Last Updated: xx.xx.xx
This Agreement (comprised of these Bridge Financial Technology Terms and Conditions, together with the fully-executed Service Order) governs your receipt of Services from BridgeFT as well as your access to and use of the Platform. For Investment Advisors without agreeing to these Terms & Conditions
By accessing or using the Services, you agree to be bound by the terms and conditions of this Agreement. You represent that you have the authority to bind any business entity on whose behalf you are acting when entering into this Agreement, as well as that business entity’s affiliates, in which case the terms “you” or “your” refer to such entity, its affiliates and users associated with it. If you do not agree to any portion of this Agreement, you may not access or use the Services.
Terms used in this Agreement (including in the Service Order) with their initial letters capitalized have the meanings ascribed to them in this section or where they are elsewhere defined in this Agreement (including in the ServiceOrder). Any term defined in the singular will have the corresponding definition in the plural (and vice versa). As used in this Agreement:
This Agreement will begin on the Effective Date and unless terminated earlier as provided in this Agreement, will continue in effect for an initial term as indicated in the Service Order and will automatically renew for successive periods the same length as the initial term unless either party provides to the other party written notice no later than ninety (90) days prior to the then-current scheduled expiration of the term of that party’s intention that the Agreement not be renewed. If a Signup Page serves as Service Order for this Agreement, then the term shall default to twelve (12) months unless indicated otherwise on the Signup Page.
INVESTMENT ADVISOR ACKNOWLEDGES AND AGREES THAT THE USE OF THE PLATFORM ENTAILS RISKS, INCLUDING, BUT NOT LIMITED TO, INTERRUPTION OF SERVICE, SYSTEM SOR COMMUNICATIONS FAILURES, DELAYS IN SERVICE, AND ERRORS IN THE DESIGN OR FUNCTIONING OF THE PLATFORM (COLLECTIVELY, A “SYSTEM FAILURE”), THAT COULD CAUSE SUBSTANTIAL DAMAGE, EXPENSE OR LIABILITY TO INVESTMENT ADVISOR. BRIDGE MAKES NO REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED,WITH RESPECT TO THE SELECTION, DESIGN, FUNCTIONALITY, OPERATION, TITLE ORNON-INFRINGEMENT OF ANY PORTION OF THE PLATFORM, AND MAKES NO EXPRESS OR IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTY WITH RESPECT THERETO. WITHOUT LIMITING THE FOREGOING, BRIDGE EXPRESSLY DISCLAIMS ANY WARRANTY OR REPRESENTATION THAT ANY PORTION OF THE PLATFORM WILL OPERATE UNINTERRUPTED OR BE ERROR-FREE, OR THAT ANY DATA PROVIDED, STORED BY, OR ACCESSED THROUGH THE PLATFORM, REGARDLESS OF THE SOURCE OF THAT DATA, WILL BE ACCURATE, COMPLETE, UP-TO-DATEOR ERROR FREE.
Investment Advisor agrees to abide by and comply with the following (the“Investment Advisor Responsibilities”)
Each party will comply with all federal, state and local laws and regulations applicable to it (“Laws”). If, after the Effective Date of this Agreement any Law becomes effective which substantially and materially alters the ability or cost of either party to perform its obligations under this Agreement in whole or part, the parties will renegotiate the provisions of this Agreement to the extent necessary to reflect the effect of such Law. If renegotiations do not result in terms agreeable to both parties, the party that would bear the altered cost due to the change in the Law will have the right to terminate this Agreement without penalty upon thirty (30) days written notice to the other party.
In no event will either party be liable for any indirect, punitive, special, consequential or like damages that may arise in connection with this Agreement, regardless of the cause of action or characterization of the damages, even if the party sought to be held liable has been advised of the possibility of such damages. In no event will Bridge’s liability to Investment Advisor under this Agreement exceed the Fees paid by Investment in the 12-month period immediately preceding the event giving rise to liability.