life a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sublicensable right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Feedback in connection with the operation and maintenance of the Services and/or Wave Life’s business.

6. User Conduct.

AS A USER OF THE SERVICES, YOU ARE SUBJECT TO CERTAIN RESTRICTIONS REGARDING YOUR USE. PLEASE REVIEW THE RESTRICTIONS INCLUDED IN THIS AGREEMENT CLOSELY PRIOR TO USING OR ACCESSING THE SERVICES. YOU ARE RESPONSIBLE FOR ALL INTERACTIONS (IF ANY) THAT YOU HAVE WITH OTHER USERS OF THE SERVICES.

6.1 Use of Services. As a condition of use, you agree not to use the Services for any purpose that is prohibited by this Agreement or by applicable law. You shall not (and shall not permit any third party) either (a) take any action or (b) Make Available any Content on or through the Platform that:

infringes any patent, trademark, trade secret, copyright, right of publicity or other right of any person or entity;
is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, obscene, offensive, or profane;
constitutes unauthorized or unsolicited advertising, junk or bulk e-mail;
involves commercial activities and/or sales, such as contests, sweepstakes, barter, advertising, or pyramid schemes without Wave Life’s prior written consent;
impersonates any person or entity, including any employee or representative of Wave Life; interferes with or attempt to interfere with the proper functioning of the Services; or attempts to engage in or engage in, any potentially harmful acts that are directed against the Services, including but not limited to violating or attempting to violate any security features of the Services.

6.2 Other Users. You are solely responsible for your interactions with other Registered Users and any other parties with whom you interact; provided, however, that Wave Life reserves the right, but has no obligation, to intercede in such disputes. You agree that Wave Life will not be responsible for any liability incurred as the result of such interactions. The Services may contain User Content provided by other Registered Users. Wave Life is not responsible for and does not control User Content. Wave Life has no obligation to review or monitor, and does not approve, endorse or make any representations or warranties with respect to, User Content. You use all User Content and interact with other Registered Users at your own risk.

6.3 Investigations. If Wave Life becomes aware of any possible violations by you of any provision of the Agreement, Wave Life reserves the right to investigate such violations, and Wave Life may, at its sole discretion, immediately terminate your license to use the Services, or change, alter or remove Your Content, in whole or in part, without prior notice to you.

7. Fees and Purchase Terms.

YOUR ACCOUNT WITH WAVE LIFE WILL SHOW YOU THE SERVICES YOU’VE AGREED TO PURCHASE (IF ANY) AND THE FEES THAT YOU’VE AGREED TO PAY US FOR THOSE SERVICES. YOUR ACCOUNT AND THE PAYMENT PROVIDER YOU’VE SET UP IN YOUR ACCOUNT WILL BE CHARGED FOR THOSE FEES AT THE APPLICABLE TIMES. FOR EXAMPLE, IF YOU PURCHASE COACHING SESSIONS, YOUR PAYMENT PROVIDER WILL BE CHARGED THE AMOUNT SHOWN TO YOU IN YOUR ACCOUNT FOR THOSE SESSIONS.

7.1 Payment. You agree to pay any and all fees (“Fees”) on your Account in accordance with the fees, charges and billing terms in effect at the time a fee or charge is due and payable. Except as expressly set forth in the Agreement, all Fees are non-refundable. You may be required to provide Wave Life with a valid credit card (Visa, MasterCard, or any other issuer accepted by us) or PayPal account of a payment provider (“Payment Provider”), or purchase order information, as a condition for accessing the Services or certain features of it. Your Payment Provider agreement governs your use of the designated credit card or PayPal account, and you must refer to that agreement, not the Agreement, to determine your rights and liabilities. By providing Wave Life with your credit card number or PayPal account and associated payment information, you agree that Wave Life is authorized to immediately invoice your Account for all Fees due and payable to Wave Life and that no additional notice or consent is required. You agree to immediately notify Wave Life of any change in your billing address or the credit card or PayPal account used for payment hereunder. Wave Life reserves the right at any time to change its prices and billing methods, either immediately upon posting on the Services or by e-mail delivery to you.

7.2 Taxes. If Wave Life determines it has an obligation to collect Sales Tax from you in connection with the Services or the Fees, Wave Life will collect such Sales Tax in addition to the Fees. If any Services or Fees are subject to Sales Tax in any jurisdiction and you have not remitted the applicable Sales Tax to Wave Life, you will be responsible for the payment of such Sales Tax and any related penalties or interest to the relevant authority, and you will indemnify Wave Life for any liability or expense Wave Life may incur in connection with such Sales Taxes. Upon Wave Life’s request, you will provide it with official receipts issued by the appropriate taxing authority, or other such evidence that you have paid all applicable taxes. For purposes of this section, “Sales Tax” means any sales, use, or other tax measured by sales proceeds that is the functional equivalent of a sales tax where the applicable taxing jurisdiction does not otherwise impose a sales or use tax.

7.3 Free Trials and Other Promotions. Any free trial or other promotion that provides Registered User level access to the Services or certain features on the Services must be used within the specified time of the trial. At the end of the trial period, your access to the Services or the relevant features of the Services will expire and any further use is prohibited unless you pay the applicable Fees. If you are inadvertently charged for Fees, please contact Wave Life to have the charges reversed.

7.4 Third-Party Payment Processing Provider. Wave Life uses Block, Inc. (“Square”) as the third party service provider for payment services (e.g., card acceptance, merchant settlement, and related services). By purchasing any Services, you agree to be bound by Square’s Privacy Policy: https://squareup.com/us/en/legal/general/privacy and hereby consent and authorize Wave Life and Square to share any information and payment instructions you provide with third-party service providers to the minimum extent required to complete your transactions.

8. Indemnification.

YOU WILL BE RESPONSIBLE TO WAVE LIFE IF YOUR USE OF THE SERVICES (INCLUDING YOUR CONTENT) OR YOUR VIOLATION OF THIS AGREEMENT RESULTS IN ANY CLAIMS OR LIABILITY FOR WAVE LIFE.

You agree to indemnify and hold Wave Life, its parents, subsidiaries, affiliates, officers, employees, agents, partners, suppliers, and licensors (each, a “Wave Life Party” and collectively, the “Wave Life Parties”) harmless from any losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of any and all of the following: (a) Your Content; (b) your use of, or inability to use, the Services; (c) your violation of the Agreement; (d) your violation of any rights of another party, including any other Registered Users; or (e) your violation of any applicable laws, rules or regulations. Wave Life reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Wave Life in asserting any available defenses. This provision does not require you to indemnify any of the Wave Life Parties for any unconscionable commercial practice by such party or for such party’s fraud, deception, false promise, misrepresentation or concealment, or suppression or omission of any material fact in connection with the Services. You agree that the provisions in this section will survive any termination of your Account, the Agreement and/or your access to the Services.

9. Disclaimers of Warranties and Conditions.

YOU USE THE WEBSITE AND SERVICES AT YOUR OWN RISK. WE DO NOT PROVIDE MEDICAL ADVICE. WE DO NOT MAKE ANY WARRANTIES OR GUARANTEES, AND WE WILL NOT BE LIABLE FOR YOUR INTERACTIONS WITH THIRD PARTIES.

9.1 No Medical Advice. YOU EXPRESSLY UNDERSTAND AND AGREE THAT THE SERVICES, AND ALL CONTENT POSTED OR OTHERWISE MADE AVAILABLE ON OR THROUGH THE SERVICES, IS PROVIDED FOR INFORMATION PURPOSES ONLY. THE SERVICES ARE NOT INTENDED, AND IN UNDER NO CIRCUMSTANCES MAY YOU TREAT THEM, AS A SUBSTITUTE FOR PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS OR TREATMENT. WAVE LIFE DOES NOT PROVIDE MEDICAL OR OTHER LICENSED PROFESSIONAL ADVICE NOR DOES YOUR USE OF THE SERVICES CREATE A PHYSICIAN-PATIENT RELATIONSHIP. YOU ACKNOWLEDGE THAT YOU SHOULD ALWAYS SEEK THE ADVICE OF YOUR PHYSICIAN OR OTHER QUALIFIED HEALTH PROVIDER WITH ANY QUESTIONS OR CONCERNS YOU MAY HAVE REGARDING YOUR OR ANY THIRD PARTY’S MEDICAL CONDITION. YOU AGREE THAT YOU SHOULD NEVER DISREGARD PROFESSIONAL MEDICAL ADVICE OR DELAY IN SEEKING OR FAIL TO SEEK IT BECAUSE OF INFORMATION YOU OBTAINED FROM OR THROUGH THE SERVICES. IF YOU EXPERIENCE A MEDICAL EMERGENCY IMMEDIATELY CALL 911 OR YOUR LOCAL EMERGENCY SERVICES.

9.2 As Is. YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF THE SERVICES AND ANY INFORMATION AND CONTENT POSTED OR OTHERWISE MADE AVAILABLE ON OR THROUGH THE SERVICES IS AT YOUR SOLE RISK, AND THE SERVICES AND ALL SUCH INFORMATION AND CONTENT IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS. THE SERVICES MAY BE SUBJECT TO DELAYS, CANCELLATIONS AND OTHER DISRUPTIONS. WAVE LIFE MAKES NO WARRANTY THAT ANY DATA OR DATA TRENDS PROVIDED ON THE SERVICES WILL ACCURATELY DESCRIBE YOUR SYMPTOMS, CONDITION, DIAGNOSIS, REQUIRED TREATMENT OR APPROPRIATE TREATMENT PROVIDERS. WAVE LIFE PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT ARISING FROM USE OF THE SERVICES. WAVE LIFE PARTIES MAKE NO WARRANTY, REPRESENTATION OR CONDITION THAT: (1) THE SERVICES WILL MEET YOUR REQUIREMENTS; (2) YOUR USE OF THE 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.

9.3 No Liability for Conduct of Other Users. YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SERVICES. YOU UNDERSTAND THAT WAVE LIFE DOES NOT MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF THE SERVICES. WAVE LIFE MAKES NO WARRANTY THAT OTHER USERS OF THE SERVICES, INCLUDING USERS THAT ARE MEDICAL PROFESSIONALS, WILL PROVIDE ACCURATE INFORMATION, OR THAT ANY SERVICES PROVIDED BY THIRD PARTIES (INCLUDING ANY TREATMENT PROVIDERS) REFERRED TO ON THE SERVICES WILL MEET YOUR SPECIFIC REQUIREMENTS OR BE APPROPRIATELY PERFORMED. YOU ACKNOWLEDGE AND AGREE THAT YOU WILL NOT TREAT THE INFORMATION PROVIDED BY OTHER USERS, INCLUDING USERS THAT ARE MEDICAL PROFESSIONALS, AS A SUBSTITUTE FOR PROFESSIONAL MEDICAL ADVICE. WAVE LIFE MAKES NO WARRANTY REGARDING THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY USER CONTENT OBTAINED THROUGH THE SERVICES OR THE QUALITY OF ANY THIRD PARTY SERVICES REFERRED TO ON THE SERVICES.

10. Limitation of Liability.

WE WILL NOT BE LIABLE TO YOU FOR INDIRECT OR CONSEQUENTIAL DAMAGES, OR FOR AMOUNTS THAT EXCEED THE AMOUNTS YOU HAVE PAID TO US IN THE PRIOR 6 MONTHS.

10.1 Disclaimer of Certain Damages. YOU UNDERSTAND AND AGREE THAT, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WAVE LIFE PARTIES BE LIABLE FOR ANY LOSS OF DATA, LOSS OF YOUR CONTENT, OR INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, IN EACH CASE WHETHER OR NOT WAVE LIFE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE SERVICES, ON ANY THEORY OF LIABILITY, RESULTING FROM: (A) THE USE OR INABILITY TO USE THE SERVICES; (B) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (C) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICES; OR (D) ANY OTHER MATTER RELATED TO THE SERVICES, WHETHER BASED ON WARRANTY, COPYRIGHT, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY. THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY TO LIABILITY OF A WAVE LIFE PARTY FOR (i) DEATH OR PERSONAL INJURY CAUSED BY A WAVE LIFE PARTY’S NEGLIGENCE; OR FOR (ii) ANY INJURY CAUSED BY A WAVE LIFE PARTY’S FRAUD OR FRAUDULENT MISREPRESENTATION.

10.2 Cap on Liability. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WAVE LIFE PARTIES WILL NOT BE LIABLE TO YOU FOR MORE THAN THE TOTAL AMOUNT PAID TO WAVE LIFE BY YOU DURING THE SIX MONTH PERIOD PRIOR TO THE ACT, OMISSION OR OCCURRENCE GIVING RISE TO SUCH LIABILITY. THE FOREGOING CAP ON LIABILITY SHALL NOT APPLY TO LIABILITY OF A WAVE LIFE PARTY FOR (i) DEATH OR PERSONAL INJURY CAUSED BY A WAVE LIFE PARTY’S NEGLIGENCE; OR FOR (ii) ANY INJURY CAUSED BY A WAVE LIFE PARTY’S FRAUD OR FRAUDULENT MISREPRESENTATION.

10.3 Basis of the Bargain. THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN WAVE LIFE AND YOU.

11. Third-Party Services.

WE MAY LINK TO CERTAIN WEBSITES NOT OWNED BY US, WHICH ARE NOT SUBJECT TO THIS AGREEMENT. YOU ACCESS THOSE SITES AT YOUR OWN RISK.

11.1 Third-Party Services. The Services may contain links to third-party websites, applications and advertisements for third parties (collectively, the “Third-Party Services”). When you click on a link to a Third-Party Service, we will not warn you that you have left the Services and are subject to the terms and conditions (including privacy policies) of such Third-Party Service. Such Third-Party Services are not under the control of Wave Life. Wave Life is not responsible for any Third-Party Services. Wave Life provides these Third-Party Services only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to such Third-Party Service, or any product or service provided in connection therewith. You use all links in and to Third-Party Services at your own risk. When you leave our Services, the Agreement and our policies no longer govern. You should review applicable terms and policies, including privacy and data gathering practices, of any Third-Party Services, and make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party.

11.2 Apple Device Additional Terms. If you access an App via a mobile device or tablet branded by Apple, Inc. (“Apple”) and running Apple’s iOS (an “Apple Device”), the following terms (“Apple Terms”) are hereby made part of these Terms:

If these Apple Terms conflict with any other provision of these Terms, then the Apple Terms control with respect to access and use of the Digital Services via an Apple Device. Apple is not a party to these Terms and does not own and is not responsible for any App you access via your Apple Device (“iOS App”) and the content thereof. The Apple App Store Terms of Service (the “App Store Terms of Service”) control to the extent of any conflict with these Terms with respect to an iOS App. The license granted to use an iOS App is limited to a non-transferable license to use the App on an Apple Device that you own or control and as permitted by the usage rules set forth in the App Store Terms of Service. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to any iOS App. In the event of any failure of the iOS App to conform to any applicable warranty provided by Wave Life in these Terms, you may notify Apple and Apple will refund the purchase price for the iOS App (if any). To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the iOS App and will not be responsible for any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty. Apple is not responsible for addressing your or any third-party claims relating to an iOS App and/or use of an iOS App, including, but not limited to: (i) product liability claims; (ii) any claim that an iOS App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation. It is not the intent of these Terms to limit Wave Life’s liability beyond what is permitted by applicable law. In the event of any third party claim that an iOS App or your possession and use (in accordance with these Terms) of an iOS App infringes that third party’s intellectual property rights, Apple will not be responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim. You also represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. Apple, and Apple’s subsidiaries, are third-party beneficiaries of these Terms with respect to any iOS App, and that, upon your acceptance of these Terms, Apple has the right (and deemed to have accepted the right) to enforce the Terms against you with respect to the iOS App as a third-party beneficiary thereof. Please direct any questions, complaints or claims with respect to an iOS App to Wave Life at the contact information provided below.

12. Term and Termination.

WE MAY TERMINATE THIS AGREEMENT OR THE SERVICES AT ANY TIME AND FOR ANY REASON. YOU MAY TERMINATE THE SERVICES AT ANY TIME BY CLOSING YOUR ACCOUNT.

12.1 Wave Life Termination. If you have materially breached any provision of the Agreement, if timely payment cannot be charged to your Payment Provider for any reason, or if Wave Life is required to do so by law (e.g., where the provision of the Services is, or becomes, unlawful), Wave Life has the right to, immediately and without notice, suspend or terminate your access to the Services. You agree that all terminations for cause shall be made in Wave Life’s sole discretion and that Wave Life shall not be liable to you or any third party for any termination of your Account.

12.2 Your Termination. If you want to terminate the Agreement, your Account or your access to the Services, you may do so by (a) notifying Wave Life at any time and (b) closing your Account. Your notice should be sent, in writing, to Wave Life’s address set forth in Section 15.4 (Notice) below.

12.3 Effect of Termination. Termination of your Account includes removal of access to the Services and barring of further use of the Services and also includes deletion of your password and all related information, files and Content associated with or inside your Account (or any part thereof), including Your Content. Upon termination of your Account, your right to use the Services will automatically terminate immediately. You understand that any termination of your Account may involve deletion of Your Content associated therewith from our live databases. All provisions of this Agreement which by their nature should survive, shall survive termination of your Account and the Agreement, including without limitation, ownership provisions, warranty disclaimers, and limitation of liability.

13. International Users.

The Services can be accessed from countries around the world and may contain references to services and Content that are not available in your country. These references do not imply that Wave Life intends to announce such services or Content in your country. The Services are controlled and offered by Wave Life from its facilities in the United States of America. Wave Life makes no representations that the Services are appropriate or available for use in other locations. Those who access or use the Services from other countries do so at their own volition and are responsible for compliance with local law.

14. Dispute Resolution.

WE WILL USE ARBITRATION TO RESOLVE ANY CLAIMS BETWEEN US, AND YOU CANNOT JOIN A CLASS ACTION LAWSUIT OR OBTAIN A JURY TRIAL FOR ANY DISPUTES YOU HAVE WITH US RELATED TO YOUR USE OF THE SERVICES.

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

14.1 Applicability of Arbitration Agreement. You agree that any dispute, claim, or request for relief relating in any way to your access or use of the Services or to any aspect of your relationship with Wave Life will be resolved by binding arbitration, rather than in court, except that (a) you may assert claims or seek relief in small claims court if the claims qualify; and (b) you or Wave Life may seek equitable relief in court for infringement or other misuse of intellectual property rights. This Arbitration Agreement shall apply, without limitation, to all disputes or claims and requests for relief that arose or were asserted before the effective date of the Agreement or any prior version of the Agreement.

14.2 Arbitration Rules and Forum. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement. To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your dispute or claim or request for relief to our registered agent: VCorp Services, LLC, 1013 Centre Road Suite 403-B, Wilmington, Delaware 19805. The arbitration will be conducted by JAMS, an established alternative dispute resolution provider. Disputes involving claims, counterclaims, or request for relief under $250,000, not inclusive of attorneys’ fees and interest, shall be subject to JAMS’s most current version of the Streamlined Arbitration Rules and procedures available at http://www.jamsadr.com/rules-streamlined-arbitration/; all other disputes shall be subject to JAMS’s most current version of the Comprehensive Arbitration Rules and Procedures, available at http://www.jamsadr.com/rules-comprehensive-arbitration/. JAMS’s rules are also available at www.jamsadr.com or by calling JAMS at 800-352-5267. If JAMS is not available to arbitrate, the parties will select an alternative arbitral forum. If the arbitrator finds that you cannot afford to pay JAMS’s filing, administrative, hearing and/or other fees and cannot obtain a waiver from JAMS, Wave Life will pay them for you. In addition, Wave Life will reimburse all such JAMS’s filing, administrative, hearing and/or other fees for disputes, claims, or requests for relief totaling less than $10,000 unless the arbitrator determines the claims are frivolous.

You may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the country where you live or at another mutually agreed location. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.

14.3 Authority of Arbitrator. The arbitrator shall have exclusive authority to: (a) determine the scope and enforceability of this Arbitration Agreement; and (b) resolve any dispute related to the interpretation, applicability, enforceability or formation of this Arbitration Agreement including, but not limited to, any assertion 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 Wave Life. 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 non-monetary remedy or relief available to an individual under applicable law, the arbitral forum’s rules, and this Agreement (including the 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.

14.4 Waiver of Jury Trial. YOU AND WAVE LIFE 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 Wave Life are instead electing that all disputes, claims, or requests for relief shall be resolved by arbitration under this Arbitration Agreement, except as specified in Section 18.1 (Application of Arbitration Agreement) above. An arbitrator can award on an individual basis the same damages and relief as a court and must follow this Agreement as a court would. However, there is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.

14.5 Waiver of Class or Other Non-Individualized Relief. ALL DISPUTES, CLAIMS, AND REQUESTS FOR RELIEF WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS OR COLLECTIVE BASIS, ONLY INDIVIDUAL RELIEF IS AVAILABLE, AND CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. If a decision is issued stating that applicable law precludes enforcement of any of this section’s limitations as to a given dispute, claim, or request for relief, then such aspect must be severed from the arbitration and brought into the State or Federal Courts located in the State of California. All other disputes, claims, or requests for relief shall be arbitrated.

14.6 30-Day Right to Opt Out. You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt out to: legal@wavelife.io within thirty (30) days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address, your Wave Life username (if any), the email address you used to set up your Wave Life account (if you have one), and an unequivocal statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of this Agreement will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have, or may enter in the future, with us.

14.7 Severability. Except as provided in Section 14.5 (Waiver of Class or Other Non-Individualized Relief), if any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Arbitration Agreement shall continue in full force and effect.

14.8 Survival of Agreement. This Arbitration Agreement will survive the termination of your relationship with Wave Life.

14.9 Modification. Notwithstanding any provision in this Agreement to the contrary, we agree that if Wave Life makes any future material change to this Arbitration Agreement, you may reject that change within thirty (30) days of such change becoming effective by writing to Wave Life at the following address: legal@wavelife.io.

15. General Provisions.

15.1 Assignment. This Agreement, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by you without Wave Life’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.

15.2 Force Majeure. Wave Life shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, pandemics, epidemics, government orders, quarantine, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.

15.3 Governing Law. THE TERMS AND ANY ACTION RELATED THERETO WILL BE GOVERNED AND INTERPRETED BY AND UNDER THE LAWS OF THE STATE OF CALIFORNIA WITHOUT GIVING EFFECT TO ANY PRINCIPLES THAT PROVIDE FOR THE APPLICATION OF THE LAW OF ANOTHER JURISDICTION. To the extent the parties are permitted under this Agreement to initiate litigation in a court, both you and Wave Life agree that all claims and disputes arising out of or relating to this Agreement will be litigated exclusively in the state or federal courts located in California.

15.4 Notice. Where Wave Life requires that you provide an e-mail address, you are responsible for providing Wave Life with your most current e-mail address. In the event that the last e-mail address you provided to Wave Life is not valid, or for any reason is not capable of delivering to you any notices required/ permitted by the Agreement, Wave Life’s dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to Wave Life at the following address: Wave Life, Attn: legal@wavelife.io. Such notice shall be deemed given when received by Wave Life by letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail at the above address.

15.5 Severability; Waiver. If any portion of the Agreement is held invalid or unenforceable, that portion shall be construed in a manner to reflect, as nearly as possible, the original intention of the parties, and the remaining portions shall remain in full force and effect. Any waiver or failure to enforce any provision of this Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.

15.6 Consumer Complaints. In accordance with California Civil Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210.

15.7 Entire Agreement. The Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.