Aquinas Wealth Advisors, LLC

Aquinas Wealth Advisors^sm Faith & Finance Terms of Service Last Modified November 12, 2021

These Faith & Finance Terms of Service (these “Terms of Service”) govern all aspects of the Faith & Finance Application (the “Application”), a proprietary software application developed by Moralis Technologies, LLC d/b/a Aquinas Wealth Advisors^sm (“Aquinas Wealth Advisors^sm”), which analyzes the faith alignment and financial performance of certain types of holdings in a user’s investment portfolio. Among other things, these Terms of Service govern your use of the Application and all intellectual property and other rights in and to the Application.

THESE TERMS OF SERVICE INCLUDE IMPORTANT LEGAL PROVISIONS THAT DEFINE ALL RIGHTS AND OBLIGATIONS REGARDING THE APPLICATION, INCLUDING PROVISIONS BY WHICH YOU AGREE TO SUBMIT ALL DISPUTES TO BINDING ARBITRATION, WAIVE YOUR RIGHT TO BRING A CLASS ACTION AND WAIVE YOUR RIGHT TO A JURY TRIAL. PLEASE CAREFULLY READ THESE TERMS OF SERVICE, INCLUDING THE PRIVACY POLICY INCORPORATED HEREIN, PRIOR TO USING THE APPLICATION. YOUR USE OF THE APPLICATION CONSTITUTES YOUR ACCEPTANCE OF THESE TERMS OF SERVICE.

These Terms of Service are not intended to apply, and shall not be deemed to apply, to general use of the Aquinas Wealth Advisors^sm website, the URL for which is www.aquinaswealth.com (the “Website”) that does not involve use or attempted use of the Application, or the contents of the Website outside of the Application. All matters relating to such general use and such contents and the rights and remedies of Aquinas Wealth Advisors^sm with respect thereto are governed by the Aquinas Wealth Advisors^sm Website Terms of Use, which can be accessed here.

By using the Application to begin the process of opening an investment account with Aquinas Wealth Advisors^sm, you will be transferred to another Aquinas Wealth Advisors^sm platform operated by Tradingfront, Inc. If you open an investment account with Aquinas Wealth Advisors^sm, the services provided by Aquinas Wealth Advisors^sm to you in connection with such investment account, and your rights and obligations relating thereto, will be governed by a separate investment management agreement between you and Aquinas Wealth Advisors^sm. The collection and use of your personal information in connection with such platform and such services will be governed by the Privacy Policy (as defined in Section 3).

Certain Definitions. In addition to the capitalized terms defined elsewhere in these Terms of Service, the following words and phrases shall have the following meanings:
1. “Aquinas Wealth Group” means, collectively, Aquinas Wealth Advisors^sm, its affiliates, its licensors and their respective equity holders and owners, members, managers, directors, officers, employees, agents and other Representatives.
2. “Faith & Finance Report” means an online report generated by the Application that displays the overall Faith & Finance Score^sm for the Holdings in a Portfolio (as defined in Section 4(a)) and the individual components of such Faith & Finance Score™.
3. “Faith & Finance Score^sm” means an overall grade assigned to the Holdings in a Portfolio, which grade is calculated by the Application by averaging (i) a financial performance grade, which is derived by calculating the total return for the Holdings over the previous 36 months, based on the three-year return information for each Holding provided by Investors FastTrack, and comparing it against the performance of the S&P 500 Target Risk Moderate Index during the same period; and (ii) a Catholic values alignment grade, which is derived based on the Application’s screening of individual Holdings in the Portfolio for conflicts with Catholic values, using product involvement data provided by Sustainalytics. The Application permits a User to calculate the Faith & Finance Score^sm of such User’s Holdings once per calendar quarter.
4. “Holdings” means stocks, mutual funds and exchange-traded funds.
5. “Intellectual Property” means, collectively, the Application and the Software, including, without limitation, any and all copyrights, copyright rights, inventions, patents, patent applications (including, without limitation, continuations and continuations-in-part), patentable subject matter and all rights therein, and those methods, processes, formulas, specifications and other know-how and proprietary information owned or licensed by Aquinas Wealth Advisors^sm (including any affiliate or Representative thereof) and used in connection with the operation of the Application and/or the Website or in connection with any other services offered by Aquinas Wealth Advisors^sm to its clients or prospective clients, including any of the foregoing that are conceived or developed by Aquinas Wealth Advisors^sm (including any affiliate or Representative thereof) in the course of operating the Application and/or the Website or providing any such other services, and all related intellectual property of Aquinas Wealth Advisors^sm (including any affiliate or Representative thereof), including, without limitation, all copyrights, copyright rights, trade secrets, service marks, trade dress, inventions, patents, patent applications (including, without limitation, continuations and continuations-in-part), patentable subject matter and all rights therein, and all manner of intellectual property used in connection with the Application, the Website and/or such services, including, without limitation, the service marks Aquinas Wealth Advisors^sm and Faith & Finance Score^sm.
6. “Representatives” means, collectively, with respect to any entity, all equity owners and holders, members, managers, directors, officers, employees, agents and advisors (including attorneys, accountants, financial advisors and other consultants).
7. “Software” mean, collectively, the software incorporated in the Application and all other software used by Aquinas Wealth Advisors^sm (including any affiliate or Representative thereof) to operate the Website and/or to deliver any services to its clients or prospective clients.
8. “User” means an individual who uses the Application.
9. “User Account” means an account created by a User in the Application.
Right to Amend Terms of Service. You acknowledge and agree that Aquinas Wealth Advisors^sm may amend these Terms of Service, including any policy incorporated herein, at any time and from time to time, without notice to you. Following any such amendment, these Terms of Service, as so amended, shall govern your use of the Application on or after the date of such amendment and all interactions between you and Aquinas Wealth Advisors^sm with respect to the Application occurring on or after such date.
Privacy Policy. The collection by Aquinas Wealth Advisors^sm of information about you in connection with your use of the Application is subject to the terms of the Aquinas Wealth Advisors^sm privacy policy (the “Privacy Policy”), which is hereby incorporated into and made a part of these Terms of Service. In the event of a conflict between any provision of these Terms of Service and the Privacy Policy, the provisions of the Privacy Policy shall control.
Role of Third-Party Applications and Service Providers.
1. (a) Use of the Application to generate a Faith & Finance Report and a Faith & Finance Score^sm requires that a User authorize Plaid to connect the Application to one or more financial institutions (each, a “Designated Financial Institution”) where such User has an investment account (each, an “Investment Account”). By using Plaid to create a connection to any Designated Financial Institution, a User expressly authorizes the Application to electronically retrieve information about the Holdings in the Investment Account at such Designated Financial Institution. Plaid will import to the Application certain information about the Holdings in the Investment Account at each Designated Financial institution, enabling the Application to generate a portfolio of all such Holdings (a “Portfolio”).
2. (b) For each Holding in your Portfolio, the Application will display the three-year return of such Holding as calculated by Investors FastTrack and imported into the Application.
3. (c) For each Holding in your Portfolio, the Application will import from Sustainalytics product involvement data measuring the involvement of such Holding in certain industries, which data will enable the Application to generate the Catholic values alignment grade for such Holding and the overall Faith & Finance Score™ for your Portfolio.
4. (d) Through the Application and the Website, you will be able to schedule a meeting with an Aquinas Wealth Advisors^sm advisor via an online appointment scheduling application called Calendly.
5. (e) Through the Application and the Website, you will be able to request to chat with an Aquinas Wealth Advisors^sm advisor via a chatbot application provided by Intercom.
6. (f) AQUINAS WEALTH ADVISORS^sm IS NOT RESPONSIBLE FOR THE PROPER FUNCTIONING OF PLAID OR FOR THE ACCURACY, TIMELINESS OR COMPLETENESS OF THE INVESTMENT INFORMATION IMPORTED BY THE APPLICATION TO CREATE YOUR PORTFOLIO. AQUINAS WEALTH ADVISORS^sm IS NOT RESPONSIBLE FOR THE ACCURACY OR TIMELINESS OF THE THREE-YEAR RETURN INFORMATION FOR THE HOLDINGS IN YOUR PORTFOLIO AS CALCULATED BY INVESTORS FASTTRACK OR FOR ANY FAILURE BY INVESTORS FASTTRACK TO PROVIDE THREEYEAR RETURN INFORMATION FOR ANY PARTICULAR HOLDING. AQUINAS WEALTH ADVISORS^sm IS NOT RESPONSIBLE FOR THE ACCURACY OR TIMELINESS OF THE PRODUCT INVOLVEMENT DATA PROVIDED BY SUSTAINALYTICS. AQUINAS WEALTH ADVISORS^sm IS NOT RESPONSIBLE FOR THE PROPER FUNCTIONING OF THE CALENDLY APPLICATION. AQUINAS WEALTH ADVISORS^sm IS NOT RESPONSIBLE FOR THE PROPER FUNCTIONING OF THE INTERCOM CHATBOT APPLICATION.
Responsibility for User Account and Investment Accounts; User Account Suspension or Termination.
1. (a) You are responsible for the accuracy and completeness of all information you provide with respect to your User Account and for the security of your User Account. You are responsible for the confidentiality of your User Account, including the username and password therefor, and for the confidentiality of the username and password for each of your Investment Accounts. You agree not to share your User Account or the username or password for your User Account with any other individual or entity and to keep your User Account secure from unauthorized access. You must immediately notify Aquinas Wealth Advisors^sm of any unauthorized use of or suspicious activity with respect to your User Account. Aquinas Wealth Advisors^sm will not be liable for any loss or other damages that may result from your failure to protect the username or password for your User Account or any of your Investment Accounts or any other failure to protect the confidentiality thereof. You agree to accept full responsibility for use of your User Account, whether authorized or unauthorized.
2. (b) Notwithstanding the dispute resolution provisions of Section 18, in the event of your failure to comply with any provision of these Terms of Service or breach of any representation and warranty made by you, Aquinas Wealth Advisors^sm shall have the right at any time, without prior notice to you, to suspend or terminate your User Account and your right to use the Application. Any such suspension or termination shall not affect your legal obligations under these Terms of Service or any right of Aquinas Wealth Advisors^sm to exercise any other legal remedy against you.
User Representations and Warranties; User Acknowledgments.
1. (a) By creating a User Account, scheduling a meeting with an Aquinas Wealth Advisors^sm advisor via the Application or the Website or requesting to chat with an Aquinas Wealth Advisors^sm advisor via the Application or the Website, you are representing and warranting to Aquinas Wealth Advisors^sm, on a continuing basis, that: (i) you are at least 18 years old; (ii) you have the legal capacity and authority to enter into and comply with these Terms of Service; and (iii) all information that you provide, or authorize Plaid to provide, to Aquinas Wealth Advisors^sm, including in connection with the creation of your User Account, the generation of your Portfolio in the Application and/or your submission of any User Feedback (as defined in Section 10), is and shall remain accurate in all respects.
2. (b) You acknowledge and agree that any Faith & Finance Report you generate for your Portfolio and the associated Faith & Finance Score^sm are based on the Holdings in your Portfolio at the time your Portfolio was created in the Application, and that any changes in such Holdings since that time will not be reflected in such Faith & Finance Report or Faith & Finance Score^sm.
3. (c) You acknowledge and agree that mutual funds and exchange-traded funds regularly buy and sell securities and other assets, and individual companies that are listed on stock exchanges periodically buy and sell assets, with the result that the underlying assets represented by the Holdings in your Portfolio will change over time. You further acknowledge and agree that any Faith & Finance Report you generate and the associated Faith & Finance Score^sm will be based on the assets represented by the Holdings in your Portfolio as they are reported to exist at the time such Faith & Finance Report is generated.
4. (d) You acknowledge and agree that the results of any investments you may decide to make based on your Faith & Finance Report, your Faith & Finance Score^sm or any other use of the Application cannot be guaranteed, and that all investments involve a risk of loss, including risk of loss of principal. You further acknowledge that no strategy assures success or protects against loss, and that there can be no guarantee that any strategies promoted will be successful and no guarantee of positive results.
5. (e) Aquinas Wealth Advisors^sm currently offers the Application to Users at no charge. You acknowledge that Aquinas Wealth Advisors^sm reserves the right, in its sole discretion, to change its pricing policy for the Application at any time. You also acknowledge that Aquinas Wealth Advisors^sm offers optional fee-based investment management and other financial services to clients, and that the Application and the Website offer Users the ability to schedule meetings and initiate chats with Aquinas Wealth Advisors^sm advisors, including to discuss such fee-based services.
6. (f) You acknowledge that use of certain features of the Application or the Website will result in you leaving the Website and entering the websites of third parties. You acknowledge and agree that, in such event, you will be subject to the terms of service or use and the privacy policy of each such third-party website, and that it is your sole responsibility to carefully review such terms of service or use and privacy policy.
General Rules Regarding Use of Application. As a condition to using the Application, you hereby agree to comply with all applicable local, state, national, provincial and international laws, treaties and regulations in connection with such use. You further agree not to do any of the following: (a) gain or attempt to gain unauthorized access to the Application (including any restricted sections thereof), the Website, the User Account of any other User or any related system or network, including by impersonating any other User or by creating a false identity or account; (b) establish a link to the Application or the Website in such a way as to suggest to any third party any form of association, approval or endorsement on the part of Aquinas Wealth Advisors^sm; (c) falsely imply any sponsorship or other relationship with Aquinas Wealth Advisors^sm; (d) use the Application, the Website or your User Account in any unlawful manner, including, without limitation, (i) in violation of any person’s privacy rights, (ii) to abuse, harass or defame any individual or entity, (iii) to transmit or send unsolicited communications, or (iv) to post, transmit, send, upload, link to or store any content that infringes upon any third party’s intellectual property rights; (e) use the Application, the Website or your User Account to post, transmit, send, upload, link to or store any content that is unlawful, abusive, obscene, hateful, racist or discriminatory; (f) use the Application, the Website or your User Account to post, transmit, send, upload, link to or store any viruses, cancel bots, malware, Trojan horses, time bombs or any other harmful software or any tracking cookies; (g) use the Application, the Website or your User Account in any manner that interferes with or disrupts the integrity or performance of the Application, the Website or any related system or network or attempt to damage or interfere with any of the foregoing by any method, including, without limitation, flood pings, denial of service attacks, packet or IP spoofing, forged routing or other information or similar methods or technology; (h) attempt to decipher, decompile, reverse engineer, disassemble, reproduce or copy or otherwise access or discover the source code or underlying program of the Application or any other Software; (i) copy, display, distribute, create derivative works from or misappropriate or misuse in any manner the Application, the Website or any of the contents thereof; (j) use or try to use the Application, the Website or your User Account in violation of these Terms of Service; or (k) assist any third party in any of the foregoing.
License to Use Application; Intellectual Property Rights of Aquinas Wealth Advisors^sm.
1. (a) In consideration of your ongoing compliance in all respects with these Terms of Service, Aquinas Wealth Advisors^sm hereby grants to you a limited, revocable, non-exclusive, non-sublicensable, non-assignable and non-transferable license to use the Application in strict accordance with the provisions of these Terms of Service for the sole purpose of generating your Portfolio, obtaining the Faith & Finance Score^sm and Faith & Finance Report for your Portfolio and lawfully using the other information about your Portfolio provided by the Application. Any violation by you of these Terms of Service or use by you of the Application for a purpose beyond such limited purpose will result in the automatic termination of the foregoing license, without any need for any further action on the part of Aquinas Wealth Advisors^sm.
2. (b) Aquinas Wealth Advisors^sm retains the exclusive right, title and interest in and to (i) all Intellectual Property, including, without limitation, all patents, inventions, copyrights, trademarks, trade names, service marks, trade dress, domain names, trade secrets and know-how in or relating thereto, and (ii) except for the limited license granted to you to use the Application as described in Section 8(a), all intellectual property and proprietary rights with respect to the Application, all other Software and the Website. All such Intellectual Property and such intellectual property and proprietary rights are protected by applicable law, including, without limitation, applicable patent laws, trademark laws, trade secret laws, unfair competition laws, copyright laws and treaties throughout the world.
3. (c) You hereby acknowledge and agree that you are not permitted to reproduce in any manner the Application or any contents or components thereof, prepare derivative works from the Application or any contents or components thereof or use the Application or any contents or components thereof for any purpose other than as expressly permitted by these Terms of Service. Any violation of these Terms of Service relating to the Intellectual Property may constitute actionable acts or omissions, including, without limitation, patent infringement, trademark infringement, cybersquatting, copyright infringement, trademark counterfeiting, copyright piracy, theft of trade secrets and all other claims for relief or causes of action under any applicable law pertaining to intellectual property and/or unfair competition.
Service Marks, Logos, etc. The Aquinas Wealth Advisors^sm service marks, graphics, logos and slogans used on, in or in connection with the Application and/or the Website are the exclusive property of Aquinas Wealth Advisors^sm, may not be copied, reproduced, colorably imitated or used, in whole or in part, without the express prior written permission of Aquinas Wealth Advisors^sm, and may not be infringed or counterfeited. You may not use any metatags or any other “hidden text” utilizing the service mark Aquinas Wealth Advisors^sm or Faith & Finance Score^sm, the name “Faith & Finance Application” or “Faith & Finance Report” or any other name, service mark or product or service name of Aquinas Wealth Advisors^sm, without the express prior written permission of Aquinas Wealth Advisors^sm. The look and feel of the Application, including, without limitation, all page headers, custom graphics, button icons and scripts, constitute the service marks, trademarks and/or trade dress of Aquinas Wealth Advisors^sm and may not be copied, reproduced, colorably imitated or used, in whole or in part, without the prior written permission of Aquinas Wealth Advisors^sm, and may not be infringed or counterfeited. Any violation of the above terms may constitute infringement, counterfeiting, piracy, unfair competition or other actionable acts or omissions under all intellectual property laws. Aquinas Wealth Advisors^sm fully reserves all of its rights accordingly. Other service marks, trademarks, trade names, product and service names and company names and logos used on, in or in connection with the Application and/or the Website are the property of their respective owners.
User Feedback; Disclaimer Regarding User Feedback and Third-Party Content and Links.
1. (a) You may be requested or permitted by Aquinas Wealth Advisors^sm to provide recommendations, reviews or other similar feedback on the Application, the Website and/or any services provided by Aquinas Wealth Advisors^sm (collectively, “User Feedback”). You represent and warrant to Aquinas Wealth Advisors^sm that any User Feedback you submit to Aquinas Wealth Advisors^sm will be accurate, will comply with all applicable laws and regulations and will not violate any intellectual property or other rights of any third parties. By providing any User Feedback to Aquinas Wealth Advisors^sm, you thereby grant to Aquinas Wealth Advisors^sm and the other members of the Aquinas Wealth Group an irrevocable, perpetual, worldwide, royalty-free, transferable and sublicensable license to incorporate such User Feedback into the Application, the Website and/or any services provided by them and/or to reproduce, display, publicize and otherwise use such User Feedback for any purpose deemed reasonable by them. In the event any User Feedback you submit is in the form of a review or endorsement of Aquinas Wealth Advisors^sm or any other member of the Aquinas Wealth Group, the Application, the Website and/or any services provided by them, such license shall include the right to publish such User Feedback on the Website and/or in any promotional materials of Aquinas Wealth Advisors^sm or any other member of the Aquinas Wealth Group and to use your name in connection therewith. You hereby agree that, by submitting any User Feedback, you irrevocably and fully waive any and all moral rights, privacy rights, rights of publicity and any other similar rights you may have in and to such User Feedback.
2. (b) AQUINAS WEALTH ADVISORS^sm, ON BEHALF OF ITSELF AND THE OTHER MEMBERS OF THE AQUINAS WEALTH GROUP, HEREBY DISCLAIMS (I) ALL RESPONSIBILITY FOR ALL USER FEEDBACK THAT MAY BE INCLUDED ON THE WEBSITE OR IN ANY PROMOTIONAL MATERIALS OF AQUINAS WEALTH ADVISORS^sm AND (II) ALL RESPONSIBILITY FOR ALL OTHER THIRD-PARTY CONTENT AND THIRD-PARTY LINKS THAT MAY BE INCLUDED IN THE APPLICATION OR ON THE WEBSITE OR IN ANY PROMOTIONAL MATERIALS OF AQUINAS WEALTH ADVISORS^sm.
Reservation of Rights by Aquinas Wealth Advisors^sm. Aquinas Wealth Advisors^sm reserves the right at any time, in its sole discretion, to change, suspend, remove or disable access to, or to impose limits on the use of or access to, the Application or any feature or part thereof, with or without notice to you, all without any liability to you. Aquinas Wealth Advisors^sm is not responsible for typographical errors in the Application or on the Website.
DISCLAIMERS AND LIMITATIONS OF LIABILITY. CERTAIN JURISDICTIONS MAY PROHIBIT OR LIMIT THE APPLICATION OF CERTAIN OF THE DISCLAIMERS AND LIMITATIONS OF LIABILITY SET FORTH IN THIS SECTION 12, WITH THE RESULT THAT SUCH DISCLAIMERS AND LIMITATIONS OF LIABILITY MAY NOT APPLY IN THEIR ENTIRETY TO ALL USERS. TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, YOU HEREBY ACKNOWLEDGE AND AGREE TO ALL THE FOLLOWING DISCLAIMERS AND LIMITATIONS OF LIABILITY:
1. AQUINAS WEALTH ADVISORS^sm MAKES NO WARRANTIES OF ANY KIND WITH RESPECT TO THE APPLICATION OR THE WEBSITE AND, ON BEHALF OF ITSELF AND THE OTHER MEMBERS OF THE AQUINAS WEALTH GROUP, HEREBY DISCLAIMS ANY AND ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THE APPLICATION AND THE WEBSITE.
2. AQUINAS WEALTH ADVISORS^sm PROVIDES THE APPLICATION AND THE WEBSITE ON AN “AS-IS” AND “AS-AVAILABLE” BASIS. AQUINAS WEALTH ADVISORS^sm DOES NOT REPRESENT OR WARRANT THAT THE APPLICATION OR THE WEBSITE, THE USE THEREOF OR THE INFORMATION CONTAINED THEREIN (I) WILL BE UNINTERRUPTED OR SECURE; (II) WILL BE FREE OF DEFECTS, INACCURACIES OR ERRORS; (III) WILL MEET YOUR REQUIREMENTS; OR (IV) WILL OPERATE IN THE CONFIGURATION OR WITH THE HARDWARE OR SOFTWARE USED BY YOU.
3. BY MAKING THE APPLICATION AVAILABLE FOR USE, AQUINAS WEALTH ADVISORS^sm IS NOT PROVIDING ANY INVESTMENT ADVICE TO YOU. YOUR USE OF THE APPLICATION DOES NOT ESTABLISH ANY TYPE OF FIDUCIARY RELATIONSHIP BETWEEN YOU AND AQUINAS WEALTH ADVISORS^sm. THE INFORMATION PROVIDED THROUGH YOUR USE OF THE APPLICATION IS NOT INTENDED TO BE, NOR SHOULD IT BE CONSTRUED OR USED AS, INVESTMENT, TAX OR LEGAL ADVICE OR AN OFFER TO SELL, OR A SOLICITATION OF AN OFFER TO BUY, ANY INTEREST IN ANY SECURITY.
4. NEITHER AQUINAS WEALTH ADVISORS^sm NOR ANY OTHER MEMBER OF THE AQUINAS WEALTH GROUP SHALL BE LIABLE FOR ANY CLAIMS, DAMAGES OR LOSSES ARISING FROM ANY USE (INCLUDING USE OF THE RESULTS THEREOF), MISUSE OR RELIANCE ON THE APPLICATION, OR FROM ANY INABILITY TO USE, INTERRUPTION, SUSPENSION OR TERMINATION OF THE APPLICATION OR THE WEBSITE, INCLUDING, WITHOUT LIMITATION, ANY INABILITY TO USE, INTERRUPTION, SUSPENSION OR TERMINATION OF THE APPLICATION OR THE WEBSITE DUE TO ANY SYSTEM OR SOFTWARE FAILURE, NETWORK ATTACK, OTHER TECHNICAL ISSUES OR SCHEDULED OR UNSCHEDULED MAINTENANCE.
5. IN NO EVENT, AND UNDER NO LEGAL THEORY (WHETHER IN CONTRACT, TORT OR OTHERWISE), SHALL AQUINAS WEALTH ADVISORS^sm OR ANY OTHER MEMBER OF THE AQUINAS WEALTH GROUP BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, REVENUES, GOODWILL, REPUTATION, BUSINESS OR OPPORTUNITIES AND/OR DELAY DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THE APPLICATION, EVEN IF AQUINAS WEALTH ADVISORS^sm OR ANY OTHER MEMBER OF THE AQUINAS WEALTH GROUP WAS ADVISED OF OR AWARE OF THE POSSIBILITY OF SUCH DAMAGES.
Cap on Damages. To the fullest extent permitted by applicable law, the aggregate, cumulative liability of Aquinas Wealth Advisors^sm and the other members of the Aquinas Wealth Group to you with respect to all claims you may have at any time and from time to time against Aquinas Wealth Advisors^sm and the other members of the Aquinas Wealth Group arising out of or in connection with the Application and/or the Website (including, without limitation, any use, inability to use or results of use of the Application or the Website) and/or under these Terms of Service shall not exceed $100.00. The foregoing limitation of liability reflects an informed, voluntary allocation between you and Aquinas Wealth Advisors^sm of the risks (known and unknown) that may exist in connection with the Application, the Website and these Terms of Service.
Indemnification. To the fullest extent permitted by applicable law, you hereby agree to indemnify, defend and hold Aquinas Wealth Advisors^sm and the other members of the Aquinas Wealth Group harmless from and against, and to promptly reimburse Aquinas Wealth Advisors^sm and the other members of the Aquinas Wealth Group for, any and all claims, investigations, liabilities, actions, demands, losses, damages, penalties, fines and other costs and expenses (including, without limitation, reasonable attorneys’ fees, experts’ fees, investigation costs, remediation costs and settlement costs) incurred by any of them arising out of or relating to (a) use of your User Account, whether authorized or unauthorized; (b) your use of the Application and/or the Website; (c) breach of any representation and warranty made by you to Aquinas Wealth Advisors^sm; (d) any violation of these Terms of Service by you; (e) your actual or alleged violation of any applicable law or regulation; (f) your actual or alleged violation of any intellectual property or other rights of Aquinas Wealth Advisors^sm or any third party; (g) any inaccuracy or incompleteness of any information provided by or on behalf of you to Aquinas Wealth Advisors^sm; and/or (h) any User Feedback or other content or information that you submit to Aquinas Wealth Advisors^sm.
No Waiver. No delay or failure on the part of Aquinas Wealth Advisors^sm in exercising any legal right or remedy it may have against you shall be deemed to constitute a waiver of such right or remedy. In addition, no partial exercise by Aquinas Wealth Advisors^sm of any legal right or remedy it may have against you shall preclude the further exercise by Aquinas Wealth Advisors^sm of such right or remedy or its exercise of any other right or remedy it may have against you.
Force Majeure. You expressly acknowledge and agree that Aquinas Wealth Advisors^sm will not be liable to you under any legal theory for any failure to perform or delay in performing any obligation to you, whether under these Terms of Service or otherwise, which failure or delay is caused directly or indirectly by a force majeure event, including, without limitation, any act of God, accident, fire, strike or other labor dispute, riot, insurrection, war, epidemic or pandemic, governmental action or refusal to act, telecommunications or power failure, failure or unavailability of any software, hardware, data or network, any exchange or market ruling or any other cause beyond the reasonable control of Aquinas Wealth Advisors^sm.
Governing Law. Any controversy or claim arising out of or relating in any way to (a) the Application; (b) these Terms of Service, including the interpretation or enforcement hereof; (c) any alleged breach of or default under any provision of these Terms of Service or any misrepresentation made in connection with the Application or these Terms of Service; or (d) any communication or other interaction between you and Aquinas Wealth Advisors^sm or any other member of the Aquinas Wealth Group with respect to the Application or these Terms of Service shall be governed by Pennsylvania law, without regard to its conflicts of law provisions. Notwithstanding the foregoing, those provisions of Section 18 relating to arbitration of Disputes (as defined in Section 18(a)) shall be governed by and interpreted in accordance with the Federal Arbitration Act.
Resolution of Disputes; Agreement to Arbitrate; Class Action Waiver; Waiver of Right to Jury Trial. These Terms of Service contain a legally-binding, individual arbitration agreement and class action waiver. This means that any claim must be arbitrated on an individual basis pursuant to the terms set forth below, that claims of different persons cannot be combined or aggregated, and that you are waiving your right to file a lawsuit in court and to have a jury decide any Dispute. Please read all the provision of this Section 18 carefully and consult a legal advisor if you have any questions.
1. Except as may be prohibited by applicable law, and except as provided in Section 5(b), Section 19 (Equitable Relief) and Section 22 (Severability), any controversy or claim arising out of or relating in any way to the Application and/or these Terms of Service, including the interpretation or enforcement hereof, or because of an alleged breach of or default under any provision of these Terms of Service or any alleged misrepresentation made in connection with the Application or these Terms of Service, or arising out of or relating in any way to any communication or other interaction between you and Aquinas Wealth Advisors^sm or any other member of the Aquinas Wealth Group with respect to or in connection with the Application or these Terms of Service (each, a “Dispute”), shall be submitted to final and binding individual arbitration in accordance with the following provisions in order to establish and gain the benefits of a speedy, impartial and cost-effective dispute resolution procedure.
2. Except as may be prohibited by applicable law, and except as provided in Section 5(b), Section 19 and Section 22, any Dispute shall be settled by arbitration conducted in the English language and administered by JAMS pursuant to its applicable rules (the “JAMS Rules”) before a single neutral arbitrator (the “Arbitrator”) in Allegheny County, Pennsylvania. Notwithstanding the foregoing, if required by the JAMS Rules, or if the Arbitrator concludes that it would be a financial or other hardship for you to participate in an arbitration in Allegheny County, Pennsylvania, the Arbitrator shall have the authority to permit you to attend via telephone, videoconference, Skype, Zoom, Facetime or similar virtual participation.
3. To the fullest extent permitted by applicable law, and notwithstanding anything else in these Terms of Service, you agree that any Dispute that is submitted to the Arbitrator shall be decided on an individual basis and not on a class, collective or representative basis. You further acknowledge and agree that the Arbitrator shall not have the authority or jurisdiction to hear the arbitration as a class, collective or representative action or to join or consolidate causes of action of different parties into one proceeding.
4. The Arbitrator may award any form of remedy or relief (including injunctive relief and specific performance) that otherwise would be available in court. Any award pursuant to the arbitration shall be accompanied by a written opinion of the Arbitrator setting forth the reason(s) for the award. The award rendered by the Arbitrator shall be conclusive and binding upon you and Aquinas Wealth Advisors^sm (and/or the other member(s) of the Aquinas Wealth Group), and judgment upon the award may be entered, and enforcement may be sought, in any court of competent jurisdiction.
5. Subject to the JAMS Rules and the provisions of Section 20 (Prevailing Party), the arbitration fees, together with other expenses of the arbitration incurred or approved by the Arbitrator, shall be divided equally between you and Aquinas Wealth Advisors^sm.
6. YOU UNDERSTAND THAT, ABSENT THESE TERMS OF SERVICE, EACH OF YOU AND THE MEMBERS OF THE AQUINAS WEALTH GROUP WOULD HAVE THE RIGHT TO SUE THE OTHER IN COURT AND TO HAVE ANY DISPUTE DECIDED PURSUANT TO A JURY TRIAL, BUT, BY THESE TERMS OF SERVICE, YOU ARE GIVING UP THAT RIGHT AND AGREEING TO RESOLVE BY ARBITRATION ANY AND ALL DISPUTES.
7. You and Aquinas Wealth Advisors^sm hereby agree to treat as strictly confidential all information concerning any arbitration proceeding, including the pleadings, the hearing and any arbitration award, except as (I) may be necessary to prepare for or conduct the arbitration hearing on the merits; (II) may be necessary in connection with a court application for a preliminary remedy, confirmation and enforcement proceedings or a judicial challenge to an arbitration award or its enforcement; or (III) otherwise required by applicable law or judicial decision. You and Aquinas Wealth Advisors^sm hereby agree that breach of this confidentiality provision would irreparably harm the non-breaching party, and further agree that any such breach shall entitle the non-breaching party to seek injunctive relief and/or compensatory damages for the breach (without the necessity of posting a bond or other security).
8. You may elect to opt out and exclude yourself from the final, binding arbitration procedure and class action waiver specified in this Section 18 by sending to Aquinas Wealth Advisors, Attn: Arbitration Opt-Out Notices, 650 Washington Road, Suite 1000, Pittsburgh, PA 15228, for postmarking within 15 days after the creation of your User Account, a letter stating (I) your name; (II) your mailing address; and (III) your request to be excluded from the final, binding arbitration procedure and class action waiver. You are not required to send the letter by registered or certified mail, return receipt requested, but it is recommended that you do so. Your request to be excluded will only be effective and enforceable if you are able to prove that the request was postmarked within the 15-day deadline. In the event of an effective exclusion request by you, Aquinas Wealth Advisors^sm reserves the right, exercisable in its sole and absolute discretion, to terminate or suspend your User Account and your right to use the Application. In the event of an effective exclusion request by you, all other provisions of these Terms of Service shall continue to apply.
Equitable Relief. Notwithstanding the provisions of Section 18, you agree that Aquinas Wealth Advisors^sm and the other members of the Aquinas Wealth Group shall have the right to seek injunctive or other equitable relief in the Pennsylvania state courts sitting in Allegheny County, Pennsylvania, or the U.S. District Court for the Western District of Pennsylvania, to enforce these Terms of Service, to prevent unauthorized disclosure or use of any confidential information of Aquinas Wealth Advisors^sm or any other member of the Aquinas Wealth Group and/or to prevent infringement of any intellectual property or other rights of Aquinas Wealth Advisors^sm, any other member of the Aquinas Wealth Group or any third party, without being required to post a bond or other security or to prove actual damages. In the event Aquinas Wealth Advisors^sm or any other member of the Aquinas Wealth Group seeks such equitable relief in any such court, you hereby irrevocably submit to the personal jurisdiction of such court and waive all objections to such jurisdiction.
Prevailing Party. In the event of any Dispute, and whether such Dispute is resolved via arbitration, litigation or otherwise, the prevailing party (as that term is commonly defined by the prevailing common and/or statutory law in the applicable jurisdiction) shall be entitled to recover its costs of suit, which costs shall include, without limitation, all reasonable attorneys’ fees and expenses incurred by the prevailing party in connection with such Dispute. In the event a party to any Dispute fails to proceed with arbitration, unsuccessfully challenges any arbitration award or fails to comply with any arbitration award, the other party shall be entitled to recover its costs of enforcement, including, without limitation, reasonable attorneys’ fees and expenses incurred in having to compel arbitration or to defend or enforce the arbitration award.
Time Limit to File Claims. You expressly agree that, except where applicable law prescribes a shorter applicable statute of limitations or prohibits shortening the otherwise-applicable longer statute of limitations, you must file any claim or legal action of any kind arising in connection with or relating in any way to (a) the Application or any communication or other interaction between you and Aquinas Wealth Advisors^sm or any other member of the Aquinas Wealth Group relating thereto; (b) these Terms of Service; and/or (c) any act (or failure to act) on the part of Aquinas Wealth Advisors^sm or any other member of the Aquinas Wealth Group or you in connection with any of the foregoing, within, in each such case, one year after the event, circumstances or other facts giving rise to such claim or legal action. Notwithstanding the foregoing, if the law in the applicable jurisdiction has a “discovery rule,” whereby accrual of a claim is deferred, which is applicable to one or more claims, then the one-year (or shorter, if applicable) limitation period specified in this Section 21 shall begin running from the date of accrual of such claim or claims as determined by the law of the applicable jurisdiction. If this Section 21 is determined to be unenforceable as to any particular claim or claims under the law of the applicable jurisdiction, it nevertheless shall remain fully enforceable as to all other claims.
Severability.
1. (a) With the exception of the class action waiver in Section 18(c), which is essential to the agreement to arbitrate, if, in connection with any Dispute, any provision of these Terms of Service is determined by any court of competent jurisdiction or arbitrator to be invalid, illegal or unenforceable to any extent, that provision shall, if possible, be construed as though more narrowly drawn, if a narrower construction would avoid such invalidity, illegality or unenforceability, or, if that is not possible, such provision shall, to the extent of such invalidity, illegality or unenforceability, be severed from these Terms of Service as applied to such Dispute, and the remaining provisions of these Terms of Service shall remain in effect with respect to such Dispute.
2. (b) If, in connection with any Dispute, the class action waiver in Section 18(c) is determined by any court of competent jurisdiction or arbitrator to be invalid, illegal or unenforceable, and such court or arbitrator determines that a valid class exists, then the entirety of the dispute resolution procedures specified in Section 18 shall be void and of no force and effect with respect to such Dispute.
Survival. All provisions of these Terms of Service shall survive the expiration or other termination of these Terms of Service and any termination of your User Account, regardless of the reason for any such termination, until the expiration of the last-applicable statute of limitations.
Notices.
1. (a) Except as otherwise required by these Terms of Service, you shall send all notices required or permitted under or in connection with these Terms of Service in writing to Aquinas Wealth Advisors^sm by U.S. certified or registered mail, return receipt requested, postage prepaid, or by reputable courier, in each case, addressed to Aquinas Wealth Advisors, Attn: Terms of Service Notices, 650 Washington Road, Suite 1000, Pittsburgh, PA 15228. All notices you send to Aquinas Wealth Advisors^sm in accordance with the foregoing requirements shall be effective upon receipt.
2. (b) By providing your email address when you create a User Account or otherwise providing your email address to Aquinas Wealth Advisors^sm, you consent to receive all notices and other information regarding the Application, the Website and your User Account electronically. Aquinas Wealth Advisors^sm may post electronic notices in the Application or on the Website and/or deliver notices to you via electronic mail at the email address you have provided, all of which shall be considered effective notices for purposes of these Terms of Service. All such notices shall be effective upon posting or delivery, as applicable.
Assignment. You are not permitted to assign these Terms of Service or assign any of your rights or delegate any of your obligations hereunder, whether voluntarily or involuntarily, and any such assignment or delegation shall be void and of no force or effect. Aquinas Wealth Advisors^sm has the unlimited right to assign these Terms of Service and/or any or all of its rights and obligations hereunder. These Terms of Service shall be binding upon and inure to the benefit of you and your successors and shall be binding upon and inure to the benefit of Aquinas Wealth Advisors^sm and its successors and assigns.
No Legal Relationship. No legal relationship, including, without limitation, that of agent and principal, employer and employee, franchisor and franchisee, joint venturers or partners, is created between Aquinas Wealth Advisors^sm and you by virtue of your use of the Application and/or the Website.
Further Assurances. You agree to execute and deliver such other documents and take such other actions as Aquinas Wealth Advisors^sm may reasonably request as may be required for you to fully perform your obligations under these Terms of Service and/or to enable Aquinas Wealth Advisors^sm to fully exercise its rights and remedies hereunder.
Third-Party Beneficiaries. The members of the Aquinas Wealth Group are intended third-party beneficiaries of the User Feedback, disclaimer, limitation of liability, indemnification, dispute resolution, equitable relief and claim time limit provisions of these Terms of Service.
Construction. The rule of construction that ambiguities in a contract are to be construed against the drafter shall not be invoked or applied in any dispute regarding the meaning or interpretation of any provision of these Terms of Service.
Headings. The headings of the sections of these Terms of Service are inserted solely for convenience of reference. They are not intended to and shall not define, limit, extend or aid in the construction of the scope, extent or intent of these Terms of Service in any way.
Reservation of Rights. Any rights not expressly granted to you by the foregoing provisions of these Terms of Service are reserved to Aquinas Wealth Advisors^sm.
Entire Agreement. These Terms of Service, including the Privacy Policy incorporated by reference herein, constitute the entire agreement between Aquinas Wealth Advisors^sm and you with respect to the subject matter hereof and supersede any and all prior or contemporaneous agreements and understandings, whether written or oral, between Aquinas Wealth Advisors^sm and you with respect to such subject matter.

AQUINAS WEALTH ADVISORS^sm and FAITH & FINANCE SCORE^sm are service marks which are the exclusive property of Moralis Technologies, LLC d/b/a AQUINAS WEALTH ADVISORS^sm. Other service marks and trademarks referenced in these Terms of Service are the property of others.