Policy Effective Date: October 10, 2013
Wealthfront Inc. (“Wealthfront”) operates an online financial advisor at www.wealthfront.com (the “Site”). You understand and agree that by providing content or other information to Wealthfront via the Wealthfront Solution (defined below), you are granting Wealthfront all necessary rights to use that content and information on all instances of the Wealthfront Solution, described in more detail in Section 7(d)(i) below.
In accessing the Wealthfront Solution, you agree that (1) the Wealthfront Solution may publish to other users of the Wealthfront Solution any content you agree to disclose on the Wealthfront Solution, (2) you will not use the Wealthfront Solution in any way to violate insider trading laws or other federal or state securities laws and regulations of the United States, any state or any other country, as applicable, relating to securities disclosure, securities trading, or investment advisory or brokerage services, (3) without limiting the general scope of the foregoing, you will not attempt to trade in a security in advance of posting information concerning that security, publish defamatory or misleading information concerning any security or issuer (or officer or employee thereof), manipulate the price or market for any security, or post information that you are obligated to keep confidential, and (4) you will not post any advertisement, solicitation or information that otherwise violates any applicable local, state, national or foreign law or regulation.
You understand that the Wealthfront Solution and content thereon involve matters with respect to finance and investing, such as investment strategies, asset allocation, stock quotes and in particular the performance of certain ETFs (and their underlying holdings), indices, stocks, stock portfolios, and investors. The Wealthfront Solution merely gathers, processes, and makes information available to you, including the recommendation of a possible investment plan. You acknowledge that: (1) Wealthfront provides you with risk tolerance and investment plan recommendations based solely on profile data you provide, and unless you agree to subscribe to Pay Services (as defined below) and become a client of Wealthfront, the Wealthfront Solution is provided for informational purposes only and Wealthfront does not review the information posted on the Wealthfront Solution for reasonableness, strategic usefulness, or your individual investment management purposes, and Wealthfront does not act in any type of financial advisory capacity for you; (2) the Wealthfront Solution may include information it obtains from sources such as stock exchanges, other financial data providers and news sources, and Wealthfront does not review, endorse or analyze all such third-party information; (3) Wealthfront does not guarantee the accuracy, completeness, or timeliness of any information on the Wealthfront Solution; (4) unless you agree to additional terms provided by Wealthfront through the Wealthfront Solution that provide otherwise, none of the information on the Wealthfront Solution constitutes a solicitation or offer to buy or sell any security, or to provide financial advisory services or other advice regarding the future profitability or the suitability of any security or investment; and (5) the information provided on the Wealthfront Solution is not intended for use by, or distribution to, any person or entity in any jurisdiction or country where such use or distribution would be contrary to law or regulation, and no information from the Wealthfront Solution may be copied in any form, by any means, or redistributed, published, circulated or commercially exploited in any manner without Wealthfront’s prior written consent except as provided below. Accordingly, the Wealthfront Solution and Wealthfront’s owners, sponsors, directors, officers, employees, successors, and assigns shall not, directly or indirectly, be liable, in any way, to you or any other person or entity for any: (a) inaccuracies or errors in or omissions from the Wealthfront Solution or content thereon including, but not limited to, any information or analysis posted by any other user, prices of securities and financial data; (b) delays, errors, or interruptions in the transmission or delivery of the Wealthfront Solution or content thereon; or (c) loss or damage arising from your use of the Wealthfront Solution or content thereon or by any reason of nonperformance.
- Third-Party Links The Wealthfront Solution or content thereon may provide links to third- party websites or resources. You acknowledge and agree that Wealthfront is not responsible or liable for the availability or accuracy of such websites or resources or the content, products, or services on or available from such websites or resources. You further acknowledge that Wealthfront does not endorse such websites or resources or the content, products, or services on or available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources.
Access, Intellectual Property Rights and Ownership
(a) Free Services and Pay Services.
As a user you may access and use certain services that Wealthfront
provides to you free of charge (“Free Services”), and other services
may be subject to fees and additional terms (“Pay Services”).
Whether a service is a Free Service or a Pay Service is within the
sole discretion of Wealthfront, and Wealthfront can re-classify a
Free Service as a Pay Service and vice versa at any time in its sole
discretion. Wealthfront grants you a license to access and use the
Free Services; provided that:
- (i) your use of the Free Services is solely for your personal use;
- (ii) you will not alter or modify any part of the Wealthfront Solution; and
(b) Using and Sharing Information.
Wealthfront offers the Wealthfront Solution as a forum to
encourage the open exchange and use of financial
information. Subject to the restrictions provided elsewhere
financial and investment information provided through the
Wealthfront Solution to collaborate with and engage other
individuals provided that:
- (i) any such distribution is accompanied by a prominent link back to the Site, is accompanied by a clearly visible attribution that prominently identifies Wealthfront as the source of such Content or User Information, and retains any copyright, trademark, service mark or other proprietary rights notices provided with such Content or User Information;
- (ii) notwithstanding anything to the contrary herein, you are prohibited from using, displaying, distributing, transmitting, or otherwise sharing the personal information of any user(s) (including but not limited to usernames and contact information) and Wealthfront’s trademarks, service marks, and logos (except to provide attribution consistent with this paragraph);
- (iii) without limiting the obligations in the preceding clause (i), “Wealthfront Plan” must be used for any title or label you use to identify the investment information of any individual investment plan, projected performance chart or portfolio that you display, distribute, or otherwise transmit; and you must provide a link back to those items on the Site;
- (iv) you may not use robots, crawlers, or spiders to collect or distribute the Content or User Information; and
- (v) collection, use, or distribution must not interfere with or disrupt the Wealthfront Solution, content provided thereon, or the technical delivery systems of Wealthfront’s providers, in any way.
- (c) Ownership and Restrictions. Wealthfront and its licensors own all right, title, and interest, including all worldwide intellectual property rights in the Wealthfront Solution, Content, and the trademarks, service marks, and logos contained therein. You will not remove, alter or conceal any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Wealthfront Solution, Content, User Information or related products or services.
(d) User Information.
- (i) License Grant. Wealthfront does not claim ownership rights in your User Information. However, by uploading, submitting, emailing, posting, publishing, providing, approving, sharing or otherwise making available any User Information to Wealthfront or within the Wealthfront Solution, you hereby grant Wealthfront a nonexclusive, worldwide, royalty-free, sublicensable, perpetual, and irrevocable right and license to use, store, reproduce, modify, adapt, and prepare derivative works based on, perform, display, publish, distribute, transmit, broadcast, and otherwise exploit such User Information in any form, medium, or technology now known or later developed, including without limitation on the Site (including areas of the Site different from the area of the Site to which you provided the User Information), and on third-party websites through which you access the Wealthfront Solution or parts thereof. In addition, you warrant that all moral rights in any User Information have been waived, and you do hereby waive any such moral rights. You represent and warrant that you own or have the necessary licenses, rights, consents, and permissions to grant the foregoing licenses to Wealthfront. Wealthfront shall own all right, title and interest in and to all derivative works and compilations of User Information that are created by Wealthfront, including all worldwide intellectual property rights therein. You agree to execute and deliver such documents and provide all assistance reasonably requested by Wealthfront to give to Wealthfront the full benefit of the rights granted to Wealthfront by you.
- (ii) Limitations. You acknowledge and agree that Wealthfront may, at its option, establish limits concerning User Information, including without limitation the maximum number of days that User Information will remain on Wealthfront Solution, the maximum size of any files that may be stored on or uploaded to the Wealthfront Solution, and the maximum disk space that will be allotted to you for the storage of User Information. Wealthfront shall have no responsibility or liability and you are solely responsible for creating back-ups of your User Information.
- (iii) Disclaimer. Wealthfront has no ability to control the User Information that is uploaded, posted, transmitted, provided, or otherwise made available using the Wealthfront Solution and does not have any obligation to monitor such User Information for any purpose. Wealthfront does not endorse any User Information or any opinion, recommendation, or advice expressed therein and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Wealthfront with respect thereto.
- (a) Free Services and Pay Services. As a user you may access and use certain services that Wealthfront provides to you free of charge (“Free Services”), and other services may be subject to fees and additional terms (“Pay Services”). Whether a service is a Free Service or a Pay Service is within the sole discretion of Wealthfront, and Wealthfront can re-classify a Free Service as a Pay Service and vice versa at any time in its sole discretion. Wealthfront grants you a license to access and use the Free Services; provided that:
You agree you will not do any of the following while using or accessing
the Wealthfront Solution or any content thereon:
- (a) Circumvent, disable, or otherwise interfere with security-related features of the Wealthfront Solution or features that prevent or restrict use or copying of any Content or User Information;
- (b) Upload, email, transmit, provide, or otherwise make available (i) any User Information which you do not have the lawful right to use, copy, transmit, display, or make available (including any User Information that would violate any confidentiality or fiduciary obligations that you might have with respect to the User Information); or (ii) any User Information that infringes the intellectual property rights of, or violates the privacy rights of, any third-party (including without limitation copyright, trademark, patent, trade secret, or other intellectual property right, moral right, or right of publicity);
- (c) Use any meta tags or other hidden text or metadata utilizing a Wealthfront name, trademark, URL or product name;
- (d) Upload, email, or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of solicitation;
- (e) Forge any TCP/IP packet header or any part of the header information in any posting, or in any way use the Wealthfront Solution to send altered, deceptive, or false source- identifying information;
- (f) Upload, email, transmit, provide, or otherwise make available, via the Wealthfront Solution, any User Information that is unlawful, obscene, harmful, threatening, harassing, defamatory, or hateful, or that contain objects or symbols of hate, invade the privacy of any third-party, contain nudity, are deceptive, threatening, abusive, inciting of unlawful action, or are otherwise objectionable in the sole discretion of Wealthfront;
- (g) Upload, email, transmit, provide, or otherwise make available any User Information that contains software viruses or any other computer code, files, or programs designed to (i) interrupt, destroy, or limit the functionality of any computer software; or (ii) interfere with the access of any user, host or network, including without limitation overloading, flooding, spamming, mail-bombing, or sending a virus to the Wealthfront Solution;
- (h) Upload, email, transmit, provide, or otherwise make available any User Information that includes code that is hidden or otherwise surreptitiously contained within the User Information;
- (i) Interfere with or disrupt (or attempt to interfere with or disrupt) any web page available at the Wealthfront Solution, servers, or networks connected to the Wealthfront Solution, or the technical delivery systems of Wealthfront’s providers, or disobey any requirements, procedures, policies, or regulations of networks connected to the Wealthfront Solution;
- (j) Attempt to probe, scan, or test the vulnerability of any Wealthfront system or network or breach or impair or circumvent any security or authentication measures protecting the Wealthfront Solution;
- (k) Attempt to decipher, decompile, disassemble, or reverse-engineer any of the software used to provide the Wealthfront Solution;
- (l) Attempt to access, search, or meta-search the Wealthfront Solution or content thereon with any engine, software, tool, agent, device, or mechanism other than software and/or search agents provided by Wealthfront or other generally available third- party web browsers, including without limitation any software that sends queries to the Wealthfront Solution to determine how a website or web page ranks;
- (m) Violate the terms of service or any other rule or agreement applicable to you or Wealthfront through the Wealthfront Solution’s inclusion in, reference to, or relationship with any third party or third-party site or service, or your use of any such third-party site or service;
- (n) Collect or store personal data about other users without their express permission;
- (o) Impersonate or misrepresent your affiliation with any person or entity, through pretexting or some other form of social engineering, or commit fraud;
- (p) Solicit any user for any investment or other commercial or promotional transaction;
- (q) Violate any applicable law, regulation, or ordinance;
- (r) Use, launch, or permit to be used any automated system, including without limitation “robots,” “crawlers,” or “spiders”; or
- Copyrighted Materials: No Unauthorized Use If you become aware of misuse of the Wealthfront Solution or content thereon by any person, please contact Wealthfront to report any abuse. Wealthfront has adopted and implemented a policy that provides for the termination of Accounts of users who infringe the rights of copyright holders. Please see the Wealthfront Copyright and Intellectual Property Policy for further information.
- Disclaimer of Warranties Your use of the Wealthfront Solution, Content and User Information is at your sole discretion and risk. The Wealthfront Solution, Content and User Information, and all materials, information, products and services included therein, are provided on an AS IS and AS AVAILABLE basis without warranties of any kind from Wealthfront. WEALTHFRONT EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, RELATING TO THE WEALTHFRONT SOLUTION, CONTENT AND/OR USER INFORMATION, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF PROPRIETARY RIGHTS, COURSE OF DEALING OR COURSE OF PERFORMANCE. WEALTHFRONT DISCLAIMS ANY WARRANTIES, EXPRESS OR IMPLIED,: (I) REGARDING THE AVAILABILITY, SECURITY, ACCURACY, RELIABILITY, TIMELINESS AND PERFORMANCE OF THE WEALTHFRONT SOLUTION, CONTENT AND/OR USER INFORMATION; OR (II) THAT THE WEALTHFRONT SOLUTION WILL BE ERROR-FREE OR THAT ANY ERRORS WILL BE CORRECTED; OR (III) REGARDING THE PERFORMANCE OF OR ACCURACY, QUALITY, CURRENCY, COMPLETENESS OR USEFULNESS OF ANY INFORMATION PROVIDED BY THE WEALTHFRONT SOLUTION INCLUDING BUT NOT LIMITED TO INFORMATION OBTAINED FROM BULLETIN BOARDS, MESSAGE BOARDS, CHAT SERVICES OR OTHER ONLINE CONFERENCING. No advice or information, whether oral or written, obtained by you from Wealthfront, shall create any warranty not expressly stated in this Agreement. If you choose to rely on such information, you do so solely at your own risk. Some states or jurisdictions do not allow the exclusion of certain warranties. Accordingly, some of the above exclusions may not apply to you.
- Limitation of Liability IN NO EVENT SHALL WEALTHFRONT OR ANY OF ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU FOR ANY DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE WEALTHFRONT SOLUTION, CONTENT AND/OR USER INFORMATION, INCLUDING BUT NOT LIMITED TO THE QUALITY, ACCURACY, OR UTILITY OF THE INFORMATION PROVIDED AS PART OF OR THROUGH THE WEALTHFRONT SOLUTION OR FOR ANY INVESTMENT DECISIONS MADE ON THE BASIS OF SUCH INFORMATION, WHETHER THE DAMAGES ARE FORESEEABLE AND WHETHER OR NOT WEALTHFRONT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION AND IN NO EVENT SHALL WEALTHFRONT’S CUMULATIVE LIABILITY TO YOU EXCEED U.S. $100.
Feedback Your feedback is welcome and encouraged. You may submit feedback by emailing us at email@example.com. You agree, however, that (i) by submitting unsolicited ideas to Wealthfront or any of its employees or representatives, by any medium, including but not limited to email, written, or oral communication, you automatically forfeit your right to any intellectual property rights in such ideas; and (ii) such unsolicited ideas automatically become the property of Wealthfront. You hereby assign and agree to assign all rights, title, and interest you have in such feedback and ideas to Wealthfront together with all intellectual property rights therein. In addition, you warrant that all moral rights in any feedback have been waived, and you do hereby waive any such moral rights.