Terms of Service

Last modified: May 12 2021

ADVISER’S KIT TERMS OF SERVICE FOR ADVISER’S KIT ONLINE SERVICES SINGAPORE

Thank you for selecting the Services offered by Adviser’s Kit and/or its subsidiaries and affiliates (referred to as "Adviser’s Kit", "we", "our", or "us"). Review these Terms of Service ("Agreement") thoroughly. This Agreement is a legally binding agreement between you and Adviser’s Kit. By clicking “I Agree,” indicating acceptance electronically, or by installing, accessing or using the Services, you agree to be bound by the terms in this Agreement. If you do not agree to this Agreement, then you may not use the Services. If the legal entity that you represent does not agree with these terms and conditions, you must not accept this Agreement, register, and use or access the Services as an authorized representative.

SECTION A. GENERAL TERMS

  1. AGREEMENT

This Agreement describes the terms governing your use of the Adviser’s Kit online services provided to you on this website, including Content (defined below), updates and new releases (collectively, the “Services”). This Agreement includes by reference:

  • Adviser’s Kit's Privacy Statement
  • Additional terms and conditions made available to you, which may include those from third parties.
  • Any terms provided separately to you for the Services, including product or program terms, ordering, activation, payment terms, etc.

You must be at least 18 years of age to use our Services. By accessing or using our Services you agree that:

  • You can form a binding contract with Adviser’s Kit;
  • You are not a person who is barred from receiving the Services under the laws of the Singapore or any other applicable jurisdiction. For example, you do not face any other legal or regulatory prohibition; and
  • You will comply with this Agreement and all applicable local, state, national, and international laws, rules, and regulations, including import and export regulations.
  1. YOUR RIGHTS TO USE THE SERVICES

2.1 The Services are protected by copyright, trade secret, and other intellectual property laws. You are only granted the right to use the Services and only for the purposes described by Adviser’s Kit within this Agreement. Adviser’s Kit reserves all other rights in the Services. Until termination of this Agreement and as long as you meet any applicable payment obligations and comply with this Agreement, Adviser’s Kit grants to you a personal, limited, nonexclusive, nontransferable, nonsublicensable, revocable right and license to use the Services.

2.2 You agree not to use, nor permit any third party to use, the Services in a manner that violates any applicable law, regulation or this Agreement. You agree you will not:

  • Provide access to or give any part of the Services to any third party.
  • Reproduce, modify, copy, sell, trade, lease, rent or resell the Services.
  • Decompile, disassemble, or reverse engineer the Services.
  • Make the Services available on any file-sharing or application hosting service.
  • Create a database in electronic or structured manual form by systematically downloading and storing all or any of the Services.
  1. PAYMENT.For Services offered on a payment or subscription basis, the following terms apply, unless Adviser’s Kit or its third party affiliate notifies you otherwise in writing. This Agreement also incorporates by reference and includes program ordering and payment terms provided to you on the website for the Services:
  1. Payments will be billed to you by Adviser’s Kit in Singapore Dollars, U.S. Dollars, or other currencies which may be made available (plus any and all applicable taxes, including without limitation VAT and GST) as shown in the product ordering and subscription terms, and your account will be debited when you subscribe and provide your payment information, unless stated otherwise in the program ordering or payment terms on the website for the Services.
  2. You must pay with one of the following:
  3. A valid credit card acceptable to Adviser’s Kit;
  4. A valid debit card acceptable to Adviser’s Kit;
  5. A valid e-wallet acceptable to Adviser’s Kit;
  6. Sufficient funds in a checking or savings account to cover an electronic debit of the payment due;
  7. or
  8. By another payment option Adviser’s Kit provides to you in writing.
  9. If your payment and registration information is not accurate, current, and complete and you do not notify us promptly when such information changes, we may suspend or terminate your account and refuse any further use of the Services.
  10. If you do not notify us of updates to your payment method (e.g., credit card expiration date), to avoid interruption of the Services, we may participate in programs supported by your card provider (e.g., updater services, recurring billing programs, etc.) to try to update your payment information, and you authorize us to continue billing your account with the updated information that we obtain.
  11. Adviser’s Kit will automatically renew your monthly, quarterly, or annual Services at the then-current rates, unless the Services subscription is cancelled or terminated in accordance with this Agreement.
  12. Additional cancellation or renewal terms may be provided to you on the website for the Services.
  1. USE WITH YOUR MOBILE DEVICE

Use of these Services may be available through a compatible mobile device, Internet access and may require software. You agree that you are solely responsible for these requirements, including any applicable changes, updates and fees as well as the terms of your agreement with your mobile device and telecommunications provider.

TO THE EXTENT PERMITTED BY LAW, ADVISER’S KIT MAKES NO WARRANTIES OR REPRESENTATIONS OF ANY KIND, EXPRESS, STATUTORY OR IMPLIED AS TO:

  1. THE AVAILABILITY OF TELECOMMUNICATION SERVICES FROM YOUR PROVIDER AND ACCESS TO THE SERVICES AT ANY TIME OR FROM ANY LOCATION;
  2. ANY LOSS, DAMAGE OR SECURITY INTRUSION OF THE TELECOMMUNICATION SERVICES; AND
  3. ANY DISCLOSURE OF INFORMATION TO THIRD PARTIES OR FAILURE TO TRANSMIT ANY DATA, COMMUNICATIONS OR SETTINGS CONNECTED WITH THE SERVICES.
  1. PERSONAL INFORMATION.You acknowledge that Adviser’s Kit will process your personal information as described in our Privacy Statement when you use our Services. You also represent and warrant to us that:
  1. You will provide appropriate notice and have obtained (or will obtain) all consents and rights necessary for us to process any personal information that you provide, whether your personal information or a third-party’s personal information) in accordance with this Agreement and our Privacy Statement;
  2. If you are providing personal information to us that is not personal to you, you agree that you have either provided the data subject notice or received permission from the data subject and have the appropriate legal basis, as required by applicable law, for us to: (a) use, and/or disclose the personal information in accordance with our Privacy Statement, (b) move the data outside of the country of residence of such owner of the personal data, if applicable, pursuant to our Privacy Statement, (c) provide the Personal Information to Third Party Products that you approve, and (d) otherwise use and disclose the personal information in accordance with this Agreement;
  3. You agree that You are responsible for notifying End-Users that Personal Data collected, stored, used and/or processed by the Adviser’s Kit, as described in this Agreement, is collected, stored, used and/or processed in compliance with the Adviser’s Kit obligations under the Personal Data Protection Act 2012 of Singapore (“PDPA”), and
  4. If there is any discrepancy between this Agreement and the Adviser’s Kit Privacy Statement with respect the collection, use, and/or disclosure of the personal information, the Privacy Statement will control.

You further acknowledge and agree that Adviser’s Kit may provide data in your account to any Additional Users to which that data is applicable or personal to.

  1. CONTENT AND USE OF THE SERVICES

6.1 Responsibility for Content and Use of the Services.

  1. Content includes any data, information, materials, text, graphics, images, music, software, audio, video, works of authorship of any kind, that are uploaded, transmitted, posted, generated, stored or otherwise made available through the Services ("Content"), which will include without limitation any Content that account holders (including you) provide through your use of the Services. By making your Content available through your use of the Services, you grant Adviser’s Kit a worldwide, royalty-free, non-exclusive license to host and use your Content. Archive your Content frequently. You are responsible for any lost or unrecoverable Content. You must provide all required and appropriate warnings, information and disclosures. Adviser’s Kit is not responsible for any of your Content that you submit through the Services.
  2. You agree not to use, nor permit any third party to use, the Services to upload, post, distribute, link to, publish, reproduce, engage in, promote or transmit any of the following:
  1. Illegal, fraudulent, defamatory, obscene, pornographic, profane, threatening, abusive, hateful, harassing, offensive, inappropriate or objectionable information or communications of any kind, including without limitation conduct that is excessively violent, incites or threatens violence, encourages "flaming" others or criminal or civil liability under any local or foreign law;
  2. Content that would impersonate someone else or falsely represent your identity or qualifications, or that may constitute a breach of any individual’s privacy; is illegally unfair or deceptive, or creates a safety or health risk to an individual or the public;
  3. Except as permitted by Adviser’s Kit in writing, investment opportunities, solicitations, chain letters, pyramid schemes, other unsolicited commercial communication or spamming or flooding;
  4. Virus, Trojan horse, worm or other disruptive or harmful software or data; and
  5. Any Content that you do not own or have the right to use without permission from the intellectual property rights owners thereof.

Restricted Use of the Services. You shall not, and shall not permit any users of the Services or any other party to, engage in, solicit, or promote any activity that is objectionable or may be illegal, violates the rights of others, is likely to cause notoriety, harm or damage to the reputation of Adviser’s Kit or could subject Adviser’s Kit to liability to third parties, including: (i) unauthorized access, monitoring, interference with, or use of the Services or third party accounts, data, computers, systems or networks; (ii) interference with others’ use of the Services or any system or network, including mail bombing, broadcast or denial of service attacks; (iii) unauthorized collection or use of personal or confidential information, including phishing, pharming, spidering, and harvesting; (iv) viewing or other use of any Content that, in Adviser’s Kit’s opinion, is prohibited under this Agreement; (v) any other activity that places Adviser’s Kit in the position of fostering, or having potential or actual liability for, illegal activity in any jurisdiction; or (vi) attempting to probe, scan, penetrate or test the vulnerability of an Adviser’s Kit system or network or to breach Adviser’s Kit’s security or authentication measures, whether by passive or intrusive techniques. Adviser’s Kit reserves the right to not authorize and may terminate your use of the Services based on reasonable suspicion of your activities, business, products or services that are objectionable or promote, support or engage in any of the restricted uses described above.

6.3 Blog and Community forums. The Services may include a blog or community forum or other social features to exchange Content and information with other users of the Services and the public. Adviser’s Kit does not support and is not responsible for the Content in these blogs or community forums. Please use respect when you interact with other users. Do not reveal information that you do not want to make public. Users may post hypertext links to content of third parties for which Adviser’s Kit is not responsible.

6.4 Adviser’s Kit may freely use feedback you provide. You agree that Adviser’s Kit may use your feedback, suggestions, or ideas in any way, including in future modifications of the Services, other products or services, advertising or marketing materials. You grant Adviser’s Kit a perpetual, worldwide, fully transferable, sublicensable, non-revocable, fully paid-up, royalty free license to use the feedback you provide to Adviser’s Kit in any way.

6.5 Adviser’s Kit may monitor Content. Adviser’s Kit may, but has no obligation to, monitor access to or use of the Services or Content or to review or edit any Content for the purpose of operating the Services, to ensure compliance with this Agreement, and to comply with applicable law or other legal requirements. We may disclose any information necessary to satisfy our legal obligations, protect Adviser’s Kit, its customers or others, operate the Services properly or as otherwise provided in our Privacy Statement. Adviser’s Kit, in its sole discretion, may refuse to post, remove, or refuse to remove, or disable any Content, in whole or in part, that is alleged to be, or that we consider to be unacceptable, undesirable, inappropriate, or in violation of this Agreement.

  1. ADDITIONAL TERMS

7.1 Adviser’s Kit does not give professional advice. Unless specifically included with the Services, Adviser’s Kit is not in the business of providing legal, financial, accounting, tax, health care, real estate or other professional services or advice. Consult the services of a competent professional when you need this type of assistance.

7.2 We may tell you about other Adviser’s Kit Services. You may be offered other services, products, or promotions by Adviser’s Kit ("Adviser’s Kit Services"). Additional terms and conditions and fees may apply to those other Adviser’s Kit Services.

7.3 Communications. Adviser’s Kit may be required by law to send you communications about the Services or third party products. You agree that Adviser’s Kit may send these communications to you via email or by posting them on our websites.

7.4 You will manage your passwords and accept updates. You are responsible for securely managing your password(s) for the Services and to contact Adviser’s Kit if you become aware of any unauthorized access to your account. The Services may periodically be updated with tools, utilities, improvements, third party applications, or general updates to improve the Services. You agree to receive these updates.

7.5. Force Majeure

Neither party will be liable for any delays in processing or other nonperformance caused by telecommunications, utility, failures, or equipment failures; labor strife, riots, war, or terrorist attacks; nonperformance of our vendors or suppliers, fires or acts of nature; or any other event over which the respective party has no reasonable control. However, nothing in this section will affect or excuse your liabilities or your obligation to pay Fees, Fines, Disputes, Refunds, Reversals, or Returns under this Agreement.

7.6. Your Liability For Third-Party Claims Against Us

Without limiting, and in addition to, any other obligation that you may owe under this Agreement, you are at all times responsible for the acts and omissions of your employees, contractors and agents, to the extent such persons are acting within the scope of their relationship with you.

You agree to defend Adviser’s Kit, our affiliates, and their respective employees, agents, and service providers (each a “Adviser’s Kit entity”) against any claim, suit, demand, loss, liability, damage, action, or proceeding (each, a “Claim”) brought by a third party against a Adviser’s Kit Entity, and you agree to fully reimburse the Adviser’s Kit Entities for any Claims that results from: (i) your breach of any provision of this Agreement; (ii) any Fees, Fines, Disputes, Refunds, Reversals, Returns, or any other liability we incur that results from your use of the Payment Processing Services; (iii) negligent or willful misconduct of your employees, contractors, or agents; or (iv) contractual or other relationships between you and Customers/Clients.

Important Note for Sole Proprietors and Individual Traders: If you are using Services as a sole proprietor or individual trader, please keep in mind that the Law and the terms of this Agreement consider you and your business to be legally one and the same. You are personally responsible and liable for your use of the Services, payment of Fees, Refunds, Reversals, Fines, losses based on Disputes or fraud, or for any other amounts you owe under this Agreement for your failure to use Security Controls, and for all other obligations to us and to your Customers/Clients. You risk personal financial loss if you fail to pay any amounts owed. Please take the time to read our Documentation and take any measures appropriate to protect against such losses.

  1. DISCLAIMER OF WARRANTIES

8.1 YOUR USE OF THE SERVICES, SOFTWARE, AND CONTENT IS ENTIRELY AT YOUR OWN RISK. EXCEPT AS DESCRIBED IN THIS AGREEMENT AND TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES ARE PROVIDED "AS IS." TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ADVISER’S KIT, ITS AFFILIATES, AND ITS AND THEIR THIRD PARTY PROVIDERS, LICENSORS, DISTRIBUTORS OR SUPPLIERS (COLLECTIVELY, "SUPPLIERS") DISCLAIM ALL WARRANTIES, CONDITIONS, REPRESENTATIONS AND GUARANTEES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY, CONDITION, REPRESENTATION OR GUARANTEE THAT THE SERVICES ARE FIT FOR A PARTICULAR PURPOSE, TITLE, MERCHANTABILITY, DATA LOSS, NON-INTERFERENCE WITH OR NON-INFRINGEMENT OF ANY INTELLECTUAL PROPERTY RIGHTS, OR THE ACCURACY, RELIABILITY, QUALITY OF CONTENT IN OR LINKED TO THE SERVICES. ADVISER’S KIT AND ITS AFFILIATES AND SUPPLIERS DO NOT WARRANT THAT THE SERVICES ARE SECURE, FREE FROM BUGS, VIRUSES, INTERRUPTION, ERRORS, THEFT OR DESTRUCTION.

8.2 TO THE MAXIMUM EXTENT PERMITTED BY LAW, ADVISER’S KIT’S, ITS AFFILIATES’ AND ITS SUPPLIERS’ LIABILITY FOR THE BREACH OF ANY IMPLIED CONDITION, GUARANTEE, REPRESENTATION OR WARRANTY WHICH CANNOT BE EXCLUDED IS (IF ANY LEGISLATION SO PERMITS) LIMITED TO THE MAXIMUM EXTENT SUCH CONDITION, GUARANTEE, REPRESENTATION OR WARRANTY CAN BE LIMITED UNDER APPLICABLE LAW.

8.3 ADVISER’S KIT, ITS AFFILIATES AND SUPPLIERS DISCLAIM ANY REPRESENTATIONS OR WARRANTIES THAT YOUR USE OF THE SERVICES WILL SATISFY OR ENSURE COMPLIANCE WITH ANY LEGAL OBLIGATIONS OR LAWS OR REGULATIONS.

  1. LIMITATION OF LIABILITY AND INDEMNITY.TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE ENTIRE LIABILITY OF ADVISER’S KIT, ITS AFFILIATES AND SUPPLIERS FOR ALL CLAIMS RELATING TO THIS AGREEMENT SHALL BE LIMITED TO THE AMOUNT YOU PAID FOR THE SERVICES DURING THE 3 (3) MONTHS PRIOR TO THE OCCURRENCE OF THE FIRST CAUSE OF ACTION GIVING RISE TO A CLAIM. SUBJECT TO APPLICABLE LAW, ADVISER’S KIT, ITS AFFILIATES AND SUPPLIERS ARE NOT LIABLE FOR ANY OF THE FOLLOWING: (A) INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES; (B) DAMAGES RELATING TO FAILURES OF TELECOMMUNICATIONS, THE INTERNET, ELECTRONIC COMMUNICATIONS, CORRUPTION, SECURITY, LOSS OR THEFT OF DATA, VIRUSES, SPYWARE, LOSS OF BUSINESS, REVENUE, PROFITS OR INVESTMENT, OR USE OF SOFTWARE OR HARDWARE THAT DOES NOT MEET ADVISER’S KIT SYSTEMS REQUIREMENTS. THE ABOVE LIMITATIONS APPLY EVEN IF ADVISER’S KIT AND ITS AFFILIATES AND SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS AGREEMENT SETS FORTH THE ENTIRE LIABILITY OF ADVISER’S KIT, ITS AFFILIATES AND YOUR EXCLUSIVE REMEDY WITH RESPECT TO THE SERVICES AND ITS USE.

You agree to indemnify and hold Adviser’s Kit and its Affiliates and Suppliers harmless from any and all claims, liability and expenses, including reasonable attorneys' fees and costs, arising out of: (i) your use of the Services in breach of any laws or regulations; (ii) your breach of clauses 2.2, 6, or 12 of Section A of this Agreement; (iii) any breach by you of any third party rights (including intellectual property rights); (iv) your willful breach of this Agreement; (v) your breach of clauses 5 or 10 of Section B of this Agreement; or (vi) any other breach of this Agreement, (collectively referred to as "Claims"). Adviser’s Kit reserves the right, in its sole discretion and at its own expense, to assume the exclusive defense and control of any Claims. You agree to reasonably cooperate as requested by Adviser’s Kit in the defense of any Claims.

  1. CHANGES.We reserve the right to modify this Agreement, in our sole discretion, at any time, and the modifications will be effective when posted through the Services or on our website for the Services or when we notify you by other means. We may also change or discontinue the Services, in whole or in part. It is important that you review this Agreement whenever we modify it because your continued use of the Services indicates your agreement to the modifications.
  2. TERMINATION.Adviser’s Kit may, in its sole discretion and without notice, restrict, deny, terminate this Agreement or suspend the Services, effective immediately, in whole or in part, if we determine that your use of the Services: (i) violates the Agreement; (ii) is in violation of a law or regulatory requirement; (iii) is in a manner not contemplated by this Agreement; (iv) is improper or substantially exceeds or differs from what would be reasonably considered normal use by other users; (v) raises suspicion of fraud, misuse, security concern, illegal activity or unauthorized access issues; (vi) to protect the integrity or availability of the Services or systems and comply with applicable Adviser’s Kit policy; (vii) if you no longer agree to receive electronic communications; or (viii) or if your use of the Services conflicts with Adviser’s Kit’s interests or those of another user of the Services. Upon your receipt of Adviser’s Kit’s notice that your use of the Services has been terminated you must immediately stop using the Services and any outstanding payments will become due. Any termination of this Agreement shall not affect Adviser’s Kit’s rights to any payments due to it. Sections 2.2, 3 through 15 will survive and remain in effect even if the Agreement is terminated.
  3. EXPORT RESTRICTIONS.You acknowledge that the Services, its related website, online services, and other Adviser’s Kit Services, including the mobile application, delivered by Adviser’s Kit are subject to restrictions under applicable Singapore’s export control laws, including trade embargoes and sanctions and security requirements, and applicable country or local laws to the extent compatible with Singapore laws. You agree that you will comply with these laws and regulations and will not export, re-export, import or otherwise make available products and/or technical data in violation of these laws and regulations, directly or indirectly.
  4. GOVERNING LAW AND JURISDICTION.The validity, construction and performance of this Agreement will be governed by the laws of Singapore. Any dispute, controversy or claim arising out of or relating to this contract, including the formation, interpretation, breach or termination thereof, including whether the claims asserted are arbitrable, will be referred to and finally determined by arbitration administered by the Singapore International Arbitration Centre (“SIAC”) in accordance with the Arbitration Rules of the SIAC for the time being in force, which rules are deemed to be incorporated by reference in this clause. The Tribunal shall consist of one arbitrator. Unless the parties agree upon an arbitrator, either party may request a nomination from the Chairman of the SIAC. The place of the arbitration will be Singapore. The language to be used in the arbitral proceedings will be English. Judgment upon the award rendered by the arbitrator may be entered by any court having jurisdiction thereof.

This Agreement and the rights of the parties hereunder shall be governed and construed in accordance with the laws of Singapore, exclusive of conflict or choice of law rules. Nothing in this section will preclude the parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction.

  1. Service of Process: Each party hereby irrevocably and unconditionally consents to service of process through personal service at their corporate headquarters, registered address, or primary address (for individuals or sole proprietors). Nothing in this Agreement will affect the right of any party to serve process in any other manner permitted by Law.
  1. Class Waiver: To the fullest extent permitted by Law, each of the parties agrees that any dispute arising out of or in connection with this Agreement, whether in arbitration or in court, will be conducted only on an individual basis and not in a class, consolidated or representative action. If for any reason a claim or dispute proceeds in court rather than through arbitration, each party knowingly and irrevocably waives any right to trial by jury in any action, proceeding or counterclaim arising out of or relating to this Agreement or any of the transactions contemplated between the parties.
  1. Provision of an Award: Subject to the limitations of liability identified in this Agreement, the appointed arbitrator may award monetary damages and any other remedies allowed by Law. In making a determination, the arbitrator will not have the authority to modify any term or provision of this Agreement. The arbitrator will deliver a reasoned written decision with respect to the dispute (the “Award”) to each party, who will promptly act in accordance with the Award. Any Award (including interim or final remedies) may be confirmed in or enforced by any court having jurisdiction over either party or its assets. The decision of the arbitrator will be final and binding on the parties, and will not be subject to appeal or review.
  1. Fees: Each party will advance one-half of the fees and expenses of the arbitrator, the costs of the attendance of the arbitration reporter at the arbitration hearing, and the costs of the arbitration facility. In any arbitration arising out of or related to this Agreement, the arbitrator will award to the prevailing party, if any, the costs and attorneys’ fees reasonably incurred by the prevailing party in connection with those aspects of its claims or defenses on which it prevails, and any opposing awards of costs and legal fees awards will be offset.
  1. Confidentiality: The parties will maintain the confidential nature of the arbitration proceeding, the hearing and the Award, except (i) as may be necessary to prepare for or conduct the arbitration hearing on the merits, (ii) in connection with a court application as contemplated above for a preliminary remedy, or confirmation of an Award or its enforcement, (iii) our disclosure of the Award in confidential settlement negotiations, or (iv) as otherwise required by applicable Laws. The parties, witnesses, and arbitrator will treat as confidential and will not disclose to any third person (other than witnesses or experts) any documentary or other evidence produced in any arbitration hereunder, except as required by Law or except if such evidence was obtained from the public domain or was otherwise obtained independently from the arbitration.
  1. Conflict of Rules: In the case of a conflict between the provisions of this Section 13.1 and the rules governing arbitration identified in Section E.13.1, the provisions of this Section E.13.6 will prevail. If any provision of this Agreement to arbitrate is held invalid or unenforceable, it will be so held to the minimum extent required by Law and all the other provisions will remain valid and enforceable.

Adviser’s Kit does not represent that the Services and/or Content within the Services is appropriate or available for use in all jurisdictions or countries. Adviser’s Kit prohibits accessing content from within countries or states where such content is illegal. You are responsible for compliance with all applicable laws pertaining to your use and access to the Services in your jurisdiction.

  1. LANGUAGE.Any translation of this Agreement is done for local requirements and in the event of a dispute between the English and any non-English version, the English version of this Agreement shall govern. In the event of a dispute the parties confirm that they have requested that this Agreement and all related documents be drafted in English.
  2. GENERAL.This Agreement, including the Additional Terms below and any other terms that may be incorporated by reference by virtue of clause 1 above, is the entire agreement between you and Adviser’s Kit regarding its subject matter and replaces all prior understandings, communications and agreements, oral or written, regarding its subject matter. If any court of law, having the jurisdiction, rules that any part of this Agreement is invalid, that section will be removed without affecting the remainder of the Agreement. The remaining terms will be valid and enforceable. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement. You may not assign or transfer this Agreement to anyone without written approval of Adviser’s Kit. However, Adviser’s Kit may assign or transfer this Agreement without your consent to (a) an affiliate, (b) a company through a sale of assets by Adviser’s Kit; or (c) a successor by merger. Any assignment in violation of this Section shall be void. If you want to request a transfer of this Agreement, contact Adviser’s Kit via an email to: support@adviserskit.com.

May 2021

  1. ADDITIONAL TERMS AND CONDITIONS FOR ADVISOR’S KIT SERVICES

Your use of the following Service provided by Adviser’s Kit is subject to the General Terms of Service above and these Additional Terms and Conditions. These Additional Terms and Conditions will prevail over any conflict or inconsistency with the General Terms of Service.

If you are entering into this Agreement on behalf of a company or other legal entity, you represent that you have the authority to bind such entity and its affiliates to these terms and conditions as its authorized representative, in which case the terms “you” or “your” will refer to such entity and its affiliates as well as you. If the legal entity that you represent does not agree with these terms and conditions, you must not accept this Agreement, register, and use or access the Services as an authorized representative.

  1. SERVICES. Each of the following products and services are referred to in this Agreement as a “Service” and together as the “Services”:

1.1 Adviser’s Kit Services. Adviser’s Kit is an online solution for financial advisers and other individuals to perform customer relationship management tasks through an online account (each a “AK Account”). Each AK Account may only be used to support one individual.

1.4 Modification to Services. We have the right, in our sole discretion, to revise, update, or otherwise modify the Services or alter your access to the Services; and for material changes, to the extent reasonably possible, we will provide you with reasonable notice either posted on the website hosting the Services or to the Administrator’s (as defined below) email address. Note that we may modify the amount of storage space you have through the Services and the number of times (and the maximum duration for which) you may access the Services in a given period of time. In the event we need to maintain the security of the system or comply with any laws or regulations, we reserve the right to modify the Services immediately, and to provide the Administrator with electronic or written notice within thirty (30) days after any material modifications. You may reject any changes to the Services by discontinuing use of the Services to which such changes relate. Your continued use of the Services will constitute your acceptance of and agreement to such changes.

  1. USERS.

2.1 Types of Users. The Services allow the following types of access and user rights: When you initially register for and create an account for a Service, you are, or a party that you authorize is, the adviser (“Adviser”). Adviser may authorize additional individuals to access the Services through the a separate account (“Additional Users”). The number of Additional Users may be limited based upon the subscription you purchase. Additional Users may include, for example, your clients and client’s trusted contacts or next-of-kin. You may be referred to in this Agreement as “you”, “your”, or “User”, or you may be referred to specifically in your applicable role as an Additional User or an Adviser. All Users will be required to accept this Agreement before accessing the Services. With respect to Adviser’s Kit Services or each AK Account you access, you agree to these terms as an Adviser or an Additional User, as applicable. As any User of the Services, unless otherwise explicitly stated in this Agreement, all of these terms apply to you each time you access the Services.

2.2 For Advisers. As an Adviser, the following applies to you: You agree that Additional Users are Adviser’s Kit customers, but that you are responsible for your Additional Users’ access to the Services. Depending on the types of access rights you grant to Additional Users, Additional Users may be able to delete, edit, copy, or view the Content and data accessible in your account and add charges to the subscription. As Advisers, you are responsible for the access to the Services you grant to Additional Users. If you choose to close or terminate your access to a Service, Additional Users will no longer be able to access such Service or any of the Content within such Service. You agree to provide sufficient notice to Additional Users of your desire to terminate access to the Services before taking such actions. A violation of any terms of this Agreement by an Additional User may result in the termination of an Administrator’s or any Additional User’s access to the Services.

2.3 For Additional Users. As an Additional User, the following applies to you: When you register to access an account for which you are not an Adviser, you understand that you are accessing the Service as an Additional User and you may not have the same level of access or the same rights as an Adviser. Depending on the types of rights you are granted by the Administrator, you may be able to delete, copy, or view other User’s Content and data. Please make sure that you have an agreement with the Adviser about your role and rights. If an Adviser chooses to close or terminate access to a Service, Additional Users will no longer be able to access such Service or any of the Content within such Service. As an Additional User, you understand that if you violate this Agreement, your access to our Services may be terminated, and we retain the right to also terminate access for any other Users of the same account.

  1. SUBSCRIPTION.

3.1 Payment for Services. The Services are licensed on a monthly or yearly subscription basis to the User that pays for the Service. As the Adviser, you may choose whether you or another User pays for the license. Please review all of the details of the subscription that you purchase; some subscriptions provide access to one Service and others provide access to more than one Service.

3.2 Additional Payment Terms. Under this Agreement

  • The payment processing services for goods and/or services purchased on this website are provided by Adviser’s Kit, depending on the type of payment method used for the purchase of the goods and/or services.
  • In the event you choose to pay with a credit card, the payment will be processed via a U.S. or European Acquirer, these terms are an agreement between you and Adviser’s Kit Ltd. For any other type of purchases, these terms are an agreement between you and Adviser’s Kit.

3.3 Subscription Cancellation. The Adviser may notify us if he or she wants to cancel the subscription prior the beginning of the new subscription period. In the event that Adviser’s Kit is unable to charge a User’s chosen payment method in accordance with this Agreement, we may terminate this Agreement and access to the Services immediately, without notice. If you stop using the Services, Adviser’s Kit has fulfilled your subscription term. Fees for the Services are not eligible for any proration of unused subscriptions or refunds, even if access to the Services is cancelled or terminated. After your access to the Services is terminated, you may no longer have access to any of the data or Content in the Services. We suggest you retain your own copies of any data or Content that you may need as Adviser’s Kit is not responsible for providing you with access to your Content or the Services after any cancellation or termination of this Agreement.

  1. ACCOUNT FEATURES.

4.1 Trial Version. If you registered for a trial use of the Services, you will have access to the Services for the specified period of the trial ("Trial Period") unless you terminate before the trial period ends. You must decide to purchase a license to the Services within the Trial Period in order to retain access to any Content or data provided or created during the Trial Period. If you terminate before the Trial Period ends or do not purchase a license to the Services by the end of the Trial Period, you will not be able to access or retrieve any of the data or Content you added to or created with the Services during the trial.

4.2 Beta Features. From time to time, we may include new or updated beta features in the Services (“Beta Features”). Beta Features may have associated fees, which will be disclosed to you at the time you choose to use the Beta Features. We understand that your use of any Beta Feature is voluntary. You understand that once you use a Beta Feature, you may be unable to revert back to a prior non-beta version of the same or similar feature. Additionally, if such reversion is possible, you may not be able to return or restore data created within the Beta Feature back to the prior non-beta version. The Beta Features are provided on an “as is” basis and may contain errors or inaccuracies that could cause failures, corruption or loss of data and information from any connected device. You acknowledge and agree that all use of any Beta Feature is at your sole risk.

  1. DATA.

5.1 Public Content. As a User you may have the opportunity to share your data, Content, or ways in which you aggregate data (“Account Content”) with other Users, other Adviser’s Kit customers, and other third parties. When sharing any Account Content, you agree not to share any confidential information or personal information. If you have the option of accessing another User’s Account Content, you understand and agree that the Account Content is being provided by the User, and not Adviser’s Kit, for information and guidance purposes only, and Adviser’s Kit and such User are not responsible in any way for your use the Account Content.

5.2 Telephone numbers. You may provide us with your telephone number as part of your customer record or registration or via other methods. You understand and agree that Adviser’s Kit may use your telephone number for "multi-factor authentication” (“MFA"), to confirm your identity and help protect the security of your account. Part of the MFA identity verification process may involve Adviser’s Kit sending text messages containing security codes to your telephone number. You agree to receive these texts from Adviser’s Kit containing security codes as part of the MFA process. In addition, you agree that Adviser’s Kit may send automated text messages and pre-recorded voice messages to the telephone number you provide for other limited purposes, including: providing you with important critical notices regarding your use of the Services, or fulfilling a request made by you through the Services. Mobile carriers are not liable for delayed or undelivered messages. With MFA, you also agree and consent to us obtaining and using information from your mobile phone service provider, solely for the purposes of verifying your identity and to compare information you have provided to Adviser’s Kit (such information may include from your mobile phone service provider account record: your name, address, email, customer type, customer role, billing type, mobile device identifiers (IMSI and IMEI) and other mobile phone subscriber details).

  1. OTHER PRODUCTS AND SERVICES.

6.1 Third Party Products.

By using these Services, you agree that we may market to you or offer you access to products or services from third parties (“Third Party Products”). If you decide to use or access any Third Party Products,you agree that you are solely responsible for your relationship with the provider of the product. Adviser’s Kit is not affiliated with Third Party Products and does not endorse or recommend any Third Party Products. You agree that the providers of the Third Party Products, and not Adviser’s Kit, are solely responsible for their own actions or inactions. Adviser’s Kit is not liable for any damages, claims or liabilities arising out of or related to any Third Party Products. You agree that you will (a) review and comply with all Third Party Product terms and conditions, and (b) not use the Third Party Product in any manner that would infringe or violate the rights of Adviser’s Kit or any other party or in furtherance of criminal, fraudulent or other unlawful activity.

6.3 Data Receipt Service.

  1. We may provide you with the opportunity to transfer certain data from a Third Party Product or an Ancillary Service to these Services (the “Data Receipt Service”). You may need to be an active subscriber of the Third Party Product or Ancillary Services to use the Data Receipt Service. In order to access a Third Party Product or an Ancillary Service on your behalf, you may need to provide us with your Login Details. We will maintain your Login Details in encrypted form, and will only use them in connection with the Data Receipt Service or otherwise at your direction. You hereby represent that you have the authority to provide the Login Details to Adviser’s Kit and you expressly appoint Adviser’s Kit as your, or the third party who owns the Login Details’, agent with limited power of attorney to access any Third Party Products or Ancillary Services and retrieve data on your behalf. With respect to each Data Receipt Service, you grant Adviser’s Kit the right to transfer data to the Services, and to reformat and manipulate your data as reasonably necessary for the data to function with the Services. After the transfer occurs, your original data and Content may not remain in the Third Party Product or the Ancillary Services; please review the terms of those products and services to confirm. 
  2. You agree that you will (i) review and comply with all Third Party Product and Ancillary Service terms and conditions before you access the Data Receipt Services, and (ii) not use the Data Receipt Services in any manner that would infringe or violate the rights of Adviser’s Kit or any other party, or in furtherance of criminal, fraudulent or other unlawful activity. In the event that any Third Party Product charges for access to data, you agree that you are responsible for any fees due and owing. You agree that the providers of the Third Party Products, and not Adviser’s Kit, are solely responsible for their own actions or inactions. Adviser’s Kit is not liable for any damages, claims or liabilities arising out of or related to any Third Party Products.
  3. We do not guarantee that you will be able to use the Data Receipt Service with any specific products or services. You will only have access to the Data Receipt Services during the period for which you have paid for a subscription. Third Party Products may make changes to their websites, with or without notice to us, that may prevent or delay aggregation of data or the overall performance of the Data Receipt Service. Your most recent data from a Third Party Product or Ancillary Service may not always be available in the Services. Any data obtained through the Data Receipt Service will be made available in the Services, and will be subject to the terms and conditions of this Agreement, including our Privacy Policy.
  1. SERVICE PROVIDERS. We may use third parties in the operation of our Services or to perform any of our obligations in this Agreement (each a “Service Provider”). In order for our Service Providers to be able to provide you with certain aspects of the Services, we may share a limited amount of your data or Content with such Service Provider. Our agreements with Service Providers outline the appropriate use and handling of this information and prohibit the Service Provider from using any of your information for purposes unrelated to the Services.
  2. COMMUNICATION SERVICES. We may provide you with the opportunity to communicate with other Users within the Services, or with other third parties through the Services (“Communication Services”). You may choose whether or not you would like to use the Communication Services. You agree that you have received permission to communicate with any third parties who are not Users through the Communication Services, and that such third parties have agreed to Adviser’s Kit’s use and disclosure of data available in the Communication Services in accordance with this Agreement. Users who you communicate with may have access in the future to the data provided through the Communication Services, and you may not have the ability to restrict that access. Adviser’s Kit’s systems may extract certain data (e.g., numbers, names, or attachments) from the Communication Services and provide it to you in other parts of the Services.
  3. NOT A FINANCIAL PLANNER, BROKER OR TAX ADVISOR.NEITHER ADVISER’S KIT NOR THE SERVICES IS INTENDED TO PROVIDE LEGAL, TAX OR FINANCIAL ADVICE. ADVISER’S KIT IS NOT A FINANCIAL PLANNER, BROKER OR TAX ADVISOR. Adviser’s Kit is intended only to assist you in your financial planning and decision-making and is broad in scope. Your personal financial situation is unique, and any information and advice obtained through Adviser’s Kit may not be appropriate for your situation. Accordingly, before making any final decisions or implementing any financial, investment or legal strategy, you should consider obtaining additional information and advice from your accountant, lawyer or other financial advisers who are fully aware of your individual circumstance.
  4. ADVISER’S KIT ONLINE NOTIFICATION AND DISCLAIMER

12.1 Adviser’s Kit will provide you with account-related notifications due to inaction on the account, confirmation of information and reminders for certain parts of the Service. These notifications will be sent to the email address you have provided as your primary email address when you register for Adviser’s Kit. Anyone with access to your email will be able to view the content of these notifications.

12.2 You understand and agree that any notifications provided to you through Adviser’s Kit Service may be delayed or prevented by a variety of factors. Adviser’s Kit does its best to provide notifications in a timely manner with accurate information. However, we neither guarantee the delivery nor the accuracy of the content of any notification. You also agree that Adviser’s Kit shall not be liable for any delays, failure to deliver, or misdirected delivery of any notification; for any errors in the content of a notification; or for any actions taken or not taken by you in reliance on a notification

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