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Terms of Use

Effective

The terms that govern your use of the Evolutions website and services — including important disclaimers, a limitation of liability, and an arbitration agreement with a class-action waiver.

1. Agreement to terms

These Terms of Use (“Terms”) are a binding agreement between you and Evolutions International Inc., a Delaware corporation (“Evolutions,” “we,” “us,” or “our”), and govern your access to and use of our website at evolutionshq.com (the “Site”) and any related products, tools, and services we provide (together with the Site, the “Services”). By accessing or using the Services, you agree to these Terms. If you do not agree, do not use the Services.

Please read Section 17 (Dispute resolution) carefully. It requires most disputes to be resolved by binding individual arbitration and includes a class-action and jury-trial waiver. You may opt out of arbitration within 30 days as described there.

2. Eligibility

The Services are intended for businesses and financial professionals. By using the Services, you represent that you are at least 18 years old, that you are using the Services for business or professional purposes, and that, if you act on behalf of an organization, you have authority to bind that organization to these Terms. The Services are not directed to consumers, and we do not offer them for personal, family, or household purposes.

3. The Services

Evolutions provides operating-system software for global asset management, including our platform for registered investment advisers and fund-administration tools for private-fund managers. At present, the Site is a pre-launch informational page. We may add, change, suspend, or discontinue any part of the Services at any time, and features described on the Site may not yet be available.

4. No investment, financial, tax, or legal advice

Evolutions provides software and technology tools — not advice. We are not an investment adviser, broker-dealer, accountant, or law firm, and we do not provide investment, financial, tax, accounting, or legal advice or recommendations. Nothing in the Services or on the Site is an offer, solicitation, or recommendation to buy or sell any security or to pursue any investment strategy.

Evolutions does not act as a fiduciary to you, your organization, or your clients. You remain solely responsible for your own decisions, for any fiduciary duties you owe your clients, and for complying with the laws and regulations that apply to you. No output of the Services is investment advice or an exercise of fiduciary discretion. Any information made available through the Services is for general informational purposes only, and you should obtain independent professional advice before making any financial decision.

5. Accounts

Some Services may require an account. Where they do, we will ask you to affirmatively agree to these Terms when you create the account. You agree to provide accurate information, keep it current, and keep your credentials confidential. You are responsible for all activity under your account and must notify us promptly of any unauthorized use. We may refuse, suspend, or terminate accounts at our discretion.

6. Acceptable use

You agree not to:

  • use the Services in violation of any law, regulation, or third-party right;
  • access, probe, or disrupt the Services or their security, or attempt to gain unauthorized access;
  • reverse engineer, copy, or create derivative works from the Services except as permitted by law;
  • introduce malware or use the Services to transmit harmful or unlawful content;
  • scrape, data-mine, or use automated means to access the Services without our permission;
  • submit personal information of third parties (including end-investor data) without the legal authority or consent required;
  • rely on the Services as a substitute for required regulatory filings or for discretionary investment decisions you owe your clients; or
  • use the Services to facilitate insider trading, market manipulation, or any violation of securities laws.

Violation of this Section is grounds for immediate suspension or termination of your access.

7. Intellectual property

The Services, including all software, text, designs, logos, and other content we provide, are owned by Evolutions or our licensors and protected by intellectual-property laws. Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for your internal business purposes. The “Evolutions” name and logo are our trademarks; you may not use them without our prior written permission. We reserve all rights not expressly granted.

8. Your content & feedback

If you send us suggestions, ideas, or feedback about the Services (“Feedback”), you grant us a perpetual, irrevocable, worldwide, royalty-free license to use it — including to improve the Services — without restriction or obligation to you, and we do not treat unsolicited Feedback as confidential. When our platform is available, the content and data customers submit to it will be governed by separate customer agreements and data-processing terms, as described in our Privacy Policy, not by this section.

9. Third-party services

The Services may link to or integrate with third-party products and websites that we do not control. We provide them for convenience and are not responsible for their content, policies, or practices. Your use of third-party services is governed by their terms, not ours.

10. Privacy

Our Privacy Policy explains how we handle personal information and is incorporated into these Terms by reference. By using the Services, you acknowledge the practices described there.

11. Disclaimers

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. TO THE FULLEST EXTENT PERMITTED BY LAW, EVOLUTIONS DISCLAIMS ALL WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

We do not warrant that the Services will be uninterrupted, secure, or error-free, or that any information provided through them is accurate or complete.

12. Limitation of liability

TO THE FULLEST EXTENT PERMITTED BY LAW, EVOLUTIONS AND ITS AFFILIATES, OFFICERS, EMPLOYEES, AND AGENTS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR INVESTMENT LOSSES, ARISING OUT OF OR RELATING TO THE SERVICES, WHETHER BASED ON CONTRACT, TORT, OR ANY OTHER THEORY, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICES WILL NOT EXCEED THE GREATER OF THE AMOUNTS YOU PAID US FOR THE SERVICES IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR FIVE HUNDRED U.S. DOLLARS (US$500).

Time limit for claims. Any claim arising out of or relating to the Services or these Terms must be filed within one year after the claim accrues, or it is permanently barred. This does not apply where applicable law does not permit the limitation period to be shortened; in that case the period prescribed by that law applies.

This cap does not limit your indemnification obligations under Section 13. Some jurisdictions do not allow certain limitations, so some of these may not apply to you.

13. Indemnification

You agree to indemnify and hold harmless Evolutions and its affiliates, officers, employees, and agents from any claims, losses, liabilities, and expenses (including reasonable attorneys’ fees) arising out of or relating to your use of the Services, your content, or your violation of these Terms or applicable law.

14. Term & termination

These Terms apply while you use the Services. We may suspend or terminate your access at any time, with or without notice, if we believe you have violated these Terms or to protect the Services or others. You may stop using the Services at any time. The provisions listed under Survival in General continue to apply after these Terms end.

15. Changes to these terms

We may update these Terms from time to time. When we do, we will revise the date shown at the top of this page and, for material changes, provide more prominent notice and, where feasible, ask you to re-accept before continuing to use the Services. Your continued use after an update means you accept the revised Terms.

16. Governing law

These Terms are governed by the laws of the State of Texas, without regard to its conflict-of-laws rules. Subject to the arbitration agreement below, the state and federal courts located in Tarrant County, Texas will have exclusive jurisdiction over any dispute not subject to arbitration.

17. Dispute resolution; arbitration & class-action waiver

Informal resolution first. Before filing a claim, you agree to try to resolve the dispute informally for at least 30 days, starting when you send written notice to the contact address in Section 20 describing the claim and the relief sought.

Binding arbitration. Except as stated below, any dispute arising out of or relating to these Terms or the Services will be resolved by binding individual arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules then in effect, rather than in court. Judgment on the award may be entered in any court of competent jurisdiction. If the AAA is unavailable, either party may ask a court to appoint an arbitrator under the Federal Arbitration Act. We will pay any AAA filing or administrative fees that exceed the cost of filing the same claim in court where required by law.

Class-action and jury-trial waiver. You and Evolutions may bring claims against the other only in an individual capacity, and not as a plaintiff or class member in any class, consolidated, or representative action. You and Evolutions waive any right to a jury trial.

Exceptions and opt-out. Either party may bring an individual claim in small-claims court or seek injunctive relief for intellectual-property or unauthorized-access claims. To opt out of arbitration, send written notice — your name, your email address, and a statement that you opt out — to the contact address in Section 20 with the subject “Arbitration Opt-Out” within 30 days of first accepting these Terms; opt-out is effective on sending and does not affect the rest of these Terms.

EEA and UK users. This Section applies only to the extent applicable law permits. If you are resident in, or your organization is established in, the European Economic Area or the United Kingdom, nothing in these Terms removes any right you have under mandatory local law to bring proceedings in the courts of your own country, or any other protection that law does not allow you to waive. To the extent mandatory law makes any part of this Section unenforceable as to you, that part does not apply to you and is severed as to you alone — the remainder of this Section still applies to you, and this Section applies in full to everyone else.

18. Sanctions & export controls

You represent that you are not located in, organized under the laws of, or ordinarily resident in any country or territory subject to comprehensive economic sanctions administered by the United States, the European Union, or the United Kingdom, and that you are not owned or controlled by, or acting on behalf of, any such person. You further represent that you are not named on any restricted-party list maintained by the U.S. government — including the Specially Designated Nationals and Blocked Persons List, the Denied Persons List, and the Entity List — or on any equivalent list maintained by the European Union or the United Kingdom.

You agree not to export, re-export, or make the Services available to any person described above, and not to use the Services for any purpose prohibited by applicable sanctions, export-control, or anti-money-laundering laws. You are responsible for obtaining any license or authorization those laws require for your use of the Services.

You make these representations each time you access or use the Services. If any of them stops being true, or we reasonably believe it has, we may suspend or terminate your access immediately and without notice, and take any other step we consider necessary to comply with those laws.

19. General

  • Entire agreement. These Terms, with any policies and customer agreements referenced here, are the entire agreement between you and Evolutions regarding the Services. You confirm that you have not relied on any representation, warranty, or other statement that is not expressly set out in these Terms, including anything said on the Site or in our marketing materials. Nothing here limits liability for fraud or fraudulent misrepresentation.
  • Severability. If any provision is held unenforceable, the rest remains in effect.
  • No waiver. Our failure to enforce a provision is not a waiver of it.
  • Assignment. You may not assign these Terms without our consent; we may assign them in connection with a merger, acquisition, or sale of assets.
  • Force majeure. Neither party is liable for delays or failures (other than payment) caused by events beyond its reasonable control, including acts of God, war, government action, pandemic, utility or internet failures, or cyberattacks. The affected party will give prompt notice and use reasonable efforts to resume; if a delay lasts beyond 60 days, either party may terminate the affected Services.
  • Electronic communications. You agree we may give notices to you electronically, and that electronic agreements and records satisfy any requirement that communications be in writing.
  • Survival. Sections 4 (No investment, financial, tax, or legal advice), 7 (Intellectual property), 8 (Your content & feedback), 11 (Disclaimers), 12 (Limitation of liability), 13 (Indemnification), 16 (Governing law), 17 (Dispute resolution), 18 (Sanctions & export controls), and this Section 19 survive any termination or expiry of these Terms, along with any other provision that by its nature should survive.

20. Contact us

Questions about these Terms, or arbitration opt-out notices, may be sent to legal@evolutionshq.com or by mail to Evolutions International Inc., 2817 Merrimac St, Fort Worth, TX 76107.