The rules that keep Whoa useful

1. Agreement, eligibility, and definitions

These Terms are an agreement between you and Graffiti Labs US LLC ("Whoa", "we", "us", or "our"). "Company Owner" means the person who creates and controls a Whoa workspace. "Staff" or "Sub-trainer" means a user invited into that workspace with restricted permissions. "Client" means the person or organization billed by the Company Owner. "Business Data" means information entered, generated, imported, or exported through a workspace.

You must be at least 18 years old and legally able to enter this agreement. Whoa is for legitimate business and professional activity. A person under 18 may be identified as a rider by an authorized adult business user but may not create an owner or staff account.

On Apple platforms, these Terms supplement Apple's Standard Licensed Application End User License Agreement. On Android, Google Play's applicable terms also govern store distribution and purchases. If a conflict concerns an app-store licence or mandatory store terms, those terms control to that extent. Stripe services are also subject to Stripe's agreements described below.

2. What Whoa provides

Whoa is a software platform for equestrian trainers, barns, farriers, and specialty service businesses. It can organize facilities, clients, riders, horses, services, recurring billing settings, lesson or service logs, invoices, payment status, team activity, reports, and accounting exports. It can also connect a business to Stripe for hosted invoices, payments, transfers, and payouts.

Whoa is not a bank, card network, money transmitter, insurer, accounting firm, tax adviser, law firm, payroll provider, employer, or provider of equestrian services. We do not decide whether a lesson occurred, whether a service was satisfactory, which tax applies, whether an expense is deductible, or how a business should recognize revenue. Software suggestions, defaults, reports, and exports must be reviewed by the business and its professional advisers.

Features and availability can vary by country, currency, device, app-store territory, Stripe eligibility, connected-account status, and plan. We may improve, replace, limit, or retire features where reasonably necessary, subject to applicable law.

3. Accounts, authentication, and team access

You must provide accurate account and business information and keep it current. You are responsible for your Apple, Google, passkey, device, and Whoa account security, and for all authorized activity in your workspace. Notify support promptly if access may be compromised.

The Company Owner controls the workspace and is responsible for:

• inviting only authorized Staff and confirming the correct email address;
• assigning work and reviewing Staff lesson or service logs;
• removing Staff promptly when access is no longer required;
• maintaining the Team subscription or other entitlement required for Staff access;
• ensuring Staff use complies with privacy, employment, contractor, tax, and recordkeeping obligations; and
• resolving ownership or access disputes within the business.

Staff can access the operational information required to log work and sync supported Watch activity. Staff are not entitled to owner-only billing, payout, tax, subscription, or administrative details. Attempting to bypass a role restriction is prohibited.

An account may belong to only one active Whoa company at a time unless Whoa expressly supports another arrangement. A prior membership may need to be removed before a new invitation can be accepted.

4. Free trial, subscriptions, and promotional access

Thirty-day trial

Eligible new Company Owners receive 30 days of access without providing a card to Whoa. The user selects a Single Trainer or Team trial and may change that intended plan before purchasing. A trial does not automatically create an Apple App Store or Google Play subscription. One trial is available per eligible person or business unless we state otherwise. Abuse, duplicate accounts, or attempts to restart trials may result in suspension.

Paid plans

Single Trainer is intended for one owner/trainer. Team adds restricted Staff access. Reference prices are US$9.99 or C$9.99 per month for Single Trainer and US$19.99 or C$19.99 per month for Team where those storefront prices are configured. The price, currency, taxes, renewal date, and terms displayed by the applicable store at purchase are the binding offer.

Subscriptions are processed by Apple or Google as auto-renewing subscriptions. Unless cancelled within the period required by the applicable store before renewal, that store charges the selected payment method for the next period. You can manage or cancel through your Apple App Store or Google Play account. Cancellation stops future renewal; access normally continues through the paid period. The applicable store controls purchase refunds under its policies and applicable law.

Deleting the Whoa account or app does not cancel an App Store or Google Play subscription. If you delete the Whoa account first, cancel separately through the applicable store to avoid renewal. Restore or entitlement recovery is subject to store verification and association with the correct Whoa owner account.

Complimentary access and promo codes

Whoa may grant access for an event, promotion, review, support resolution, or partnership. A code may be limited by expiry, redemption count, account, plan, region, or duration. It has no cash value, cannot be resold or transferred, and does not refund an overlapping paid subscription unless we expressly agree or law requires it.

5. Stripe Connect, client payments, and payouts

Connected account agreement

To accept client payments or receive payouts, the Company Owner must create and maintain an eligible Stripe connected account, complete Stripe onboarding, and accept the Stripe Connected Account Agreement and applicable Stripe Services Agreement. Those agreements create a direct relationship between the connected business and Stripe for Stripe services.

You authorize Whoa to create and manage Stripe activity on behalf of the connected business as needed to provide the platform, including customers, invoices, hosted payment links, payment method settings, charges, transfers, payout-related instructions, metadata, statements, record copies, voids, and status retrieval. This authorization continues until the connection or Whoa account is terminated, subject to outstanding transactions and legal retention.

Business is the seller

The connected trainer, barn, farrier, or service company is the seller and provider of the invoiced services. It is responsible for service delivery, client terms, invoice accuracy, customer support, refunds, credits, disputes, taxes, permits, and legal compliance. Whoa facilitates technology and payment instructions but does not become the riding instructor, barn, farrier, therapist, chiropractor, or other service provider.

Funds flow and records

Client payments may first appear in the Whoa platform Stripe account and be routed to a connected account according to the configured Connect funds flow. Whoa may create a corresponding paid record copy in the connected account for reconciliation. Platform and connected-account records do not mean the client was charged twice.

Settlement and payout currency should match the connected business's country and supported bank details, such as CAD for a Canadian business and USD for a US business. Stripe may convert currency, withhold reserves, delay or reverse transfers, deduct fees, or require more information. Whoa cannot guarantee acceptance, settlement, payout timing, exchange rate, or uninterrupted payment-method availability.

Fees, disputes, refunds, and negative balances

Stripe fees, Whoa platform fees if disclosed, taxes, refunds, disputes, chargebacks, conversion, and reserve amounts may be deducted from funds as permitted by the applicable agreements. The connected business is responsible for amounts arising from its services, refunds, disputes, fraud, errors, or negative balance. We may pause payment features while an account is restricted, under review, or unable to cover obligations.

Statement descriptors

Whoa may set a compliant shortened statement descriptor combining the Whoa name and available business identity. Stripe and card networks control final formatting and may truncate, normalize, or replace it. The business must keep its identity accurate and respond to clients who do not recognize a charge.

6. Invoices, taxes, manual payments, and accounting exports

You are responsible for reviewing every client, rider, horse, service date, trainer, description, price, currency, discount, tax, due date, email address, and payment setting before sending an invoice or enabling automated billing. Whoa may provide templates and defaults, but they are not professional advice.

Tax features help calculate and display user-configured regional sales tax. The Company Owner must determine registration duties, taxable services, place of supply, exemptions, rates, invoice wording, filing, and remittance. Consult a qualified adviser for GST/HST/PST/QST, US sales tax, Mexican VAT, EU VAT, or other obligations.

Marking an invoice paid records the owner's statement that funds were received outside the automated Stripe status. Verify e-transfer, cash, cheque, or other manual payment independently. Whoa is not liable for a forged confirmation, reversed transfer, or incorrect manual status.

Draft invoices may be deletable. Open invoices may be voided rather than erased. Paid and legally required records may remain. Reports and exports for QuickBooks, Xero, CSV, or another accounting system are convenience tools. Review mappings and imported results; preserve original records as required.

7. Business Data, privacy, and intellectual property

As between Whoa and the Company Owner, the Company Owner retains its rights in Business Data. You grant Whoa a limited, worldwide right to host, copy, transmit, format, process, and display Business Data only as reasonably needed to provide, secure, support, and comply with law for the service.

You confirm that you have the authority and lawful basis to enter and use Business Data, including client, staff, rider, minor, contact, tax, and transaction information. Do not enter medical diagnoses, government identifiers, card credentials, online-banking passwords, or unrelated sensitive information. Minimize notes about minors.

Our handling of personal information is described in the Privacy Policy. Each business is responsible for its own privacy notice and responses to its clients and Staff. You will reasonably assist with a privacy request, incident, or investigation relating to Business Data you control.

Whoa, its design, software, branding, documentation, and service content are owned by Graffiti Labs US LLC and its licensors. Except for the limited app licence under Apple's terms, no rights are transferred. Feedback may be used without restriction or compensation, provided we do not publicly identify you without permission.

8. Acceptable use

You must not use Whoa to:

• break a law, payment-network rule, Stripe agreement, sanction, court order, or another person's rights;
• process sham, misleading, fraudulent, unauthorized, illegal, or non-equestrian transactions designed to evade review;
• misstate a service, client, tax, trainer, currency, business identity, or connected-account owner;
• store card numbers, security codes, passwords, or unnecessary sensitive personal information;
• harass, discriminate, exploit minors, or submit harmful or defamatory content;
• probe, overload, disrupt, reverse engineer, scrape, bypass access controls, or introduce malicious code, except where a restriction is prohibited by law;
• share access outside the licensed plan or let another company use your workspace; or
• use reports or notifications as a substitute for checking actual financial records.

We may investigate suspected misuse and preserve or disclose information when reasonably necessary to secure the service, enforce these Terms, protect users, comply with law, or cooperate with Stripe, Apple, Google, banks, networks, regulators, or law enforcement.

9. Third parties, availability, disclaimers, and liability

Third-party services

Apple, Google, Firebase, Stripe, banks, card networks, email providers, accounting products, and internet or device services are independent. Their outages, eligibility decisions, terms, fees, privacy practices, and actions are outside our control. Links do not imply endorsement.

Availability and changes

We work to provide a reliable service but do not guarantee uninterrupted sync, notification, email delivery, invoice payment, Watch connectivity, payout, export compatibility, or data recovery. Keep legally required records and verify important payment events. Scheduled or emergency maintenance, provider incidents, security measures, and legal requirements may affect access.

Disclaimer

To the maximum extent permitted by law, Whoa is provided "as is" and "as available." We disclaim implied warranties of merchantability, fitness for a particular purpose, non-infringement, accuracy, and uninterrupted availability. Nothing in these Terms excludes warranties or remedies that cannot legally be excluded.

Limitation of liability

To the maximum extent permitted by law, Graffiti Labs US LLC and its personnel will not be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profit, revenue, business, goodwill, data, opportunity, or anticipated savings, arising from Whoa or third-party services. Our total liability for claims relating to the service will not exceed the greater of the amount you paid for Whoa in the 12 months before the event giving rise to the claim or US$100.

The limits do not apply to liability that cannot be limited under applicable law, including where required for fraud, wilful misconduct, gross negligence, death, personal injury, statutory consumer rights, or another non-excludable matter. Some jurisdictions do not allow certain exclusions, so portions may not apply to you.

Indemnity

If you use Whoa for a business, you will defend and indemnify Graffiti Labs US LLC against third-party claims, losses, and reasonable costs arising from your services, Business Data, taxes, clients, Staff, misuse, breach of these Terms, or violation of law, except to the extent caused by our breach or conduct for which indemnity cannot lawfully be required.

10. Suspension, termination, governing rules, and contact

Suspension and termination

You may stop using Whoa, cancel the applicable app-store subscription, and delete the account through Setup. We may restrict or suspend access where reasonably necessary for security, non-payment, misuse, legal compliance, provider requirements, connected-account restrictions, or material breach. Where appropriate, we will provide notice and a chance to correct the issue.

Account deletion is subject to financial and legal retention described in the Privacy Policy. Terms that by nature should survive continue after termination, including payment obligations, ownership, disclaimers, liability limits, indemnity, dispute terms, and lawful retention.

Changes

We may update these Terms for product, provider, business, security, or legal changes. We will post the revised date and give additional notice where required. Material changes apply prospectively after the stated effective date. If you do not agree, stop use and cancel before the change takes effect.

Governing rules and regional rights

These Terms are governed by the laws applicable to Graffiti Labs US LLC in the United States, without applying conflict-of-law rules, except that mandatory local consumer, privacy, employment, tax, and payment rights remain unaffected. Courts with lawful jurisdiction over Graffiti Labs US LLC and the dispute may hear claims. If you are an individual consumer in the European Union, EEA, Switzerland, Norway, Iceland, Canada, Mexico, or another jurisdiction with mandatory local rights, you retain those rights and may use any court or dispute process that local law requires.

The United Nations Convention on Contracts for the International Sale of Goods does not apply. Before filing a claim, contact us and allow 30 days for an informal resolution, unless urgency or applicable law makes that unreasonable. Nothing prevents either party from seeking immediate relief for security, misuse, intellectual property, or data protection.

General

You may not assign these Terms without our consent, except where law permits. We may assign them as part of a merger, financing, reorganization, or sale of the service, with required notice. Failure to enforce a term is not a waiver. If a term is unenforceable, it is modified only as needed and the rest remains effective. Headings are for convenience. These Terms, the Privacy Policy, Apple's applicable terms, Stripe's applicable agreements, and any displayed plan terms are the complete agreement for their subject matter.

Apple acknowledgement

These Terms are between you and Graffiti Labs US LLC, not Apple. Graffiti Labs US LLC, not Apple, is responsible for Whoa and related support, subject to Apple's required terms. Apple and its subsidiaries are third-party beneficiaries of the app licence terms and may enforce them.

Contact and language assistance

Questions about these Terms can be sent to legal@graffitilabs.io. We accept requests in every official European Union language through our EU language access directory. The English Terms control to the extent permitted by law; mandatory local rights remain unaffected.