Puzzle Bookkeeping Services Terms and Conditions

Last revised – September 10, 2026

Welcome to the Puzzle Bookkeeping Services Terms and Conditions (these “Terms”), which govern your application, access to, and use of the bookkeeping and accounting services (the “Services”) offered through the online platform (the “Platform”) operated by Puzzle Financial, Inc. (“Puzzle,” “Company,” “we,” “us,” or “our”).  By creating or using your account, requesting the Services, or otherwise using the Services, you (“Client,” “you,” or “your”) agree to be bound by these Terms.  If you do not agree to these Terms, you may not request, access, or use the Services.   These terms constitute a legally binding agreement between you and us.  All Services described herein are facilitated by Puzzle and provided by one of our accounting firm partners (“Firm(s)”) pursuant to an agreement we have with each Firm.

Please note that Section 6 below contains an arbitration clause and class action waiver. By agreeing to these Terms, you agree (a) to resolve all disputes with us through binding individual arbitration, which means that you waive any right to have those disputes decided by a judge or jury, and (b) that you waive your right to participate in class actions, class arbitrations, or representative actions. You have the right to opt-out of arbitration as explained in Section 6.

1.  Eligibility

To apply for, access, or use the Services, you must: 

  • Be an entity that is organized under the laws of a State of the United States or the District of Columbia, and you must maintain a principal place of business in the United States; and
  • Maintain books and records in US Dollars, and US dollars must be your functional currency; and 
  • Not have any account connected to the Platform or otherwise connected to or related to the Services that is denominated in any currency other than US dollars; and 
  • Not transact in any currency other than US dollars, other than transactions converted to and settled in US dollars by your financial institution or card issuer at the point of settlement.

2.  The Services

Puzzle works with its accounting firm partners to offer and facilitate certain bookkeeping services to be provided to you by the Firm.  The Services may include but are not limited to a periodic review and closing of your books, a periodic review of your transactions as categorized by the Platform, a verification that accounts are reconciled for the period, preparation of financial statements, and tax preparation and filing.  For a complete description of the Services being offered, please visit puzzle.io/pricing.  Please note the Services offerings may change at any time.

You understand that Puzzle facilitates and oversees the provision of Services to you, and that some of the Services are to be performed by a Firm partner, and not Puzzle.

3.  Your Responsibilities

By requesting, accessing, or using the Services, you agree to:

  • Read, understand, and enter into all agreements required for the provision of the Services, which may include a formal engagement letter between you and the Firm providing the Services. 
  • Provide complete, accurate, and timely financial information, documents, and records as requested by the Firm and as needed in order for the Services to be provided to you; and 
  • Respond to all communications and requests from the Firm in a timely manner; and
  • Promptly review any documents, filings, or reports that are prepared by the Firm and provide comments and feedback before they are filed, submitted, or relied upon; and 
  • Retain copies of all original documents and files; and 
  • Notify both us and the Firm of any changes to your business or financial circumstances that might affect the provision of the Services to you. 
  • Pay all fees for the Services in a timely fashion.

Puzzle and the Firm are not responsible for any errors, omissions, delays, or penalties arising out of or resulting from incomplete, inaccurate, or untimely information provided by you or by someone on your behalf. 

4.  Fees and Payment

Fees.  Fees for the Services are set forth in your account through the Platform at the time of purchase.  You must pay the fees listed prior to the provisions of any Services.  We may bill you on a one-time or recurring basis depending on the Services selected.

Billing. You authorize us to charge your designated payment method for all applicable fees.  Recurring fees will be charged on the same day of each month during the term of the Services.

Late Payments.  We will charge you a late fee of 1.5% per month for any amount that is not paid when due, or whatever amount applicable law allows.

Taxes.  All amounts described herein are exclusive of any taxes that you may be responsible for paying, including but not limited to any sales, use, or value-added tax.  

5.  Disclaimers, Limitations of Liability and Indemnification

Disclaimers. Your access to and use of the Services is at your own risk. You understand and agree that the Platform and the Services are provided to you on an “AS IS” and “AS AVAILABLE” basis. Without limiting the foregoing, to the maximum extent permitted under applicable law, Puzzle, its parents, affiliates, related companies, officers, directors, employees, agents, representatives, partners and licensors (the “the Company Entities”) DISCLAIM ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT.

Limitations of Liability. TO THE EXTENT NOT PROHIBITED BY LAW, YOU AGREE THAT IN NO EVENT WILL THE COMPANY ENTITIES BE LIABLE (A) FOR DAMAGES OF ANY KIND, INCLUDING DIRECT, INDIRECT, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, WHETHER UNDER THESE TERMS OR OTHERWISE ARISING IN ANY WAY IN CONNECTION WITH THE PLATFORM OR SERVICES AND WHETHER IN CONTRACT, STRICT LIABILITY OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) EVEN IF THE COMPANY ENTITIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE, OR (B) FOR ANY OTHER CLAIM, DEMAND OR DAMAGES WHATSOEVER RESULTING FROM OR ARISING OUT OF OR IN CONNECTION WITH THE PLATFORM OR SERVICES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE EXCLUSION OR LIMITATION MAY NOT APPLY TO YOU. THE COMPANY ENTITIES’ TOTAL LIABILITY TO YOU FOR ANY DAMAGES FINALLY AWARDED SHALL NOT EXCEED THE AMOUNT OF ONE HUNDRED DOLLARS ($100.00). THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

6. Arbitration and Class Action Waiver

Informal Process First. You agree that in the event of any dispute between you and the Company Entities, you will first contact Puzzle and make a good faith sustained effort to resolve the dispute before resorting to more formal means of resolution, including without limitation, any court action.

Arbitration Agreement and Class Action Waiver. After the informal dispute resolution process, any remaining dispute, controversy, or claim (collectively, “Claim”) relating in any way to your use of Puzzle’s website and/or products, including the Platform or Services, will be resolved by arbitration, including threshold questions of arbitrability of the Claim. You and Puzzle agree that any Claim will be settled by final and binding arbitration, using the English language, administered by JAMS under its Comprehensive Arbitration Rules and Procedures (the “JAMS Rules”) then in effect (those rules are deemed to be incorporated by reference into this section, and as of the date of these Terms). Arbitration will be handled by a sole arbitrator in accordance with the JAMS Rules. Judgment on the arbitration award may be entered in any court that has jurisdiction. Any arbitration under these Terms will take place on an individual basis – class arbitrations and class actions are not permitted. You understand that by agreeing to these Terms, you and Puzzle are each waiving the right to trial by jury or to participate in a class action or class arbitration. Notwithstanding the foregoing, you and Puzzle will have the right to bring an action in a court of proper jurisdiction for injunctive or other equitable or conservatory relief, pending a final decision by the arbitrator. You may instead assert your claim in “small claims” court, but only if your claim qualifies, your claim remains in such court and your claim remains on an individual, non-representative and non-class basis.

Costs of Arbitration. Payment for any and all reasonable JAMS filing, administrative and arbitrator fees will be in accordance with the JAMS Rules. If the value of your claim does not exceed $10,000, Puzzle will pay for the reasonable filing, administrative and arbitrator fees associated with the arbitration, unless the arbitrator finds that either the substance of your claim or the relief sought was frivolous or brought for an improper purpose.

Opt-Out. You have the right to opt-out and not be bound by the arbitration provisions set forth in these Terms by sending written notice of your decision to opt-out to the U.S. mailing address listed in the “How to Contact Us” section of these Terms. The notice must be sent to us within thirty (30) days of your registering to use the website, Platform, or Services, or agreeing to these Terms, otherwise you shall be bound to arbitrate disputes in accordance with these Terms. If you opt-out of these arbitration provisions, Puzzle also will not be bound by them.

7. Additional Provisions

Updating These Terms. We may modify these Terms from time to time in which case we will update the “Last Revised” date at the top of these Terms. If we make changes that are material, we will use reasonable efforts to attempt to notify you, such as by e-mail and/or by placing a prominent notice on the first page of the website or Platform. However, it is your sole responsibility to review these Terms from time to time to view any such changes. The updated Terms will be effective as of the time of posting, or such later date as may be specified in the updated Terms. Your continued access or use of the website, Platform, or Services after the modifications have become effective will be deemed your acceptance of the modified Terms.

Termination of License. If you breach any of the provisions of these Terms, all licenses granted by the Puzzle will terminate automatically. All sections which by their nature should survive the termination of these Terms shall continue in full force and effect subsequent to and notwithstanding any termination of this Agreement by Puzzle or you. Termination will not limit any of our other rights or remedies at law or in equity.

California Residents. If you are a California resident, in accordance with Cal. Civ. Code § 1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Website 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.

Miscellaneous. If any provision of these Terms shall be unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions. These Terms and the licenses granted hereunder may be assigned by Puzzle but may not be assigned by you without the prior express written consent of Puzzle. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. The section headings used herein are for reference only and shall not be read to have any legal effect. The Website are operated by us in the United States. Those who choose to access the Website from locations outside the United States do so at their own initiative and are responsible for compliance with applicable local laws. These Terms are governed by the laws of the State of California, without regard to conflict of laws rules, and the proper venue for any disputes arising out of or relating to any of the same will be the state and federal courts located in San Francisco, California.

How to Contact Us. You may contact us regarding the Website or these Terms at: 2810 N Church St PMB 17788 Wilmington, Delaware 19802-4447 USA or via email at legal@puzzle.io.