Terms of Use

Last revised on July 31, 2023

Welcome to Blueleaf. Please read these terms of use carefully as they form a contract between you and Blueleaf Wealth, Inc. (“Blueleaf”, “we”, “us”, or “our”) that governs your access and use of: (i) Blueleaf’s web-based financial reporting and data management application, tools and platform (collectively, “Content”); (ii) software provided or made available by Blueleaf (the “Software”); (iii) the Blueleaf websites or applications; and, (iv) any written or electronic use or features guides or other documentation provided or made available by Blueleaf (the “User Guides”) (i-iv collectively the “Service(s)”).

Accepting the Terms

By registering or otherwise accessing any of the Services, you are entering into a binding contract with Blueleaf and you agree to be bound by all of the terms and conditions of this Agreement, whether you are a “Visitor” (that is, you have not registered with Blueleaf) or you are a “Registered User” (that is, you have registered your account with Blueleaf). If you are using the Services on behalf of an organization, you are agreeing to these terms for that organization and promising to Blueleaf that you have the authority to bind that organization to these terms (in which event, “you” and “your” will refer to that organization) unless that organization has a separate paid contract in effect with us, in which event the terms of that contract will govern your use of the Service. You may use the Services only in compliance with these terms and only if you have the power to form a contract with Blueleaf and are not barred under any applicable laws from doing so. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, YOU MUST NOT USE THE SERVICES. Should you have any questions concerning this Agreement, please contact vipsupport@blueleaf.com.

Blueleaf reserves the right to modify these Terms of Use at any time without giving you prior notice. Your use of the Services following any such modification constitutes your agreement to follow and be bound by these Terms of Use as modified. The last date these Terms of Use were revised is set forth above.

Section 1. Definitions

“Account Information” means information maintained online by third-party financial institutions with which you or your clients have customer relationships, maintain accounts or engage in financial transactions.

“Agreement” means these Terms of Use and all materials referred or linked to in here.

“Billable Users” means Customer’s employees, representatives, consultants, contractors or agents who are authorized by Customer to use the Service and who have been supplied user identifications and passwords by Customer (or by Blueleaf at Customer’s request) by means of the “Manage Users” function provided by the service for which we charge you fees as set forth at https://www.blueleaf.com/advisor/pricing/.

“Blueleaf Content” means all information, data, text, messages, software, sound, music, video, photographs, graphics, images, and tags that we incorporate into the Services.

“Client” means any User accessing the Service as a result of a Customer providing access who is not a Billable User.

“Customer” means the person or entity, a financial advisor or firm, using the Service and identified in the applicable billing statement or Service Order as the Blueleaf customer. Does not apply to clients of advisors.

“Subscription Service” means the specific edition and elements of Blueleaf’s web-based financial reporting and data management application, tools and platform selected by Customer, and developed, operated, and maintained by Blueleaf, accessible via https://www.blueleaf.com or another designated URL, and any ancillary online or offline products and services, provided to Customer by Blueleaf, to which Customer and their designated employess, Clients and affiliates are being granted access under this Agreement. The Service includes Blueleaf Content, and does not include training services, consulting services, and Third-Party Products.

“Third Party Content” means information made available on or through Blueleaf provided by third parties including Customers such documents shared through document sharing, manually entered asset information by Customers, asset allocation information or links to additional information or non-embedded products and professional services that are provided by third parties which interoperate with or are used in connection with the Subscription Service. These products and services include non-Blueleaf apps available from, for example, the following: our integrations products page, partner directory, links made available through the Subscription Service and non-Blueleaf services listed on Blueleaf.com.

“User(s)” means a “Visitor” (which means that you simply browse the Blueleaf.com website(s)) or you are a “Registered User” (which means that you have registered with Blueleaf.com).

Section 2. Description of the Service

Blueleaf is a financial information management service that allows Customers and their Clients to consolidate information about investments and finances from many sources, conduct analysis, view reports and receive alerts based on certain conditions.

The Service is provided to you solely as a means of helping you collect, organize, and analyze financial data. The Service does not provide legal, tax, trading, investment, or other advice, and you are solely responsible for any decisions you make, and the consequences thereof, on the basis of any information provided by the Service. You agree that you are responsible for verifying the accuracy of any information provided by the Service, and that the Service makes no express or implied warranty about the accuracy of the information it provides to you. No offer or solicitation to buy or sell securities, securities derivative or futures products of any kind, or any type of legal, tax, trading, investment advice, recommendation or strategy, is made, given or in any manner endorsed by Blueleaf, the Service, or any affiliated third party.

Section 3. Customer Support

Blueleaf accepts email and webform support questions 24 Hours per Day x 7 Days per Week at vipsupport@blueleaf.com and http://support.blueleaf.com. Blueleaf attempts to respond to webform support questions within one business day; in practice, Blueleaf’s responses are generally even faster. Blueleaf does not promise or guarantee any specific response time.

Blueleaf shall use commercially reasonable efforts to make the Service available 24 hours a day, 7 days a week, except for planned down-time for maintenance.

Section 4. Fees and Payments

Blueleaf charges fees to financial advisory firms for use of the Subscription Service by their employees, clients and affiliates as governed by our Customer Terms of Service and any Service Order between Blueleaf and our Customer. Blueleaf does not charge any direct fee to Clients.

Section 5. Privacy and Personal Information

For information about Blueleaf’s data protection practices, please read Blueleaf’s Privacy Policy, which is hereby incorporated into this Agreement. The Privacy Policy explains how Blueleaf treats your personal information and that of your clients when you access Blueleaf.com and use the Service. The Privacy Policy may be updated from time to time at our discretion. Changes will be effective upon posting to the site.

Section 6. Account Information from Third Party Sites

With the Service, you may direct us to retrieve your Account Information. Blueleaf works with one or more online financial service providers to access this Account Information. We make no effort to review the Account Information for any purpose, including but not limited to accuracy, legality or non-infringement. Blueleaf is not responsible for the products and services offered by or on Third-Party Sites.

We cannot always foresee or anticipate technical or other difficulties which may result in failure to obtain data or loss of data, personalization settings or other service interruptions. We cannot assume responsibility for the timeliness, accuracy, deletion, non-delivery or failure to store any Account Information, user data, communications or personalization settings, or any content you post on, or provide, or provide access to in connection with the Service. For example, when displayed through the Service, Account Information is only as fresh as the time shown, which reflects when the Account Information is obtained from such sites. Such Account Information may be more up-to-date when obtained directly from the relevant sites.

Section 7. Performance Calculation Methodology

Blueleaf performance calculations are based on the investor centric Internal Rate of Return (IRR) or money-weighted methodology represented by the formula below:

These calculations are then normalized to represent the period requested by the User. Our calculations may be replicated using the XIRR function in common spreadsheet programs such as Microsoft Excel, Open Office or Google Spreadsheets. For further information contact us at info@blueleaf.com.

Section 8. Your Registration Information

You agree and understand that you are responsible for maintaining the confidentiality of your password which, together with your e-mail address, allows you to access the Service. That e-mail address and password, together with any mobile number or other contact information you provide form your “Registration Information.” By providing us with your e-mail address, you agree to receive all required notices electronically, to that e-mail address. It is your responsibility to update or change that address, as appropriate. Notices will be provided in HTML (or, if your system does not support HTML, in plain-text) in the text of the e-mail or through a link to the appropriate page on our site, accessible through any standard, commercially available Internet browser. If you become aware of any unauthorized use of your Registration Information, you agree to notify us immediately at the email address – security@blueleaf.com.

Section 9. Provide Accurate Information

You are only entitled to access and use Blueleaf for lawful purposes. Accurate records enable us to provide the Service to you. You agree to provide true, accurate, current and complete information about yourself and your accounts maintained at other web sites as requested in our “add account” setup forms and you agree to not misrepresent your identity or your account information. You agree to keep your account information up to date and accurate. If you do not do this, the accuracy and effectiveness of the Service to you will be affected. You agree not to share your password or other security information with others. You agree to promptly revoke any sharing access you grant to other Users of the Service when you do not want them to continue to have sharing access to your content or personal data residing on the Service.

Section 10. Rights You Grant to Us

By submitting information, data, passwords, usernames, PINs, other log-in information, materials and other content to Blueleaf through the Service, you are licensing that content to Blueleaf solely for the purpose of providing the Service. Blueleaf may use and store the content, but only to provide the Service to you. By submitting this content to Blueleaf, you represent that you are entitled to submit it to Blueleaf for use for this purpose, without any obligation by Blueleaf to pay any fees or other limitations.

By using the Service, you expressly authorize Blueleaf to access your Account Information maintained by identified third parties, on your behalf as your agent. When you use the “Add Accounts” feature of the Service, you will be directly connected to the website for the third party you have identified. Blueleaf will submit information including usernames and passwords that you provide to log you into the site. You hereby authorize and permit Blueleaf to use and store information submitted by you to the Service (such as account passwords and user names) to accomplish the foregoing and to configure the Service so that it is compatible with the third party sites for which you submit your information. For purposes of this Agreement and solely to provide the Account Information to you as part of the Service, you grant Blueleaf a limited power of attorney, and appoint Blueleaf as your attorney-in-fact and agent, to access third party sites, retrieve and use your information with the full power and authority to do and perform each thing necessary in connection with such activities, as you could do in person. YOU ACKNOWLEDGE AND AGREE THAT WHEN BLUELEAF IS ACCESSING AND RETRIEVING ACCOUNT INFORMATION FROM THIRD PARTY SITES, BLUELEAF IS ACTING AS YOUR AGENT, AND NOT AS THE AGENT OF OR ON BEHALF OF THE THIRD PARTY. You understand and agree that the Service is not sponsored or endorsed by any third parties accessible through the Service.

Section 11. Third Party Content and External Links

The inclusion or appearance of Third Party Content on or through Blueleaf does not indicate any approval or endorsement by Blueleaf of such Third Party Content. We do not make any representations regarding the accuracy of Third Party Content displayed on or available through Blueleaf. Blueleaf is not responsible for, and hereby disclaims any and all liability that may arise from Third Party Content or the act of accessing, browsing, or otherwise using such Third Party Content. Blueleaf contains links to third party sites. The content of such third party sites is developed and provided by others. These links are provided solely as a convenience to you and not as an endorsement by us of the content on such third party sites. You should contact the site administrator or Webmaster for those third party sites if you have any concerns regarding such links or any content located on such third party sites. We are not responsible for the content of any third party sites and do not make any representations regarding the content or accuracy of materials on such third party sites. You should take precautions when downloading files from all web sites to protect your computer from viruses and other destructive programs. If you decide to access linked third party sites, you do so at your own risk.

Section 12. Account linking and aggregation services

Blueleaf offers account linking and aggregation services (“Services”) through multiple aggregation partners including Plaid Inc. (“Plaid”) and Envestnet | Yodlee (“Yodlee”) (together “Partners”. By utilizing these Services, you acknowledge and agree that the terms of the Partners’ respective Privacy Policy (Plaid currently located here, and Yodlee currently located here). These respective privacy policies will govern Plaid and Yodlee’s use of such information, and you expressly agree to the terms and conditions of the Partners’ Privacy Policy. Further, you expressly grant the Partners respectively the right, power, and authority to access and transmit your information as reasonably necessary for each of the Partners to provide the Services to you.

Section 13. Blueleaf’s Intellectual Property Rights

The contents of Blueleaf.com, including its “look and feel” (e.g., text, graphics, images, logos and button icons), photographs, editorial content, notices, software (including html-based computer programs) and other material are protected under both United States and other applicable copyright, trademark and other laws. The contents of Blueleaf.com belong or are licensed to Blueleaf or its software or content suppliers. Blueleaf grants you the right to view and use Blueleaf.com subject to these terms. Any distribution, reprint or electronic reproduction of any content from Blueleaf.com in whole or in part for any purpose other than as described in the Description of the Service above is expressly prohibited without our prior written consent. Further, you agree not to reverse engineer or reverse compile any of the service technology, including but not limited to, any Java applets associated with the service.

The trademarks, service marks, and logos of Blueleaf used and displayed on Blueleaf.com are registered and unregistered trademarks or service marks of Blueleaf. Other company, product, and service names located on Blueleaf.com may be trademarks or service marks owned by third-parties. Nothing on Blueleaf.com should be construed as granting any license or right to use any trademark displayed on Blueleaf.com without the prior written consent of Blueleaf specifically for each such use. Use of any trademarks as part of a link to or from any site is prohibited unless Blueleaf approves the establishment of such a link by prior written consent.

Section 14. Rights of Others

You agree that you will not post or provide access to any content or take any action using the Service that violates any law under any applicable jurisdiction, including without limitation that governing this Agreement, the Service, and your residence. You agree that you will not post or provide access to content belonging to anyone else without first obtaining permission. You agree that Blueleaf may, at its sole discretion, delete, hide, or otherwise make inaccessible your user profile or any content or information you post using the Service if Blueleaf has reasonable cause to believe that such content is in violation of this Agreement, and you agree to hold Blueleaf harmless from any damages, direct or consequential, that may result from such an action. You agree not to collect information from other Users without first notifying them that you are not acting on behalf of the Service or Blueleaf and obtaining their express consent. You will not use the Service to disseminate, in any form, personally identifiable information, including without limitation account numbers, passwords, addresses, or identification documents.

Section 15. Permitted Use of The Service

You may use the Services, and the information, writings, images and/or other works that you see, hear or otherwise experience on the Service solely for your non-commercial, personal purposes and/or to learn about Blueleaf products and services, and solely in compliance with these Terms of Use.

Section 16. Prohibited Use of The Service

By accessing the Service, you agree that you will not:

Use the Service in violation of these Terms of Use;
Copy, modify, create a derivative work from, reverse engineer or reverse assemble the Service, or otherwise attempt to discover any source code, or allow any third party to do so;
Sell, assign, sublicense, distribute, commercially exploit, grant a security interest in or otherwise transfer any right in, or make available to a third party, the content or Service in any way;
Use or launch any automated system, including without limitation, “robots,” “spiders,” or “offline readers,” that accesses the Service in a manner that sends more request messages to the Blueleaf servers in a given period of time than a human can reasonably produce in the same period by using a conventional on-line web browser;
Use the Service in any manner that damages, disables, overburdens, or impairs any Blueleaf website or interferes with any other party’s use and enjoyment of the Service;
Mirror or frame the Site or any part of it on any other web site or web page.
Attempt to gain unauthorized access to the Service;
Access the Service by any means other than through the interface that is provided by Blueleaf for use in accessing the Service;
Use the Service for any purpose or in any manner that is unlawful or prohibited by this Agreement.

Any unauthorized use of any content or the Service may violate patent, copyright, trademark, and other laws.

Section 17. No Provision of Advice

YOU AGREE THAT THE SERVICE DOES NOT PROVIDE TRADING, INVESTING, FINANCIAL, TAX, LEGAL, OR OTHER ADVICE, AND YOU ACCEPT SOLE RESPONSIBILITY FOR THE CONSEQUENCES OF ANY DECISIONS YOU MAY MAKE BASED ON INFORMATION YOU OBTAIN FROM THE SERVICE. THE SERVICE IS NOT A FINANCIAL PLANNER, INVESTMENT ADVISOR, BROKER OR TAX ADVISOR. The Service is intended only to assist you in your financial data organization, management and decision-making and is broad in scope.

Section 18. DISCLAIMER OF WARRANTIES

YOU EXPRESSLY UNDERSTAND AND AGREE THAT: YOUR USE OF THE SERVICE AND ALL INFORMATION, PRODUCTS AND OTHER CONTENT (INCLUDING THAT OF THIRD PARTIES) INCLUDED IN OR ACCESSIBLE FROM THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW BLUELEAF EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND AS TO THE SERVICE AND ALL INFORMATION, PRODUCTS AND OTHER CONTENT (INCLUDING THAT OF THIRD PARTIES) INCLUDED IN OR ACCESSIBLE FROM THE SERVICE, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT.

WITHOUT LIMITING THE PARAGRAPH ABOVE, BLUELEAF MAKES NO WARRANTY THAT (i) THE SERVICE WILL MEET YOUR REQUIREMENTS, (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS, OR (V) ANY ERRORS IN THE TECHNOLOGY WILL BE CORRECTED.

ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM BLUELEAF THROUGH OR FROM THE SERVICE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

Section 19. LIMITATION OF LIABILITY

YOU AGREE THAT NEITHER BLUELEAF NOR ANY OF ITS AFFILIATES, ACCOUNT PROVIDERS OR ANY OF THEIR AFFILIATES WILL BE LIABLE FOR ANY HARMS, WHICH LAWYERS AND COURTS OFTEN CALL DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, EVEN IF BLUELEAF HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SERVICE; (ii) THE COST OF GETTING SUBSTITUTE GOODS AND SERVICES, (iii) ANY PRODUCTS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO, THROUGH OR FROM THE SERVICE; (iv) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (v) STATEMENTS OR CONDUCT OF ANYONE ON THE SERVICE; (vi) THE USE, INABILITY TO USE, UNAUTHORIZED USE, PERFORMANCE OR NON-PERFORMANCE OF ANY THIRD PARTY ACCOUNT PROVIDER SITE, EVEN IF THE PROVIDER HAS BEEN ADVISED PREVIOUSLY OF THE POSSIBILITY OF SUCH DAMAGES; (vii) BLUELEAF’S ACCESS OF YOUR ANY OTHER MATTER RELATING TO THE SERVICE.

YOU MAY HAVE THE OPPORTUNITY TO PROVIDE OTHER USERS WITH ACCESS TO YOUR ACCOUNT INFORMATION. THIS IS A TOOL OFFERED THROUGH BLUELEAF.COM TO ENABLE COLLABORATION BETWEEN USERS AT THEIR SOLE DISCRETION. YOUR ACCOUNT INFORMATION INCLUDES SENSITIVE AND PRIVATE INFORMATION AND YOU ARE FULLY RESPONSIBLE FOR ALL OF THE CONSEQUENCES ASSOCIATED WITH PROVIDING YOUR INFORMATION TO OTHER USERS TO WHOM YOU GRANT ACCESS TO YOUR ACCOUNT. YOU SHALL NOT HOLD BLUELEAF NOR ANY OF ITS AFFILIATES LIABLE FOR ANY HARMS, AS DESCRIBED ABOVE, THAT MAY RESULT FROM OR RELATE TO SUCH USERS ACCESSING YOUR ACCOUNT INFORMATION. BLUELEAF DOES NOT CONTROL AND SHALL NOT BE RESPONSIBLE FOR THE ACTS OF OTHER VISITORS OR USERS TO WHOM YOU HAVE GRANTED ACCESS TO YOUR FINANCIAL OR OTHER INFORMATION.

NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, BLUELEAF’S LIABILITY FOR ANY CAUSE WHATSOEVER, REGARDLESS OF THE FORM OR CAUSE OF ANY CLAIM MADE AGAINST BLUELEAF IN CONJUNCTION WITH YOUR USE OF THE SERVICE, SHALL NOT EXCEED, IN THE AGGREGATE, $500.00 (FIVE HUNDRED US DOLLARS) OR THE SUM OF ANY AMOUNTS PAID TO BLUELEAF FOR YOUR USE OF THE SERVICE IN THE PRECEDING 12 (TWELVE) MONTHS, WHICHEVER IS GREATER.

Section 20. Indemnification of Blueleaf

You agree to protect and fully compensate Blueleaf and its affiliates from any and all third party claims, liability, damages, expenses and costs (including, but not limited to, reasonable attorneys fees) caused by or arising from your use of the Service, your violation of these terms or your infringement, or infringement by any other user of your account, of any intellectual property or other right of anyone.

You further agree that if any third party brings any claim or action against Blueleaf or any of its affiliates arising out of or related to your use of the Service, to indemnify and hold us harmless from and against all damages, losses, and expenses of any kind (including without limitation reasonable legal fees and costs) related to any such claim.

Section 21. Additional Terms of Use

If you are a Customer of Blueleaf or an employee, representative or agent of a Blueleaf customer, your use of the Blueleaf Service is additionally subject to Blueleaf’s Customer Terms of Service, available at https://www.blueleaf.com/terms-of-service/

Section 22. Termination of the Agreement

This Agreement will continue to apply until terminated by either you or Blueleaf as set out below. If you want to terminate your legal agreement with Blueleaf, you may do so by canceling your account for the Service.

Please use the directions below to cancel your account:

Send an email to vipsupport@blueleaf.com from the email address you used to register with the subject “Please cancel my account”
Your account will be closed and your ability to log in deactivated immediately. Your Blueleaf.com account data will be removed within 48 hours subject to and as explained in our Privacy Policy.

Blueleaf may at any time, terminate its legal agreement with you:

if you have breached any provision of this Agreement (or have acted in a manner which clearly shows that you do not intend to, or are unable to comply with the provisions of this Agreement);
if Blueleaf in its sole discretion believes it is required to do so by law (for example, where the provision of the Service to you is, or becomes, unlawful); or
immediately upon notice, to the e-mail address provided by you as part of your Registration Information.

Section 23. User Must Comply with Applicable Laws

Blueleaf.com is administered and operated by Blueleaf from its principal office in the Commonwealth of Massachusetts, United States, and it is not intended to subject Blueleaf to the law or jurisdiction of any country or territory outside of the United States. We make no claims concerning whether Blueleaf.com may be downloaded, viewed, or be appropriate for use outside of the United States. If you access the Blueleaf.com from outside of the United States, you do so at your own risk. Whether inside or outside of the United States, you are solely responsible for ensuring compliance with the laws of your specific jurisdiction. The United States controls the import and export of products and information. You expressly agree to comply with such restrictions and not to export or re-export any information through Blueleaf.com to countries or persons where prohibited under applicable laws. By accessing Blueleaf.com, you expressly agree that you are not in a country where such access is prohibited. You are solely responsible for compliance with the laws of your specific jurisdiction. Miscellaneous If any portion of this Agreement is deemed unlawful, void or unenforceable by any arbitrator or court of competent jurisdiction, this Agreement as a whole shall not be deemed unlawful, void or unenforceable, but only that portion of this Agreement that is unlawful, void or unenforceable shall be stricken from this Agreement.

Section 24. Reservation of Rights

You agree that if Blueleaf does not exercise or enforce any legal right or remedy which is contained in the Agreement (or which Blueleaf has the benefit of under any applicable law), this will not be taken to be a formal waiver of Blueleaf’s rights and that those rights or remedies will still be available to Blueleaf. No waiver shall be effective against Blueleaf unless made in writing, and no such waiver shall be construed as a waiver in any other or subsequent instance.

Section 25. Amendment of this Agreement

Blueleaf may update and change any or all of these Terms, including but not limited to the fees and charges associated with the use of the Services. If we update or change these Terms, we will post the updated Terms at https://www.blueleaf.com/terms-and-conditions/. The updated Terms will become effective and binding on the fifth business day after they are posted. When we change these Terms, we will modify the “Last Modified” date above. We encourage you to review these Terms periodically.

Section 26. Governing Law and Forum for Disputes

This Agreement, and your relationship with Blueleaf under this Agreement, shall be governed by the laws of the Commonwealth of Massachusetts. Any dispute with Blueleaf, or its officers, directors, employees, agents or affiliates, arising under or in relation to this Agreement shall be resolved exclusively through the small-claims court of the Commonwealth of Massachusetts, except with respect to imminent harm requiring temporary or preliminary injunctive relief in which case Blueleaf may seek such relief in any court with jurisdiction over the parties. You understand that, in return for agreement to this provision, Blueleaf is able to offer the Service at the terms designated, and that your assent to this provision is an indispensable consideration to this Agreement.

You also acknowledge and understand that, with respect to any dispute with Blueleaf, its officers, directors, employees, agents or affiliates, arising out of or relating to your use of the Service or this Agreement: YOU ARE GIVING UP YOUR RIGHT TO HAVE A TRIAL BY JURY; and YOU ARE GIVING UP YOUR RIGHT TO SERVE AS A REPRESENTATIVE, AS A PRIVATE ATTORNEY GENERAL, OR IN ANY OTHER REPRESENTATIVE CAPACITY, OR TO PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, IN ANY LAWSUIT INVOLVING ANY SUCH DISPUTE.

Entire Agreement

This Agreement constitutes the entire Agreement between you and the Company with respect to the subject matter, and supersedes all other previous or contemporaneous agreements, whether written or oral, between the parties with respect to the subject matter described in this Agreement. The section headings are provided merely for convenience and shall not be given any legal import. This Agreement is personal and you may not assign or transfer this Agreement any of your rights or obligations under this Agreement. This Agreement will inure to the benefit of Blueleaf’s successors, assigns, licensees, and sublicensees.

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