ANNEX C
FORM OF BOOKKEEPING AND SUPPORT SERVICES ADDENDUM
[LAST UPDATED: May 28, 2025]
This Bookkeeping and Support Services Addendum (“Addendum”) is entered into by and between you and Layer Financial Technologies, Inc. (“Layer”).
By checking an opt-in box, clicking on “I accept” or otherwise accepting this Addendum on the sign-up page, accessing any content via the Support Services (as defined herein), or otherwise accessing or using the Support Services, you acknowledge that you have read, understood, and agree to be bound by and comply with the terms and conditions contained herein. If you do not agree to the terms of this Addendum, you are not permitted to use the Support Services (as defined herein).
Hint Health, Inc. incorporates and embeds into its services software and technology owned and controlled by Layer (the “Layer Software”) for the purpose of providing the accounting feature to end users. To the extent that Layer provides certain bookkeeping-related or support services directly to such end users in connection with their use of the Layer Software (collectively, the “Support Services”), the following terms and conditions will apply with respect to such Support Services:
- To the extent the Support Services are provided through access to and use of the accounting feature, such Support Services are intended to assist with limited bookkeeping-related issues, such as transaction or expense categorization, to facilitate your use of the Layer Software. IN NO EVENT WILL SUPPORT SERVICES EVER INCLUDE, WITHOUT LIMITATION, FINANCIAL ADVISORY SERVICES, BUSINESS CONSULTING SERVICES, ACCOUNTING SERVICES, OPERATIONAL ADVICE, PAYROLL SERVICES, SALES TAX RETURNS OR FILINGS OR OTHERWISE CALCULATING SALES TAXES, PREPARATION OF ANY TAX DOCUMENTATION, SENDING OR PAYING BUSINESS INVOICES, FULFILLING ORDERS, AND/OR ACCOUNTS RECEIVABLE AND ACCOUNTS PAYABLE MANAGEMENT.
- The Support Services are not intended to provide and should not be construed as providing any tax, financial, accounting, legal, regulatory, employment, or other professional services or advice. You are solely responsible for ensuring your compliance with applicable laws, regulations, and industry standards, and nothing in the Support Services (including, without limitation, any communications from Layer) should be construed as, or used as a substitute for, the advice of competent legal or applicable professional counsel.
- Your use of the Support Services is entirely at your own risk. You acknowledge and agree that the Support Services cannot be relied upon to discover errors, fraud, or other irregularities in information, and Layer will not verify or otherwise audit information submitted to it. Layer makes no representation or warranty that the Support Services will be appropriate for your needs or suitable for your business, and Layer does not guarantee and expressly disclaims any particular results or outcomes. Layer does not warrant that the Support Services will be timely, accurate, current, or complete.
- The Support Services may be modified, changed, or otherwise altered at any time in Layer’s sole discretion.
- As stated in the accounting End User License Agreement, any data of you or your clients or users (including, to the extent applicable, personal data) disclosed to Layer in order to provide the accounting feature to you (which includes the Support Services) will at all times be subject to the Hint Health, Inc. Terms and Privacy Policy (as defined in the End User License Agreement), the agreement for services executed by Hint Health, Inc. and Layer, and all applicable law.
- IN NO EVENT SHALL LAYER OR ITS AFFILIATES BE LIABLE UNDER OR IN CONNECTION WITH THIS ADDENDUM OR ITS SUBJECT MATTER FOR LOST PROFITS OR BUSINESS, LOSS OF GOODWILL, LOSS OF DATA, INTERRUPTION OF BUSINESS, COST OF REPLACEMENT OR SUBSTITUTE GOODS OR SERVICES, OR FOR ANY EXEMPLARY, PUNITIVE, SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, REGARDLESS OF THE BASIS OR THEORY OF ANY CLAIM AND REGARDLESS OF WHETHER LAYER IS ADVISED OF THE POSSIBILITY OF ANY SUCH DAMAGES OR LOSSES. IN NO EVENT SHALL THE AGGREGATE LIABILITY OF LAYER OR ITS AFFILIATES UNDER OR IN CONNECTION WITH THIS ADDENDUM OR ITS SUBJECT MATTER, REGARDLESS OF THE BASIS OR THEORY OF ANY CLAIM, EXCEED $1,000.
- Upon termination of your use of the Support Services or the End User License Agreement, this Addendum will automatically terminate.
Communications Consent
You agree and acknowledge that Layer and its representatives may communicate with you directly in order to provide the Support Services, and in doing so may send SMS or MMS messages (“Text Messages”) to you, or contact you via phone, email, or any other means. You hereby expressly consent to receive such Text Messages and other communications. Message frequency may vary. Standard message and data rates may apply. If you would like to opt out of receiving Text Messages, reply HELP for help or STOP to cancel, or provide direct written notice to Layer.
You certify, warrant, and represent that the telephone number you have provided is your contact number and not someone else’s number. You represent that you are permitted to receive calls and text messages at the telephone number you have provided. You agree to promptly alert Layer whenever you stop using a telephone number. Layer and its representatives may use such means of communication described in this Addendum even if you will incur costs to receive such phone messages, text messages, e-mails, or other means. Layer may modify or terminate messaging services from time to time, for any reason, and without notice, including the right to terminate SMS messaging with or without notice, without liability to you.