Last Modified: 05/21/2020
These Terms of Service (the “Terms”) apply to your use of advisorbranch.com, advisorfirst.com and all related apps and services (the “Services”).
The following terms will be used throughout these Terms:
- All references to “us” (and similar words such as “we” and “our”) mean Advisor First, LLC, a Kansas limited liability company (regardless if capitalized or not).
- All references to “you” (and similar words such as “your”) mean the individual using the Services, and if you are using the Services on behalf of a business entity, it means both you and that business (regardless if capitalized or not).
- All references to the “Subscriber” mean the individual or business that purchases a subscription through the Services.
By using the Services, you are agreeing to these Terms and the other policies referenced in these Terms.
If you are using the Services on behalf of a business entity, then you confirm that you are authorized to use the Services on behalf of that business and you are agreeing to these Terms and the other policies referenced in these Terms on behalf of both you and that business.
If you do not agree to these Terms, then you may not use the Services.
Use of the Services
License to Use the Services
Subject to your compliance with these Terms, and payment by the Subscriber under which you are accessing the Services (if applicable), we grant you a limited, non-exclusive, non-sublicensable, non-transferable, and revocable license to access and use the Service solely for your internal use.
You may not use the Services if you are under 13 years old. Additionally, you shall not directly or indirectly:
- Use the Services for any illegal purpose or in such a way that would violate another contract.
- Resell or otherwise make the Services available to third parties without our express permission.
- Use the Services in any way that may harm the Services, including without limitation using bots, scrapers, harvesters, or other automated systems.
- Take any action which constitutes reverse engineering, decompiling, disassembling, or otherwise attempting to discover the source code, object code, or underlying structure or algorithms, of the Services.
- Attempt to use the Services without our express permission after we have terminated your right to use the Services.
You are responsible for everything that happens through your account. You must keep your account credentials private and may not allow other people to use your account.
You may terminate your user account at any time, subject to the other provisions in these Terms.
Relationship to Subscribers
If you access the Services under a Subscriber’s subscription rather than under a subscription you purchase, then: (a) we may grant access to your account to the Subscriber; (b) we may limit your ability to use certain portions of the Services based on instructions from the Subscriber; and (c) you may have additional obligations with respect to the Subscriber which exist outside of these Terms (for example, the Subscriber may own Your Content depending on your service relationship with the Subscriber).
Subscriptions & Fees
We may allow you (or a person or business with which you work) to subscribe to premium portions of the Services (“Premium Services”) which are only provided to paying users. We may offer different terms, tiers, payment options, or other classes or elements of Premium Services, all as described in the Services. Your subscription will auto-renew at the end of each subscription term.
To purchase such services, you will be required to provide payment information to us and in doing so, you authorize us and our third-party payment vendors (for example, Stripe) to charge your chosen payment method for the applicable Premium Services. We do not offer refunds except as otherwise provided in these Terms.
We may also offer free, promotional uses of the Services, in our sole discretion (for example, a free 30-day trial). We may withdraw your right to use any one or more of such promotional offers at any time, for any reason, with or without notice to you.
If you enroll in a subscription, then you may cancel your subscription at any time using the settings in your account profile (or by contacting us at email@example.com) and the termination will be effective at the end of the then-current subscription term. Even if you cancel before the end of the then-current subscription term, you will not be entitled to a refund for the remainder of the subscription term.
We may offer additional one-on-one services to you (for example, sales training, marketing services, virtual assistance, etc.). If we do, then those Services will be governed by these Terms unless we sign a separate contract to govern those additional services. If those additional services require additional payments from you, and if you approve those additional payments, then we may invoice you separately for those payments (in which case all undisputed sums in those invoices will be due within 30 days of receipt of the invoice), or we may charge your payment information you provided for your purchase of a subscription.
You may be allowed to upload content (such as text, documents, images, audio, videos, and more) to the Services (“Your Content”).
By uploading Your Content, you grant us an irrevocable, worldwide, perpetual, royalty-free, sub-licensable, transferable, non-exclusive, license to access, store, use, process, copy, distribute, display, perform, create derivative works from, and export, Your Content, with or without attribution for the following purposes: (a) to provide, maintain, and update the Services; (b) to prevent or address service, security, support, and technical issues, with the Services; and (c) as required by law. You represent that you own Your Content, or otherwise have legal rights to You Content, and that the above grant is valid and does not violate any other contract or law.
Please note that Your Content may be visible to other users of the Services depending on the settings chosen by you or the Subscriber under which you are accessing the Services. We cannot guarantee that they will not violate your rights with respect to Your Content and we disclaim all liability for uses by other users and the Subscriber under which you are accessing the Services You may request that we remove Your Content from the Services, but we may not be able to do so and we are not obligated to do so. We also have no obligation to retain any of Your Content.
Improvements to the Services
If you share ideas or suggestions with us regarding how to improve or modify our Services, then we may use the same without your consent, without providing notice to you, and without providing compensation to you. By sharing those ideas and suggestions with us you waive any claim of ownership or other rights you may have in the same.
Our Property Rights
The Services (including all design, software, code, and other content on the Services) are either owned by us, licensed to us, or likely owned by another individual or business, and may be protected by copyright, trademark, patent, trade secret, or other intellectual property laws. Your use of the Services does not grant any rights to you other than the right to use the Services for their intended purpose as outlined in these Terms.
We respect intellectual property rights and it is our policy to comply with the Digital Millennium Copyright Act of 1998 (“DMCA”). If you believe content on our Services infringes your copyright (or the copyright of someone which you are authorized to represent), please submit a written or digital DMCA Notice to our Designated DMCA Agent at: 11225 College Boulevard, Suite 130, Overland Park, KS 66210, or via email to firstname.lastname@example.org.
Your DMCA Notice must include the following:
- Identification of the copyrighted work that you claim has been infringed;
- Identification of the material that is claimed to be infringing and specifically where it is located on the Service;
- Sufficient information for us to contact you such as your address, phone, or email address.
- A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or law;
- A statement, made under penalty of perjury, that the above information is accurate, and that you are the copyright owner or are authorized to act on behalf of the owner; and
- An electronic or physical signature of a person authorized to act on behalf of the copyright owner.
PLEASE NOTE: Under federal law, if you knowingly misrepresent that online material is infringing, you may be subject to criminal prosecution for perjury and civil penalties, including monetary damages, court costs, and attorneys’ fees.
Warranties, Disclaimers, & Limitations of Liability
All references to “us” (and similar words such as “we” and “our”) in this section mean us and our parents, subsidiaries, affiliates, and licensors, and the owners, members, directors, officers, employees, contractors, and agents, of all of them.
- The Services are offered on an “AS IS” and “AS AVAILABLE” basis without any representations or warranties of any kind.
- Without limitation, we do not represent or warrant that (a) the information on the Services is free from error; (b) the functionality of the Services will be uninterrupted, secure, or free of error; (c) defects in the Services will be corrected; or (d) that the Services or the equipment the Services use are free of viruses.
- To the fullest extent permitted by law, we disclaim all representations and warranties (express, implied, and statutory), including the implied warranties of merchantability, title, fitness for a particular purpose, accuracy of data, and non-infringement; and also all liability for identity theft and other misuse of your identity or content.
- We do not vet content submitted by users of our Services and we do not represent or guarantee that any such content is truthful or accurate or that you will have any right to use that content.
- We do not warrant, endorse, guarantee, or assume responsibility for, any product or service advertised or offered by a third party on the Services, or for any other websites or applications which are linked to or referenced in the Services. If you use or purchase any such products or services, or if you click on any such links, you do so at your sole risk.
- We will not be liable to you or any third party for any indirect, special, incidental, consequential, cover, or punitive damages (including lost profits or revenues, loss of data, loss of use, or costs of obtaining substitute goods or services), arising out of or in connection to the Services or any links provided on the Services.
- All limitations of liability in these Terms will apply regardless of whether you or the third party bases your/its claim on contract, tort, strict liability, or any other legal theory, and whether we knew or should have known about the possibility of such damages.
- All limitations of liability in these Terms will apply to the fullest extent permitted by law.
- Subject to the limitations of liability in these Terms, our liability to you or any third party (if any) will not exceed the amount you paid for the Services, or if the claim does not relate to a purchase, then $100.
- Any cause of action or claim which you may have which arises out of or in connection to the Services must be brought (if at all) within one year after the cause of action or claim accrued. Otherwise, such cause of action or claim will be permanently barred.
- All of the foregoing limitations will apply even if a remedy fails of its essential purpose and to the fullest extent permitted by law.
Some jurisdictions do not allow certain disclaimers and limitations of liability. To the extent such jurisdictions’ laws are applicable to your use of the Services, such disclaimers and limitations of liability will be limited to the extent permitted by the applicable law.
You shall indemnify us and our affiliates and the respective owners, directors, officers, managers, employees, contractors, and other representatives of each (the “Protected Parties”) against all reasonable expenses including attorneys’ fees, costs, and damages of every kind (the “Losses”) arising out of any suit, claim, investigation, or proceeding, related to your use of the Services, your breach of these Terms, your submission of content that violates third party rights or applicable laws, or your violation of applicable law, except to the extent that a Protected Party negligently or intentionally caused those Losses.
Notwithstanding the agreement to arbitrate above, either you or we may assert a claim seeking injunctive or other equitable relief from the courts as necessary 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.
CLASS ACTIONS ARE PROHIBITED: All claims, including all arbitration claims, must be brought on an individual basis and not as a plaintiff or class member in any purported class, consolidated, or representative proceeding. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations, are not allowed.
You may stop using the Services at any time. However, you will remain liable for any damage you caused or may later cause to us or any part of the Services.
We may temporarily or permanently suspend your access to (or terminate your right to use) all or parts of the Services (this includes our right to suspend access to or terminate your user account). We may exercise that right in our sole discretion, at any time, with or without notice to you.
All provisions in these Terms which by their nature should survive termination of these Terms shall survive the termination.
Governing Law & Jurisdiction
Waiver of Jury Trial
These Terms set forth the complete and entire agreement between you and us relating to the subject matter in these Terms and supersede all other discussions, negotiations, proposals, and agreements, whether oral or written, previously discussed or entered into, by you and us relating to the subject matter in these Terms.
The failure or delay by a party to exercise any right or remedy in these Terms shall not operate as a waiver of the same. The waiver by a party of a breach of any provision in these Terms shall not operate as a waiver of any subsequent breach. A waiver shall not be effective unless and until it is in written form and signed by the waiving party.
Each provision in these Terms shall be treated as separate and independent of the other provisions. Accordingly, if a court with competent jurisdiction declares a provision unenforceable, then the provision should be limited to the minimum extent necessary so that it remains enforceable. If such amendment is not possible, then the unenforceable provision should be deemed removed from these Terms, but the remaining provisions shall remain in full force.
These Terms and all rights and licenses granted to you, may not be transferred or assigned by you, but may be assigned by us without restriction. Any attempted transfer or assignment by you will be null and void.
Power to Amend These Terms
We may amend these Terms at any time, for any reason, with or without notice to you. Your continued use of the Services after the amended Terms are posted on our Services will constitute your acknowledgment and agreement to the amended Terms. However, to the extent the amended Terms materially alter your rights or obligations in these Terms, the amended Terms will become effective upon the earlier of (a) your continued use of the Services with actual knowledge of the amended Terms; or (b) 30 days after the amended Terms are posted on the Services.
Except as otherwise required in these Terms or by law, all notices and communications which you may send to us should be sent to email@example.com.