HUMAN INTEREST, INC. WEBSITE TERMS OF USE

PLEASE NOTE THAT THESE WEBSITE TERMS OF USE CONTAIN AN ARBITRATION CLAUSE AND A CLASS ACTION WAIVER PROVISION. IT AFFECTS HOW ANY DISPUTES BETWEEN YOU AND HUMAN INTEREST WOULD BE RESOLVED. PLEASE READ THEM CAREFULLY.

 Last updated: September 21, 2021. 

These Website Terms of Use (“Website Terms”) govern your use of any website, application, or service (collectively, the “Services” or “the Site”) owned and operated by Human Interest, Inc. (referred to as “Human Interest,” “we,” “our,” or “us” as applicable) that displays or links to these Website Terms. You (on behalf of yourself and any organization you represent) automatically agree to these Website Terms and to our Privacy Policy simply by visiting, viewing, or using the Services. If you are using the Services on behalf of an organization or entity, then you are agreeing to these Website Terms on behalf of that Organization and you represent and warrant that you have the authority to bind the Organization to these Terms.

We may update these Website Terms from time to time with or without notice to you. By continuing to use the Services after these Website Terms have changed, you indicate your agreement to the revised Website Terms. If you do not agree to these Website Terms, please do not use the Services.

Site for Informational Purposes Only

The information on this Site is for informational purposes only and the Site is not intended to be a solicitation related to any particular company or investment. You should not rely upon us to review your financial situation, tolerance for risk, or the suitability of any investment or investment strategy that you decide to employ. We may provide tools that assist you to self-assess your own tolerance for risk or the potential suitability of an investment or strategy, or otherwise to educate you in various ways. We do not determine if the tools we provide to you will result in suitable investments or strategies for you.

All investments entail risks and you are responsible for determining whether you can afford the risks of using the output from any of our tools in making any investment or creating or following any investment strategy. While we provide you with tools and ways to help you manage your investments, we do not provide investment, tax, or legal advice. If you wish to receive such advice, you must select and consult your own investment, tax, or legal advisers. You agree that we do not provide such advice, and that all decisions about investing and trading in your account are made by you or someone you have authorized.

Your Responsibility to Protect Your Account

If you register to use the Services, we may require you to create an account with a username and password. You agree to secure and protect your username and password, make your password sufficiently complex to minimize the risk of unauthorized access to your account, and monitor your account for any suspicious transactions. You should notify us immediately if the username or password to your account is compromised or lost or if your account has been compromised in some way. 

When you log in to the Services, we will act on your instructions, including instructions to change investment selections and authorize distributions. WE ARE NOT BE RESPONSIBLE FOR ANY DIRECT OR INDIRECT LOSSES OR DAMAGES ARISING FROM THE UNAUTHORIZED USE OF YOUR ACCOUNT OR PASSWORD BEFORE WE ARE NOTIFIED OF A COMPROMISE.

Restrictions on Your Use of the Services

You must use the Services only for their intended purpose, which is to support and administer your retirement plan and access your account. By using our Services, you agree not to (and will not permit or authorize a third party to) (i) decompile or reverse engineer the Services or otherwise attempt to obtain the source code for the Services; (ii) copy, use, appropriate, brand, distribute or disseminate the Services or any of the education materials, playbooks, tutorials, or documents provided to you about the Services; (iii) allow any other person to use the Services on your behalf, except pursuant to your express authorization; (iv) use our proprietary logo(s) without our prior written consent or otherwise remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property rights notices provided on or with the Services; (v) use the Services for any purpose other than as stated in these Website Terms; (vi) use the Services in a manner that interferes with the use of the Services by other end users; (vii) access or attempt to access any data via the Services that does not belong to you; (viii) use the Services to transmit or upload any software, files, records, or other materials that contain any virus, worm, time bomb, trojan horse, or other harmful or disruptive component; (ix) use any robot, spider, site search/retrieval application, or other manual or automatic device or process to retrieve, index, “data mine,” or in any way reproduce or circumvent the navigational structure or presentation of the Services; (x) probe, scan or test the vulnerability of any system or network or breach any security or authentication measures; or (xi) use the Services for any illegal and/or unauthorized purpose.

If we (in our sole discretion) determine that you have acted inappropriately, we reserve the right to terminate your access to the Services or your account, prohibit you from using the Services, and/or take appropriate legal action. 

Service Interruption

We periodically perform routine website maintenance to optimize the performance of our Services. As a result, you may occasionally see a posted notification that a particular feature or service is temporarily unavailable. We generally limit routine maintenance to non-business hours to minimize its potential impact on you. Most routine maintenance is brief, and any service or feature interruptions it may cause are resolved quickly. We occasionally perform more significant website maintenance or upgrades that require longer times to complete. We try when possible to provide advanced notification and details on our website regarding such maintenance and the expected duration and service impacts of any such activities. You agree that we are not liable for any losses caused directly or indirectly by extraordinary events or conditions beyond our control such as government actions, exchange or market rulings, suspensions of trading, or other third party errors, failures or outages.

Limited Services Performance Warranty.

WE WARRANT THAT THE SERVICES WILL PERFORM SUBSTANTIALLY AS DESCRIBED IN THESE WEBSITE TERMS. WE DO NOT WARRANT, GUARANTEE, OR MAKE ANY REPRESENTATION THAT THE SERVICES WILL MEET YOUR REQUIREMENTS OR THAT THE USE OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. NO OTHER VERBAL OR WRITTEN INFORMATION PROVIDED BY US WILL CREATE A WARRANTY OR INCREASE OUR LIABILITY. OUR SERVICES ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND.  ANY WARRANTIES IMPLIED BY LAW, THE COURSE OF DEALING, OR OTHERWISE ARE EXCLUDED TO THE FULLEST EXTENT PERMITTED BY LAW.

Indemnification; Limitation of Liability 

To the maximum extent permitted by applicable law, you agree to defend, indemnify, and hold harmless Human Interest, its parent and affiliate companies, and their respective officers, directors, employees, agents, representatives, insurers, and assigns from any and all claims arising out of your breach of these Website Terms and any of your activities related to or in connection with the Services. 

EXCEPT WHERE PROHIBITED, HUMAN INTEREST WILL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES ARISING FROM YOUR USE OF THE SERVICES OR ANY THIRD PARTY’S USE OF THE SERVICES TO THE FULLEST EXTENT PERMITTED BY LAW. THESE EXCLUSIONS INCLUDE, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOST DATA, COMPUTER FAILURE, OR THE VIOLATION OF YOUR RIGHTS BY ANY THIRD PARTY, EVEN IF HUMAN INTEREST HAS BEEN ADVISED OF THE POSSIBILITY THEREOF AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY UPON WHICH THE CLAIM IS BASED. IN NO EVENT SHALL THE AGGREGATE LIABILITY OF HUMAN INTEREST ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICES EXCEED THE GREATER OF THE AMOUNT YOU PAID USE TO USE THE SERVICES IN THE PAST TWELVE (12) MONTHS OR $500.

Disputes

You agree that any dispute or claim arising out of your use of the Services, including any dispute or claim as to the application, enforceability, scope, or interpretation of this agreement to arbitrate, will be resolved by binding arbitration, rather than in court, except that you may assert claims in small claims court if your claims qualify. The Federal Arbitration Act and federal arbitration law apply to these Website Terms.

There is no judge or jury in arbitration, and court review of an arbitration award is limited. However, subject to these Website Terms, an arbitrator can award on an individual basis the same damages and relief as a court (including injunctive and declaratory relief, or statutory damages), and must follow these Website Terms.

Arbitration shall be administered by the Judicial Arbitration and Mediation Services, Inc. (“JAMS”), pursuant to the most-current JAMS Streamlined Arbitration Rules & Procedures, and conducted by a single, neutral arbitrator. The JAMS rules are available on JAMS’ website, www.jamsadr.com. Arbitration will take place by phone or videoconference, unless an in-person hearing is requested by either party. In that case, the hearing will take place in San Francisco unless we agree otherwise or the Minimum Standards (as defined below) apply and require otherwise. To the extent this agreement to arbitrate conflicts with the JAMS Policy on Consumer Arbitrations Pursuant to Pre-Dispute Clauses Minimum Standards of Procedural Fairness (the “Minimum Standards”), the Minimum Standards in that regard will apply.

Disputes may also be referred to another arbitration organization if you and Human Interest agree in writing, or to an arbitrator appointed pursuant to Section 5 of the Federal Arbitration Act.

We each agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, group, or representative action. If for any reason a claim proceeds in court rather than in arbitration, we each waive any right to a jury trial. We also both agree that notwithstanding our agreement to only arbitrate disputes as stated above, you or we may bring suit in court to enjoin infringement or other misuse of intellectual property rights.

You have the right to opt out of binding arbitration by sending a timely written notice of your decision to opt out, within thirty (30) days of the date you first become subject to this arbitration agreement. If you want to opt out, your notice must be sent in writing to:

Human Interest, Inc.

Attn: Legal Department

655 Montgomery St, Suite 1800

San Francisco, CA 94111

The opt-out notice must include your full name and email address and clearly indicate your intent to opt out of binding arbitration. If you opt out of this arbitration agreement, all other parts of these Website Terms will continue to apply to you.  Opting out of this arbitration agreement has no effect on any other arbitration agreements that you may currently have with us (or any of us), or may enter into in the future with us (or any of us).

If any part or parts of this arbitration agreement are found to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the arbitration agreement shall continue in full force and effect.

Choice of Law

These Website Terms, the relationship of the parties, and Disputes (as defined above) will be governed by the laws of the State of California (without regard to conflicts of law principles).  You and we agree that these Website Terms affect interstate commerce and that the interpretation and enforceability of the Disputes section above shall be both substantively and procedurally governed by and construed and enforced in accordance with the Federal Arbitration Act, 9 U.S.C. § 1 et seq., to the maximum extent permitted by applicable law.

Communication.

We may send communications to you at your mailing address or your e-mail address as provided to us by you, or your Plan Sponsor, and you agree to accept all such communications. You agree to notify us promptly if your email address changes and to keep all information, such as your mailing address, current and accurate. These Website Terms apply to your use of the Human Interest website. You agree to receive electronic communications from us through our website (for example, we may deliver our required annual privacy notice, written disclosure statement, and amendments to these Website Terms to you during the term of this agreement by posting them on our website). We will not impose any additional charge to you for such electronic communication and will provide the specialized software, if any, needed to view such electronic documents at no charge to you. You are responsible for fees associated with internet access or usage.

Additional Details.

If any part of these Website Terms are found to be invalid or unenforceable, it will not affect the validity or enforceability of any other part of these Website Terms, which will continue in full force and effect.

Nothing in these Website Terms may be read to waive compliance with the Investment Advisers Act of 1940 or the rules thereunder, or ERISA or the rules or any order thereunder.

If you do not comply with these Website Terms and we do not take enforcement action right away, that does not constitute a waiver and we are not giving up any rights that we may have (such as taking enforcement action in the future). 

The Services may contain links to third-party websites. That does not mean that we control or endorse those websites or any goods or services sold on those websites. 

Certain features on the Services may be subject to separate terms, which will be presented in conjunction with those features. Your use of those features will be governed by those separate terms.