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Terms of Service

 

1. Definitions

Capitalized terms used but not otherwise defined in this Agreement shall have the following meanings:

  • Affiliates: Any person that controls, is controlled by, or is under common control with another person.

  • Altafid IP: Intellectual property owned, licensed, or controlled by Altafid, including software, materials, and know-how in the platform.

  • Altafid platform: Altafid’s proprietary financial technology platform.

  • Applicable law: Any relevant law, regulation, directive, or governmental requirement.

  • Client data: Information entered into or processed through the platform by or for the client.

  • Governmental authority: Any government entity, self-regulatory organization, or state-owned body.

  • Intellectual property rights: Rights in trademarks, copyrights, patents, trade secrets, and other forms of protection.

  • Know-how: Technical or commercial knowledge and documentation.

  • License fee: The annual fee for use of the platform.

  • Person: Any individual or entity, such as a company or partnership.

  • Third party products: Software or services from third parties integrated with the platform.



2. Use of altafid platform

  • Permitted use: Only for managing assets of the client’s own wealth advisory clients.

  • Implementation: Client agrees to:

    • Provide a high-resolution logo.

    • Share necessary client data.

    • Complete the implementation questionnaire.

    • Facilitate connections to custodians and brokers.

    • Assist with connecting other third-party tools.

    • Provide any additional requested information.

Timely cooperation is essential for successful implementation.



3. Altafid obligations and rights

  • Platform operation and maintenance: Altafid is responsible for platform infrastructure and updates.

  • Technical support: Provided during U.S. business hours.

  • Training: Initial training is included; extra sessions may have fees.

  • Software updates: Delivered periodically at no extra cost.

  • Data security: Altafid follows industry-standard practices.

  • Third-party integration: Supported as feasible, but Altafid isn’t responsible for third-party failures.

  • Use of data: Altafid may analyze aggregated, de-identified usage data.



4. Client obligations

  • Provide Altafid with data, access, and cooperation.

  • Ensure that personnel and users comply with the agreement.

  • Comply with applicable laws.

Client must not:

  • Copy or reverse-engineer the platform.

  • Share access or sublicense the platform.

  • Build similar or competing platforms.

  • Use it unlawfully or harmfully.

  • Modify or tamper with any part of the software.

  • Link it to malware or unauthorized tools.



5. Commercial terms and payment

  • Fees: Defined in the Order Form. Client also pays taxes and third-party costs.

  • Payment: Due in USD, 30 days after invoice.

  • Late payments: 1% monthly interest applies after 30 days; breach after 90 days.

  • Records and audit: Altafid may audit usage once per year with 10 days’ notice.



6. Intellectual property

  • Altafid IP: Altafid retains all rights to its IP, including improvements or feedback provided by the client.

  • License: Client receives a limited, non-transferable license to use the platform under the agreement terms.



7. Term and termination

  • Initial term: As defined in the contract.

  • Renewal: Automatically renews annually unless canceled with 90 days' notice.

  • Termination: Permitted for insolvency or unremedied material breach after 30 days’ notice.



8. Data privacy and security

  • Client data: Client retains ownership; Altafid is licensed to use data for operations.

  • Data handling: Altafid complies with data privacy laws and applies reasonable security policies.

  • Data breach response: Altafid will notify the client and support investigations.



9. Status of altafid; use of third parties

  • SaaS provider: Altafid is not an investment advisor.

  • Not a custodian: Altafid does not hold client assets and is not liable for third-party data accuracy.

  • Third party products: Use is subject to third-party terms, which must be respected by client users.



10. Disclaimers, limitation of liability, indemnification

  • Altafid disclaims all warranties not stated in the agreement.

  • Altafid does not provide investment advice or act as a fiduciary.

  • Neither party is liable for indirect or consequential damages.

  • Indemnification: Client agrees to protect Altafid from claims related to misuse, breaches, or third-party claims arising from the client’s use.



11. Confidentiality

  • General obligations: Client must protect Altafid’s confidential information with reasonable care.

  • What is confidential: Non-public or proprietary information shared under the agreement.

  • Duration: 3 years post-termination, or indefinitely for trade secrets.



12. Other provisions

  • Force majeure: Neither party is liable for delays caused by external events (e.g., natural disasters).

  • No assignment: Client cannot transfer rights without written approval.

  • Entire agreement: This document overrides all previous agreements.

  • Use of client name: Altafid may use it for marketing with prior consent.

  • Governing law: State of Delaware.

  • Dispute resolution: Arbitration in Minneapolis, MN under AAA rules.

  • Severability: Invalid clauses don’t affect the rest of the agreement.