•Eligibility. You must be at least 18 years old and able to form a binding contract to use the Boost Platform. If you access or use the Boost Platform on behalf of a company, you represent that you are its authorized representative.

•Account Registration. You must create an account and provide accurate, current, and complete information. You are responsible for maintaining the confidentiality of your credentials and for all activities under your account.

•Connections and Integrations. A User may be required to connect third-party advertising, analytics, affiliate, retailer, or social accounts and grant Wayward specified access rights to enable Boost Platform features. You authorize Wayward to use such connections solely to provide the Boost Platform. For example, Brands connect their Meta and/or Google advertising accounts to the Boost Platform, and all advertising spend occurs directly within the Brand's advertising account since Wayward does not collect or hold advertising spend. You are responsible for compliance with the separate terms and conditions of such third parties, and Wayward assumes no responsibility or liability for such third party services.

•Wayward Wallet. Users may be required to fund a Wayward Wallet in a minimum amount of $1,000 (which Wayward may waive) to cover non-payment of invoices for Creator commissions and Wayward platform fees. The Wayward Wallet is held within Wayward's account structure, and Users shall have no direct access to or control over funds once deposited. Funds held in a Wayward Wallet may be applied immediately in the event of any payment default by a User, including non-payment of Creator commissions or Boost Platform fees. Any interest or earnings accrued on Wayward Wallet funds shall be retained by Wayward. Funds held in a User's Wayward Wallet may be held by Wayward for as long as the User has an active account with Wayward, and refunded only upon termination, subject to deduction for any outstanding fees, pending transactions, or disputed amounts, unless previously used by Wayward to settle a User's unpaid obligations.

The Boost Platform does not collect advertising spend nor serve as an advertising network and does not guarantee campaign performance or sales outcomes.

•Brands. Brands use the Boost Platform to promote products through paid advertising campaigns and partnerships with Creators. Brands may run (a) Partnership Campaigns that amplify Creator Content, and (b) Direct Brand Campaigns (collectively and together with the Creator Campaigns, "Campaigns").

•Creators and Creator Campaigns. Creators may earn commissions from sales of attributable Creator Content, as described above. In addition to earning commissions through Brand-funded Partnership Campaigns, Creators may fund their own ad campaigns ("Creator Campaign"). For self-funded Creator Campaigns, Creators pay the Boost Platform a ten percent (10%) fee on advertising spend, invoiced monthly and payable on a net 30 basis.

•Advertising Spend. Advertising spend is paid directly by the Brand (or by the Creator, for self-funded Creator Campaigns) to third-party advertising platforms (e.g., Meta and Google). Wayward does not collect or hold advertising spend funds.

•Wayward Platform Fee. Wayward charges a ten percent (10%) platform fee based on advertising spend for any Campaign originating from the Boost Platform.

•Creator Commissions in Partnership Campaigns.

•Invoicing; Wallet Application. Brands or Creators, as applicable, will be invoiced by Wayward upon completion of each calendar month or as otherwise agreed in writing. Brand or Creator, as applicable, agrees to pay all fees within 30 days from the date of invoice. Brand authorizes Wayward to remit payment of the applicable commission to each Creator. In the event of Brand or Creator non-payment within the applicable payment period, Wayward may use Wayward Wallet funds to cover outstanding balances. Late payments shall bear interest at the rate of one and one-half percent (1.5%) per month (or the highest rate permitted by applicable law, if less). Brand or Creator, as applicable, shall also be responsible for all costs and expenses, including reasonable attorneys' fees, incurred by Wayward in collecting any past-due amounts.

•Taxes. Each User is responsible for all taxes arising from its activities and payments hereunder, excluding taxes based on Wayward's net income.

•Tracking Links. The Boost Platform will generate or use third-party tracking links depending on the nature of the applicable Campaign. For example, (a) an Amazon Attribution affiliate link will be generated if the applicable Campaign is serving ads through Amazon; (b) a Walmart affiliate link will be generated if the applicable Campaign is serving ads through Walmart; or (c) a Wayward tracking link will be generated if the applicable Campaign is served on a direct-to-consumer brand website. Brands may also install a Boost Platform-generated tracking pixel on their direct-to-consumer brand website for conversion tracking. Wayward relies on these data sources for performance measurement and reconciliation and so Creator commissions are properly calculated. Wayward does not guarantee sales outcomes or performance based on any Campaign or its link.

•Creator Content License to Wayward. Subject to these Terms, each Creator grants Wayward a non-exclusive, royalty-free, worldwide license during the applicable Campaign term to use, reproduce, distribute, display, modify and otherwise exploit the Creator Content connected to the Boost Platform that is made available for Partnership Campaigns or Creator Campaigns. This includes the right to use the Creator Content as advertising creative in paid media, edit/modify for advertisements, generate derivative advertisements using automated or AI tools, distribute across advertising platforms selected by the Creator or the applicable Brand (including Meta and Google), and allow Brands to promote such content in Partnership Campaigns. Accordingly, Creator agrees that any Content uploaded by Creator to the Boost Platform will be subject to a nonexclusive, royalty-free, worldwide license to reproduce, market, display, publish, perform, distribute and transmit such Creator Content to Brands as needed for Wayward to fulfill its obligations under the applicable Campaign(s). Creators may designate which Creator Content is eligible for Partnership Campaigns and may remove content from eligibility, provided that content already used in active Campaigns may continue to be used for their duration.

•Promotional Use by Wayward. Creators grant Wayward the right to use Creator Content as well as Creator names, logos, likeness, and Campaign materials to market and promote the Boost Platform, including case studies, demos, and showcasing examples across Wayward channels, with rights to reproduce/modify as reasonably necessary.

•Access. Creators may be asked to extend to the Boost Platform secondary or reporting access to applicable retailer, social, search, and advertising accounts as required to operate Campaigns and measure performance.

•Representations. As between the parties, and in addition to the representations and warranties elsewhere in these Terms, Creator owns and shall retain all right, title, and interest in and to the Creator Content and any intellectual property rights in Creator Content. Creator represents and warrants to Wayward that Creator Content does not and will not: (a) violate any trade or regulatory requirements that may apply to Creator's participation in the Boost Platform; (b) infringe on Wayward's or any third party's (including a Brand's) intellectual property rights, rights of publicity, privacy or other rights; (c) be fraudulent, counterfeit, illegal, inaccurate, incomplete, harmful, abusive, harassing, obscene, offensive, or that is otherwise misleading, deceptive or fraudulent; (d) violate the policies or terms of service of a Brand or third-party website; (e) violate, or promote violations, of any applicable laws, including all laws and regulations prohibiting unauthorized or unsolicited advertisement, solicitation, flooding, or other unsolicited spam or bulk e-mail or unsolicited commercial communications; (f) contain any content that promotes violence or discrimination (based on race, sex, religion, nationality, disability, sexual orientation, age, etc.) or that contains nudity or other explicit materials; or (g) contain computer programming routines that are intended to damage, interfere with, surreptitiously intercept, exploit, or expropriate any system, data, or personal information, including but not limited to viruses, trojan horses or cancelbots.

•Brand Materials; Names; Marks.

Brands grant Wayward and participating Creators a non-exclusive, royalty-free license during the Term to use Brand names, logos, trademarks, and provided creative or product information solely to operate Campaigns, generate creatives, and display advertisements through the Boost Platform. Additional approvals or restrictions may be specified in a Brand's account settings or insertion orders.

•Creative Sources. Creators are responsible for Creator Content. In certain circumstance, Brands may ask the Boost Platform to generate creative advertising content using AI tools or templates.

•Compliance. Users (whether Brands or Creators) are responsible for ensuring that all advertisements, content, and landing destinations comply with applicable platform policies, laws, and industry guidelines (including FTC endorsement and advertising rules, as applicable). Brands and Creators are further responsible for obtaining any necessary rights, consents, and approvals for Campaign creative and content usage. To the extent the Boost Platform publishes an Acceptable Use Policy on its website, such Acceptable Use Policy is incorporated herein by reference and Users agree to comply with its terms.

•Billing Cycles. Fees payable through the Boost Platform are invoiced on a monthly basis and payable within 30 days from the date of invoice. All sums payable under these Terms are exclusive of any sales tax, indirect or similar taxes chargeable on any supply to which those sums relate. Each Brand authorizes Wayward to remit payment of any applicable commissions to each Creator.

•Non-Payment. In case of non-payment, Wayward may draw from the Wayward Wallet to cover unpaid commissions and platform fees. Wayward may also suspend or terminate access to the Boost Platform, pause Campaigns, withhold disbursements, and/or assess late charges as permitted by law. Further, Wayward may recoup, set off, or credit against amounts payable to a User all present and future indebtedness arising from a transaction with a User, whether or not related to these Terms.

•No Obligation to Advance Funds. Wayward is not obligated to pay Creators absent collection from the Brand for applicable commissions.

•Compliance with Laws. Each party shall comply with all applicable data privacy and security laws, regulations, and industry standards in connection with its performance under these Terms.

•Data Processing. To the extent that a party processes any personal data on behalf of another party in connection with the Boost Platform, the parties shall enter into a separate data processing agreement that complies with applicable data privacy laws.

•Data Use. Wayward may process data from connected accounts, tracking links, pixels, and Campaign activity to provide, secure, and improve the Boost Platform, including attribution, optimization, fraud detection, reporting, and billing.

•No Responsibility for Affiliate and Retailer. As described elsewhere in these Terms, the Boost Platform uses integrations (e.g., Amazon Attribution, Walmart affiliate links) and may depend on third-party data for reconciliation and performance metrics. Users acknowledge such data may be delayed, incomplete, or unavailable, and agree that Wayward will not be liable for issues arising from third-party data limitations as further reflected in these Terms.

•Wayward Materials. As between the parties, Wayward owns and shall retain all right, title, and interest in and to: (i) the Boost Platform and any materials, information, know-how, software, tools, processes, methodologies, data, content, or other items owned or licensed by Wayward or developed or acquired by Wayward, including any modifications, enhancements, or improvements thereto (collectively, the "Wayward Materials"); (ii) any improvements, modifications, or enhancements to the Wayward Materials; and (iii) any intellectual property rights in any of the foregoing. Nothing in these Terms shall be construed to grant a User any ownership rights in the Wayward Materials. Neither Creators nor Brands may use any frame or framing techniques to enclose any intellectual property of Wayward (including, without limitation, trademarks, logos, or other proprietary information of Wayward) or use meta tags or any other "hidden text" utilizing Wayward's name or trademarks without the express written consent of Wayward. Users receive a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the Boost Platform for their internal business purposes during the Term in accordance with these Terms.

•Feedback. If a User provides or makes available suggestions, comments, ideas, improvements or other feedback or materials to Wayward or its affiliates regarding the Boost Platform or any related subject matter, such User grants Wayward a non-exclusive, perpetual, irrevocable, royalty-free, fully paid-up, worldwide license to use, reproduce, modify, license, transfer, and otherwise distribute and exploit such feedback or materials in any manner.

•Disclaimer. THE BOOST PLATFORM IS PROVIDED ON AN "AS IS" BASIS. EXCEPT AS EXPRESSLY SET FORTH IN THESE TERMS AND ANY CAMPAIGN, WAYWARD DOES NOT MAKE ANY WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT, AND WAYWARD HEREBY DISCLAIMS ALL SUCH WARRANTIES. IN ADDITION, NEITHER WAYWARD NOR ITS AFFILIATES MAKE ANY REPRESENTATIONS OR WARRANTIES THAT THE BOOST PLATFORM WILL MEET A USER'S REQUIREMENTS, WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE, OR OPERATE WITHOUT ERROR, AND EXPRESSLY DISCLAIMS ANY IMPLIED WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, WAYWARD AND ITS AFFILIATES DISCLAIM ANY AND ALL SUCH WARRANTIES.

•Indemnification by Wayward. Wayward shall defend, indemnify, and hold harmless each User and its officers, directors, employees, agents, successors, and assigns from and against any and all losses, damages, liabilities, and costs (including reasonable attorney fees) ("Losses") arising out of or relating to any third-party claim, suit, action, or proceeding ("Third-Party Claim") to the extent based upon an allegation that the Wayward Materials provided to User infringe, misappropriate, or otherwise violate any intellectual property rights or other rights of any third party. Wayward's defense and indemnification obligations will not apply or will be comparatively reduced to the extent a Third-Party Claim arises from: (i) any Creator Content if used by Wayward as permitted under these Terms; (ii) any modification to the Wayward Materials made by a User or a party at the direction of a User without Wayward's prior written consent if the Third-Party Claim would have been avoided in the absence of such modification; or (iii) a User's use of the Wayward Materials in breach of these Terms.

•Indemnification by Users. Users shall defend (at Wayward's option), indemnify and hold harmless Wayward (and its officers, directors, employees, agents, successors, and assigns), its affiliates (and their respective officers, directors, employees, agents, successors, and assigns) (collectively "Wayward Indemnified Parties") from and against any and all Losses, judgments, fines, penalties, interest, and expenses (including reasonable attorney fees and disbursements of counsel, court costs, and costs of any investigation, defense, and settlement) arising out of any actual or alleged action, allegation, claim, demand, lawsuit, legal proceeding, administrative or other proceedings or litigation, inquiry, audit, or investigation (collectively, "User Indemnity Claims") (regardless of whether such matters are groundless, fraudulent, or false) that arise out of or relate to: (i) any actual or alleged breach (or alleged acts or omissions that if true would be a breach) of any of User's representations, warranties, or obligations set forth in these Terms; (ii) any Content, the advertisement or offer of any products, or Creator commissions; (iii) any actual or alleged violation, misappropriation or infringement of any intellectual property rights by User, or any User content (including any information regarding the products); or (iv) any taxes assessed, incurred, or owed in connection with, or arising out of, any transaction related to these Terms and any Campaign, or the collection, payment or failure to collect or pay such taxes; or (v) death of or injury to any person, damage to any property, or any other damage or loss, by whomsoever, suffered, resulting or alleged to result in whole or in part from User's use of the Boost Platform.

•Indemnification Procedures; Wayward Indemnity. For indemnification obligations arising under Section 11.1, User shall: (i) promptly notify Wayward in writing of the Third-Party Claim; (ii) give Wayward sole control of the defense and settlement of the Third-Party Claim (provided that Wayward may not settle any Third-Party Claim in a manner that adversely affects a User's rights without a User's prior written consent); and (iii) provide Wayward, at User's expense, with all reasonable assistance in connection with the defense and settlement of the Third-Party Claim.

•Indemnification Procedures; Creator Indemnity. For indemnification obligations arising under Section 11.2, Wayward shall promptly notify User in writing of any User Indemnity Claims or other matter that is or may be covered by this section and take all necessary and appropriate actions to protect the interests of Wayward Indemnified Parties. If User intends to engage legal counsel to defend Wayward Indemnified Parties' interest in any User Indemnity Claims, User must promptly notify Wayward in writing of its proposed legal counsel. If Wayward determines that such legal counsel has not adequately represented, defended, or protected Wayward's interests, or if Wayward reasonably believes User's legal counsel is unwilling or unable to adequately do so in Wayward's sole discretion, Wayward may replace User's counsel with other counsel of its own choosing in its sole discretion. In such an event, any fees and expenses of Wayward's chosen counsel, together with all expenses or costs incurred by Wayward resulting from or arising out of the change of counsel, shall be paid or reimbursed by User as part of its indemnification obligations under these Terms. User must also provide, at its sole cost and expense, all cooperation, documentation, and information reasonably requested by Wayward in connection with any User Indemnity Claim. Wayward shall have the right to direct the defense of any User Indemnity Claim asserted against any Wayward Indemnified Parties and to accept or reject any offer to compromise or settle any such matter in its sole discretion. User shall not settle or resolve any portion of any such User Indemnity Claim without Wayward's prior written approval.

•Exclusion of Consequential and Related Damages. IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY OR ANY THIRD PARTY UNDER ANY THEORY OF TORT, CONTRACT, STRICT LIABILITY, OR OTHER LEGAL OR EQUITABLE THEORY FOR (i) LOST PROFITS, LOSS OF USE, LOST REVENUE, LOSS OF BUSINESS OR LOSS OF OR INACCURATE DATA, OR INTERRUPTION OF BUSINESS, (ii) EXEMPLARY, PUNITIVE, SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES OR THE LIKE, OR (iii) FOR COST OF COVER, RECOVERY, OR RECOUPMENT OF ANY INVESTMENT, EACH OF WHICH IS HEREBY EXCLUDED BY AGREEMENT OF THE PARTIES REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE OR WHETHER THE PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS EXCLUSION OF LIABILITY FOR CONSEQUENTIAL, EXEMPLARY, PUNITIVE, SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES APPLIES EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY UPON WHICH THE LIABILITY MAY BE BASED.

•Cap on Liability. TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL WAYWARD OR ANY WAYWARD INDEMNIFIED PARTY'S AGGREGATE LIABILITY TO USER OR ANY THIRD PARTY FOR ANY CLAIMS, COSTS, LOSSES, DAMAGES, JUDGMENTS, FINES, PENALTIES, INTEREST, COSTS, AND EXPENSES (INCLUDING REASONABLE ATTORNEY FEES AND COSTS OF ANY INVESTIGATION, DEFENSE, AND SETTLEMENT) FOR ANY REASON WHATSOEVER, AND REGARDLESS OF THE FORM OF ACTION OR LEGAL THEORY, EXCEED THE AGGREGATE AMOUNT PAID AND PAYABLE TO WAYWARD OR THE USER FOR THE IMMEDIATELY PRECEDING SIX CALENDAR MONTHS UNDER THE APPLICABLE CAMPAIGN GIVING RISE TO THE APPLICABLE CLAIM. THE EXISTENCE OF MULTIPLE CLAIMS OR SUITS UNDER OR RELATED TO THESE TERMS WILL NOT ENLARGE OR EXTEND THIS LIMITATION OF DAMAGES. THE LIMITATIONS OF LIABILITY IN THESE TERMS REFLECT THE ALLOCATION OF RISK BETWEEN THE PARTIES.

•Survival of Limitations. THE LIMITATIONS SPECIFIED IN THIS SECTION WILL SURVIVE AND APPLY EVEN IF ANY LIMITED REMEDY SPECIFIED IN THESE TERMS IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

•Suspension. Wayward may modify, suspend or terminate User access immediately for non-payment, suspected fraud, security risk, breach of these Terms or violation of applicable law.

•Term; Termination. These Terms will continue in effect unless terminated in accordance with these Terms. Either party may terminate these Terms in the event the other party materially breaches the terms of these Terms and fails to cure such breach within ten (10) days from receipt of written notice thereof. In addition, (i) Wayward may terminate these Terms for any reason and without cause upon written notice to User, and (ii) User may terminate these Terms for any reason and without cause on thirty (30) days' notice to Wayward.

•Effect. Upon termination, User access to the Boost Platform ceases. All accrued payment obligations survive termination. All licenses that by their nature are intended to survive shall survive. Wayward may retain and use data as permitted to fulfill surviving obligations, maintain records, and comply with law.

•Compliance and Audit Rights. Users must keep accurate records related to User's transactions on the Boost Platform, compliance with these Terms and applicable Law. If requested by Wayward, User will provide any and all reports, information, or other documentation related to User's compliance with these Terms and applicable law within a reasonable period of time (not to exceed 30 days). If Wayward requests copies of reports filed with regulatory agencies, User will provide them within 7 days of the request. In addition, Wayward may conduct audits and investigations as reasonably required to confirm compliance with these Terms and applicable law. Wayward will provide Users with at least 5 business days' written notice. User will provide reasonable cooperation and access to relevant records during such audit. Wayward will bear the cost of these audits unless the audit reveals a material breach or underpayment exceeding 5% of amounts due, in which case User will reimburse Wayward for the reasonable costs of the audit.

•Independent Contractors. The relationship between the parties is that of independent contractors. Nothing contained in these Terms shall be construed as creating any agency, partnership, joint venture, or other form of joint enterprise, employment, or fiduciary relationship between the parties.

•Assignment. User may not assign or transfer any of its right or delegate any of its obligations under these Terms without the prior written consent of Wayward, not to be unreasonably withheld, except (a) as may be expressly permitted in these Terms or a Campaign, or (b) to a successor-in-interest pursuant to a merger, acquisition, reorganization, or sale of all or substantially all of such party's assets. Any purported assignment or delegation in violation of this section shall be null and void. These Terms shall be binding upon and shall inure to the benefit of the parties and their respective successors and permitted assigns.

•Severability; Waiver. If any term or provision of these Terms is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of these Terms or invalidate or render unenforceable such term or provision in any other jurisdiction. No waiver by any party of any of the provisions hereof shall be effective unless explicitly set forth in writing and signed by the party so waiving. No waiver by any party shall operate or be construed as a waiver in respect of any failure, breach, or default not expressly identified by such written waiver, whether of a similar or different character, and whether occurring before or after that waiver. No failure to exercise, or delay in exercising, any right, remedy, power, or privilege arising from these Terms shall operate or be construed as a waiver thereof.

•Notices. All notices, requests, consents, claims, demands, waivers, and other communications under these Terms shall be in writing and shall be deemed to have been given: (i) when delivered by hand (with written confirmation of receipt); (ii) when received by the addressee if sent by a nationally recognized overnight courier (receipt requested); (iii) on the date sent by email (with confirmation of transmission) if sent during normal business hours of the recipient, and on the next business day if sent after normal business hours of the recipient; or (iv) on the third day after the date mailed, by certified or registered mail, return receipt requested, postage prepaid. Such communications must be sent: if to Wayward, to support@wayward.com; if to a User, to the addresses provided at time of account creation (or to such other address as may be designated by a party from time to time in accordance with this section).

•Governing Law; Venue. These Terms shall be governed by and construed in accordance with the laws of the State of Washington, without giving effect to any principles of conflicts of law. Any action arising out of or relating to these Terms shall be filed in state or federal courts sitting in King County, Washington, and each party irrevocably submits to the jurisdiction and venue of any such court in any such action.

•Updates. Wayward may update these Terms by posting a revised version with an updated "Last Updated" date. Material changes will be notified through the Boost Platform or email. Continued use after effectiveness constitutes acceptance.

•Order of Precedence.