Terms of Service
Last Modified: July 18, 2024
These BUCKETSFP TERMS OF SERVICE (the “Terms”) are entered into by and between the applicable person or legal entity purchasing the Subscription and receiving the Services and BucketsFP, LLC, a Delaware limited liability company (the “Company”), and shall govern Advisor’s access to and use of BucketsFP and the Community (including without limitation access to and the use of the Licensed Content, any functionality, and/or the Services offered or made available to Advisor thereby, collectively the “BucketsFP Platform”). Capitalized terms used and not defined elsewhere in these Terms will have the meaning set forth for such terms in the “Definitions” section below.
Please carefully read these Terms before using the BucketsFP Platform. The Company will allow access to the BucketsFP Platform only upon the condition that Advisor accepts and agree to be bound by and abide by these Terms and the Company’s privacy policy found at https://bucketsfp.com/privacy/ (as amended from time to time, the “Privacy Policy”), the terms of which are incorporated herein by reference. By accessing BucketsFP Platform and receiving the Services, Advisor is accepting and agreeing to be legally bound by these Terms. Before Advisor continues, Advisor should print or save a local copy of these Terms for Advisor’s records. If Advisor is agreeing to these Terms on behalf of a company or other legal entity, Advisor represents and warrants that Advisor has the legal authority to bind such company or other legal entity to these Terms, and all reference to “Advisor” shall apply to such company or other legal entity. Similarly, if Advisor is agreeing to these Terms on behalf of any of its Users, Advisor represents and warrants that Advisor has the legal authority to bind such Users to these Terms, and in addition to the references provided herein to “Users”, all references to “Advisor” shall also apply to Advisor’s Users. IF ADVISOR DOES NOT HAVE SUCH AUTHORITY, IF ADVISOR DOES NOT AGREE TO BE BOUND BY THESE TERMS OR THE PRIVACY POLICY, OR IF ADVISOR CANNOT MAKE ANY OF THE REPRESENTATIONS, WARRANTIES, OR COVENANTS SET FORTH IN THESE TERMS, THEN ADVISOR SHALL NOT USE OR ACCESS THE BUCKETSFP PLATFORM OR RECEIVE THE SERVICES.
The Company reserves the right to change or modify these Terms and Addendum A at any time and for any reason in the Company’s sole discretion. If the Company makes changes to these Terms, notice of such changes shall be deemed to be provided to Advisor by the Company updating the “Last Modified” date at the beginning of these Terms. Continuing to access or use the BucketsFP Platform or receive the Services following any such update shall constitute Advisor’s acceptance of, and agreement to be bound by, the revised version of these Terms. The Company encourages Advisor to review these Terms frequently to ensure that Advisor understands the terms and conditions that apply when Advisor accesses or uses the BucketsFP Platform or the Services. If Advisor does not agree to the revised version of these Terms, Advisor may no longer access or use the BucketsFP Platform. If Advisor has any questions about the these Terms, contact us at legal@bucketsfp.com.
1. Definitions
In addition to capitalized terms defined elsewhere in these Terms, the following capitalized terms will have the meaning provided for such terms below when used in these Terms:
1.1 “Advisor” means the person or entity that purchases the applicable Subscription to use or access the BucketsFP Platform, including any Users permitted to use or access the BucketsFP Platform by Advisor in accordance with the Subscription purchased by Advisor.
1.2 “Authorized Number of Users” means the number of Users who may be provided access to the BucketsFP Platform in accordance with the purchased Subscription and as further described in Addendum A attached hereto and the terms of which are incorporated herein by reference.
1.3 “BucketsFP” means the online and mobile application software service offered by the Company, including without limitation the BucketsFP Platform, application, functionality, features thereof (which includes without limitation the Community, the Content that may be held on the Company’s servers, if applicable, and any updates, modifications, or error corrections thereto provided by the Company).
1.4 “Community” means an online platform that has been developed by the Company and is provided to purchasers of a Subscription and certain third parties authorized by the Company, including, but not limited to financial professionals, other advisors, and consultants that may contribute as each a “Community Provider”.
1.5 “Community Provider” means any Advisor, User, third party or any other person or entity authorized by the Company to contribute, present, provide, or in any way make accessible, any Third-Party Content through the Community.
1.6 “Company Technology” means (i) the BucketsFP Platform (ii) the Website, (iii) the Services, (iv) the Licensed Content, (v) any data, compilation of data (combined or not with other content), dataset, database, data processing systems, transactional and performance data, any derived data based on or derived from or otherwise using any data or content during the performance of the Services and any usage data related to Advisor’s access or use of the BucketsFP Platform, (vi) any Feedback, (vii) any Improvements or results, which arose or was conducted at any time while providing access to the BucketsFP Platform or during the performance of the Services by the Company or by their respective affiliates or agents, alone or with others, (viii) any know-how, trade-secrets, formulae, drawings, flow sheets, designs, algorithms, methods, records and procedures, techniques, technical information, processes, modeling (including statistical modeling), manuals, research frameworks, and any other proprietary technologies of the Company, including the underlying Company Technology as related to the Strategy Reports; provided however, that such shall expressly exclude any of Advisor’s Content that may be incorporated into the Strategy Reports, (ix) and, for each of the foregoing (i) through (viii) inclusively, all related modifications, enhancements or derivative works, and any and all related intellectual property rights therein, developed or used by the Company prior to the “Last Modified” date or anytime thereafter.
1.7 “Confidential Information” means (a) the terms and provisions of these Terms, the Privacy Policy, and any other agreement or materials that may be published or made available by the Company through the Website; (b) all documents, materials, and information relating to the Company Technology and all intellectual property rights therein (which, for the avoidance of doubt, is the Confidential Information of the Company); and (c) all other information that the Company treats as proprietary or confidential and that is designated in writing to be confidential or proprietary or whose confidential or proprietary nature is apparent from the context of the disclosure or the contents or nature of the information disclosed; provided however, that any information excluded from the definition of “Confidential Information”, as such exclusions are further described in Section 14 of these Terms, shall not be deemed “Confidential Information”.
1.8 “Content” means diagrams, documents, plans, reports, strategies, courses, videos, articles and other information created by Advisor on, or uploaded by Advisor while accessing or using the BucketsFP Platform and/or generating the Strategy Reports (such information may be collected personal information in accordance with our Privacy Policy), of which may be maintained on the Company’s servers or servers otherwise under the Company’s control or possession; provided, however, that the term “Content” does not include any Company Technology, Improvements, Feedback, Licensed Content, or Third-Party Content (unless such Third-Party Content is provided by Advisor or any of its Users), or any derivatives thereof.
1.9 “Device” means (a) computers, including desktop or laptop computers, used for general computing functions (such as, but not limited to, word processing, e-mail, general purpose internet browsing and office suite productivity tools), (b) smartphones, tablets or other forms of mobile computing devices that permit the running of a web browser, and (c) any other devices pursuant to which Advisor is able to access or use the BucketsFP Platform.
1.10 “Feedback” means any and all feedback, suggestions, ideas, areas for improvement, requests for features, requests for functionality, requests for reports, or other information regarding the operations, features, functions, processes, or details provided by Advisor or any of Advisor’s Users, employees, agents, or affiliates to the Company or its agents with respect to the BucketsFP, the Community, the BucketsFP Platform or any ancillary or related technologies.
1.11 “Improvements” means any and all improvements, variations, updates, modifications, or enhancements to Company Technology and all derivatives thereof.
1.12 “Licensed Content” means all text, images, photographs, illustrations, videos, audios, tutorials, graphical content, displays, data, reports, designs, selection and arrangement thereof, and any other content licensed to Advisor by the Company, and made available to Advisor through the Services and/or Advisor’s access to or use of BucketsFP Platform. The Licensed Content may be modified from time to time by the Company in its sole discretion and without notice to Advisor.
1.13 “Malware” means viruses, worms, time bombs, trojan horses, spyware and any and all other harmful or malicious code, files, scripts, agents or programs.
1.14 “Services” means the services provided via BucketsFP, the Community, any support services provided during a Subscription Term by the Company, and any and all new services, functions or features, whether subject to an additional fee, as may be imposed at the discretion of the Company, if any. The Company may change the Services offered at any time and for any reason without notice to Advisor.
1.15 “Strategy Reports” means any reports, materials information, or any other data provided through BucketsFP and developed, at least in part, using Content incorporated therein by Advisor and/or any of its Users.
1.16 “Subscription” means any one or more subscription purchased by Advisor and as further described in Addendum A.
1.17 “Subscription Term” means collectively the Trial Period, if any, the Initial Term and the Renewal Term, as such terms are defined in these Terms, subject to expiration or earlier termination of these Terms.
1.18 “Trial” means that Advisor is accessing the BucketsFP Platform for the first (1st) time during the Trial Period and prior to purchasing a Subscription, and therefore, by accessing the BucketsFP Platform through and pursuant to a Trial, Advisor will be subject to all provisions of these Terms.
1.19 “User” means: (a) an individual who is allowed access to the BucketsFP Platform by the Advisor; or, (b) if Advisor is accessing the BucketsFP Platform during the Trial Period, User means Advisor.
2. NO FINANCIAL ADVICE
ADVISOR HEREBY ACKNOWLEDGES AND AGREES THAT THE COMPANY IS NOT AN INVESTMENT, FINANCIAL, BROKER OR TAX ADVISOR, AND THAT NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY OR ON BEHALF OF THE COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, NOR ANY INFORMATION OBTAINED THROUGH THE BUCKETSFP PLATFORM, THE SERVICES OR ANY OTHER INFORMATION THAT MAY BE PROVIDED BY OR ON BEHALF OF THE COMPANY AT ANY TIME, WILL OR SHALL CONSTITUTE INVESTMENT, FINANCIAL OR TAX ADVICE. WHILE THE COMPANY MAY PROVIDE ADVISOR WITH ASSISTANCE IN HELPING MANAGE THE FINANCES OF ADVISOR’S CLIENTS OR CUSTOMERS, AND REGARDLESS OF HOW ANY INFORMATION OR MATERIAL IS DESCRIBED AT THE TIME IT IS PROVIDED BY OR ON BEHALF OF THE COMPANY, SUCH INFORMATION OR MATERIAL IS PROVIDED TO ADVISOR SOLELY AS A CONVENIENCE AND FOR INFORMATIONAL PURPOSES. ADVISOR IS SOLELY AND EXCLUSIVELY RESPONSIBLE FOR ALL FINANCIAL DECISIONS MADE OR RECOMMENDED BY ADVISOR, ITS USERS, OR ANY THIRD PARTY ON BEHALF OF ADVISOR, WHETHER MADE AS A RESULT OF OR WHILE ACCESSING THE BUCKETSFP PLATFORM OR THE STRATEGY REPORTS, USING OR RECEIVING THE SERVICES, OR OTHERWISE. THE COMPANY SHALL NOT BE RESPONSIBLE AND SHALL NOT BE HELD LIABLE FOR ANY ADVICE GIVEN OR RECOMMENDATIONS MADE BY ADVISOR, ITS USERS, OR BY ANY THIRD PARTY FOR ANY FINANCIAL, TAXATION OR OTHER MATTERS, OR FOR THE INACCURACY OR LACK OF COMPLETENESS OF THE DATA OR INFORMATION PROVIDED BY ADVISOR, REGARDLESS OF WHETHER SUCH ADVICE OR RECOMMENDATION IS RELIED UPON OR NOT.
NEITHER THE COMPANY NOR ANY OF THE COMMUNITY PROVIDERS SHALL BE CONSIDERED AN “EXPERT” UNDER THE SECURITIES ACT OF 1933.
THE FOREGOING DISCLAIMERS SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW.
3. Account Registration
When Advisor registers with the Company, and as a condition of Advisor’s access and use to the BucketsFP Platform, the Website, and/or the Services, Advisor must complete the required account creation and registration process (upon completion thereof, an “Account”, and the first date that the Advisor completes the registration process, the “Account Opening Date”). In doing so, Advisor shall provide certain personal information to create the Account and to obtain login credentials. For more information about the Company’s use of Advisor’s personal information, please visit our Privacy Policy at https://bucketsfp.com/privacy/. Advisor shall not have more than one (1) active Account at any given time, unless otherwise approved by the Company.
Advisor represents and warrants to the Company that by creating an Account: (a) if an entity, it is, and throughout the Subscription Term will remain, properly registered, validly existing, and in good standing under the laws of the state where its principal office is located; (b) it has full authority and power to enter into these Terms and perform its obligations hereunder; and (c) entering into and performing these Terms, and its and its User’s use of the BucketsFP Platform, will not violate any law, regulation, or other agreement by which Advisor, or any of its Users, is subject or bound.
It is a condition of these Terms and Advisor’s use of the BucketsFP Platform that all the information Advisor provides to the Company (through the Website or otherwise) is correct, current, and complete, and as such Advisor: (a) represents and warrants that all information that Advisor, or any of its Users, provide to the Company, including without limitation, information provided when registering or accessing the BucketsFP Platform as a User or through an account that was established by Advisor for such User, is correct, current, and complete as of the time it is provided and at all times during the User’s use of the BucketsFP Platform; and (b) if necessary, will promptly (and in any case, within five (5) business days) update such information if such information for any reason becomes, or Advisor discovers any such information to be, incorrect, inaccurate, or incomplete.
4. Payment Terms; Price Changes
4.1 Fees.
Advisor acknowledges and agrees that upon opening an Account, the Advisor shall select from one of the Subscriptions offered by the Company and shall pay the Company a fee associated with the Subscription (the “Fee”), including any set-up fee or any other fee as may be required by the Company as further described in Addendum A.
Such Fee shall be paid by Advisor on a recurring monthly basis (the “Billing Period”), unless otherwise approved by the Company. All Fees paid to the Company are non-refundable, and the Company will have no obligation to repay or return any portion thereof under any circumstances, even if there are periods of unavailability, if changes in Advisor’s circumstances result in Advisor not using (or not being able to use) the BucketsFP Platform, the BucketsFP Platform fails to fulfill Advisor’s expectations, modifications to the BucketsFP Platform result in it not being usable or practical for Advisor’s use case, or the License is terminated prior to the expiration date of these Terms for any reason.
Unless otherwise provided by the Company on the Website at the time of purchase, references to dollar amounts or any other amounts in connection with these Terms and the Subscriptions shall be in lawful money of the United States and all amounts due shall be payable in US dollars.
4.2 Payment Method.
Unless subsequently offered by the Company, Advisor shall pay the Fee by credit card, and at the time of payment, shall designate the credit card (the “Designated Payment Method”) to be billed by the Company for each Billing Period, and Advisor shall hereby represents at the time of opening the Account that, (i) Advisor shall timely pay all applicable Fees when due, (ii) Advisor is authorized to make such payment and that Advisor is the holder of such Designated Payment Method (i.e. that the card is issued in the Advisor’s name or that the Advisor is an authorized user/holder of such card), and (iii) commencing as of the date that Advisor purchases a Subscription, and on the same day each calendar month thereafter, Advisor authorizes the Company to automatically charge the Designated Payment Method for the Fee owed for each corresponding Billing Period.
If the Designated Payment Method associated with the Account is no longer valid, Advisor shall promptly notify the Company and provide updated credit card information or an alternative form of payment as the new Designated Payment Method, in each case such information shall be provided by Advisor to the Company seven (7) days prior to the end of the Billing Period.
4.3 Fee Changes.
Advisor acknowledges and agrees that the Company may at any time, in its sole discretion, change the Fee for access the BucketsFP Platform and the Services from time to time without any reason, obligation, or liability to Advisor, any of its Users or others. Any Fee change will be communicated to Advisor at least seven (7) days prior to the conclusion of the then current Billing Period so that Advisor has an opportunity to elect not to renew its Subscription. Such changes shall take effect after the expiry of the then current Billing Period. If Advisor is not in agreement with any of the changes made by the Company, Advisor must stop accessing and using the BucketsFP Platform and the Services at the conclusion of the then current Billing Period, and failure to do so shall be deemed an acceptance of the Subscription at the new price and in accordance with the new terms thereof.
The Company reserves the right to change, at any time and at its sole discretion, the Fee amount, any additional fees charged by the Company or any third party, the length of the applicable Billing Period, or the method of payment that may be accepted by the Company.
4.4 Third-Party Fees; Collection Costs.
Advisor shall pay to the Company the collection costs (including attorneys’ fees) incurred by the Company in the collection of any delinquent or late Fees. Advisor agrees that the Company may use a third party collection agency and communicate Advisor’s personal information to that agency for the purposes of collecting any amount due to the Company.
Unless included in the Fees as indicated in Addendum A, any fees that may be required in order for Advisor to access and use third party products and/or services, and any related taxes and other charges, if any, shall be separate and subject to the applicable additional fees (“Third-Party Additional Fees”) to be paid in addition to the Fees to such third party provider. Advisor shall be solely and exclusively responsible for the timely payment of such Third-Party Additional Fees in accordance with the terms governing such third party products and/or services, and in no event shall the Company have any obligation or liability to Advisor, any of its Users or others for Advisor’s failure to timely remit payment for such Third Party Additional Fees.
5. Term; Automatic Renewal
Advisor may be provided access to the BucketsFP Platform through a Trial, unless otherwise indicated by the Company, the Trial shall begin as of Account Opening Date and continue for such period of time as further described in Addendum A (“Trial Period”). Unless otherwise authorized by the Company in writing, only one (1) Trial Period will be offered to Advisor, and at the conclusion of the Trial Period, Advisor shall be required to purchase a Subscription, or cease all access to the BucketsFP Platform in accordance with these Terms.
Accordingly, Advisor acknowledges and agrees that, following the conclusion of the Trial Period, no User affiliated with the Advisor shall obtain access to the BucketsFP Platform during a subsequent Trial Period, but rather, that such Advisor shall purchase a Subscription to the BucketsFP Platform in order for the Advisor and/or its Users to continue their access of the BucketsFP Platform. Violation of the foregoing by either the Advisor or its Users shall be deemed a breach of these Terms, and the parties hereto agree that monetary damages along will not adequately compensate the Company for a breach of Advisor’s obligations hereunder, and therefore, in addition to all other remedies available at law, in equity, or otherwise, the Company shall be entitled to injunctive relief compelling specific performance of these Terms.
If a Subscription is not purchased following the conclusion of the Trial Period, then the Company will not automatically enroll the Advisor in a Subscription and no Fees will be charged to the Advisor. Accordingly, upon conclusion of such Trial Period, the License granted by the Company herein shall immediately cease and Advisor will lose access to the BucketsFP Platform, the Services, the Account, data, files and other information that may be stored by the Company or on its behalf during the Trial Period.
Upon purchasing a Subscription, the initial term of the Subscription shall begin as of the Account Opening Date and shall continue for the period of time that Advisor has subscribed for, as specified in Addendum A, unless terminated earlier pursuant to these Terms (“Initial Term”); provided, however, that, unless subsequently offered by the Company, it is anticipated that the Initial Term for each Subscription shall be for a period of one month and in no instance shall exceed thirty-one (31) calendar days. The Subscription shall automatically renew (the “Automatic Renewal”) for the same period at the end of the Initial Term and at the end of each subsequent period thereof (each a “Renewal Term”), and in each case, the then applicable Fee shall be charged to the Designated Payment Method for the corresponding Renewal Term and the terms and conditions of the version of these Terms then in effect shall govern the Subscription subject to the Automatic Renewal. The Company will notify Advisor at least seven (7) days prior to commencement of each Automatic Renewal, which notice will include any changes to the Fee and these Terms. Advisor may cancel its Subscription prior to the Automatic Renewal at any time before the commencement of the Automatic Renewal by: (a) visiting the “My Account” page accessible after logging into the Account and selecting the option to “Cancel Subscription”. By default, upon cancelling an Account, the Advisor will continue to have access to the Account until the conclusion of the then-applicable Subscription Term. Upon the expiration of the then-applicable Subscription Term, Advisor will no longer be able to access the Account and the Company shall terminate all access to the BucketsFP Platform by Advisor and its Users, and remove all Content provided, uploaded, created, or otherwise saved thereby.
Similarly, if the Advisor does not elect to renew the Subscription, upon termination thereof, the Advisor will no longer be able to access the Account and the Company shall terminate all access to the BucketsFP Platform by Advisor and its Users, and remove all Content provided, uploaded, created, or otherwise saved thereby.
6. License
Subject to these Terms, the Company grants to Advisor a nonexclusive, nontransferable, non-sublicensable, revocable, limited license to access and use the BucketsFP Platform (the “License”), provided, however, that such License shall be limited to those forms of use of the BucketsFP Platform readily and intentionally provided by the Company online, through its mobile application or any other format as may be developed by the Company (collectively, the “Website”). Advisor is solely responsible for obtaining any subscription or connectivity services, software, Devices, or other equipment necessary to access the BucketsFP Platform, including without limitation payment of all third party fees associated therewith. Any unauthorized access or use of the BucketsFP Platform automatically terminates the License, the Subscription and these Terms.
The BucketsFP Platform may be accessed from any number of Devices, but the Advisor may not provide access to the BucketsFP Platform to a number of Users in excess of the Authorized Number of Users. THIS IS NOT A CONCURRENT USER LICENSE. The Authorized Number of Users includes each User that at any time is or has been given access to the BucketsFP Platform, regardless of whether such User is accessing either BucketsFP or the Community at a particular point in time or at the same time.
7. Restrictions on License
Advisor agrees not to (and not to allow any third party or any User to):
(a) receive Services and/or access the BucketsFP Platform for any reason or manner, other than as permitted under the terms of these Terms;
(b) lease, license, sublicense, rent, distribute, sell, or resell the right to use or access the Company Technology or any part thereof;
(c) infringe or misappropriate any intellectual property right, contract or tort right of any person;
(d) fail to comply with the terms and conditions of third party suppliers or third party service providers;
(e) use any Device, software or routine to interfere with or disrupt the proper functioning of the Company Technology, or any part thereof, or take or omit to take any action that imposes an unreasonable or disproportionately large load on the same, as reasonably determined by the Company;
(f) engage in any unacceptable or unlawful use of the Company Technology, including to (i) attempt to gain unauthorized access to the BucketsFP Platform; (ii) disseminate, store or transmit unsolicited messages, communications, promotions, advertisements, spam, or materials; (iii) disseminate, store, publish, share or transmit materials that, to a reasonable person, may be abusive, obscene, pornographic, defamatory, invasive of privacy, harassing, grossly offensive, vulgar, threatening, malicious, otherwise objectionable or in any way derogatory about the Company, or any other party; (iv) create a false identity or to otherwise attempt to mislead any person on the identity or origin of any communication; (v) harvest, collect, otherwise handle or permit others to do the same, without obtaining the proper consents in breach of any privacy or any other applicable laws;
(g) reproduce, duplicate, republish, copy, reformat, display, reverse engineer, reverse assemble, in any form or by any means any part of the Company Technology, including the layout, design, data, analytics, performance metrics, or any other feature that may be offered via the Website and/or the BucketsFP Platform, any materials retrieved therefrom and the underlying HTML code, except where such restriction is expressly prohibited by law;
(h) modify, translate, or create derivative works based on the Company Technology or any part thereof;
(i) obfuscate, remove or alter any of the proprietary notices or legends or other notices or markings on or in any of the Company Technology;
(j) except for as permitted under these Terms in connection with Licensed Content, store in any information storage and retrieval system materials from the BucketsFP Platform, the Services or the Website, without the prior written permission from the Company;
(k) interfere with or damage the Company Technology, including, without limitation, disseminate, store or transmit viruses, trojan horses, Malware or otherwise use the Company Technology to distribute Malware or any other malicious code or program;
(l) access, tamper with, or use non-public areas of the Company Technology, the Company’s servers, or servers under the Company’s control or possession;
(m) interfere with or disrupt any user, host, or network, for example by sending a virus, overloading, flooding, spamming, or mail-bombing any part of the Company Technology;
(n) send altered, deceptive or false source-identifying information, including “spoofing” or “phishing”;
(o) publish anything that is fraudulent, misleading, or infringes on or misappropriates another’s rights;
(p) promote or advertise products or services, without appropriate authorization from the Company;
(q) impersonate or misrepresent Advisor’s affiliation with the Company, any person or entity;
(r) create any copies, reproductions, derivative works, displays, or duplications of the Company Technology;
monitor the performance or functionality of the Company Technology or any part thereof, or create any software or service for benchmarking or competitive purposes;
(s) engage in any activity that disrupts or interferes with the enjoyment of the Company Technology by any other advisor, user, or third party;
(t) upload, post, email, disseminate, store, transmit or otherwise make available to others any content, material, data, graphics, work, designation, trade or service mark, tradename, link, advertising or services that actually or potentially violates any applicable law or regulation, including false advertising or unfair competition under the law of any jurisdiction;
(u) violate any applicable laws or regulations; or
(v) violate the privacy of others or defame others.
The Company has the right to investigate and prosecute violations of any of the above to the fullest extent of the law. The Company may access, preserve and disclose any of Advisor’s information if the Company is required to do so by law, or if the Company believes in good faith that it is reasonably necessary to: (i) respond to claims asserted against the Company, or to comply with the law, (ii) enforce any agreements that the Company has entered into, including these Terms (iii) for fraud prevention, risk assessment, investigation, customer support, product development and development and any other purpose that may be deemed appropriate or necessary at the discretion of the Company, or (iv) protect the rights, property or safety of the Company, Company Personnel, or members of the public.
Advisor acknowledges and agrees that the Company has no obligation to monitor Advisor’s access to or use of the BucketsFP Platform or the Website, but has the right to do so for the purpose of ensuring compliance with these Terms, business development purposes, improving Company Technology, to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body, to act in furtherance of these Terms.
8. Termination
8.1 Automatic Termination of Trial. In the case of a Trial, Advisor shall have access to the BucketsFP Platform and the Services during the Trial Period. On or before the completion of the Trial Period, Advisor may elect to purchase a Subscription, and if Advisor fails to make such election as of the conclusion of the Trial Period, these Terms and the License granted herein shall automatically terminate and the Advisor shall cease access to the BucketsFP Platform and the Services, effective immediately.
8.2 Termination for Convenience by Advisor. Prior to the Automatic Renewal, Advisor may cancel its Subscription, and the License provided hereunder, at any time before the Automatic Renewal by (a) visiting the “My Account” page accessible after logging into the Account and selecting the option to “Cancel Subscription” in accordance with Section 5 of these Terms. Notwithstanding the foregoing, nothing in these Terms shall restrict Advisor’s authority to (i) terminate or modify an Account created by Advisor on behalf of any User(s), or (ii) terminate or modify any of its User’s access to the BucketsFP Platform.
8.3 Termination by the Company. The Company may, in its sole discretion, terminate these Terms, including the License granted hereunder, prior to the expiration of the Subscription Term, with or without notice to Advisor if: (a) the Company reasonably suspects Advisor or any of its Users have violated these Terms; (b) the Advisor fails to pay the Fee when due, including without limitation, in the event of any declined payment, chargeback, bounced check, ACH reject, or any other event in which payment is made in an attempt to satisfy the applicable Fee (including without limitation any payment upon Automatic Renewal) to the Company, is reversed or not fulfilled; or (c) the Company reasonably believes an Account has been compromised, or reasonably believes Advisor is using the BucketsFP Platform for a non-authorized or illegal purpose.
Termination of these Terms shall not relieve Advisor from, and Advisor will remain responsible for, all liabilities and obligations arising prior to such termination or expiration or as a result of acts, omissions, or events occurring prior to such termination or expiration.
9. Effects of Termination
Upon termination or expiration of these Terms, for any reason, and/or if Advisor elects not to purchase a Subscription following the conclusion of Advisor’s Trial Period, the License granted by the Company hereunder will immediately cease and Advisor will lose access to the BucketsFP Platform, the Services, the Account, data, files and other information that may be stored by the Company or on its behalf. Upon such termination, the Company retains the right, in its sole discretion to:
(a) provide Advisor access to, and the ability to export Advisor’s Content for a commercially reasonable period of time at the Company’s then-current rates for the related services;
(b) to the extent legally permissible, the Company may elect, in its sole discretion, to permanently delete from its database all files, content (including Content) and email messages, and other material or information associated with the Advisor’s Account without notice to Advisor; and therefore, Advisor hereby agrees to such deletion and agrees that the Company shall have no obligation and liability whatsoever to Advisor, and of its Users, and any other party for such deletion under these Terms;
(c) without limiting the foregoing, the Company may keep Content, materials, or information of Advisor or any of its Users, as required by law or pursuant to any order from a court.
Upon termination or expiration of these Terms, Advisor will return or destroy and Advisor shall cause to be returned or destroyed all Confidential Information provided by the Company, its representatives, or agents to Advisor or any of its Users. The Company may ask Advisor to provide written certification of the destruction, of which shall be promptly provided following such request from the Company.
Advisor’s sole remedy for the Company’s breach of these Terms shall be the termination of these Terms.
10. Access to Third-Party Services
Advisor acknowledges that the BucketsFP Platform may enable or assist Advisor to access services from third parties (collectively, the “Third-Party Services”). Such Third-Party Services are not under the control of the Company. The Company does not review, approve, monitor, endorse, warrant, or make any representations with respect to such Third-Party Services and is not responsible for such Third-Party Services. Should Advisor opt to use the Third-Party Services, Advisor does so at its own risk, and will be subject to separate or additional terms of such Third-Party Services. In certain instances, Advisor may be required to enter into a separate written agreement with the third party for the provision of the Third-Party Services. Advisor shall comply in all respects with all applicable terms of the Third-Party Services that Advisor accesses or subscribes to via the BucketsFP Platform.
For example, the Company uses a Third-Party Service (Stripe Connect service operated by Stripe, Inc. (“Stripe”)) to enable Advisor to pay the Fee for its Subscription before accessing the BucketsFP Platform. Stripe carries out the processing and settlement of such Fee and, since use of such payment processing service is required to purchase the Subscription, Advisor accepts and agrees with the Stripe Connected Account Agreement available at https://stripe.com/legal/connect-account. The foregoing example is not intended to be a complete list of the Third-Party Services that are, or may be, used by the Company in order to provide Advisor with access to the BucketsFP Platform. Accordingly, Advisor accepts and agrees to be bound by the terms and conditions of such Third-Party Services and acknowledges that such acceptance is a condition to accessing the BucketsFP Platform and to receive the Services.
In order for the Company to distribute Advisor’s information and facilitate contacts between Advisor and the Third-Party Services, Advisor hereby grants the Company permission to disclose the information that Advisor provides to the Company to such Third-Party Service. Any information that Advisor provides to the Company must be true, complete, and accurate, must not represent Advisor as someone else or falsely identify Advisor, and must not violate any law, statute, ordinance or regulation. Advisor is solely responsible for such information and for all of the terms and conditions of transactions between Advisor and such third parties, including, without limitation, terms regarding warranties, insurance, fees, taxes, titles and licenses.
The Company may, at its sole discretion and without notice to Advisor, restrict or change any of the Third-Party Services that may be available or offered, at any given time when using or accessing the BucketsFP Platform.
11. Advisor Content
The Company does not claim any intellectual property rights in any Content created by Advisor and/or its Users when using the BucketsFP Platform under the License, and nothing in these Terms is intended to grant the Company any rights to such Content or intellectual property therein, except for the limited rights set forth below (that are generally required by the Company to operate or improve the BucketsFP Platform, as explained below). The Advisor and each of its User(s) hereby agrees that for all purposes under these Terms, the Company shall be entitled to treat the Advisor as the full and sole owner of any and all intellectual property rights in Content created by Advisor and each of its Users that are authorized to access the BucketsFP Platform by the Advisor pursuant to these Terms, and Advisor represents and warrants that it is the full and sole owner of any and all intellectual property rights in the Content.
By creating, uploading or otherwise submitting Content to the BucketsFP Platform, Advisor grants the Company permission to take any actions required to make the BucketsFP Platform available and functional or to improve the BucketsFP Platform, including without limitation: (a) processing and displaying such Content, or any portion thereof, in accordance with Advisor’s instructions or consistent with Advisor’s use of the BucketsFP Platform; (b) hosting Advisor’s Content on the Company’s servers or servers under the Company’s control or possession; (c) sharing Advisor’s Content; (d) internally evaluating Advisor’s interaction, use, or modification of the Content for purposes of testing or benchmarking the BucketsFP Platform or improving the BucketsFP Platform (including the development by the Company of new features, functions, processes, methods, or procedures); (e) making available features visible to Advisor, for example, Strategy Reports, Third-Party Content of Community Providers, data, document previews or any other features that may be available through the BucketsFP Platform; (f) for technical or design choices that the Company may make to the BucketsFP Platform; and (g) to backup data in accordance with the Company’s data retention and management policies and procedures.
If any Content is reported to the Company, or determined by the Company in its sole discretion, as violating these Terms, infringing a third party’s intellectual property rights, or otherwise being objectionable, the Company reserves the right to, at any time and in its sole discretion and without notice to Advisor, remove Content and/or prohibit Advisor from using the BucketsFP Platform. Advisor should not rely on the Company to store any data or information and Advisor should maintain backups and copies of all of Advisor’s data, information, and Content. The Company will not be liable or responsible for any loss Advisor suffers as a result of Content being removed and/or deleted.
Advisor affirms, represents, and warrants that that any Content submitted to the BucketsFP Platform is (a) accurate and not confidential; (b) not in violation of any applicable laws, contractual restrictions, or other third party rights and that Advisor has permission from any third party whose personal information or intellectual property is included in the Content; (c) free of viruses, adware, spyware, worms, or other malicious code; and (d) that any of Advisor’s personal information, or the personal information of its Users, within such Content will at all times be processed by the Company in accordance with its Privacy Policy.
12. Other Content
The BucketsFP Platform may contain links to third-party websites, events, presentations, seminars, materials, or any other resources or information (collectively the “Third-Party Content”), from or on behalf of Community Providers. Advisor’s ability to access and use the BucketsFP Platform or certain functions thereof, including the Third-Party Content of Community Providers, may be dependent on Advisor’s use of third party software, including without limitation a modern and compatible web browser, software to view .pdf files, compatible graphics drivers, and other third party software. The Company does not endorse and is not responsible or liable for any Third-Party Content, including without limitation the availability, accuracy, related content, products, or services offered thereby. Advisor is solely responsible for: (a) access or use by Advisor and/or any of its Users of any such Third-Party Content; (b) compliance with any terms, conditions, licenses, or other agreements or arrangements required in order for Advisor or any of its Users to download, installation, access, or use of any such Third-Party Content; and (c) compliance with any and all applicable laws or regulations by Advisor or any of its Users in connection with or in any way related to use and access of such Third-Party Content.
13. Sharing and Managing Content and Communications
The Company provides features that allow Advisor to share Content with others, including to provide Third-Party Content as a Community Provider. Content that Advisor shares with others from the BucketsFP Platform could become available to unanticipated third parties or to the public at large. Please consider carefully what Content is shared, published, or in any way provided through the BucketsFP Platform and with whom it is shared. Advisor agrees that the Company has no responsibility or obligation to supervise or monitor the use by others of Content, or to assist Advisor in enforcing the terms of any permissions, rights or licenses Advisor may grant to those with whom Advisor chooses to share its Content.
Notwithstanding anything to the contrary herein, Advisor is solely responsible for Advisor’s conduct, the conduct of its Users, Content and any communications that Advisor or any of its Users have with others while using the BucketsFP Platform, including without limitation any and all conduct, Content, Third-Party Content, and/or any other communications shared or submitted to, through, or using the BucketsFP Platform. Advisor represents, warrants and covenants to Company that, at all times Advisor has all rights, authority, and permission necessary or appropriate to (a) comply with these Terms; (b) upload, use, modify, edit, display, and share any and all Content in the manner in which Advisor engages in such activities through or using the BucketsFP Platform; (c) to disclose the Content that is communicated with, through, or using the BucketsFP Platform, including without limitation all Content shared with third parties and all data and information Advisor sends or make available to others via or through the BucketsFP Platform, including any Strategy Reports or Third-Party Content. The Company has no obligation to monitor any information on the BucketsFP Platform and Advisor represents and warrants that Content and Advisor’s use and sharing thereof does not and will not infringe on the intellectual property rights or other proprietary rights of any third party. Advisor is solely responsible (and the Company is not in any manner responsible) for the accuracy, completeness, appropriateness, or legality of Content or Third-Party Content that Advisor uploads, provides, shares, accesses or uses through the BucketsFP Platform, including that is incorporated or published or provided in connection with any Strategy Report.
If Advisor has a dispute with one (1) or more of its Users or any third party, including a Community Provider, related to any interaction(s) with other users, the Company or any third party, including a Community Provider, Advisor shall release, defend, and hold harmless the Company (and all of the Company’s officers, directors, agents, parents, subsidiaries, joint ventures and employees) from any claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes, including, but not limited to, damages for loss of profits, goodwill, use or data claimed or alleged therewith. Violation of the foregoing obligation by the Advisor shall be deemed a breach of these Terms, and the parties hereto agree that monetary damages along will not adequately compensate the Company for a breach of Advisor’s obligations hereunder, and therefore, in addition to all other remedies available at law, in equity, or otherwise, the Company shall be entitled to injunctive relief compelling specific performance of these Terms.
14. Intellectual Property Matters
Use of the BucketsFP Platform does not give Advisor ownership of any intellectual property rights in the BucketsFP Platform or any content that is not Content of the Advisor. The Company and the technologies, including the Company Technologies, that the Company uses to provide the BucketsFP Platform are the sole and exclusive property of Company and its licensors and are protected by patent, copyright, trademark, and other laws of both the United States and foreign countries. Advisor’s only interest in the BucketsFP Platform is the License and nothing herein grants Advisor any other right, title, or interest in or to the BucketsFP Platform, the intellectual property rights associated with the BucketsFP Platform, or any third party’s data or other content. These Terms do not grant Advisor any rights to use the Company’s trademarks, logos, domain names, or other brand features. All rights of every kind that are not expressly granted to Advisor in these Terms are entirely and exclusively reserved by the Company and its licensors.
All right, title, and interest in and to all Feedback is hereby transferred and conveyed by Advisor to the Company and shall be owned exclusively by the Company. The Company may (but will not be obligated to) use, implement, apply, incorporate, or otherwise avail itself of any and all Feedback, in whole or in part, at any time and in its sole discretion, and the Company will not have any liability, cost, expense, or other obligation to Advisor or any of its Users, employees, agents, or affiliates with respect thereto.
Advisor shall maintain as confidential all of Company’s proprietary and Confidential Information that is disclosed or learned during the Subscription Term and while these Terms are in effect. For avoidance of doubt, Company Technology, Improvements, and other Confidential Information of the Company shall be deemed the Company’s Confidential Information. Advisor shall not use the Confidential Information for any purpose or disclose, transfer or otherwise convey such Confidential Information to any third party without the prior written consent of the Company, of which such consent be withheld by the Company for any reason or no reason whatsoever. The foregoing confidentiality obligations and non-use shall continue in effect and be binding on the Advisor and its Users, with respect to each item of Confidential Information, for so long as such information is considered Confidential Information and such information does not fall within one of the exceptions to the term “Confidential Information”, as further described below.
For avoidance of doubt, the term “Confidential Information” does not include (a) information which is currently in or becomes part of the public domain; (b) information which Advisor documents in writing that Advisor had in Advisor’s possession prior to its disclosure hereunder by the Company or its clients, customers, Community Providers or any other third party while using or accessing the BucketsFP Platform or the Services; (c) information which Advisor rightfully receives, without any restriction on disclosure or use, from a third party that is not restricted as to the dissemination of such information or materials; and (d) information which Advisor can document that was independently developed by Advisor without reference to the Company’s Confidential Information and without breach of these Terms.
15. Indemnification
Advisor agrees to defend, indemnify, and hold harmless the Company and each of its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns (collectively the “Company Personnel”) from and against any and all claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including without limitation reasonable attorneys’ fees) arising out of, relating to, or resulting from: (a) a violation of these Terms by Advisor or any of its Users; (b) use of the BucketsFP Platform (including without limitation any use of the BucketsFP Platform in a manner that has not been expressly authorized by the Company) by Advisor or any of its Users; (c) all Content, including any Third-Party Content of Advisor or any of its Users, and all use, disclosure, and display thereof (including without limitation the infringement of any person’s or entity’s intellectual property rights or other proprietary rights); (d) any representation or warranty made by Advisor or any of its Users being false or misleading. For the avoidance of doubt, if any action or proceeding is brought against Advisor by the Company seeking indemnification pursuant hereto, the Company shall be entitled to recover its attorney’s fees if the Company is the prevailing party in such action or proceeding.
16. Disclaimer of Warranty
THE BUCKETSFP PLATFORM IS PROVIDED EXCLUSIVELY ON AN “AS-IS”, “WHERE-IS”, “AS-AVAILABLE” BASIS, AND USE OF THE BUCKETSFP PLATFORM IS AT ADVISOR’S OWN RISK, WITHOUT ANY EXPRESS OR IMPLIED WARRANTY OR CONDITION OF ANY KIND. THE COMPANY MAKES, AND ADVISOR RECEIVES, NO REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE BUCKETSFP PLATFORM. ANY STATEMENTS OR REPRESENTATIONS ABOUT THE BUCKETSFP PLATFORM AND ITS FUNCTIONALITY IN ANY MARKETING MATERIALS, PROMOTIONAL MATERIALS, OR COMMUNICATION WITH ADVISOR OR AVAILABLE TO ADVISOR CONSTITUTES TECHNICAL INFORMATION AND NOT AN EXPRESS WARRANTY OR GUARANTEE. THE COMPANY SPECIFICALLY DISCLAIMS ANY OTHER REPRESENTATION OR WARRANTY INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AVAILABILITY, AND NONINFRINGEMENT. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE COMPANY DOES NOT REPRESENT OR WARRANT THAT ACCESS TO OR USE OF THE BUCKETSFP PLATFORM WILL BE UNINTERRUPTED OR ERROR FREE. TO THE EXTENT THAT THE FOREGOING DISCLAIMERS OF IMPLIED WARRANTIES ARE NOT ENFORCEABLE WITH RESPECT TO ADVISOR DUE TO APPLICABLE LAW IN ADVISOR’S JURISDICTION, SUCH DISCLAIMERS WILL ONLY BE VALID TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW.
17. Limitation of Liability
TO THE GREATEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE COMPANY OR THE COMPANY PERSONNEL BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION ANY DAMAGES WITH RESPECT TO, RELATED TO, OR RESULTING FROM LOSS OF USE, DATA, BUSINESS, REPUTATION, OR PROFITS), REGARDLESS OF LEGAL THEORY, WHETHER DERIVED FROM CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE) OR OTHERWISE, WHETHER OR NOT THE COMPANY HAS BEEN WARNED OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE. THE COMPANY’S AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO, ARISING OUT OF, OR RESULTING FROM ADVISOR’S ACCESS AND USE OF THE BUCKETSFP PLATFORM AND/OR THE SERVICES WILL NOT EXCEED THE AMOUNTS PAID BY THE ADVISOR TO THE COMPANY FOR THE MOST RECENT TWELVE (12) MONTHS OF THESE TERMS, MEASURED FROM THE DATE THE LIABILITY ACCRUED. TO THE EXTENT THAT THE FOREGOING LIMITATIONS ON LIABILITY ARE NOT ENFORCEABLE WITH RESPECT TO ADVISOR DUE TO APPLICABLE LAW, SUCH DISCLAIMERS WILL ONLY BE VALID TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW.
The Company will have no liability or obligation for any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including without limitation reasonable attorneys’ fees) arising out of, relating to, or resulting from any act, event, cause, or condition that is beyond Company’s reasonable control, including, without limitation, accidents, acts of God, acts of any government, wide-spread contagion or pandemic, failure of third party communications, networks, failure of third party service providers, failure of independent contractors, failure of agents, unavailability of hardware or software (including without limitation the BucketsFP Platform and/or the Services), war, terrorist activity, industrial or labor disputes, fire, flood, explosion, civil disorder, power failure, equipment failure, acts of civil or military authorities, theft, vandalism, misuse, insurrection, inability to obtain necessary supplies, any other circumstances beyond the Company’s control, and any business interruption, loss of data, or failure related to or resulting from the foregoing.
18. Privacy
All data and information that Advisor provides to the Company, through the BucketsFP Platform or otherwise, will be treated and handled in accordance with the Company’s then-current Privacy Policy. Advisor can access the Company’s current Privacy Policy at https://bucketsfp.com/privacy/, which such Privacy Policy may be updated from time-to-time in accordance with its terms. By accessing or using the BucketsFP Platform and/or the Services, or by providing any information or data to the Company (through the BucketsFP Platform, the Services, or otherwise), consents to and shall be subject to the provisions provided by the Privacy Policy and agrees that all data and information Advisor provides (or uses) will be used and handled in accordance with the Privacy Policy.
Advisor agrees that the Company may collect and use data and related information, including, but not limited to, technical information about Advisor’s use of or access to any of the Company’s Technology, any devices used by Advisor or its Users for access thereto, information that is gathered or transmitted periodically to facilitate Advisor’s use of or access to the Company’s Technology, including the provision of software updates, support, and other services (including the Services) provided or offered to Advisor (if any) related to the Company Technology. The Company may use this information, as long as it is in a form that does not personally identify Advisor, to improve its products or to provide services (including the Services) or technologies to Advisor.
If required by applicable law or as may be ordered by a regulator or other governmental authority, including without limitation to meet national security or law enforcement requirements (collectively the “Government Agencies”), the Company may be required to provide the contents of Advisor’s files to a regulator, other governmental authority(ies), or other third party(ies). In such instances and to the extent authorized by such Government Agencies, the Company will use reasonable efforts to notify the Advisor of such request, and without any further action by Advisor, Advisor authorizes the Company to remove any encryption from Advisor’s files and provide them to the applicable regulator, governmental authority, or other third party.
19. Publicity
Advisor agrees that the Company may publicly refer to Advisor orally and in writing, as a customer or user of the services and offerings of the Company, including the BucketsFP Platform and/or the Services, and if Advisor is an entity, Advisor grants to Company a limited, non-exclusive, royalty-free license to use and display Advisor’s name and logo on Company’s website and in Company’s marketing materials.
20. Miscellaneous
20.1 Entire Agreement. These Terms and the Privacy Policy set forth the sole and entire agreement between Advisor and the Company regarding the BucketsFP Platform, the Services and the Website, and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, with respect thereof.
20.2 English Version. The English language version of these Terms is legally binding, and in the event of any inconsistencies between the English version and any translations hereof, the English version shall control.
20.3 Legal Compliance. Advisor agrees to comply with all laws applicable to Advisor, Advisors use of the BucketsFP Platform, any Content, including Third-Party Content, or other information Advisor provides to the Company (including without limitation through the Company), or any work product, creations, data, information, or files generated, created, communicated, or shared using the BucketsFP Platform.
20.4 Jurisdiction and Choice of Law. These Terms are governed by and construed in accordance with the laws of the State of California, without giving effect to any choice or conflict of law provision or rule. If there is any legal suit, action, proceeding, or other dispute arising out of these Terms or the use of the BucketsFP Platform, by using the BucketsFP Platform, Advisor expressly agrees that any such dispute shall be governed by the laws of the State of California, without regard to its conflict of law provisions. Advisor further agree that any dispute that is not required or eligible to be submitted to arbitration, as described below, shall be resolved in the state and federal courts located in San Diego, California, and Advisor agrees to the sole and exclusive jurisdiction in California. The BucketsFP Platform is controlled and operated by the Company from its offices within the United States and is intended only for use by Advisor and its Users in the United States. The BucketsFP Platform is not intended to subject the Company to any non-U.S. jurisdiction or law. The Company makes no representation that the information or materials on or linked through the BucketsFP Platform is appropriate or available for use in other locations. If Advisor or any of its Users accesses the BucketsFP Platform from other locations, it does so on its own initiative and at its own risk and is responsible for compliance with all applicable laws, rules, and regulations in its respective location in doing so.
20.5 Dispute Resolution.
(a) Class Action Waiver.
ADVISOR AGREES THAT, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EITHER THE COMPANY OR THE ADVISOR MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH THE COMPANY AND ADVISOR AGREE OTHERWISE, A COURT MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE COURT MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S). ANY RELIEF AWARDED CANNOT AFFECT ANY OF COMPANY’S OTHER ADVISORS OR USERS.
(b) Arbitration Agreement.
Advisor agrees that, unless prohibited by any applicable laws, any legal disputes or claims that cannot be resolved informally will be submitted to binding arbitration in California (the “Arbitration Agreement”). The arbitration shall be conducted by the American Arbitration Association, or any other established ADR provider mutually agreed upon by the parties. Any judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Advisor agrees that in no event shall any claim, action, or proceeding by Advisor related in any way to the BucketsFP Platform or the Services be instituted more than one (1) year after the cause of action arose.
Notwithstanding the above, nothing in these Terms will be deemed to waive, preclude, or otherwise: (a) limit the right to bring an individual (non-class, non-representative) action in small claims court so long as such action remains in small claims court; (b) limit the right to pursue a private attorney general action where arbitration cannot be required under applicable law; (c) limit the right to seek injunctive relief in a court of law; (d) limit the right to file suit in a court of law to address an intellectual property infringement claim; or (e) limit the Company’s right to file suit to collect unpaid amounts, including Fees, from Advisor.
Advisor may choose to reject its agreement to arbitration and its waiver of the right to bring or participate in class or representative actions by mailing us a written opt-out notice (“Opt-Out Notice”) in accordance with the terms of this paragraph. The Opt-Out Notice must be postmarked no later than thirty (30) days after the date Advisor accepts these Terms for the first time. Advisor must mail the Opt-Out Notice to BucketsFP, LLC at: 16789 Bernardo Center Drive, San Diego CA 92128. The Opt-Out Notice must state that Advisor does not agree to the Arbitration Agreement and class action waiver and must include Advisor’s name, address, phone number, and the email address(es) used to register for the Account and/or to purchase the Subscription to which the opt-out applies. Advisor must sign the Opt-Out Notice for it to be effective. This procedure is the only way Advisor can opt out of the Arbitration Agreement and class action waiver. If Advisor opts out of the agreement to arbitrate and the waiver of the right to participate in class and representative actions, none of the arbitration provisions will apply to Advisor and Advisor will not waive its right to engage in class or representative actions, but the remainder of these Terms will continue to apply. Opting out of this Arbitration Agreement has no effect on any previous, other, or future arbitration agreements that Advisor may have with the Company. Changes to this Arbitration Agreement do not provide Advisor with a new opportunity to opt out of the Arbitration Agreement if Advisor has previously agreed to a version of this Arbitration Agreement and did not validly opt out of it.
20.6 Assignment. Advisor’s rights hereunder are not assignable, sublicensable or transferable without the prior written consent of the Company, which consent may be provided or withheld for any reason or no reason whatsoever in the Company’s sole discretion. The Company may freely assign, transfer, and delegate its rights and obligations under these Terms at any time and for any reason.
20.7 Adequate Remedy. The parties to these Terms agree that monetary damages alone will not adequately compensate the Company for a breach of Advisor’s obligations hereunder and therefore, in addition to all other remedies available at law, in equity, or otherwise, the Company shall be entitled to injunctive relief compelling specific performance of these Terms.
20.8 Notices; User Communications. Advisor agrees to keep on-file with the Company, at all times, a valid email address and mailing address, in each case that Advisor regularly monitors. If Advisor changes Advisor’s email or mailing address, Advisor agrees to promptly (and in any event within three days) update the email address then on-file with the Company, either through appropriate section of the “My Account” menu when logged into the BucketsFP Platform or by notifying the Company by email at Support@BucketsFP.com with the updated information as well as sufficient information to identify Advisor and verify Advisor’s identity, and as it applies to support inquires for the Community, Advisor can contact the Company by selecting the link for “Contact Us Directly” under the tab for “Support & Feedback”, and completing the “Submit Help Request” form.
Advisor agrees that any and all notices to be provided to Advisor by the Company may be provided, at the Company’s discretion: (a) through posting an account alert, notice, or message via the BucketsFP Platform, which such notice will be deemed effective upon posting; (b) by sending such notice via email to Advisor’s email address then on-file with the Company, which such notice shall be deemed effective upon sending such email; or (c) by sending such notice to Advisor’s mailing address, either by US Postal Service or overnight courier, in each case postage prepaid, which such notice shall be deemed effective three (3) days after being sent if sent by US Postal Service or the day after being sent if sent by overnight courier.
Any and all notices that Advisor may elect to provide to the Company shall be sent by physical letter to the Company either by US Postal Service or overnight courier, in each case postage prepaid, and which will be deemed given upon receipt by the Company. The Company’s address for purposes of such notice is:
BucketsFP, LLC
16789 Bernardo Center Drive
San Diego, CA 92128
Notwithstanding the foregoing, in addition to sending the foregoing notice, Advisor agrees to immediately inform the Company (which shall not constitute notice) of any information that is of a time-sensitive nature or which, pursuant to these Terms, can be communicated via email or by contacting the Company as indicated immediately above.
The Company reserves the right to send service related e-mails or initiate other communications (including without limitation phone calls and text messages) notifying Advisor of or contacting Advisor with respect to: (a) operational or other changes that may affect the BucketsFP Platform; (b) Account issues, including without limitation for dual factor authentication, to the extent supported; (c) Account and other service related information; (d) responses to any Content or Third-Party Content, including without limitation any inquiries, requests, or communications the Company’s receives from or for Advisor; (e) to contact Advisor regarding payment matters; or (f) to contact Advisor for such other interactions as are reasonable or appropriate with respect to Advisor’s access or use of the BucketsFP Platform. Please note that Advisor cannot opt out of service e-mails or communications because these service e-mails and communications provide information critical for the operation of, and Advisor’s use of, the BucketsFP Platform. The Company may additionally send Advisor marketing e-mails. Advisor can opt-out of receiving such marketing e-mails by editing Advisor’s communication preferences in the marketing e-mails that are sent to Advisor. Advisor hereby grants the Company permission to send Advisor all service and marketing e-mails and to otherwise contact Advisor (including without limitation by phone calls or text messages) as described above.
20.9 No Third Party Beneficiaries. Except as otherwise set forth expressly herein, nothing contained in these Terms, express or implied, is intended to confer upon any person or entity, other than the Company, Advisor, and the Advisor’s Users, any benefit, right, or remedy.
20.10 Relationship of Parties. The Company and Advisor are separate and independent entities or parties, and the employee of one is not an employee of the other entity. The Company is not an agent of Advisor and vice versa. Nothing in these Terms shall be construed as making either party a partner, joint venturer, agent, legal representative, employer, worker, or employee of the other. Neither party will have, nor hold itself out to any third party as having, any authority to make any statements, representations, or commitments of any kind, or to take any action that will be binding on the other, except as provided herein or authorized in writing by the party to be bound.
20.11 Waiver and Severability. No waiver by the Company of any term or condition set out in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of these Terms will continue in full force and effect.
Addendum A
1. Subscription; Trial: Advisor shall purchase one of the following Subscriptions options, or the Trial:
Trial – The Trial shall provide one (1) User, which such User shall be Advisor, the individual only, access to the BucketsFP Platform and/or the Services. Accordingly, the Authorized Number of Users provided in connection with the Trial shall be one (1).
“Basic” Subscription – The “Basic” Subscription shall provide to Advisor and one (1) User, access to the BucketsFP Platform and/or the Services. Accordingly, the Authorized Number of Users provided in connection with the “Basic” Subscription shall be two (2), consisting of both the Advisor and one (1) User.
“Pro” Subscription – The “Pro” Subscription shall provide the Advisor and an unlimited number of Users access to the BucketsFP Platform and/or the Services. Accordingly, the Authorized Number of Users provided in connection with the “Pro” Subscription shall be a minimum of two (2).
“Enterprise” Subscription – The “Enterprise” Subscription shall provide the Advisor and an unlimited number of Users access to the BucketsFP Platform, the Services, and the option to purchase Add-Ons. Accordingly, the Authorized Number of Users provided in connection with the “Enterprise” Subscription shall be a minimum of two (2).
2. Subscription Term: Depending on whether the Advisor is participating in a Trial or a Subscription, the following shall apply:
Trial – The Trial shall have a Trial Period of fourteen (14) days, commencing as of the Account Opening Date.
“Basic” Subscription – The “Basic” Subscription shall have an Initial Term of one (1) month, commencing as of the Account Opening Date. Unless otherwise terminated in accordance with the Terms, the “Basic” Subscription shall automatically renew in accordance with these Terms for successive monthly periods, commencing as of the corresponding Automatic Renewal.
“Pro” Subscription – The “Pro” Subscription shall have an Initial Term of one (1) month, commencing as of the Account Opening Date. Unless otherwise terminated in accordance with the Terms, the “Pro” Subscription shall automatically renew in accordance with these Terms for successive monthly periods, commencing as of the corresponding Automatic Renewal.
“Enterprise” Subscription – The “Enterprise” Subscription shall have an Initial Term of one (1) month, commencing as of the Account Opening Date. Unless otherwise terminated in accordance with the Terms, the “Pro” Subscription shall automatically renew in accordance with these Terms for successive monthly periods, commencing as of the corresponding Automatic Renewal.