Terms

Last Update

January 31st, 2024

Agreement

SOLWealth Investments (“SOLWealth”, “we”, “us”, “our”) provides information through www.solwealth.com (the “Website”). By accessing or receiving any information we provide (the “Resources”), you expressly understand and agree to accept and adhere to the following statements in this policy (the “Terms of Use”). If you do not agree with our Terms of Use or cannot assume the obligations set forth herein, please do not access or receive our Resources. We reserve the right to restrict, terminate or deny your access if you fail to comply and without any notice.

User Representations

By using the Website, you represent and warrant that: (1) All information you submit will be true, accurate, current, and complete; (2) You will maintain the accuracy of such information and promptly update such information as necessary; (3) You have the legal capacity, and you agree to comply with these Terms of Use; (4) You will not use the Website for any illegal or unauthorized purpose; (5) Your use of the Website will not violate any applicable law or regulation.

If you provide any information that is untrue, inaccurate, not current, or incomplete, we have the right to suspend or terminate your account and refuse any and all current or future use of the Website.

By using the Website, you represent and warrant that you will use our Resources strictly for (a) serving retail clients if you are an investment advisor or (b) for personal use if you are an individual investor. If you attempt to use our Resources outside of this scope through a corporate SMA program or with institutional investors of any kind, we reserve the right to suspend or terminate your account and refuse any and all current use of the Website.

User Registration

You may be required to register on the Website. You agree to keep your password confidential and will be responsible for all use of your account and password. We reserve the right to remove, reclaim or change your username if we determine, at our sole discretion, that such username is inappropriate or otherwise objectionable.

User Data

We will maintain certain data that you transmit to the Website to manage the Website and data relating to your use of the Website. Although we perform routine backups, you are solely responsible for all data that you transmit or that relates to any activity you have undertaken using the Website. You agree that we shall have no liability to you for any such data loss or corruption. You waive any right of action against us arising from any such loss or corruption of such data.

Responsible Use and Conduct

A) By accessing or receiving any of our Resources we provide for you, either directly or indirectly, you agree to use these Resources only for the purposes intended as permitted by (a) this Terms of Use, and (b) applicable laws, regulations, and generally accepted online practices or guidelines. Wherein, you understand that: To access our Resources, you may be required to provide certain information about yourself as part of the registration process or as part of your ability to use the Resources. You agree that any information you provide will always be accurate and up to date on your account profile. You are responsible for keeping the confidentiality of any login information associated with any account you use to access our Resources. You are also responsible for all activities that occur under your account(s).

B) Accessing (or attempting to bypass access) any of our Resources by any means other than through the means we provide is strictly prohibited. You expressly agree not to access (or attempt to bypass access) any of our Resources through any automated, unethical, or unconventional means. Engaging in any activity that disrupts or interferes with our Resources, including the servers and/or networks to which our Resources are located or connected, is strictly prohibited. Attempting to copy, duplicate, reproduce, sell, trade, or resell our Resources without prior consent is strictly prohibited. You are solely responsible for any consequences, losses, or damages that we may directly or indirectly incur or suffer due to any unauthorized activities conducted by you, as explained above, and may incur criminal or civil liability.

C) We may provide various open communication tools on our Website and various social media services. You understand that generally, we do not monitor the content posted by users, which means that if you choose to use these tools to submit any content, then it is your responsibility to use these tools responsibly and ethically. We reserve the right at our sole discretion to remove any content that we feel in our judgment does not comply with this Terms of Use, along with any content that we feel is otherwise offensive, harmful, objectionable, inaccurate, or violates any 3rd party copyrights or trademarks. We are not responsible for any delay or failure in removing such content. If you post content that we choose to remove, you consent to such removal and waive any claim against us.

D) We do not assume any direct or indirect liability for any content posted by you or any other 3rd party users of our Website. However, any content posted by you using any open communication tools on our Website, provided that it doesn’t violate or infringe on any 3rd party copyrights or trademarks, becomes the property of SOLWealth, and as such, gives us a perpetual, irrevocable, worldwide, royalty-free, exclusive license to reproduce, modify, adapt, translate, publish, publicly display and/or distribute as we see fit. This only refers to content posted via open communication tools as described and does not refer to the information provided as part of the registration process necessary to use our Resources. All information provided as part of our registration process is covered by our Privacy Policy.

E) You agree to indemnify and hold harmless SOLWealth and its parent company and affiliates, and their directors, officers, managers, employees, and licensors, from and against all losses, expenses, damages, and costs, including reasonable attorneys’ fees, resulting from any violation of this Terms of Use or the failure to fulfill any obligations relating to your account incurred by you or any other person using your account. We reserve the right to take over the exclusive defense of any claim for which we are entitled to indemnification under this Terms of Use. In such event, you shall provide us with such cooperation as is reasonably requested by us.

Term and Termination

These Terms of Use shall remain in full force and effect while you use the Website. Without limiting any other provision of these Terms of Use, we reserve the right to, in our sole discretion and without notice or liability, deny access to and use of the Website (including blocking certain IP addresses) to any person for any reason or for no reason, including without limitation: (i) refusing to provide a written certification or refusing to permit us to conduct an audit; (ii) allowing the use of our Resources to a person outside of your advisory practice; (iii), using, copying or distributing our Resources other than as expressly authorized by this Terms of Use; (iv) sharing the same user name and password combination with others; or (v) breaching of any representation; warranty, or covenant contained in these Terms of Use or of any applicable law or regulation. We may terminate your use of the Website or delete your account and any content or information that you posted at any time, without warning, at our sole discretion.

If we terminate or suspend your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third Party. In addition to terminating or suspending your account and blocking IP addresses associated with your account, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress.

Website Management

We reserve the right, but not the obligation, to: (1) monitor the Website for violations of these Terms of Use; (2) take appropriate legal action against anyone who, in our sole discretion, violates the law or these Terms of Use, including without limitation, reporting such user to law enforcement authorities; (3) in our sole discretion and without limitation, refuse, restrict access to, limit the availability of, or disable (to the extent technologically feasible) any of your Contributions or any portion thereof; (4) in our sole discretion and without limitation, notice, or liability, to remove from the Website or otherwise disable all files and content that are excessive in size or are burdensome to our systems; and (5) otherwise manage the Website in a manner designed to protect our rights and property and to facilitate the proper functioning of the Website.

Website Corrections

There may be information on the Website that contains typographical errors, inaccuracies, or omissions, including descriptions, pricing, and various other information. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update the information on the Website at any time, without prior notice.

Website Modifications

We reserve the right to change, modify, or remove the contents of the Website at any time or for any reason at our sole discretion without notice. However, we have no obligation to update any information on our Website. We also reserve the right to modify or discontinue all or part of the Website without notice at any time. We will not be liable to you or any third party for any modification, price change, suspension, or discontinuance of the Website.

Website Interruptions

We cannot guarantee the Website will be available at all times. We may experience hardware, software, problems, or need to perform maintenance related to the Website, resulting in interruptions, delays, or errors. We reserve the right to change, revise, update, suspend, discontinue, or otherwise modify the Website at any time or for any reason without notice. You agree that we have no liability whatsoever for any loss, damage, or inconvenience caused by your inability to access or use the Website during any downtime or discontinuance of the Website. Nothing in these Terms of Use will be construed to obligate us to maintain and support the Website or to supply any corrections, updates, or releases in connection therewith.

Governing Law

These Terms of Use and any policies or operating rules posted by us on the Website and your use of the Website are governed by and construed under the laws of the Province of Quebec applicable to agreements made and to be entirely performed within the Province of Quebec, without regard to its conflict of law principles.

Dispute Resolution

Any legal action brought by either you or us (collectively, the ‘Parties” and individually, a “Party’) shall be commenced or prosecuted in the Province of Quebec. The Parties hereby consent to and waive all defenses of lack of personal jurisdiction and forum non-conveniens with respect to venue and jurisdiction in such provincial courts. Application of the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transaction Act are excluded. In no event shall any claim, action, or proceeding brought by either Party related to the Website be commenced more than one (1) year after the cause of action arose.

Limitations of Liability

Under no circumstance will we or our directors, employees, or agents be liable to you or any third party for any direct, indirect, consequential, exemplary, incidental, special, or punitive damages, including lost profit, lost revenue, loss of data, or other damages arising from your use of the Website, even if we have been warned of such possibility. Notwithstanding anything to the contrary contained herein, our liability to you for any cause whatsoever and regardless of the form of the action will at all times be limited to the amount paid, if any, by you to us during the six (6) month period prior to any cause of action arising. Certain provincial laws do not allow limitations on implied warranties or the exclusion or limitation of certain damages. If these laws apply to you, some or all of the above limitations may not apply to you.

Indemnification

You agree to defend, indemnify, and hold us harmless, including our subsidiaries, affiliates, and all of our respective officers, agents, partners, and employees, from and against any loss, damage, liability, claim, or demand, including reasonable attorneys’ fees and expenses, made by any third party due to or arising out of: (1) use of the Website; (2) breach of these Terms of Use; (3) any breach of your representations and warranties set forth in these Terms of Use; (4) your violation of the rights of a third party, including but not limited to intellectual property rights; or (5) any overt harmful act toward any other user of the Website. We reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate, at your expense, with our defense of such claims. We will use reasonable efforts to notify you of any such claim, action, or proceeding subject to this indemnification upon becoming aware of it.

Electronic Communications

Visiting the Website, sending us emails, and completing online forms constitute electronic communications. You consent to receive electronic communications, and you agree that all agreements, notices, disclosures, and other communications we provide to you electronically, via email, and on the Website, satisfy any legal requirement that such communication is in writing. You hereby agree to the use of electronic signatures and the electronic delivery of transactions initiated or completed by us or via the Website. You hereby waive any rights or requirements under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records or to payments or the granting of credits by any means other than electronic means.

Entire Agreement

These Terms of Use and any policies posted by us on the Website or in respect to the Website constitute the entire agreement and understanding between you and us. Our failure to exercise or enforce any right or provision of these Terms of Use shall not operate as a waiver of such right or provision. These Terms of Use operate to the fullest extent permissible of Canadian law. We may assign any or all of our rights and obligations to others at any time. We shall not be responsible or liable for any loss, damage, delay, or failure to act caused by any cause beyond our reasonable control.

Severability

If any provision or part of a provision of these Terms of Use is determined to be unlawful, void, or unenforceable, that provision or part of the provision is deemed severable from these Terms of Use and does not affect the validity and enforceability of any remaining provisions. There is no joint venture, partnership, employment, or agency relationship created between you and us as a result of these Terms of Use or use of the Website. You agree that these Terms of Use will not be construed against us by virtue of having drafted them. You hereby waive any and all defenses you may have based on the electronic form of these Terms of Use and the lack of signing by the parties hereto to execute these Terms of Use.

Changes to Terms of Use

We reserve the right, in our sole discretion, to make changes or modifications to these Terms of Use at any time and for any reason. We will alert you about any changes by updating these Terms of Use, and you waive any right to receive specific notice of each such change. It is your responsibility to periodically review these Terms of Use to stay informed of updates. You will be subject to and will be deemed to have been made aware of and accepted the changes in any revised Terms of Use by your continued use of the Website after the date such revised Terms of Use are posted.