Terms of Service

WEALTH RECON TERMS OF SERVICE Version 2.0 Effective Date: June 4, 2026. Preamble and Acceptance These Terms of Service (the "Terms") form a binding and enforceable contract between Wealth Recon LLC, an Illinois limited liability company, with the notice address published in the Service and at Wealth Recon LLC, c/o Polsky Exchange North, 1452 E. 53rd St., 2nd Floor, Chicago, Illinois 60615 (referred to as "Wealth Recon," "we," "our," or "us"), and the financial professional or firm accessing or using the Service (referred to as "you" or "your"). The parties are sophisticated commercial parties transacting for business purposes in and affecting interstate commerce. You are not a consumer, and you are not acquiring the Service for personal, family, or household purposes. By creating an account, by clicking a button or check box that signals acceptance, by signing the Advisor Use Agreement through the electronic signature platform Wealth Recon designates, or by accessing or using any part of the Service, you accept these Terms, you agree that these Terms are entered into knowingly and voluntarily, and you represent and warrant that you have full authority to bind yourself and, if you act on behalf of a Firm, to bind that Firm to these Terms. If you do not have that authority, you must not accept these Terms or use the Service. The Service is offered only to United States based, licensed financial professionals and the firms that employ them. The Service is not directed to consumers, to non-United States users, or to any person younger than eighteen years of age. If you do not agree to these Terms, do not access or use the Service.

1. Definitions Capitalized terms used in these Terms have the meanings set out below or where the term is first used in context. "Advisor" means a financial professional who accepts these Terms and accesses the Service in a personal capacity or on behalf of a Firm. "Advisor Use Agreement" means the separate agreement signed by Advisor through the electronic signature platform designated by Wealth Recon that governs Advisor specific use obligations. "Authorized User" means an individual who is an Advisor, an employee of a Firm, or a contractor of a Firm who is permitted by the Firm to access the Service under the Firm account. "Dossier" means any prospect research output produced by the Service for a Subject. "Firm" means the entity, if any, that employs or contracts an Advisor and whose account or seat the Advisor uses to access the Service. "Output" means any text, citation, summary, contact reference, public-record reference, classification, or other content produced by the Service, including each Dossier. "Service" means the Wealth Recon website, web application, application programming interfaces, and related products and features that Wealth Recon makes available, including any Output. "Subject" means an individual or entity that is the subject of a Dossier. "Subscription Term" means the period of time during which Advisor or Firm has a paid right to access the Service, as set out in the applicable order or plan description. "Your Content" means information, data, or other content that Advisor or Firm submits to or generates within the Service, other than Output.
2. Eligibility, Registration, and Account Security You may access the Service only if (a) you are at least eighteen years of age, (b) you reside in the United States, (c) you are either a financial professional currently licensed or registered to conduct your line of business in the United States or an authorized employee of a Firm that employs such professionals, and (d) your use of the Service is permitted by every regulator, self-regulatory organization, and Firm policy that has authority over your professional activities. To use the Service, you must register an account and provide accurate, current, and complete information. You agree to keep that information current. You are responsible for safeguarding your credentials, for all activity that occurs under your account, and for ensuring that each Authorized User who accesses the Service through your account complies with these Terms. You will notify Wealth Recon promptly at the notice address published in the Service if you suspect any unauthorized use of your account or any compromise of your credentials.
3. Nature of the Service The Service is a business-to-business research and information product. The Service generates Dossiers and other Output by retrieving, structuring, and summarizing information from publicly available and licensed third-party sources, including with the assistance of artificial intelligence systems. The Service is intended to support, not replace, the Advisor independent research, judgment, and compliance processes. You acknowledge and agree that Wealth Recon is not, and does not act as, a broker-dealer, investment adviser, investment adviser representative, insurance producer, fiduciary, attorney, accountant, tax preparer, or compliance officer, and that nothing in the Service or these Terms creates any advisory, fiduciary, agency, or professional-client relationship between you and Wealth Recon. The Service does not provide, and no Output constitutes, investment advice, legal advice, tax advice, insurance advice, compliance advice, a suitability or best-interest determination, or a recommendation to buy, sell, or hold any security, insurance product, annuity, or other financial instrument or strategy. No Output is a determination that any product, service, or strategy is suitable, appropriate, or in the best interest of any person. You acknowledge and agree that you are solely responsible for every decision you make, every communication you have with a client, prospect, regulator, or third party, and every product, service, or strategy you recommend, and that you do not and will not rely on Wealth Recon or any Output as the basis for any such decision, communication, or recommendation without your own independent verification and professional judgment. You will comply with all rules of the Securities and Exchange Commission, the Financial Industry Regulatory Authority, the Municipal Securities Rulemaking Board, state securities and insurance regulators, the Department of Labor, your Firm, and every other regulator or self-regulatory organization that applies to you. As between you and Wealth Recon, you bear sole responsibility for your regulatory compliance, including any obligation under Regulation Best Interest, the Investment Advisers Act of 1940, and the fiduciary and recordkeeping rules that apply to you.
4. Public Source and Artificial Intelligence Limitations Dossiers are assembled from public records, regulatory filings, news media, social media, business registries, licensed data feeds, and other publicly available or licensed sources. Public sources can be incomplete, outdated, inaccurate, mismatched to the wrong individual, or restricted by terms of use or privacy rules that change over time. Wealth Recon does not guarantee that any source remains accessible or unchanged after a Dossier is generated. Wealth Recon enforces a product rule that no factual claim is published in a Dossier without a verifiable source Uniform Resource Locator that Advisor can open and read. The rule is enforced in the dossier pipeline itself, not as a manual review step. Wealth Recon does not represent that any source remains live, that any source supports the cited statement on independent review, or that any source is itself accurate. Advisor remains responsible for opening each cited source and confirming the underlying fact before relying on it. The Service uses artificial intelligence systems to retrieve, summarize, classify, structure, and present research. Artificial intelligence systems can produce content that is incorrect, fabricated, biased, mismatched to the wrong subject, or outdated. The Service may surface a citation that does not in fact support the cited statement, may attribute a fact to the wrong person, or may generate summaries that are technically inaccurate. Output is a research starting point. Advisor will not treat Output as a finished work product, a verified factual record, or a substitute for Advisor own due diligence. Wealth Recon does not use Your Content, queries, saved Subjects, or Output content specific to Advisor to train Wealth Recon foundation models or to train any third-party model in a manner that would expose Your Content or Output outside the Service. Wealth Recon may use aggregated and de-identified information about Service usage to operate, secure, debug, and improve the Service.
5. Advisor Verification Obligation Advisor will review each Dossier and each Output before relying on it for any client or prospect interaction. Advisor will independently verify the identity of any Subject and the accuracy of any data point on which Advisor intends to rely. Advisor will not communicate to a client, prospect, regulator, or other third party any fact obtained from a Dossier without first verifying that fact in an independent source. Advisor will document Advisor verification steps in a manner consistent with Firm policies and applicable recordkeeping rules.
6. Dossier Cache and Cross-User Invisibility To improve performance and reduce duplicative research, Wealth Recon caches Dossier components and may reuse cached content in subsequent Dossiers for the same Subject, including Dossiers requested by other Advisors. You acknowledge, consent to, and agree to this caching and reuse model as a fundamental feature of the Service. You understand and agree that a Dossier returned to you may consist in whole or in part of cached content generated in connection with an earlier request, that each Dossier request consumes one credit from your account regardless of whether any agents run or whether cached content is returned, and that the cache controls only what agents run on a given request and never whether a credit is consumed. The cache operates in three tiers: if a Dossier on the same Subject was generated within the past twenty-four hours, the cached Dossier is returned silently and no agents run; if a Dossier on the same Subject was generated within the past twenty-four hours to thirty days, the cached Dossier is returned and a refresh agent runs in the background to update stale fields; if a Dossier on the same Subject is more than thirty days old or has never been generated, a full agent pipeline runs and the Dossier is rebuilt from sources. The requesting Advisor sees only the date of the Advisor own request and is not shown a cache-state indicator. Cached content is not attributed to any prior Advisor, does not disclose any prior Advisor identity, and does not reveal whether any prior research occurred on a Subject. Other users of the Service cannot see Advisor Dossiers, queries, saved Subjects, or the fact that Advisor researched any particular Subject. Wealth Recon does not disclose to any other user whether a Subject has previously been researched, including within the same Firm. The cross-Advisor invisibility rule applies absolutely and is enforced in the Dossier pipeline. To operate the Service across its user base, Wealth Recon may extract the corrected factual values and public-source references that result from Advisor use, including inline corrections an Advisor makes to a Dossier, and may reuse them, in de-identified form that does not reveal the identity of any Advisor or Firm, to improve the accuracy of Dossiers later generated for any Advisor, including Advisors at other Firms. Reused material is limited to the corrected factual value and its public source and never includes the identity of the contributing Advisor or Firm, that Advisor notes, or any Advisor-specific content. You acknowledge, consent to, and agree to this reuse as a fundamental feature of the Service. This reuse is a permitted use of the Service substrate and is carved out of the confidentiality obligations in these Terms; the corrected factual values and public-source references reused under this section are not Your Content and are not Confidential Information of Advisor or Firm.
7. Privacy of Subjects, FCRA, and GLBA The individuals who are Subjects of Dossiers have privacy rights under federal and state law. Advisor will use Dossiers only for lawful, legitimate business purposes connected to evaluating, contacting, or serving a prospective or existing client. Advisor will not use the Service or any Output for any of the following: • Determining a Subject eligibility for credit, insurance, employment, housing, government benefits, tenancy, or any other purpose covered by the Fair Credit Reporting Act, fifteen United States Code section sixteen eighty-one and following. • Any activity that violates the Gramm-Leach-Bliley Act, including reuse of nonpublic personal information of consumers outside the limited business purpose permitted by the financial institution that provided the information. • Any activity that violates the Illinois Biometric Information Privacy Act, the Illinois Personal Information Protection Act, the California Consumer Privacy Act and California Privacy Rights Act, the Virginia Consumer Data Protection Act, the Colorado Privacy Act, the Connecticut Data Privacy Act, the Utah Consumer Privacy Act, the Texas Data Privacy and Security Act, or any other state privacy or biometric law. • Any activity that violates the Telephone Consumer Protection Act, the CAN-SPAM Act, state do-not-call or solicitation rules, anti-money laundering laws, sanctions laws administered by the Office of Foreign Assets Control, or anti-discrimination laws. The Service is not a consumer reporting agency, no Output is a consumer report or an investigative consumer report, and Wealth Recon does not assemble or provide Output for any purpose covered by the Fair Credit Reporting Act. Wealth Recon does not authorize, and you must not make, any use of Output as a consumer report or for any permissible purpose under the Fair Credit Reporting Act. Each time you request or use Output, you certify that you are not requesting or using the Output, in whole or in part, for any purpose covered by the Fair Credit Reporting Act, consistent with the Fair Credit Reporting Act Certification in the Advisor Use Agreement. Any use of Output for a Fair Credit Reporting Act purpose is a material breach of these Terms, immediately terminates the license granted in the Intellectual Property section, and is subject to the Indemnification section. Wealth Recon does not process biometric identifiers or biometric information as defined by the Illinois Biometric Information Privacy Act and does not provide voiceprints, faceprints, retina scans, or similar identifiers as part of any Output. Wealth Recon maintains administrative, technical, and physical safeguards designed to protect nonpublic personal information consistent with the Gramm-Leach-Bliley Act Safeguards Rule and reasonable industry practice. Wealth Recon publishes a Privacy Policy describing its information practices, which is incorporated into these Terms by reference. If a Subject submits a verifiable privacy request to Wealth Recon under applicable law, Wealth Recon may take reasonable steps to respond, may inform the Subject of the categories of information processed, may remove or restrict use of certain information, and may notify Advisor of the request when required.
8. Prohibited Uses Advisor will not, and will not permit any Authorized User or third party to: • Use the Service or any Output to harass, stalk, threaten, defraud, intimidate, or unlawfully discriminate against any person. • Resell, sublicense, transfer, share for compensation, or otherwise commercially redistribute any Output to any party that is not an Authorized User under Advisor or Firm account. • Scrape, crawl, mirror, or use any automated means to extract data from the Service in a way that Wealth Recon has not expressly authorized in writing. • Reverse engineer, decompile, disassemble, or attempt to derive the source code, prompts, models, weights, or underlying training data of the Service, except to the limited extent applicable law expressly permits this conduct despite a contractual restriction. • Use the Service or any Output to train any artificial intelligence or machine learning model, or to develop a product that competes with the Service. • Impersonate any person, share account credentials, attempt to access another user account, or interfere with the security or integrity of the Service. • Use the Service in any manner that violates any applicable law or regulation, including the Securities Exchange Act of 1934, the Investment Advisers Act of 1940, the Investment Company Act of 1940, state securities and insurance laws, the Fair Credit Reporting Act, the Gramm-Leach-Bliley Act, the Telephone Consumer Protection Act, the CAN-SPAM Act, the Illinois Biometric Information Privacy Act, or any state privacy or consumer protection law. Any violation of this Prohibited Uses section is a material breach of these Terms. On any such breach, Wealth Recon may immediately suspend or terminate your access to the Service and the license granted in the Intellectual Property section without prior notice, and the breach is subject to the Indemnification section.
9. Fees, Credits, Refunds, Overages, and Taxes The Service is offered on a paid basis. You agree to pay all fees associated with your account, including subscription fees, credit purchases, overage charges, and applicable taxes other than taxes on Wealth Recon net income. Credits are units that authorize Dossier generation or other Service activity. Credits are nontransferable, have no cash value, and expire on the terms stated in your plan. Except where required by applicable law, all fees are nonrefundable. Subscriptions renew automatically for successive periods of the same length unless you cancel before the renewal date through the procedure in the Service. You authorize Wealth Recon and its payment processor to charge your payment method on file for the subscription fee, any overage charges, any Pay-Per-Dossier purchase you make, and applicable taxes, on a recurring basis until you cancel, and you agree to keep a valid payment method on file. Wealth Recon may change pricing for renewal terms by notice given at least thirty days before the renewal date, and your continued use after the renewal date is acceptance of the changed price. Wealth Recon may suspend or terminate your account for nonpayment, suspected fraud, violation of these Terms, or risk to other users or the Service. The current published plans are the Solo subscription, the Professional subscription, and a Pay-Per-Dossier option, each at the price displayed on the pricing page. The Firm tier is available on a contact-sales basis with no public list price. Each subscription includes a monthly credit allowance and a monthly overage cap as published on the pricing page. Wealth Recon does not offer an unlimited plan. The pricing page is the controlling reference for all current published prices and is incorporated by reference. If a price stated anywhere in these Terms ever conflicts with the price displayed at the point of purchase, the price displayed at the point of purchase controls. 9a. Trial New Advisor accounts are granted a trial allowance of two Dossier credits at no charge and without a credit card on file. Trial access is gated by licensed-advisor verification, which combines a query against the Financial Industry Regulatory Authority BrokerCheck database, a query against the Securities and Exchange Commission Investment Adviser Public Disclosure database, and a work-email-domain match. Verifications that pass all three checks grant instant access. Applications that fail or are incomplete on any of the three checks are routed to a manual review queue and may be approved, declined, or asked for additional information. Trial credits are nontransferable, have no cash value, and expire on the terms stated in the Account page in the Service. Continued use beyond the trial allowance requires a paid plan or a Pay-Per-Dossier purchase.
10. Intellectual Property Wealth Recon and its licensors own all right, title, and interest in the Service, including its software, models, prompts, weights, design, user interface, documentation, and all content other than Your Content. Subject to your continuing compliance with these Terms and payment of all fees, Wealth Recon grants you a limited, nonexclusive, nontransferable, revocable license during the Subscription Term to access and use the Service and to use Output internally in your business as a licensed financial professional or Firm. Wealth Recon reserves all rights not expressly granted. You retain ownership of Your Content. You grant Wealth Recon a worldwide, royalty-free, nonexclusive license to host, process, transmit, display, and create derivative works of Your Content solely to operate, secure, and improve the Service and to provide the Service to you. This license ends when Your Content is deleted from the Service, except for the aggregated and de-identified data described below and for residual copies retained in routine backups and as required by law. Wealth Recon may use aggregated, de-identified data derived from Service usage for analytics, security, fraud prevention, and product improvement, including the corrected factual values and public-source references described in the Dossier Cache and Cross-User Invisibility section. Wealth Recon will defend Advisor and Firm against any third-party claim that the Service, as provided by Wealth Recon and used in accordance with these Terms, infringes a United States patent, registered copyright, or trademark, and will pay damages and reasonable attorneys fees finally awarded by a court of competent jurisdiction or agreed in settlement, provided Advisor or Firm promptly notifies Wealth Recon of the claim, allows Wealth Recon to control the defense and settlement, and reasonably cooperates with Wealth Recon. If Wealth Recon believes that the Service infringes, Wealth Recon may at its option (a) procure for you the right to continue using the Service, (b) modify the Service to be non-infringing, or (c) terminate the affected account and refund any prepaid fees for the unused portion of the Subscription Term. Wealth Recon has no obligation under this section for any claim that arises from (i) Your Content, (ii) your use of the Service in violation of these Terms or applicable law, (iii) your combination of the Service with any product, service, data, or process not provided by Wealth Recon, (iv) any modification of the Service not made by Wealth Recon, or (v) your continued use of an allegedly infringing version after Wealth Recon makes a non-infringing version available. This section states Wealth Recon entire obligation and Advisor and Firm exclusive remedy for any third-party infringement claim concerning the Service.
11. Confidentiality "Confidential Information" means non-public information disclosed by one party (the "Disclosing Party") to the other party (the "Receiving Party") that is identified as confidential or that a reasonable person would understand to be confidential given its nature and the circumstances of disclosure. Confidential Information of Wealth Recon includes the non-public features, designs, prompts, models, weights, pricing, and security information of the Service. Confidential Information of Advisor or Firm includes Your Content and Advisor identifying information. The Receiving Party will use Confidential Information only to perform under these Terms, will protect it with at least the same care it uses for its own confidential information of similar importance and in no event less than reasonable care, and will disclose it only to its personnel and contractors who have a need to know and who are bound by confidentiality obligations at least as protective. Confidential Information does not include information that the Receiving Party can demonstrate was (a) publicly known through no fault of the Receiving Party, (b) lawfully known to the Receiving Party without confidentiality obligation before disclosure, (c) lawfully received from a third party without confidentiality obligation, or (d) independently developed without use of the Disclosing Party Confidential Information. The Receiving Party may disclose Confidential Information to the extent required by law, regulation, or court order if it gives the Disclosing Party prompt prior notice when legally permitted and reasonably cooperates with any effort to limit or contest the required disclosure. On the Disclosing Party written request after termination, the Receiving Party will return or destroy the Disclosing Party Confidential Information then in its possession, except for copies retained in routine backups and as required by law, which remain subject to this section for as long as they are retained. Each party confidentiality obligations under this section continue for three years after termination, except that obligations as to trade secrets and as to Your Content continue for as long as the information remains protected under applicable law.
12. Information Security and Breach Notification Wealth Recon maintains a written information security program that includes administrative, technical, and physical safeguards designed to protect the Service and Your Content against unauthorized access, use, disclosure, alteration, and destruction, using measures that are commercially reasonable for a business of Wealth Recon size and the sensitivity of the data. These measures are designed to include encryption of Your Content in transit and at rest, role-based access controls, vendor risk management, vulnerability management, and audit logging. The specific controls may evolve over time, provided that Wealth Recon does not materially degrade the overall level of protection. If Wealth Recon confirms an unauthorized acquisition of Your Content under its control, Wealth Recon will notify Advisor or Firm without undue delay and as required by applicable law, consistent with the legitimate needs of law enforcement and any time needed to investigate and restore the integrity of the Service. This section states Wealth Recon entire obligation with respect to data security, and Wealth Recon makes no other representation or warranty regarding security.
13. Disclaimer of Warranties EXCEPT FOR THE LIMITED WARRANTIES EXPRESSLY STATED IN THESE TERMS, THE SERVICE, ALL OUTPUT, AND ALL DOSSIERS ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITH ALL FAULTS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WEALTH RECON AND ITS LICENSORS DISCLAIM ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS, IMPLIED, STATUTORY, OR ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NONINFRINGEMENT, AND ANY WARRANTY OF ACCURACY, COMPLETENESS, CURRENCY, RELIABILITY, OR QUIET ENJOYMENT. WEALTH RECON DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, ERROR FREE, SECURE, OR FREE OF HARMFUL COMPONENTS, OR THAT ANY OUTPUT WILL BE ACCURATE, COMPLETE, CURRENT, OR FIT FOR ANY PARTICULAR USE. YOU ACKNOWLEDGE THAT OUTPUT IS INFORMATIONAL ONLY, THAT ANY RELIANCE ON OUTPUT IS AT YOUR OWN RISK, AND THAT NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM WEALTH RECON OR THROUGH THE SERVICE CREATES ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THESE EXCLUSIONS MAY NOT APPLY TO YOU.
14. Limitation of Liability To the maximum extent permitted by law, and except as stated in the last paragraph of this section, neither party will be liable to the other for any indirect, incidental, consequential, special, exemplary, or punitive damages, or for any lost profits, lost revenue, lost data, lost goodwill, lost opportunities, or business interruption, however caused and under any theory of liability, even if advised of the possibility of such damages and even if a remedy fails of its essential purpose. To the maximum extent permitted by law, the total aggregate liability of Wealth Recon and its licensors and suppliers for all claims arising out of or relating to the Service or these Terms, whether in contract, tort, statute, or otherwise, will not exceed the total fees Advisor or Firm paid to Wealth Recon for the Service during the twelve months immediately preceding the event giving rise to the claim. This cap is cumulative across all claims and does not reset with each claim. The exclusion of damages in the first paragraph of this section and the liability cap in the second paragraph do not apply to (i) your obligation to pay fees due under these Terms, (ii) your indemnification obligations under these Terms, (iii) either party breach of the Confidentiality section, (iv) your breach of the Prohibited Uses or Intellectual Property sections, (v) either party gross negligence, willful misconduct, or fraud, or (vi) liability that cannot be limited or excluded under applicable law. The parties agree that the allocation of risk in this section is a material basis of the bargain and that the fees would be substantially higher without it.
15. Indemnification by Advisor and Firm Advisor and Firm will defend, indemnify, and hold harmless Wealth Recon and its officers, directors, employees, contractors, licensors, and affiliates from and against any third-party claim, and will pay damages, costs, and reasonable attorneys fees finally awarded against Wealth Recon or agreed in settlement, arising out of or related to (a) Advisor or Firm use of the Service or any Output, (b) any action Advisor or Firm took based on Output, (c) Advisor or Firm breach of these Terms or the Advisor Use Agreement, (d) Advisor or Firm violation of any law or regulation, including the Fair Credit Reporting Act, the Gramm-Leach-Bliley Act, the Illinois Biometric Information Privacy Act, the Telephone Consumer Protection Act, or any state privacy law, (e) any communication Advisor or Firm made with a client, prospect, regulator, or other third party in reliance on Output, or (f) any complaint, dispute, regulatory inquiry, or proceeding brought by a Subject relating to Advisor or Firm use of a Dossier. Wealth Recon will give Advisor written notice of any claim for which it seeks indemnification within a reasonable time after Wealth Recon becomes aware of it, provided that any delay in notice relieves Advisor of its obligations only to the extent the delay actually prejudices the defense. Advisor will assume and diligently conduct the defense of the claim with counsel reasonably acceptable to Wealth Recon, and Wealth Recon will reasonably cooperate at Advisor expense. Wealth Recon may participate in the defense at its own expense with counsel of its choice. Advisor will not settle any claim in a manner that imposes any liability, payment, admission of fault, or non-monetary obligation on Wealth Recon, or that does not fully release Wealth Recon, without Wealth Recon prior written consent. If Advisor fails to promptly assume or diligently conduct the defense, Wealth Recon may, on notice to Advisor, assume control of the defense and settlement at Advisor expense, and Advisor will remain responsible for all indemnified amounts. Advisor obligations under this section are not subject to the liability cap in the Limitation of Liability section and survive termination.
16. Records and Audit Advisor will maintain records of Advisor use of the Service sufficient to demonstrate compliance with these Terms and the Advisor Use Agreement, including records of Advisor verification steps for facts relied on from Dossiers. On at least thirty days written notice and not more than once in any twelve-month period, Wealth Recon may, directly or through a qualified third-party auditor bound by confidentiality, review those records solely to verify Advisor compliance with the Fair Credit Reporting Act prohibition, the Prohibited Uses, and the Privacy section. The audit will occur during normal business hours and will not unreasonably interfere with Advisor operations.
17. Binding Arbitration, Class Waiver, and Opt-Out These Terms and the Service involve, evidence, and affect interstate commerce, and the Federal Arbitration Act governs the interpretation and enforcement of this agreement to arbitrate. Advisor and Wealth Recon agree that any dispute, claim, or controversy arising out of or relating to these Terms, the Advisor Use Agreement, or the Service, including the formation, validity, scope, or enforceability of this arbitration agreement, will be resolved by final and binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. The arbitration will be conducted by a single arbitrator in Cook County, Illinois, or by video conference if both parties agree. The arbitrator will issue a reasoned written award. Judgment on the award may be entered in any court of competent jurisdiction. The arbitrator, and not any federal, state, or local court or agency, has the exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability, or formation of this arbitration agreement, except as stated in the class-waiver paragraph below. Before initiating arbitration, the party raising the dispute will send the other party a written notice of dispute that describes the claim and the relief sought, and the parties will confer in good faith to attempt to resolve the dispute for sixty days after that notice is received. This notice-and-confer step is a condition precedent to arbitration, and the deadline to begin arbitration is tolled while the parties confer. Each party will bear its own attorneys fees and costs, and the parties will share the arbitrator and administrative fees, except that the arbitrator may award fees and costs to the prevailing party to the extent a statute or these Terms allows. Advisor and Wealth Recon each waive any right to bring or participate in any class, collective, mass, or representative action against the other. The arbitrator may not consolidate more than one party claims or otherwise preside over any form of class or representative proceeding. The parties have never agreed to class arbitration, and the arbitrator has no authority to conduct any class, collective, mass, or representative arbitration. This class-action waiver is not severable from the agreement to arbitrate: if this waiver is found unenforceable as to any claim, then the agreement to arbitrate is null and void as to that claim only, and that claim will proceed in court subject to the Governing Law and Venue section, while all other claims remain in arbitration. If twenty-five or more similar arbitration demands are submitted against Wealth Recon by or with the coordination of the same or coordinated counsel, the parties agree that the demands will be administered in staged batches of no more than fifty demands at a time, with a single arbitrator and a single set of filing and administrative fees per batch, and the deadline to begin arbitration on each later batch is tolled until the prior batch concludes. You may opt out of this arbitration agreement by sending Wealth Recon a written opt-out notice at the notice address published in the Service within thirty days after the date you first accept these Terms. The notice must include your full legal name, account email, and a clear statement that you opt out of arbitration. An opt-out does not affect any other provision of these Terms. Either party may seek temporary, preliminary, or permanent injunctive or equitable relief in the state or federal courts located in Cook County, Illinois to protect intellectual property rights, Confidential Information, or to prevent unauthorized access to or use of the Service, without first proceeding to arbitration.
18. Statute of Limitations Except for claims arising under the Intellectual Property or Confidentiality sections, claims for unpaid fees, and any claim that applicable law does not permit to be shortened, any claim arising out of or related to these Terms or the Service must be brought within one year after the cause of action accrues, or it is permanently barred.
19. Governing Law and Venue These Terms and any dispute arising out of or relating to these Terms or the Service are governed by the laws of the State of Illinois, without regard to its conflict of laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply. Subject to the arbitration provision above, the exclusive jurisdiction and venue for any judicial action permitted under these Terms lie in the state and federal courts located in Cook County, Illinois, and each party consents to that jurisdiction and venue and waives any objection that the forum is inconvenient. To the maximum extent permitted by law, each party irrevocably waives any right to a trial by jury in any judicial proceeding arising out of or relating to these Terms or the Service.
20. Electronic Communications and Electronic Signatures You consent to receive communications from Wealth Recon electronically, including by email or through the Service. You agree that all agreements, notices, disclosures, and other communications that Wealth Recon provides to you electronically satisfy any legal requirement that such communications be in writing. You consent to use electronic signatures and electronic records in your dealings with Wealth Recon, including for the Advisor Use Agreement that is executed through the electronic signature platform Wealth Recon designates. You confirm that you have the hardware and software necessary to access, view, and retain electronic records, including a computer or mobile device with internet access, a current web browser, sufficient storage to retain electronic records, and the ability to view, save, or print Portable Document Format files. You may request a paper copy of any electronic record by contacting Wealth Recon at the notice address published in the Service. You may withdraw consent to electronic delivery by contacting Wealth Recon, but withdrawal of consent may prevent you from continuing to use the Service. You will keep your contact information current so that Wealth Recon can deliver electronic records to you.
21. Force Majeure Neither party will be liable for any failure or delay in performance, other than payment obligations, caused by events beyond its reasonable control, including acts of God, fire, flood, earthquake, pandemic, war, terrorism, civil disturbance, government action, labor dispute, internet or telecommunications outage, denial-of-service attack, or failure of upstream cloud providers. The affected party will use reasonable efforts to resume performance.
22. Updates and Required Re-Acceptance Wealth Recon may update these Terms from time to time. Wealth Recon will provide notice of material changes by posting the updated Terms in the Service, by email, or both, at least fifteen days before the effective date. For material changes, Wealth Recon may require you to affirmatively re-accept the updated Terms before continuing to use the Service. If you do not accept the updated Terms, your right to use the Service ends on the effective date of the change. Continued use of the Service after the effective date constitutes acceptance.
23. Suspension and Termination Wealth Recon may suspend or terminate your access to the Service at any time for breach of these Terms, suspected unlawful conduct, nonpayment, or conduct that Wealth Recon reasonably believes presents a risk to other users, to the Service, or to Wealth Recon. You may terminate your account at any time by following the procedure in the Service. Upon termination, your right to use the Service ends. Wealth Recon will retain or delete Your Content consistent with its Privacy Policy and applicable law. Sections that by their nature should survive termination, including Definitions, Nature of the Service, the cache and cross-tenant reuse provisions of the Dossier Cache and Cross-User Invisibility section, Privacy of Subjects, Prohibited Uses, fees accrued before termination, Intellectual Property, Confidentiality, Information Security, Disclaimer of Warranties, Limitation of Liability, Indemnification, Records and Audit, Binding Arbitration, Statute of Limitations, Governing Law and Venue, Miscellaneous, and this Survival sentence, survive.
24. Privacy Policy Wealth Recon processing of personal information is described in its Privacy Policy, which is incorporated into these Terms by reference and is available in the Service. By using the Service, you acknowledge the Privacy Policy.
25. Assignment and Third-Party Beneficiaries You may not assign or transfer these Terms or your account without Wealth Recon prior written consent. Wealth Recon may assign these Terms without your consent in connection with a merger, acquisition, financing, reorganization, or sale of all or substantially all of its assets. Any attempted assignment in violation of this section is void. These Terms create no third-party beneficiary rights, and Subjects are not third-party beneficiaries of these Terms.
26. Notices Notices to Wealth Recon must be in writing and sent to the notice address and notice email address published in the Service. Notices to Advisor or Firm may be given by email to the account email of record, by posting in the Service, or by mail to any address Advisor or Firm has provided. A notice is effective on the date of email or in-Service posting, or three business days after deposit in the United States mail.
27. Miscellaneous These Terms, together with the Advisor Use Agreement and the Privacy Policy, are the entire agreement between you and Wealth Recon regarding the Service and supersede all prior and contemporaneous agreements, understandings, representations, and warranties on that subject. You acknowledge that you have not relied on any statement, promise, or representation that is not set out in these Terms, the Advisor Use Agreement, or the Privacy Policy. If a conflict that cannot be reconciled arises among these documents, the order of precedence is the Advisor Use Agreement first as to its specific subject matter, then these Terms, then the Privacy Policy, except that the Privacy Policy controls as to information practices. If any provision of these Terms is held invalid, illegal, or unenforceable, a court or arbitrator will reform that provision to the minimum extent necessary to make it enforceable and consistent with the parties intent, and the remaining provisions will remain in full force and effect. No failure or delay in exercising any right is a waiver. Headings are for reference only. The relationship of the parties is that of independent contractors and not partners, joint venturers, agents, or employees.
28. Contact Questions about these Terms should be directed to Wealth Recon at the notice address and notice email address published in the Service. End of Terms.