Terms of Use

PLEASE READ THE FOLLOWING CAREFULLY! IT CONTAINS THE TERMS GOVERNING YOUR USE FOR THE SIMPLIFI™ PERSONAL PLANNING SERVICE.

By registering for and using the services contained herein, you agree and attest that:

• (1) you have read and understand this Advisory Agreement (the "Agreement");
• (2) you agree to all terms, conditions, and notices contained or referenced herein (the "Terms of Use");
• (3) you have the capacity and authority to enter into this Agreement;
• (4) you are a citizen or legal resident of the United States or any of its territories; and
• (5) you understand that clicking "I AGREE" is the legal equivalent of your manually signing this Agreement and that you will be legally bound      by its terms and conditions.

If you do not agree to these Terms of Use, do not use this site. We reserve the right, at our discretion, to update or revise these Terms of Use. Please check the Terms periodically for changes. Your continued use of this site following the posting of any changes to the Terms of Use constitutes acceptance of those changes.

NOTE TO CHILDREN UNDER 13 YEARS OF AGE: THE SIMPLIFI PERSONAL PLANNING SERVICE IS NOT FOR PERSONS UNDER THE AGE OF 13. If you are under 13 years of age, please do not use the SimpliFi Personal Planning Service.

THE SERVICES PROVIDED
The SimpliFiTM Personal Planning Service (the "Service") offers several different modules to help you create a goal-based financial plan. Among these modules are:

• •PROFILE: This section includes My Dashboard, which provides a summary of your plan; Report Card, which gives tips on how to improve your GPA; Financial Snapshot, which shows information about your current income, assets, and liabilities; and My Info, which shows information about your account and contact preferences.
• •PLAN: This section include the following modules:
• •Goals: This module helps you identify future life goals with financial implications and enter specific detail about these goals, including type, date, and expected costs.
• •Retirement: This module helps you review and edit the inputs to your retirement goal(s) and see the impact any changes may have on your required investment allocation.
• •Debt: This module helps you see all of your consumer debts (credit cards, personal loans) and see the impact that additional payments may have on how fast you can pay off these loans.
• •Life Insurance: This module helps you estimate how much life insurance you may need based on a number of factors, such as income replacement, paying off debts, funeral expenses, and paying for ongoing childcare expenses. You can also edit your current life insurance holdings here.
• •Spending Plan: This module helps you construct a strategic monthly spending plan. It focuses on large spending categories, like funding goals, paying consumer debt, and paying for necessities and non-essentials.
• •ACHIEVE: This section provides two sets of recommended action steps, based on your current situation and stated financial goals. The first is the Financial Improvement Task (F.I.T.) List, which gives you near-term action items to tackle, like building an Emergency Fund, paying off credit card, and saving for annual goals. The second is the Goal Execution Task (G.E.T.) List, which gives you recommended monthly investment targets for the goals you entered. These amounts are calculated based on the inputs you made in other sections, so these numbers may change if you change any of these inputs at a later date.
• •MANAGE: This section helps you collect and aggregate balance and transactional data from your current financial accounts, including checking, savings, investment, and loan accounts. You will be required to enter your username and password to aggregate account data, but we will not have access to or store this information. Every time you log back in, your account data will be refreshed. For more information, please see the section entitled "Account Aggregation Terms of Use" at the end of this Agreement. (NOTE: THIS SECTION WILL ONLY BE AVAILABLE TO CUSTOMERS WITH PREMIER ACCOUNT STATUS)

LIMITATIONS OF THE SERVICE
The Service's projections and advice are based on inputs you provide about your current financial, personal and family status, as well as on general market and financial conditions existing on the date you use the Service. The Service does not monitor, review or update its recommendations or projections on an on-going basis, nor does it have the capability to monitor or review your investment decisions made in reliance on its recommendations. Because the Service's utility depends on the completeness, accuracy and timeliness of the information you provide it, you are solely responsible for reviewing and updating that information within the Service.

Please note that, while the Service accounts for all assets that you choose to input, it is not designed to provide advice on how to structure your overall goal-based holdings (i.e. your assets both inside and outside of your goal-based plan). Instead, the Service only provides advice on how to structure the holdings within your goal-based plan(s). Because of this, it may be more difficult for you to reasonably achieve your goal-based objectives if the choices in your goal-based plan(s) are not extensive. Consult with your professional financial adviser to discuss how other investment options can be combined with your SimpliFi allocations to best meet your overall goal-based objectives.

THE SERVICE DOES NOT GUARANTEE FUTURE RESULTS
IMPORTANT: The projections or other information generated by the SimpliFi Personal Planning Service regarding the likelihood of various investment outcomes are hypothetical in nature, do not reflect actual investment results and are not guarantees of future results.

The Service is a sophisticated goal-based planning tool that may be able to provide you with valuable guidance in reaching your goals. However, the Service's forecasts and projections are not guarantees of future results because they are derived from mathematical modeling techniques of the economic and financial markets that may or may not reflect actual conditions and events. As with any investment plan, the past performance and historical returns used to select particular investments are not necessarily indicative of the future performance of your investments or the success of any investment allocation plan.

While the Service can give you guidance on investment allocations that appear to best fit your goal-based needs within the limitations of your individual plan, you are solely responsible for using your own best judgment to choose the investments that are most suitable for you. You agree that, except as otherwise required by law, we will not be liable for any losses or damages (direct, indirect, or punitive) that may result from your investment decisions or your use of the Service or any data related to such use.

EVENTS BEYOND OUR CONTROL
You agree that SimpliFi will not be liable for any damages or losses caused directly or indirectly by any circumstance or condition beyond our reasonable control, including, without limitation, government restrictions, exchange or market rulings, suspension of trading, war, strikes, acts of God, extreme market volatility, abnormal trading volumes, technical computer problems, computer system failures and malfunctions, system access issues, system capacity issues, high internet traffic, the interruption or services or information, and other similar problems and defects.

DISCLAIMER OF WARRANTIES
ALL MATERIALS, INFORMATION, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE SERVICE (THE "CONTENT") ARE PROVIDED "AS IS" AND "AS AVAILABLE" FOR YOUR USE. THE CONTENT IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT. SIMPLIFI, ITS SUBSIDIARIES, ASSOCIATES, AND ITS LICENSORS DO NOT WARRANT THAT THE SERVICE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE CONTENT IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOUR USE OF THE SERVICE IS SOLELY AT YOUR RISK. BECAUSE SOME JURISDICTIONS DO NOT PERMIT THE EXCLUSION OF CERTAIN WARRANTIES, THESE EXCLUSIONS MAY NOT APPLY TO YOU.

LIMITATION OF LIABILITY
UNDER NO CIRCUMSTANCES SHALL SIMPLIFI, ITS SUBSIDIARIES, ITS ASSOCIATES, OR ITS LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THIS SITE. THIS LIMITATION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF SIMPLIFI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SIMPLIFI'S LIABILITY IN SUCH JURISDICTIONS SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW.

INDEMNIFICATION
You agree to defend, indemnify, and hold harmless SimpliFi and its subsidiary and other affiliated companies, and their employees, contractors, officers, and directors from all liabilities, claims, and expenses, including attorney's fees, that arise from your use or misuse of this site. SimpliFi reserves the right, at it own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with SimpliFi in asserting any available defenses.

PROPRIETARY RIGHTS
You acknowledge and agree that the investment research, data, analyses and opinions and all other content (collectively the "Information") provided to you through the Service are protected by copyrights, trademarks, service marks, patents, trade secrets, or other proprietary rights and laws. Except as expressly authorized by SimpliFi, you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publish, adapt, edit, or create derivative works from such materials or content. Systematic retrieval of data or other content from this site to create or compile, directly or indirectly, a collection, compilation, database or directory without written permission from SimpliFi is prohibited. In addition, use of the content or materials for any purpose not expressly permitted in these Terms of Use is prohibited.

You further agree that the Information is provided solely for your personal information purposes and that the Information provided may differ from that obtained elsewhere because of investment policies and procedures mandated by your fund or plan fiduciaries.

As noted above, reproduction, copying, or redistribution for commercial purposes of any materials or design elements on this site is strictly prohibited without the express written permission of SimpliFi.

DURATION OF AGREEMENT AND CANCELLATION
As a Retail User, the term of this Agreement will continue, unless terminated by either you or SimpliFi, from the date you click the "I ACCEPT" button. You have the absolute right to cancel this agreement at any time; likewise, SimpliFi reserves the right to, in our sole discretion, terminate your access to all or part of the Service, with or without notice. All arbitration provisions, indemnifications, and limitations provided for in this Agreement shall survive termination or expiration. This Agreement, and the corollary right to use the Service, will cease upon termination.

ASSIGNMENT
Neither party may assign this Agreement without the prior written consent of the other party.

ARBITRATION AGREEMENT AND DISCLOSURES
You agree that any controversy or claim arising between SimpliFi and you and relating to the Service or this Agreement will first be resolved informally, through good faith negotiation between the parties. If any such dispute cannot be so resolved, you agree to resolve the dispute by binding arbitration. Such arbitration will be conducted in accordance with the rules then in effect of JAMS/Endispute or the American Arbitration Association. Any award made in arbitration will be final and binding, and judgment on such award may be entered in any court having jurisdiction. This arbitration provision will be enforced and interpreted exclusively in accordance with applicable federal laws of the United States, including the Federal Arbitration Act. Any costs, attorneys' fees or taxes involved in confirming or enforcing the award will be fully assessed against and paid by the party resisting confirmation or enforcement of said award.

GOVERNING LAWS
This Agreement shall be governed by and construed in accordance with the laws of the State of North Carolina, excluding its conflicts of law rules. You expressly agree that the exclusive jurisdiction for any claim or action arising out of or relating to these Terms of Use or your use of the Service shall be filed only in the state or federal courts located in Forsyth County of the State of North Carolina, and you further agree and submit to the exercise of personal jurisdiction of such courts for purpose of litigating any such claim or action. Nothing in this Agreement shall be construed to be inconsistent with the Investment Advisers Act of 1940 or any other applicable state or federal law or regulation.

ACKNOWLEDGMENT OF ELECTRONIC COMMUNICATIONS
You agree that we may communicate information required under this Agreement and under state and federal law to you through the e-mail address you supplied. You agree to notify us of any change in this e-mail address immediately, and SimpliFi may rely on the most recent e-mail address that you provided to us.

COMMUNICATION WITH SIMPLIFI
You may send notices or other information to us by:

• Overnight mail or U.S. mail:
• SimpliFi, LLC
• 401 W.Fourth Street
• Suite 100
• Winston-Salem, NC 27101
• Email:
• help@gosimplifi.com
• Facsimile transmission:
• (336) 724-4757

SEVERABILITY AND INTEGRATION
Unless otherwise specified herein, this Agreement constitutes the entire agreement between you and SimpliFi with respect to the Service and supersedes all prior or contemporaneous communications and proposals (whether oral, written, or electronic) between you and SimpliFi with respect to the Service. If any portion of this Agreement is held to be invalid or unenforceable under applicable law, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions of this Agreement shall remain in full force and effect.

THIRD PARTY SITES
This site may provide links to other sites on the Internet. These other sites are not under the control of SimpliFi, and you acknowledge that SimpliFi is not responsible for the accuracy, copyright compliance, legality, or any other aspect of the content of such sites. The inclusion of such a link does not imply endorsement of the site by SimpliFi or any association with its operators.

ACCOUNT AGGREGATION TERMS OF USE
If you choose to use the account aggregation capabilities provided within the SimpliFi service, here are the terms governing your use (these are in addition to all other terms outlined herein):

Provide Accurate Information. You, the end user, agree to provide true, accurate, current and complete information about yourself and your accounts maintained at other web sites and you agree to not misrepresent your identity or your account information. You agree to keep your account information up to date and accurate.

Proprietary Rights. You are permitted to use content delivered to you through the service only on the service. You may not copy, reproduce, distribute, or create derivative works from this content. Further, you agree not to reverse engineer or reverse compile any of the service technology, including but not limited to, any Java applets associated with the service.

Content You Provide. You are licensing to SimpliFi and its service providers, including Yodlee, Inc. ("Yodlee"), any information, data, passwords, materials or other content (collectively, "Content") you provide through or to the service. SimpliFi and Yodlee may use, modify, display, distribute and create new material using such Content to provide the service to you. By submitting Content, you automatically agree, or promise that the owner of such Content has expressly agreed that, without any particular time limit, and without the payment of any fees, SimpliFi and Yodlee may use the Content for the purposes set out above.

Third Party Accounts. By using the service, you authorize SimpliFi and Yodlee to access third party sites designated by you, on your behalf, to retrieve information requested by you, and to register for accounts requested by you. For all purposes hereof, you hereby grant SimpliFi and Yodlee a limited power of attorney, and you hereby appoint SimpliFi and Yodlee as your true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for you and in your name, place and stead, in any and all capacities, to access third party internet sites, servers or documents, retrieve information, and use your information, all as described above, with the full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection with such activities, as fully to all intents and purposes as you might or could do in person. YOU ACKNOWLEDGE AND AGREE THAT WHEN SIMPLIFI OR YODLEE ACCESSES AND RETRIEVES INFORMATION FROM THIRD PARTY SITES, SIMPLIFI AND YODLEE ARE ACTING AS YOUR AGENT, AND NOT THE AGENT OR ON BEHALF OF THE THIRD PARTY. You agree that third party account providers shall be entitled to rely on the foregoing authorization, agency and power of attorney granted by you. You understand and agree that the service is not endorsed or sponsored by any third party account providers accessible through the service.

DISCLAIMER OF WARRANTIES. YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
YOUR USE OF THE SERVICE AND ALL INFORMATION, PRODUCTS AND OTHER CONTENT (INCLUDING THAT OF THIRD PARTIES) INCLUDED IN OR ACCESSIBLE FROM THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. SIMPLIFI AND YODLEE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND AS TO THE SERVICE AND ALL INFORMATION, PRODUCTS AND OTHER CONTENT (INCLUDING THAT OF THIRD PARTIES) INCLUDED IN OR ACCESSIBLE FROM THE SERVICE, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT.

SIMPLIFI AND YODLEE MAKE NO WARRANTY THAT (i) THE SERVICE WILL MEET YOUR REQUIREMENTS, (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS, OR (V) ANY ERRORS IN THE TECHNOLOGY WILL BE CORRECTED.

ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM SIMPLIFI OR YODLEE THROUGH OR FROM THE SERVICE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

LIMITATION OF LIABILITY. YOU AGREE THAT NEITHER SIMPLIFI OR YODLEE NOR ANY OF THEIR AFFILIATES, ACCOUNT PROVIDERS OR ANY OF THEIR AFFILIATES WILL BE LIABLE FOR ANY HARMS, WHICH LAWYERS AND COURTS OFTEN CALL DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, EVEN IF SIMPLIFI OR YODLEE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SERVICE; (ii) THE COST OF GETTING SUBSTITUTE GOODS AND SERVICES, (iii) ANY PRODUCTS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO, THROUGH OR FROM THE SERVICE; (iv) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (v) STATEMENTS OR CONDUCT OF ANYONE ON THE SERVICE; (vi) THE USE, INABILITY TO USE, UNAUTHORIZED USE, PERFORMANCE OR NON-PERFORMANCE OF ANY THIRD PARTY ACCOUNT PROVIDER SITE, EVEN IF THE PROVIDER HAS BEEN ADVISED PREVIOUSLY OF THE POSSIBILITY OF SUCH DAMAGES; OR (vii) ANY OTHER MATTER RELATING TO THE SERVICE.

Indemnification. You agree to protect and fully compensate SimpliFi and Yodlee and their affiliates from any and all third party claims, liability, damages, expenses and costs (including, but not limited to, reasonable attorneys fees) caused by or arising from your use of the service, your violation of these terms or your infringement, or infringement by any other user of your account, of any intellectual property or other right of anyone.

You agree that Yodlee is a third party beneficiary of the above provisions, with all rights to enforce such provisions as if Yodlee were a party to this Agreement.

BY CLICKING THE "I AGREE" BUTTON BELOW, YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND AGREE TO BE BOUND BY ITS TERMS.