Reliadvisor Inc. (“Reliadvisor”) Terms of Service

Posted: December 26, 2018

Effective: December 26, 2018

Thanks for using Reliadvisor’s EquinoxCRM! These terms of service (“Terms”) cover your use and access to our services, client software and websites ("Services"). If you reside outside of the United States of America, Canada and Mexico (“North America”) your agreement is with Reliadvisor Inc, and if you reside in North America your agreement is with Reliadvisor, Inc. Our Privacy Policy explains how we collect and use your information while our Acceptable Use Policy outlines your responsibilities when using our Services. By using our Services, you’re agreeing to be bound by these Terms, our Privacy Policy, and Acceptable Use Policy. If you’re using our Services for an organization, you’re agreeing to these Terms on behalf of that organization.

In the rest of this policy all references to Reliadvisor Inc, Reliadvisor or EquinoxCRM refer to the same legal entity. EquinoxCRM is a trademark (“brand”) of Reliadvisor Inc.

Your Material & Your Permissions

When you use our Services, you provide us with things like your files, content, messages, contacts, emails, SMS messages, Secure Messages through our website and so on (“Your Material”). Your Material is yours. These Terms don’t give us any rights to Your Material except for the limited rights that enable us to offer the Services.

We need your permission to do things like hosting Your Material, backing it up, and sharing it when you ask us to. Our Services also provide you with features like photo thumbnails, document previews, commenting, easy sorting, editing, sharing, and searching. These and other features may require our systems to access, store, and scan Your Material. You give us permission to do those things, and this permission extends to our affiliates and trusted third parties we work with.

Sharing Your Material

Our Services let you share Your Material with others, so please think carefully about what you share.

Your Responsibilities

You’re responsible for your conduct. Your Material and you must comply with our Acceptable Use Policy. Content in the Services may be protected by others’ intellectual property rights. Please don’t copy, upload, download, or share content unless you have the right to do so.

We may review your conduct and content for compliance with these Terms and our Acceptable Use Policy. With that said, we have no obligation to do so. We aren’t responsible for the content people post and share via the Services.

Help us keep you informed and Your Material protected. Safeguard your password to the Services, and keep your account information current. Don’t share your account credentials or give others access to your account.

You may use our Services only as permitted by applicable law, including export control laws and regulations. Finally, to use our Services, you must be at least 13, or in some cases, even older. If you live in France, Germany, or the Netherlands, you must be at least 16. Please check your local law for the age of digital consent. If you don’t meet these age requirements, you may not use the Services.

SEC rule compliance

Financial industry professionals generally have to comply with SEC rules pertaining to data storage and retrieval. Reliadvisor strives to comply with these laws. Refer Reliadvisor’s SEC Data Storage compliance policy for more information.

Software

Some of our Services allow you to download client software (“Software”) which may update automatically. So long as you comply with these Terms, we give you a limited, nonexclusive, non transferable, revocable license to use the Software, solely to access the Services. To the extent any component of the Software may be offered under an open source license, we’ll make that license available to you and the provisions of that license may expressly override some of these Terms. Unless the following restrictions are prohibited by law, you agree not to reverse engineer or decompile the Services, attempt to do so, or assist anyone in doing so.

Beta Services

We sometimes release products and features that we are still testing and evaluating. Those Services have been marked beta, preview, early access, or evaluation (or with words or phrases with similar meanings) and may not be as reliable as Reliadvisor’s other services, so please keep that in mind.

Our Material

The Services are protected by copyright, trademark, and other US and foreign laws. These Terms don’t grant you any right, title, or interest in the Services, others’ content in the Services, Reliadvisor trademarks, logos and other brand features. We welcome feedback, but note that we may use comments or suggestions without any obligation to you.

Copyright

We respect the intellectual property of others and ask that you do too. We respond to notices of alleged copyright infringement if they comply with the law, and such notices should be reported using our Copyright Policy. We reserve the right to delete or disable content alleged to be infringing and terminate accounts of repeat infringers. Our designated agent for notice of alleged copyright infringement on the Services is:

Copyright Agent
Reliadvisor, Inc.
6525 Gunpark Drive,
STE 370-171
Boulder, CO - 80301
copyright@equinoxcrm.com

Paid Accounts

Free Trial. You will generally receive a free trial period, usually 30 days, but may be extended for a longer period. This will be outlined in your Terms of Use - Payment Addendum. Your account will be referred to as a “Free Account” during this trial period. Unless otherwise specified, services and protections outlined in this terms of service are still available to you as a user of a “Free Account”. Some features may be restricted to users who pay. All such instances will be clearly spelled out in the pricing page of our Product.

Billing. Once you start paying, typically on a monthly basis, your account becomes a "Paid Account"). We’ll automatically bill you from the date you convert to a Paid Account and on each periodic renewal until cancellation. If you’re on an annual plan, we’ll send you a notice email reminding you that your plan is about to renew within a reasonable period of time prior to the renewal date. You’re responsible for all applicable taxes, and we’ll charge tax when required to do so. Some countries have mandatory local laws regarding your cancellation rights, and this paragraph doesn’t override these laws.In some instances, annual plans may still be charged on a monthly basis. All accounts, paid or free, will also be pursuant to the Reliadvisor Business Use Agreement.

No Refunds.You may cancel your Reliadvisor Paid Account for EquinoxCRM at any time. Refunds are only issued if required by law. For example, users living in the European Union have the right to cancel their Paid Account subscriptions within 14 days of signing up for, upgrading to, or renewing a Paid Account.

Downgrades. Your Paid Account will remain in effect until it's cancelled or terminated under these Terms. If you don’t pay for your Paid Account on time, we reserve the right to suspend it or reduce your access to features in part or full. All information belonging to terminated accounts will be held for at least 6 months. You may at the time of termination choose to request that all associated Material be deleted completely.

Changes. We may change the fees in effect but will give you advance notice of these changes via a message to the email address associated with your account.

Company Sign Up

Email address. If you sign up for a Reliadvisor account with an email address provisioned by your organization, your organization may be able to block your use of Reliadvisor until you transition to an account associated with your business or organization.

Using company access. If you join a team, you must use it in compliance with your organization's terms and policies. Please note that Reliadvisor team accounts are subject to your organization's control. Your administrators may be able to access, disclose, restrict, or remove information in or from your Reliadvisor team account. They may also be able to restrict or terminate your access to a Reliadvisor team account. If you convert an existing Reliadvisor account into part of a Reliadvisor team, your administrators may prevent you from later disassociating your account from the Reliadvisor team. By default, all accounts in Reliadvisor’s EquinoxCRM are company accounts. If you are a business with one person or a sole proprietor, this policy is still in effect.

Termination

You’re free to stop using our Services at any time. We reserve the right to suspend or terminate your access to the Services with notice to you if:

(a) you’re in breach of these Terms,

(b) you’re using the Services in a manner that would cause a real risk of harm or loss to us or other users, or

(c) you don’t have a Paid Account and haven't accessed our Services for 12 consecutive months.

We’ll provide you with reasonable advance notice via the email address associated with your account to remedy the activity that prompted us to contact you and give you the opportunity to export Your Material from our Services. If after such notice you fail to take the steps we ask of you, we’ll terminate or suspend your access to the Services.

We won’t provide notice before termination where:

(a) you’re in material breach of these Terms,

(b) doing so would cause us legal liability or compromise our ability to provide the Services to our other users, or

(c) we're prohibited from doing so by law.

Discontinuation of Services

We may decide to discontinue the Services in response to unforeseen circumstances beyond Reliadvisor’s control or to comply with a legal requirement. If we do so, we’ll give you reasonable prior notice so that you can export Your Material from our systems. If we discontinue Services in this way before the end of any fixed or minimum term you have paid us for, we’ll refund the portion of the fees you have pre-paid but haven't received Services for.

Corporate Disclosure. Reliadvisor is incorporated in Delaware and registered as an Investment Advisor (“Advisor” or “IA”) with the Colorado Division of Securities. Reliadvisor is privately held is headquartered in Boulder, Colorado. Advisory Clients (“Clients”) can use http://www.adviserinfo.sec.gov to obtain Reliadvisor’s ADV part 1 using the IARD number 283291.

Upon receipt of this disclosure, clients can also contact the Colorado Division of Securities for additional registration information about the firm at the below address:

Colorado Division of Securities
1560 Broadway, Suite 900
Denver, CO 80202M
Phone: 303-894-2320
E-mail: dora_SecuritiesWebsite@state.co.us

Non Advisory Clients: Reliadvisor provides it’s software technology as a software as a service (SaaS) platform for other business entities (““Non Advisory Users”, “User”) including Registered Investment Advisors and Broker Dealers. The SaaS platforms sold or licensed, for either a monthly fee or as a one time purchase, include customer relationship management (CRM) software, risk analysis software and financial planning software. Non Advisory Users may provide financial advice to their clients (“User Clients”) using products offered by Reliadvisor. In all these cases, User Clients are not Clients of Reliadvisor. Any financial advice related logic built into Reliadvisor’s software platform is for reference only, and use of such software does not automatically constitute an Advisor-Client relationship with Reliadvisor. Users must ensure their own compliance with all appropriate State and Federal registration requirements.

Reliadvisor will offer investment advice to Users only upon signing the Reliadvisor Inc. Investment Advisory Agreement. You agreement this terms of use document will make you a “User” of our system, and NOT a Client as per the definition above.

Services “AS IS”

We strive to provide great Services, but there are certain things that we can't guarantee. TO THE FULLEST EXTENT PERMITTED BY LAW, Reliadvisor AND ITS AFFILIATES, SUPPLIERS AND DISTRIBUTORS MAKE NO WARRANTIES, EITHER EXPRESS OR IMPLIED, ABOUT THE SERVICES. THE SERVICES ARE PROVIDED "AS IS." WE ALSO DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. Some places don’t allow the disclaimers in this paragraph, so they may not apply to you.

Limitation of Liability

WE DON’T EXCLUDE OR LIMIT OUR LIABILITY TO YOU WHERE IT WOULD BE ILLEGAL TO DO SO—THIS INCLUDES ANY LIABILITY FOR Reliadvisor’S OR ITS AFFILIATES’ FRAUD OR FRAUDULENT MISREPRESENTATION IN PROVIDING THE SERVICES. IN COUNTRIES WHERE THE FOLLOWING TYPES OF EXCLUSIONS AREN’T ALLOWED, WE'RE RESPONSIBLE TO YOU ONLY FOR LOSSES AND DAMAGES THAT ARE A REASONABLY FORESEEABLE RESULT OF OUR FAILURE TO USE REASONABLE CARE AND SKILL OR OUR BREACH OF OUR CONTRACT WITH YOU. THIS PARAGRAPH DOESN’T AFFECT CONSUMER RIGHTS THAT CAN'T BE WAIVED OR LIMITED BY ANY CONTRACT OR AGREEMENT.

IN COUNTRIES WHERE EXCLUSIONS OR LIMITATIONS OF LIABILITY ARE ALLOWED, Reliadvisor, ITS AFFILIATES, SUPPLIERS OR DISTRIBUTORS WON’T BE LIABLE FOR:

i. ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, OR

ii. ANY LOSS OF USE, DATA, BUSINESS, OR PROFITS, REGARDLESS OF LEGAL THEORY.

THESE EXCLUSIONS OR LIMITATIONS WILL APPLY REGARDLESS OF WHETHER OR NOT Reliadvisor OR ANY OF ITS AFFILIATES HAS BEEN WARNED OF THE POSSIBILITY OF SUCH DAMAGES.

IF YOU USE THE SERVICES FOR ANY COMMERCIAL, BUSINESS, OR RE-SALE PURPOSE, Reliadvisor, ITS AFFILIATES, SUPPLIERS OR DISTRIBUTORS WILL HAVE NO LIABILITY TO YOU FOR ANY LOSS OF PROFIT, LOSS OF BUSINESS, BUSINESS INTERRUPTION, OR LOSS OF BUSINESS OPPORTUNITY. Reliadvisor AND ITS AFFILIATES AREN’T RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY USER OF THE SERVICES.

OTHER THAN FOR THE TYPES OF LIABILITY WE CANNOT LIMIT BY LAW (AS DESCRIBED IN THIS SECTION), WE LIMIT OUR LIABILITY TO YOU TO THE GREATER OF $20 USD OR 100% OF ANY AMOUNT YOU'VE PAID UNDER YOUR CURRENT SERVICE PLAN WITH Reliadvisor.

Resolving Disputes

Let’s be friendly. We want to address your concerns without needing a formal legal case. Before filing a claim against Reliadvisor, you agree to try to resolve the dispute informally by contacting legal@equinoxcrm.com. We’ll try to resolve the dispute informally by contacting you via email. If a dispute is not resolved within 15 days of submission, you or Reliadvisor may bring a formal proceeding.

Judicial forum for disputes. You and Reliadvisor agree that any judicial proceeding to resolve claims relating to these Terms or the Services will be brought in the federal or state courts of San Francisco County, California, subject to the mandatory arbitration provisions below. Both you and Reliadvisor consent to venue and personal jurisdiction in such courts. If you reside in a country (for example, European Union member states) with laws that give consumers the right to bring disputes in their local courts, this paragraph doesn’t affect those requirements.

IF YOU’RE A U.S. RESIDENT, YOU ALSO AGREE TO THE FOLLOWING MANDATORY ARBITRATION PROVISIONS:

We Both Agree To Arbitrate. You and Reliadvisor agree to resolve any claims relating to these Terms or the Services through final and binding arbitration by a single arbitrator, except as set forth under Exceptions to Agreement to Arbitrate below. This includes disputes arising out of or relating to interpretation or application of this “Mandatory Arbitration Provisions” section, including its enforceability, revocability, or validity.

Opt-out of Agreement to Arbitrate. You can decline this agreement to arbitrate by clicking here and submitting the opt-out form within 30 days of first registering your account. However, if you agreed to a previous version of these Terms that allowed you to opt out of arbitration, your previous choice to opt out or not opt out remains binding.

Arbitration Procedures. The American Arbitration Association (AAA) will administer the arbitration under its Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes. The arbitration will be held in the United States county where you live or work, San Francisco (CA), or any other location we agree to.

Arbitration Fees and Incentives. The AAA rules will govern payment of all arbitration fees. Reliadvisor will consider paying all arbitration fees for individual arbitration for claims less than $75,000. If you receive an arbitration award that is more favorable than any offer we make to resolve the claim, we will pay you $1,000 in addition to the award. Reliadvisor will not seek its attorneys' fees and costs in arbitration unless the arbitrator determines that your claim is frivolous.

Exceptions to Agreement to Arbitrate. Either you or Reliadvisor may assert claims, if they qualify, in small claims court in San Francisco (CA) or any United States county where you live or work. Either party may bring a lawsuit solely for injunctive relief to stop unauthorized use or abuse of the Services, or intellectual property infringement (for example, trademark, trade secret, copyright, or patent rights) without first engaging in arbitration or the informal dispute-resolution process described above. If the agreement to arbitrate is found not to apply to you or your claim, you agree to the exclusive jurisdiction of the state and federal courts in San Francisco County, California to resolve your claim.

NO CLASS ACTIONS. You may only resolve disputes with us on an individual basis, and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations aren’t allowed. If this specific paragraph is held unenforceable, then the entirety of this “Mandatory Arbitration Provisions” section will be deemed void.

Controlling Law

These Terms will be governed by Colorado law except for its conflicts of laws principles. However, some countries (including those in the European Union) have laws that require agreements to be governed by the local laws of the consumer's country. This paragraph doesn’t override those laws.

Entire Agreement

These Terms constitute the entire agreement between you and Reliadvisor with respect to the subject matter of these Terms, and supersede and replace any other prior or contemporaneous agreements, or terms and conditions applicable to the subject matter of these Terms. These Terms create no third party beneficiary rights.

Waiver, Severability & Assignment

Reliadvisor’s failure to enforce a provision is not a waiver of its right to do so later. If a provision is found unenforceable, the remaining provisions of the Terms will remain in full effect and an enforceable term will be substituted reflecting our intent as closely as possible. You may not assign any of your rights under these Terms, and any such attempt will be void. Reliadvisor may assign its rights to any of its affiliates or subsidiaries, or to any successor in interest of any business associated with the Services.

Modifications

We may revise these Terms from time to time to better reflect:

(a) changes to the law,

(b) new regulatory requirements, or

(c) improvements or enhancements made to our Services.

If an update affects your use of the Services or your legal rights as a user of our Services, we’ll notify you prior to the update's effective date by sending an email to the email address associated with your account or via an in-product notification. These updated terms will be effective no less than 30 days from when we notify you.

If you don’t agree to the updates we make, please cancel your account before they become effective. Where applicable, we’ll offer you a prorated refund based on the amounts you have prepaid for Services and your account cancellation date. By continuing to use or access the Services after the updates come into effect, you agree to be bound by the revised Terms.

Policy Effective from 12/26/2018