Terms Of Use - Spendvest

These Terms of Use (“Terms”) apply to your use of all the mobile applications, products, software, Services, websites and other Services (collectively, the “Service”) operated by SpendVest, Corp., a Delaware Corporation (the “Company”), or any of its current or future subsidiaries, parents, affiliates, service providers, vendors, successors or assigns, (collectively, “we”, “us” or “our”). When we refer to the Service, we also mean any portion, aspect, or feature of our Services or the Service. The words “you”, “your”, and “yours” refer to you as the user of the Service. You can accept the Terms by: (a) clicking to accept or agree to the Terms, where this option is made available to you in the user interface for the Service; or (b) simply using the Service. In this case, you understand and agree that we will treat your use of the Service as acceptance of the Terms from that point onwards. Investing involves market risk, including possible loss of principal, and there is no guarantee that investment objectives will be achieved. Past performance is not a guarantee of future results.

By visiting or using the Service, you acknowledge and agree that you accept these Terms. Continued use of the Service constitutes your acceptance of any revisions to these Terms.

‍‍Additional Agreements and Disclosures

Your access to and use of the Service, including certain products and Services, may be subject to additional agreements and disclosures from us, a Registered Investment Advisor (RIA), and third-party providers such as Alpaca Securities LLC (“Brokers”) and Plaid, Inc. These agreements are incorporated into these Terms by reference. If there is a conflict between these Terms and a separate agreement, the terms of the separate agreement will prevail for the specific product or service it governs. ‍

Your access to the Service is subject to this agreement and any other terms and conditions required by third-party providers. This includes, but is not limited to, providers for your device, phone service, wireless service, and financial services.

Privacy Policy

Your personal data and information are handled according to our Privacy Policy. The policy is incorporated into these Terms, so please read it for full details.

Service Availability

We cannot guarantee that the Service will always be available. We will use reasonable efforts to maintain the Service. However, the Service is provided on an “as-is” and “as-available” basis. We explicitly disclaim all warranties, including that:

The Service’s operation will be uninterrupted, secure, or error-free;
Results obtained from the Service will be accurate or reliable;
Any errors or defects will be corrected.
The Service is free of viruses or other harmful components.
The Service will meet your requirements or expectations. Your use of the Service is solely at your own risk.

We reserve the right, in our sole discretion and without any obligation, to modify, improve, discontinue, or correct any errors or omissions in any portion of the Service at any time.

By using the Service, you acknowledge and accept the inherent risks associated with your use of the Service, and agree that we are not responsible for any resulting losses. These risks include, but are not limited to:

Connectivity Issues: Internet or wireless access may be delayed, interrupted, or unavailable.
Security Risks: Data transmitted over the internet or wireless networks may be intercepted by unauthorized parties.
User Negligence: Failure to physically secure your electronic device or protect your passwords could lead to unauthorized account access.
Data Accuracy: The accuracy, timeliness, or completeness of data transmitted via electronic means cannot be guaranteed.
System Delays: Response times may be delayed by factors outside our control, such as market volatility, high volume, or system capacity limitations.

Technology Requirements

To access the Service electronically, you must have a functioning mobile device (smartphone or tablet) with our application installed, which is available in most device-specific app stores. You may also access the Service via a personal computer equipped with an internet connection.

You are responsible for the selection, installation, maintenance, and operation of your devices, software, and telecommunications services. We assume no responsibility for any errors, failures, or malfunctions of your equipment or service providers. You must ensure that all your systems are compatible with the Service. We reserve the right to modify the system requirements at any time.

The Service may periodically automatically download and install software updates. These updates are designed to enhance and develop the Service and can take the form of bug fixes, enhanced functions, new software modules and completely new versions. You agree to receive such periodic updates as part of your use of the Service.

Eligibility Criteria

We reserve the right, at our sole discretion, to limit access to all or a portion of the Service to users who meet specific eligibility criteria. These criteria are subject to change at any time. You are solely responsible for ensuring your use of the Service complies with all applicable federal, state, and local laws and regulations.‍

International Use

The Services provided by us are offered only in jurisdictions where it is legal to do so. The availability of our Service online is not an invitation or offer to use them where prohibited. We reserve the right to limit the availability of the Service to any person, geographic area, or jurisdiction, at any time and in our sole discretion. You are responsible for ensuring that it is legal for you to use the Service wherever you are located.

We do not guarantee that the Service is suitable or available for use outside the United States. Accessing our website is at your own initiative and risk. If you access the Service from other locations, you are solely responsible for complying with all applicable local laws and regulations.

If you are accessing the Service from outside the United States, you agree that your personal data will be transferred to and processed in the U.S. You are prohibited from engaging in commercial activities on or through the Service if you are located in a country embargoed by the U.S., or if you are listed on the U.S. Treasury Department’s list of Specially Designated Nationals.

Content

The Service provided may include a variety of financial information and tools (“Content”), some of which is sourced from companies not affiliated with us. To the extent possible, the origin of all third-party Content will be identified. We have no involvement in the preparation, editing, or approval of this third-party material, and we do not endorse it.

This Content is provided solely for educational and illustrative purposes only. It does not constitute a recommendation or solicitation to buy or sell any specific security, nor does it endorse any particular investment strategy.

Any tools available on this Service offer general information and guidance based exclusively on your personalized input. Projections or information concerning the likelihood of various investment outcomes are purely hypothetical. They are not guaranteed for accuracy or completeness, do not reflect actual investment results, and are not guarantees of future performance.

The calculations provided by our tools are estimates and do not include all potential costs, such as commissions and margin interest, which can materially affect actual results. You are solely responsible for selecting the criteria for the tools, evaluating all associated merits and risks, and making your own investment decisions. We are not liable for any losses incurred from such decisions.

Testimonials may not be representative of the experience of other clients. Testimonial results are not indicative of future performance or success. If a testimonial has been compensated, we will explicitly identify it as a paid endorsement.‍

Certain features of our Service may enable you to submit content such as text, images, and other materials. You agree that you are responsible for all content you post, including its legality, reliability, and appropriateness.

You represent and warrant that: (i) You either own the content you share with us or have the necessary permission to use it and allow us to use it as outlined in these Terms, and (ii) that sharing your content with us will not infringe on anyone else’s privacy, publicity, copyright, or other legal rights.

By posting or sharing Content on our Service or third-party sites (like social media), you authorize us to publish your Content in whole or in part. We are not obligated to post any Content received. We reserve the right to remove or modify any posting that is false, offensive, violates any law or third-party rights, breaches these Terms, or is defamatory or duplicative.

We reserve the right to disclose your identity, as well as the content of your original, posted, or shared submissions, if required to do so by law. This includes responding to legal actions initiated by any party, complying with requests from governmental authorities, or protecting our legal interests and defending our Services.

We retain ownership of all original content we create and post on the Service. However, you retain ownership of all content you submit or share. By submitting Content, you represent and warrant that you either own all necessary rights to that Content or have obtained all required authorizations to post, distribute, display, perform, and transmit it via the Service. You agree to irrevocably waive any moral rights and similar claims you may have in that Content.‍

We appreciate your feedback and ideas. However, please be aware that any comments, feedback, suggestions, ideas, or other submissions you provide in connection with your use of our Service (“Submissions”) will become our sole and exclusive property.

By providing a Submission, you agree to the following:

Assignment of Rights: You assign to us all worldwide rights, title, and interest in all patents, copyrights, trademarks, and all other intellectual property rights related to your Submissions.
Exclusive Ownership and Use: We will exclusively own all rights to your Content and may use it for any purpose, commercial or otherwise, without limitation or obligation.
Waiver of Claims: You waive any potential claims you might have based on moral rights, unfair competition, breach of implied contract, confidentiality, or any other legal theory related to these Submissions.
No Compensation: We are under no obligation to pay you or any third party any compensation for any Submissions you provide. We are under no obligation to pay you or any third party any compensation for any Submissions you provide.

The Content is not warranted as to completeness or accuracy and is subject to change without notice. The Content is presented only as of the date published or indicated, and can be superseded by subsequent market events or for other reasons. In addition, you are responsible for setting the cache settings on your browser to ensure you are receiving the most recent data.

The content and tools are provided “as is” with no guarantees, and the provider is not responsible for any errors, inaccuracies, or damages that may result from their use. This means you use the information and Service at your own risk, and we are not liable for any losses, including those related to profits, data, or other intangible damages, even if advised of the possibility.

Disclaimer on content and tools

No warranty: The Content and tools are provided without any warranties, expressed or implied.
No guarantee: There are no guarantees regarding the Content’s accuracy, completeness, timeliness, usefulness, or suitability for any purpose.
No liability: The provider and its affiliates are not responsible for any direct, indirect, special, or consequential damages that may arise from using or being unable to use the content or tools.
Your use is at your own risk: You use the content and tools at your own risk and are solely responsible for any consequences.

Quotes and Market Data

If the Service offers access to market data and quotes, this information is provided by unaffiliated third parties. Your use of such data is subject to the terms and conditions imposed by those third parties.

If we provide market data and quotes, please note the following conditions:

Delayed Data: Any price quotes provided may be delayed by fifteen (15) minutes or longer, in accordance with the rules and regulations of the relevant exchanges and quote providers.
Real-Time Quotes: We reserve the right to limit the quantity of complimentary real-time quotes made available to users.
Accuracy Disclaimer: We do not provide any representations, warranties, or other guarantees regarding the accuracy or timeliness of any price quotes.

We may provide you with information on the value of your share positions based solely on the share price at the close of the latest market day. This data is strictly for informational purposes and should not be considered the actual price you will receive if you choose to sell your shares.

You acknowledge that the provided quotes and any information derived from these quotes are obtained from sources we deem reliable; however, we cannot guarantee their accuracy or completeness. By using this Service, you waive any potential claim against us or the quote provider related to the quotes or the information based on them.‍

You acknowledge, represent and agree that the following conditions will remain true as long as you use the Service:

You will not use any market data or information provided by a national securities exchange or association for any professional or commercial activities. If you intend to do so, you agree to notify us and pay the required additional fees.
If you are employed by a bank, insurance company, or an affiliate of either, you will not perform functions related to securities or commodity futures trading activity, except for managing your own personal account(s) with us.

Fractional Shares

Fractional share ownership is limited to eight decimal places, rounded down to the nearest increment. This rounding practice may impact the crediting of associated cash dividends, stock dividends, and stock splits. Fractional shares held in your account are non-transferable. In the event of an account closure or transfer to another institution, any remaining fractional shares will be liquidated. This mandatory liquidation is subject to standard commission charges, which may, in some instances, exceed the market value of the fractional share if its value is less than the minimum commission.

Platform Availability Complaint Reporting

We will make best efforts that the Service is available during 9:30 AM ET – 4:00 PM ET on any Monday through Friday (Eastern Standard time), excluding federal holidays in the United States and any day on which banking institutions and stock market exchanges in the United States are required by law or other government action to close. However, it is understood and agreed that the Service utilizes multiple third-party resources and API’s and is functionality dependent on the operation of those services.

We welcome your periodic feedback regarding the Service. In the event of any received feedback or complaint, we reserve the right to forward such communications to the appropriate party— including, without limitation, the Broker—for resolution. We also reserve the right to contact you about any communication received.

Purchases Timing & Batch Trading

You understand that orders are not processed in real time. Instead, accumulated debits from your purchase transactions are deducted from your bank account each Wednesday and transferred to your Account on a weekly basis. Orders based on these transactions are then batched with other customer orders. The Broker places these aggregated orders during a single daily window at 11:00 AM ET on business days when U.S. stock exchanges are open. This process, known as batch trading, involves collecting all trade orders and executing them simultaneously.

Note: The daily trade window closes at 11:00 AM ET. Orders submitted after this time will be processed during the next business day’s window at 11:00 AM ET. Orders placed after 11:00 AM ET on Friday will be processed on the following Monday at 11:00 AM ET.

Orders will be executed at the best available price, consistent with National Best Bid or Offer (NBBO) standards. Due to the inherent nature of the market, this execution price might be higher or lower than the price observed when you initially placed your order. Because we utilize batch trading, there is an increased investment risk, particularly in volatile markets, as the final execution price could differ significantly from the price at the time of order placement. Consequently, our platform is not suitable for short-term investors who employ market-timing strategies.

Third Party Representations

We explicitly disclaim responsibility for statements or representations made by non-employees or external third parties, unless such individuals have received express written authorization to act as official spokespersons on our behalf. Furthermore, we do not endorse, authorize, or guarantee the accuracy of any representations made by users of our Service. You agree not to pursue legal action or attempt to hold us liable for representations made by third parties. You also agree to indemnify and hold us harmless from any inaccuracies or deficiencies found within a prospectus or other security-related communication that we did not personally author or create.

Prohibited Uses

You are prohibited from using the Service for illegal purposes, commercial purposes without permission, or modifying the Service’s technology. You must not reverse-engineer, bypass security, or impersonate others. Other restrictions include using another user’s login, collecting other users’ information, submitting false information, infringing on intellectual property, misusing trademarks, and engaging in activities that interfere with the Service or damage its systems.

Prohibited uses and activities include, but are not limited to, the following:

Illegal or Unauthorized Use: You may not use the Service for any illegal purpose or any activity not permitted by these terms.
Commercial Use: You may not use the Service, its content, or features for a commercial purpose without written permission.
Modification and Disassembly: You agree not to use the Service to modify, copy, adapt, or translate any part of the Service without written permission. This includes reverse engineering, decompiling, or disassembling the technology to obtain source code.
Security and Access: You may not bypass, defeat, or tamper with any security features, including digital rights management.
Identity and Login: You may not impersonate another person, misrepresent your affiliation, use a false identity, or use another person’s login information without their explicit authorization.
Third-Party Assistance: You are prohibited from assisting or encouraging any third party to engage in activities restricted by these terms.
Information Collection: You may not collect user information, either manually or automatically.
Misrepresentation: You may not submit false or misleading information or post content that infringes on third-party intellectual property rights.
Trademarks and Proprietary Notices: Do not use our name or trademarks in a way that suggests affiliation or endorsement without written permission. You must also not remove or alter any copyright, trademark, or other proprietary notices.

Interference and Damage

Interference: You must not engage in any activity that interferes with a third party’s use of the Service or our ability to provide it.
Damage to Service: Do not damage or interfere with the Service or its servers through methods such as viruses, denial-of-Service attacks, or other malicious technology.
Unsolicited Materials: You may not directly or indirectly transmit “spam,” chain letters, junk mail, or any other type of unsolicited material.

Tax and Legal Advice

The Service does not and is not intended to provide legal or tax advice. Consult a professional legal or tax advisor for advice regarding your specific situation.

Links To Other Websites

Our Service may include links to third-party websites or services that are not under our ownership or control. Consequently, we are not responsible for the content, privacy policies, or practices of any such third-party sites or services.

You acknowledge and agree that we bear no responsibility or liability, directly or indirectly, for any damage or loss allegedly caused by or in connection with your use of or reliance on any content, goods, or services available on or through these external websites or services. We strongly recommend that you review the terms and conditions and privacy policies of any third-party websites or services you choose to use or visit.

Registration for the Service

To gain access to designated areas and functionality within the Service, you are required to complete an account registration process by supplying certain information. Certain sophisticated or sensitive components of the Service necessitate the submission of supplemental personal data, which may include, but is not limited to, your full legal name, age, current contact details, date of birth, and Social Security number. Participation in the registration process and the subsequent provision of additional personal information to unlock extended Service features is entirely at your discretion. However, a failure to submit the requested information will result in your inability to utilize or access specific features and functionalities of the Service.

You hereby affirm that all information provided during the initial registration and throughout the duration of your use of the Service is, and shall remain, truthful, accurate, up-to-date, and wholly complete. You bear the sole responsibility for proactively maintaining and updating this information. Any failure to do so may be deemed a material breach of these Terms, potentially leading to the immediate termination of your access and account on the Service.

You explicitly grant us authorization to securely retain copies of all data received from you, encompassing information submitted during the registration phase or furnished to us either directly or indirectly at subsequent times, and to utilize this information for the purpose of matching you with relevant product and Service opportunities offered by both us and our strategic marketing affiliates.

Under no circumstances are you permitted to register an account on behalf of any other individual or entity. You covenant to not misrepresent your identity, your personal details, or the credentials for any third-party accounts.

You are solely and completely responsible for ensuring the confidentiality and security of your access credentials, including but not limited to passwords, and you agree to promptly notify us of any suspicion of unauthorized use, security compromise, or illicit access to your account.

We explicitly disclaim all liability for any loss or damage that may arise from your non-compliance with this critical security obligation. You are responsible for the protection of all passwords, passphrases, and secure keys utilized for access to the Service, and for all activities, actions, and transactions executed under your password, regardless of whether that password pertains to our Service or a third-party application. You agree not to disclose your password or extend access to your account to any external party. Should you elect to permit a third party to access your account or transact on your behalf within the Service, you do so entirely at your own risk. Any instructions provided or actions taken using your account access information will be considered by us as having been authorized and executed by you.

You acknowledge and accept that you shall be exclusively liable for all orders transmitted electronically, or for the use of any data, information, or Services procured by means of your username, password, and other security data. We shall not be held liable for any losses or resultant damages incurred due to any third person you have granted or allowed access to your account or the Service. Furthermore, if you authorize or allow third-party access, you are obligated to fully cooperate with our defense efforts against any claims originating from that third person and agree to indemnify us against any and all liability, expense, loss, or damage resulting from such authorized or allowed third-party access.

You recognize that we are under no obligation to investigate the authority or correctness of any instructions received from you or transmitted using your username and password, and we shall not be liable for any losses you sustain (including but not limited to claims, damages, actions, demands, investment losses, or other losses, as well as associated costs, expenses, charges, attorney’s fees, or other fees and expenses), provided such instructions reasonably appear to be authentic. You accept full and ongoing responsibility for the continuous monitoring of your account activity.

We retain the unilateral right to modify, terminate, suspend, close, or cancel any account you have established in connection with the Service at any time, for any stated reason or no reason, without prior notification to you. Should you choose to close your account, we are authorized to continue displaying your Content at our sole and exclusive discretion. You acknowledge and agree that the disabling of your account access by us will prevent you from accessing the Service, your account information, or any associated files or Content. In the event that we suspend, disable, or close your account, you are strictly prohibited from creating any subsequent accounts without our explicit written authorization.

Express Consent to Procure Credit and Financial Information

You acknowledge and consent for us to obtain comprehensive consumer reports about you, including credit reports, employment history, and other data from one or multiple consumer reporting agencies (which includes credit bureaus). This consent extends to authorizing us to review, rely upon, and act based on the information contained in these reports. You authorize us to secure reports from external third parties concerning your overall financial standing, creditworthiness, business practices, or general reputation. Upon a written request from you, we shall furnish you with a copy of any such report. Furthermore, you authorize us to disclose nonpublic personal information about you in all situations where disclosure is mandated by law or if we determine, in our professional judgment, that such disclosure is essential for the effective operation of the Service.

Electronic Communications and Delivery

The term “Communications” within the context of these Terms is defined broadly to include, but is not limited to: contractual agreements and dialogues pertinent to the Service and its utilization; all obligatory legal and regulatory disclosures and formal notices related to the Service; periodic account statements and transactional confirmations; correspondence exchanged between you and us; informational postings and other materials disseminated to you via the Service; privacy and data security policies and notices; and applicable tax-reporting forms.

By using the Service, you agree that all Communications originating from us and concerning your use of or access to the Service may be furnished or made available to you through electronic means, specifically via email, text messaging, direct “in-app” messaging, or by the public posting of a Communication on the Service. You further affirm that you are able to access these Communications in the designated electronic formats detailed hereinafter. Your consent to conduct business and receive Communications electronically, as well as our reciprocal agreement to conduct business in this manner, shall be applicable to all your interactions and all transactions with our authorized agents and us relating to your Service usage and access. You unequivocally consent to the receipt of calls and messages, which includes calls utilizing auto-dialing technology and pre-recorded messages, as well as “in-app” and SMS messages (text messages) emanating from us, our affiliated entities, marketing associates, agents, and any others calling at their direction or on their behalf, directed to any and all telephone numbers you have previously provided or may provide in the future (this specifically encompasses any cellular or mobile phone numbers). You acknowledge that, depending on the service plan you have with your cellular or mobile telephone provider, you may incur additional charges for these communications.

Should you formally request it by contacting us through the designated methods provided below, we will deliver a paper copy of any specific Communication. We shall retain archival copies of Communications for the mandatory duration stipulated by law and will provide a copy upon your request within those legal time limits. We do not guarantee the retention of copies for any period exceeding the legal requirement.

It is strongly recommended that you save or print copies of all Communications to ensure their availability should you require them. You may be assessed a service fee, the amount of which shall be determined by us, for the delivery of Communications that would otherwise be delivered to you electronically. We explicitly reserve the right to deliver Communications to you in physical, paper form at our discretion, even in the presence of your consent for electronic delivery. This may occur in scenarios such as, but not limited to, system-wide outages, instances of suspected fraudulent activity, or if your designated email address or mobile phone number is, for any reason, unable to successfully receive emails or text messages from us, respectively.

You authorize us to monitor, record, or maintain archival copies of any and all electronic, written, or oral Communications conducted with you or any individual purporting to act on your behalf. All communications transmitted to and from us are subject to archival preservation, monitoring, review by, and potential disclosure to parties other than the intended recipient, such as our compliance department administrators and relevant regulatory bodies.

You are responsible for diligent monitoring of your Communications, including the responsibility to confirm receipt of any expected Communications. You are required to review these communications to verify the accuracy of information concerning your account. It is imperative that you read and fully comprehend all notifications and communications you receive from us.

Should you encounter any difficulty in opening an electronic document, observe any discrepancies or errors in any electronic communications or notifications, fail to receive an expected communication, or if you do not understand a notification or communication, you must formally notify us of this in writing within forty-eight (48) hours following delivery. You acknowledge that so long as we dispatch communications to you at the physical or electronic address of record provided by you, or to any alternative address supplied by an authorized person, such communications are legally presumed to have been successfully delivered, irrespective of whether you have physically received or read them. Your failure to notify us promptly when any of the preceding conditions arise means that neither we, nor any of our employees, agents, affiliates, subsidiaries, control persons, nor any third parties, shall bear any responsibility or liability to you or to any other person claiming through you for any claims related to the handling, mishandling, or loss of any order or information.

Notwithstanding any notification you provide, our liability for any claims, demands, actions, losses, damages, costs, charges, counsel fees, or expenses of any kind related to the Services
shall be limited strictly to those provisions expressly detailed within these Terms. You possess the right to revoke your consent to receive Communications electronically by following the contact instructions provided below. Should you withdraw your consent, this action will not in any way impair the legal validity or enforceability of any electronic Communications provided or business transacted between us prior to the moment of your withdrawal.

Following your withdrawal, we will exclusively dispatch all future Communications to you via postal mail or other non-electronic means. You are responsible for promptly informing us, using the contact information below, of any changes to your email or physical mailing address to ensure uninterrupted receipt of all Communications. You explicitly affirm your ability to access, store, and print electronic Communications in the designated formats described herein, and you consent to the provision of all Communications in electronic form and to conducting all business electronically with our agents and us through or on the Service. If you access the Service or Communications via a mobile device (such as a smartphone or tablet), you must ensure that your device is equipped with the necessary software capability to print or save the Communications presented to you.

Affirmation of Electronic Contract Formation

Your electronic signature or any form of indication of assent to any document pertaining to the Service constitutes a legally binding act, carrying the same weight and effect as if you had personally executed a hard-copy version of that document with a physical signature. You hereby agree not to challenge the admissibility into evidence of an electronically stored duplicate of any document that you electronically signed or to which you indicated your assent. Furthermore, you shall not contest the legal validity of your electronic signature or indication of assent. Finally, you agree not to dispute the admissibility of our professionally maintained business records used to reflect and memorialize your electronic signatures and indications of assent.

Access to Your Account Information from External Third Parties

In the provision of our Service, we engage the Services of various third-party providers specifically for the purpose of aggregating and gathering your data from external financial institutions. By utilizing the Service, you delegate to our third-party providers the necessary rights, power, and authority to act as your agent to access and transfer your personal and financial information from the relevant financial institution, in strict accordance with the provisions outlined in our third-party provider’s privacy policy. Through the functionality of the Service, you authorize us to access read-only data for the accounts you maintain with external third-party financial institutions, such as your primary banking institution. You understand and agree that to activate this feature, you must input your complete login information and credentials required to access your account data directly into the Service interface. By activating this feature, you grant us explicit, unequivocal permission to utilize your login credentials to access your account information solely in connection with your authorized use of the Service. You represent and warrant that by furnishing us with your login information and account details, you are not in violation of any existing agreement, terms, or conditions to which you are bound.

Limited License Grant

We hereby grant you a license to use the software provided to you as an integral component of the Service. This license is personal to you, global in scope, royalty-free, non-assignable, and non-exclusive. The sole and specific purpose of this license is to enable your use of the Service in the manner explicitly authorized by these Terms. Any use of the Service that extends beyond the specific authorization granted herein, or any use without our prior express written permission, is strictly forbidden and will automatically result in the termination of the license granted herein. Such unauthorized usage may also constitute a violation of applicable statutes, including, but not limited to, copyright and trademark laws, and pertinent communications regulations and statutes.

Unless expressly stated herein, no part of these Terms shall be interpreted as conferring any license to any intellectual property rights, whether through the legal principles of estoppel, implication, or any other method. This license remains subject to our revocation at any time. You are prohibited from, and may not permit any other party to, copy, modify, create a derivative work from, reverse engineer, decompile, or otherwise attempt to extract the source code of the software or any portion thereof, unless such activity is explicitly allowed or mandated by law, or if you have been specifically granted written authorization to do so by us.

Without our specific written permission, you are not permitted to assign (or grant a sublicense of) your rights to utilize the software, grant any form of security interest in or over your rights to utilize the software, or otherwise transfer any element of your rights to utilize the Service and the software. The entire Service, including all its elements, is considered our copyrighted proprietary work.

Unless specified otherwise, no individual or entity is granted permission to copy, exhibit, distribute, republish, or create derivative works from such information in any format. You are not authorized to use any trademarks referenced within the Service. You are expressly forbidden from utilizing any meta tags or any other form of “hidden text” that incorporates our name or trademarks without our explicit written consent. The trademarks, logos, and service marks prominently displayed on the Service are our property or the property of other respective parties. Users are strictly prohibited from utilizing any of these marks without obtaining formal written permission from us or the third party who owns the respective marks. Unless you have been explicitly granted written authorization by us, you agree that in your utilization of the Service, you will refrain from using any trademark, service mark, trade name, or logo of any company or organization in a manner that is likely to, or intended to, create confusion regarding the rightful owner or authorized user of such marks, names, or logos.

You acknowledge that the Service contains information that we have designated as confidential, and you commit to not disclosing such information without our prior written consent. It remains our policy to promptly address all notifications of alleged copyright infringement that are submitted in full compliance with the Digital Millennium Copyright Act. If you believe that any material on the Service infringes upon your copyright, a written notification must be submitted containing the following elements: (a) identification of the copyrighted work asserted to have
been infringed; (b) precise identification of the material claimed to be infringing; (c) sufficient contact information to enable us to locate the allegedly infringing material; (d) a formal statement that the complaining party holds a good faith belief that the use of the material is not authorized by the copyright owner, its agent, or permitted by law; and (e) a formal statement, made under penalty of perjury, that the information contained in the notification is accurate, and that the complaining party is duly authorized to act on behalf of the owner of the copyright, the agent, or the licensee.

Any individual who knowingly misrepresents that material is infringing in such a notice may be liable for any resultant damages and associated costs incurred by us. Written notice must be directed to: support@spendvest.com with a CC to Info@sutterlegal.com.

Disclaimers of Warranties and Explicit Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE JURISPRUDENCE, ALL STATUTORY, EXPRESSED, OR IMPLIED REPRESENTATIONS, WARRANTIES, GUARANTEES, AND CONDITIONS ARE HEREBY DISCLAIMED. THIS DISCLAIMER INCLUDES, BUT IS NOT RESTRICTED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, SUITABILITY FOR A SPECIFIC PURPOSE, VALID TITLE, NON-INFRINGEMENT OF ANY INTELLECTUAL PROPERTY RIGHTS, OR ANY OTHER TERMS THAT MIGHT OTHERWISE BE IMPLIED BY COMMON LAW, STATUTE, OR PRINCIPLES OF EQUITY. WE PROVIDE NO REPRESENTATIONS OR WARRANTIES CONCERNING THE UTILIZATION OR THE RESULTANT OUTCOMES OF THE SERVICE IN TERMS OF ABSOLUTE CORRECTNESS, ACCURACY, TIMELINESS, RELIABILITY, OR ANY OTHER CHARACTERISTIC. YOU SHALL BEAR THE ENTIRETY OF ALL COSTS ASSOCIATED WITH ANY REQUIRED MAINTENANCE, NECESSARY REPAIR, OR CORRECTION TO ANY EQUIPMENT OR SOFTWARE YOU EMPLOY FOR THE PURPOSE OF ACCESSING THE SERVICE. WE DO NOT WARRANT OR GUARANTEE THAT THE SERVICE WILL OPERATE WITHOUT INTERRUPTION OR BE ENTIRELY FREE OF ERRORS, THAT ANY IDENTIFIED DEFECTS WILL BE RECTIFIED, OR THAT THE SERVICE ITSELF, OR THE SERVERS UTILIZED TO PROCESS INFORMATION ON OUR BEHALF, ARE COMPLETELY FREE OF VIRUSES, BUGS, OR OTHER HARMFUL COMPONENTS. THE SERVICE IS FURNISHED TO YOU ON A STRICTLY “AS IS,” “AS AVAILABLE,” AND “WITH ALL FAULTS” BASIS.
WE SHALL NOT BE HELD LIABLE TO YOU OR ANY OTHER INDIVIDUAL OR ENTITY FOR ANY DAMAGES WHATSOEVER ARISING FROM THE USE OF THE SERVICE, ANY INABILITY TO UTILIZE THE SERVICE, OR FOR CIRCUMSTANCES BEYOND OUR REASONABLE CONTROL. THIS ABSOLVES US OF LIABILITY FOR, BUT IS NOT LIMITED TO, DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, AND CONSEQUENTIAL DAMAGES, EVEN IF WE HAVE BEEN EXPLICITLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS ON LIABILITY ARE SPECIFICALLY DESIGNED TO APPLY TO CLAIMS RELATED TO BREACH OF CONTRACT, BREACH OF WARRANTY, GUARANTEE OR CONDITION, STRICT LIABILITY, NEGLIGENCE, OR OTHER TORTIOUS CONDUCT, TO THE EXTENT PERMITTED BY THE GOVERNING LAW.

TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, THE TOTAL, CUMULATIVE LIABILITY OF US, OUR AFFILIATES, AGENTS, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS, TO YOU FOR ALL CLAIMS ORIGINATING FROM OR RELATING TO THESE TERMS OR YOUR USE OF THE SERVICE SHALL NOT EXCEED THE LESSER OF (A) THE TOTAL AGGREGATE AMOUNT RECEIVED BY US FROM YOU OVER THE SIX-MONTH PERIOD IMMEDIATELY PRECEDING THE ACT, OMISSION, OR OCCURRENCE THAT GAVE RISE TO THE LIABILITY CLAIM, OR (B) FIFTY US DOLLARS ($50.00). THIS LIMITATION OF LIABILITY CLAUSE IS INTENDED TO REMAIN IN FULL EFFECT REGARDLESS OF WHETHER OTHER STIPULATIONS OF THESE TERMS HAVE BEEN BREACHED, HAVE PROVEN TO BE INEFFECTIVE, OR IF ANY REMEDY IS DEEMED TO FAIL OF ITS ESSENTIAL PURPOSE.

Certain states or other jurisdictions may not permit the complete disclaimer of implied warranties or the outright exclusion of particular categories of damages; consequently, in specific situations, the above disclaimers, exclusions, and limitations may not be applicable to you. Due to the variance in laws across states and jurisdictions, you may, in certain cases, possess additional statutory rights.

Obligation for Indemnification

You hereby agree to indemnify, defend, and hold harmless us, along with our employees, representatives, agents, attorneys, affiliates, directors, employees, officers, managers, and shareholders (collectively referred to as the “Indemnified Parties”), from and against any damage, financial loss, cost, or expense (which includes, without limitation, reasonable attorneys’ fees and court costs) incurred in connection with any third-party claim, demand, or legal action (“Claim”) brought or asserted against any of the Indemnified Parties that: alleges facts or circumstances that would constitute a violation or breach of any provision of these Terms by you; or arises from, is directly related to, or is connected with your comments, your use of the Service, or your infringement of any rights belonging to another party. If an obligation to provide indemnification arises under this section, we reserve the right, at our sole and absolute discretion, to assume control over the defense and disposition of any Claim, all at your exclusive cost and expense. Without limiting the foregoing, you are expressly prohibited from settling, compromising, or otherwise disposing of any Claim without first obtaining our express written consent.

Governing Law and Interpretation

The use of the Service and the interpretation of these Terms shall be governed by and construed in strict accordance with the laws of the State of Delaware, without giving effect to any legal principles that might mandate the application of the laws of another jurisdiction (i.e., conflicts of laws principles).

Mandatory Jurisdiction and Venue

In the event that any dispute or controversy arising under or relating to these Terms is not subject to mandatory and binding arbitration, the exclusive and compulsory jurisdiction and venue for all such legal proceedings shall reside within a court of competent jurisdiction located in the State of California. You explicitly consent to the jurisdiction of such courts and agree to accept the service of legal process validly issued by these courts.

Severability of Provisions

Should any individual provision within these Terms be determined to be unlawful, declared void, or found to be legally unenforceable by a competent court, the remaining provisions shall nevertheless maintain their full validity and legal effect to the maximum extent permissible by law.

Waivers of Rights

Any decision by us to waive our rights concerning any specific provision of these Terms shall only be considered effective if such waiver is formally documented in writing and signed by an authorized representative of our company. Any delay or failure on our part to exercise any rights or remedies available to us under these Terms shall not be construed as a continuous waiver of those rights.

Non-Binding Nature of Section Headings

The titles of the sections, the explanatory text formatted in italics, and the section headings are provided purely for organizational convenience and are explicitly not deemed to be an integral part of the agreement; they shall not be utilized in the interpretation or construction of these Terms.

Provision of Notices

If you have completed the registration process for an account with the Service, we shall provide all necessary notices and communications to you by utilizing any of the contact information you have previously provided to us. You may provide formal notice to us by following the instructions detailed in the “Contact Us” section located below.

Survival of Terms

Certain provisions contained within these Terms are intended to remain in full force and effect even after the termination or expiration of your use of the Service. These provisions include, but are not limited to, the authorizations you have granted, the Disclaimer of Warranties and Limitation of Liability, and the sections on Governing Law and Jurisdiction and Venue.

Prohibition on Assignment

You are prohibited from transferring, delegating, or assigning any rights or obligations that you possess under these Terms without first obtaining our prior written consent. Any attempted assignment without receiving this requisite written consent shall be deemed null and void ab initio. These Terms are contractually binding upon you, your estate, executors, administrators, personal representatives, heirs, successors, assigns, and any entities or individuals you may represent with respect to your use of the Service. We reserve the right to assign our rights or obligations under these Terms of Use without your consent, provided, however, that you will be deemed to have consented to any such assignment if you do not formally object to the assignment within 30 calendar days of being notified through the Service or by email of our intention to proceed with the assignment. Any internal reorganization, corporate restructuring, or other transaction affecting our corporate ownership shall not be considered an assignment under this clause, so long as such reorganization, restructuring, or transaction does not result in a material change of actual control or management.

Absence of Third-Party Beneficiaries

You acknowledge and agree that, except as may be expressly and specifically stipulated otherwise within these Terms, no third parties are intended to be, or shall be deemed, direct or indirect beneficiaries of these Terms.

Right to Modification

We explicitly reserve the right to revise, amend, or modify these Terms at any time, solely within our discretion. Any and all changes made to these Terms shall become immediately effective upon our posting of the modified version to the Service and will be indicated by the updated “last updated” date displayed at the top of the document. Should we make changes to these Terms, we commit to attempting to notify you by displaying a notice on the Service interface and/or by informing you via electronic mail. Your continued use of the Service subsequent to our posting of the modified Terms constitutes your full and unequivocal agreement to, and acceptance of, the modified Terms.

Termination of Service and Account

We are fully authorized to unilaterally change, terminate, or suspend the operation of our Service, or for any reason we deem necessary in our business judgment. Furthermore, we are authorized to immediately terminate or suspend your access to our Service, without the necessity of prior notice or incurring liability, for any reason whatsoever, including, but not limited to, a determination that you are in breach of these Terms. After satisfying any outstanding obligations owed to us, you retain the right to cancel your account, with or without cause, at any time upon furnishing us with written notice. Upon termination, your right to continue using the Service shall immediately cease.

Entirety of Agreement

These Terms, combined with all other agreements, disclosures, and policies referenced within these Terms or displayed on the Service, as well as any specific terms contained in our Communications, collectively constitute the entire understanding and comprehensive agreement between you and us concerning the subject matter herein. These Terms supersede and replace any prior agreements or understandings you may have had with us related to this subject matter. If applicable, any and all other agreements previously established between you and us that are not materially inconsistent with the provisions of these Terms shall continue to apply.

Contact Information

You may formally communicate with us via electronic mail at support@spendvest.com.

GENERAL SERVICE DISCLAIMER

SpendVest is formally registered as an investment adviser with the U.S. Securities and Exchange Commission (SEC). By accessing and utilizing this website, you are confirming your acceptance of our Terms of Use and our Privacy Policy in their entirety. It is important to note that SpendVest’s comprehensive investment advisory services are exclusively available to US residents.

No content presented on this website should be construed as constituting an offer, a recommendation, a solicitation of an offer, or as providing specific advice to purchase or sell any security. The information provided on this platform is solely for informational purposes and for general educational enlightenment, and it must not be interpreted as investment, financial, or specific advisory counsel. Furthermore, SpendVest does not offer tax advice, and all investors are strongly encouraged to consult with their personal, qualified tax advisors for individualized guidance.

All forms of investing inherently carry risk, which includes the possibility of the complete loss of the capital you invest, and historical performance metrics offer no guarantee or assurance of future results. Any reported historical returns, projected expected returns, or probability calculations are purely hypothetical in nature and should not be relied upon as reflections of actual future investment performance. Achieving a truly balanced investment portfolio necessitates the application of various investment strategies, many of which are not provided by SpendVest. Brokerage services will be rendered to clients of SpendVest through Alpaca Securities LLC (“Broker”), an SEC-registered broker-dealer and a member of FINRA/SIPC.

While trading itself is executed free of commission charges, you may still be subject to relevant SEC and FINRA regulatory fees. Please refer to our detailed Commissions and Fees schedule, as well as Broker’s comprehensive fee schedule, for full transparency. Software platform Services will be provided by SpendVest through its mobile and web software application, which is specifically configured to assist SpendVest’s clients with the automatic execution of securities purchases.

Notwithstanding your use of services provided through SpendVest, any and all inquiries pertaining to investment advice, trade-related matters, or brokerage activities must be directed to support@spendvest.com. Any questions or concerns related to the technical functionality or proper utilization of the SpendVest mobile and web software application should be communicated exclusively through the dedicated chat functionality available on the website or within the application itself.