Terms of Service | RK Sterling

Terms of Service Agreement

Last updated: April 22, 2025

This Terms of Service Agreement (the “Agreement”) governs access to and use of the financial‑advisor web application (the “Platform”) provided by RK Sterling, LLC. (the “Provider”). By creating an account, clicking “I Agree,” or otherwise using the Platform, you (“Advisor,” “you,” or “your”) acknowledge that you have read, understood, and agree to be bound by this Agreement. If you do not agree, do not use the Platform.

1. Definitions

Platform: The Provider’s web application, including all related services, content, and functionality.

Advisor: A licensed financial advisor who registers for, accesses, or uses the Platform.

Client Information: Data about the Advisor’s clients that the Advisor inputs into the Platform.

LLM: Third‑party “Large Language Model” services integrated into the Platform.

PII: Personally Identifiable Information, as defined under applicable privacy laws.

Financial Advice: Any recommendations or guidance that an Advisor chooses to provide to their clients.

2. Purpose & Intended Use

The Platform is a research‑guidance tool. It offers data‑analysis features and LLM integrations to help advisors conduct research and enhance client service. It is not a channel for delivering direct financial advice to clients. All Platform output is for the Advisor’s professional review and must not replace the Advisor’s own judgment. The Advisor remains solely responsible for any Financial Advice ultimately provided to clients.

3. Advisor Accounts & Responsibilities

Account Security – Keep usernames and passwords confidential; you are responsible for all activity under your account.
Legal Compliance – Use the Platform only in accordance with all applicable laws, regulations, and professional obligations.
Prohibited Data – Never include PII in prompts sent to integrated LLMs. While the Provider attempts to scrub PII, final responsibility rests with you.
Data Accuracy – You are responsible for ensuring the accuracy and completeness of all data entered; inaccurate data may lead to inappropriate guidance.

4. Fees and Payment

Subscription Fees: You agree to pay all subscription fees and applicable charges for the Services, as agreed at the time of purchase. Fees may be billed on a monthly or annual basis (as selected by you) and may include one-time or recurring charges for additional features or services. Except as expressly provided in this Agreement, all payments are non-refundable.
Payment Method: Fees must be paid by a valid payment method acceptable to the Company (e.g. credit card, debit card, or other method offered at purchase). By providing a payment method, you represent that you are authorized to use it and you authorize the Company to charge your subscription fees (and any applicable taxes or additional fees) to that method. If paying by credit or debit card, you understand that we will automatically charge your card for each billing cycle, typically five (5) days prior to the end of the current subscription period, to ensure continuous service.
Invalid Payment: If your provided payment method is invalid or unable to process the charges, we will use commercially reasonable efforts to notify you and request an updated payment method. The Company reserves the right to require alternative payment arrangements (such as ACH transfer) or switch you to annual billing if repeated payment issues occur or in other special circumstances.
Taxes: All fees are stated exclusive of any applicable taxes (such as sales, use, or value-added taxes). You are responsible for paying any such taxes or duties associated with your subscription (except for taxes on the Company’s income). We will charge tax when required to do so.
Late Payments: Any late payment of fees (except amounts reasonably disputed in good faith) will accrue interest at the rate of 1.5% per month (18% per annum) or the maximum rate permitted by law, whichever is lower, from the payment due date until paid. You will be responsible for all costs of collection for overdue amounts.
Collection and Attorneys’ Fees: If you fail to pay amounts due, the Company may send your account to a collections agency. You agree to pay all reasonable costs incurred by the Company in collecting any delinquent amounts, including collection agency fees, court costs, and attorneys’ fees. You acknowledge the Company may share your personal and account information with such agents for the sole purpose of collecting unpaid fees.
Currency: All fees and monetary amounts referenced in this Agreement are in United States Dollars (USD), unless otherwise specified in writing. You must pay all amounts in USD.
Third-Party Fees: Subscription fees do not include any fees charged by third-party services that integrate with the Platform. If you choose to use features or services provided by third parties (for example, payment processing or data services), you are solely responsible for paying any fees or charges those third-party services may impose, in addition to the Company’s subscription fees.

5. Subscription Term and Renewal

Trial Period: If your subscription begins with a free trial, the trial period will last for the time specified at sign-up. The terms of this Agreement apply during the trial. Unless you cancel before the trial ends, your subscription will automatically convert to a paid plan at the end of the trial period, and billing will commence.
Initial Term: The initial subscription term (“Initial Term”) begins on the date you first pay for the Services (or the day after a free trial ends, if applicable) and continues for the period you have committed to (default 12 months unless otherwise stated in an order form or sign-up). The Initial Term is a binding commitment for that duration, subject to early cancellation terms outlined below.
Auto-Renewal: Upon expiration of the Initial Term, the subscription will automatically renew for successive renewal terms equal in length to the Initial Term (each a “Renewal Term”), unless either party gives proper notice of non-renewal. The subscription will renew at the then-current subscription fee or at such fee communicated by the Company in advance of renewal.
Opting Out of Renewal: Either you or the Company may elect not to renew the subscription by providing written notice at least thirty (30) days before the end of the Initial Term or any Renewal Term. If proper notice of non-renewal is given, your access will terminate at the end of the current term and you will not be charged for a renewal. If no timely notice is given, the renewal will proceed.
Annual Commitment: All subscriptions are understood to be annual commitments (12 months) by default, regardless of whether you pay in monthly installments or in one annual lump sum. Selecting monthly installment payments does not shorten the commitment period – it simply divides the annual fee into monthly payments. This structure is the basis for early termination fees described below.

6. Acceptable Use and License Restrictions

In order to protect the integrity of the Platform and ensure compliance with applicable laws, you (the Advisor) agree to abide by the following acceptable use policies. You shall NOT:

Unauthorized Purpose: Use the Services for any purpose other than providing professional financial advice or related services to your own end clients in accordance with this Agreement. All use must be in support of your legitimate business as an Advisor to End Users. Using the Platform for any personal, non-business purpose or for any unlawful or unsolicited marketing activities is prohibited.
Resale or Sharing: Rent, lease, sublicense, sell, assign, distribute, transmit, or otherwise share your access to the Platform or any derived output of the Services with any third party who is not an authorized user under your account. You may not allow any person or entity outside your organization (or unauthorized within your organization) to use your credentials or license, except for sharing financial planning results directly with the specific end clients you serve, as intended by the Platform.
Account Misuse: Permit any third party (other than your firm’s authorized staff or your end clients, as permitted by the Platform’s functionality) to utilize your account, or use the Services to provide outsourcing services, service bureau timesharing, or equivalent services to others. Every individual user of the Platform must have their own credentials and license obtained from the Company.
Intellectual Property Violations: Copy, reproduce, distribute, modify, or create derivative works based on the Platform or any content available through the Services (except for your own client reports and outputs generated as part of normal use). You must not reverse engineer, decompile, disassemble, or attempt to discover or access the source code of any software component of the Platform, except to the limited extent that such activity is expressly permitted by applicable law notwithstanding this restriction.
Remove Notices: Remove, alter, or obscure any copyright, trademark, or other proprietary notices or legends that appear in the Platform or within any materials or outputs from the Services.
Interference: Use any device, software, script, or process (including web crawlers, robots, or bots) to interfere with the proper operation of the Platform or to place an unreasonable load on the Service’s infrastructure. You agree not to attempt to disrupt, disable, or impair the Platform’s performance (for example, by transmitting viruses, worms, malware, or engaging in a denial-of-service attack).
Unauthorized Access: Attempt to gain unauthorized access to any portion of the Platform, other user accounts, or any systems or networks related to the Service. This includes not attempting to bypass or undermine any security mechanisms or access controls that the Company has implemented.
Prohibited Content: Upload, post, or transmit via the Platform any content that: (i) is unlawful, harmful, fraudulent, defamatory, obscene, vulgar, or otherwise objectionable; (ii) is harassing or invasive of another’s privacy; (iii) constitutes unauthorized advertising, junk or bulk e-mail (“spam”), chain letters, or any form of solicitation to users who have not expressly agreed to such contact; or (iv) infringes or misappropriates the intellectual property or other rights of any third party. You are responsible for all content that you input into the Platform or transmit through the Services.
Impersonation and Misrepresentation: Not impersonate any person or entity, or falsely state or misrepresent your identity, professional qualifications, or affiliations in any context related to the use of the Services. All information you provide about yourself, your business, and your credentials must be truthful and accurate.
Data Harvesting: Not harvest, scrape, collect, or mine information about other users, clients, or any data from the Platform in an automated or systemic way without the Company’s prior written permission. Any data gathering or extraction tools are forbidden except as explicitly allowed through the Platform’s provided features or APIs in compliance with their terms.
Compliance with Third-Party Terms: If the Platform enables access to any third-party data or services (such as via an integration), you must comply with all applicable usage rules and terms of service of that third-party provider. You shall not use the Services in a way that would cause the Company to be in violation of any third-party rights or agreements.
Competitive Use: Not use the Platform in order to develop or enhance a competing product or service, or for the purpose of benchmarking or competitive analysis of the Services. You agree not to monitor the availability, performance or functionality of the Platform for competitive purposes or publish any performance results or analysis without the Company’s prior written consent.

The Company reserves the right to investigate any suspected violation of these rules. Violations of the above acceptable use provisions may result in suspension or termination of your access, and/or any other remedies available to the Company at law or in equity. The Company may, at its discretion, involve and cooperate with law enforcement authorities in prosecuting users who violate the law through their use of the Services.

7. Third-Party Services and Integrations

The Platform may integrate with or provide access to third-party services, websites, or software (collectively, “Third-Party Services”) to enrich or facilitate your experience (for example, linking to a payment processor, CRM system, data feed, or other software used in financial advising). If you elect to use any Third-Party Services in conjunction with our Platform, the following terms apply:

Separate Agreements: Your use of Third-Party Services is subject to separate terms and conditions between you and the provider of the Third-Party Service. The Company is not a party to those separate agreements. It is your responsibility to review and accept any terms of use, license agreements, privacy policies, and fees imposed by the third-party provider before using their service through our Platform.
Compliance: You agree to comply with all applicable terms of the Third-Party Services that you access, subscribe to, or use through the Platform. This includes, but is not limited to, any end-user agreements or usage guidelines required by those providers. For example, if the Platform allows you to process payments via a third-party payment gateway, you must abide by that payment processor’s terms for payment processing.
Account Setup: In many cases, you will need to have an active account with the third-party provider or take specific actions (such as obtaining API keys or credentials) to enable the integration. You are solely responsible for properly configuring and maintaining those third-party accounts and permissions. The Company does not have control over the setup or management of your accounts with third parties.
Information Sharing: By using a Third-Party Service through our Platform, you give the Company permission to share necessary data or credentials with that third-party as needed to operate the integration. For example, if an integration requires sending information (such as your name, your firm’s information, client data, or transaction details) to the third-party, you authorize the Company to transmit such information on your behalf. We will only share information that you have provided or that is necessary for the requested integration. Any information you provide for use with Third-Party Services must be truthful, accurate, and not in violation of any law or third-party right.
No Endorsement or Control: The Company does not endorse or assume any responsibility for Third-Party Services. Third-Party Services are independent from the Company; we do not control their actions, and we make no guarantees about their content, functionality, security, or reliability. Your interactions with any third-party provider are solely between you and that provider. The Company is not liable for any loss or damage of any sort incurred as a result of your use of any Third-Party Service or your reliance on their representations.
Use at Your Own Risk: Any use of Third-Party Services is at your own risk. It is your responsibility to use caution and discretion when linking your account with external services or sharing data. You should ensure that third-party tools are trustworthy and appropriate for your business and that you understand what data will be shared.
Service Changes: Third-Party Services may change or cease to be available over time. The third-party provider might update their APIs, pricing, or may discontinue their integration with our Platform. The Company may also stop offering an integration if the third-party’s terms or technology change unfavorably. If at any time a Third-Party Service that our Platform integrates with ceases to be available on reasonable terms, the Company may disable or remove that integration without providing you a refund, credit, or other compensation related to the discontinuation of the Third-Party Service.
Your Responsibilities: As the Advisor using Third-Party Services, you are solely responsible for: (a) any content or data you share with third parties, (b) any obligations you incur with the third-party (such as fees or compliance responsibilities), and (c) resolving any disputes that may arise between you and the third-party. The Company is not responsible for mediating or resolving any issues on your behalf with external providers.

8. Privacy & Data Handling

Collection & Storage – The Platform stores account details, Client Information, and usage data on encrypted servers.
Processing & Sharing – After automated attempts to remove PII, portions of Client Information are shared with third‑party LLMs to generate research guidance.
Security Measures – The Provider employs technical and organizational safeguards and will follow applicable breach‑notification laws.
Consent – By using the Platform, you consent to the collection, processing, and sharing described above.

9. Privacy Policy and Disclosure Statement

Your use of the Platform is also governed by our policies on data privacy and certain disclosures about our financial planning methodologies. By using the Services, you acknowledge that you have reviewed and accept the terms of the following documents (which are incorporated by reference into this Agreement):

Privacy Policy: Details our practices regarding the collection, use, and protection of personal information. The Privacy Policy is available at [Privacy Policy URL]. It explains what data we collect from you and your clients, how we use it, how we safeguard it, and your rights regarding your personal data.
Disclosure Statement: Outlines important disclosures related to the financial planning services provided through the Platform (for example, assumptions used in projections, limitations of the software, and any relevant disclosures required by law). The Disclosure Statement is available at [Disclosure Statement URL]. It describes the methodologies and assumptions behind our financial calculations and tools, and any potential conflicts or regulatory information you should be aware of.

By agreeing to these Terms of Service, you also agree to the terms of the Privacy Policy and Disclosure Statement. If you do not agree to those terms, you must not use the Platform. We encourage you to read these documents carefully. If these documents are updated in the future, we will provide notice as required, and continued use of the Services will constitute acceptance of the changes. Note: The Privacy Policy and Disclosure Statement are separate documents. The links above are placeholders and should be replaced with the actual URLs once those documents are finalized. If these documents are not yet available, please consult the Company’s compliance officer or support team for more information in the interim.

10. Disclaimers & Limitation of Liability

Platform responses are generated algorithmically and may be inaccurate or incomplete.
To the maximum extent permitted by law, the Provider’s total liability shall not exceed the fees paid by the Advisor to the Provider in the twelve (12) months preceding the event giving rise to liability.
The Provider is not liable for any Financial Advice the Advisor provides to clients.

11. Intellectual Property

All Platform content, features, and functionality (excluding Advisor‑inputted data) are the exclusive property of the Provider and its licensors, protected by intellectual‑property laws. Subject to compliance with this Agreement, the Provider grants Advisors a limited, non‑transferable, revocable license to access and use the Platform solely for research guidance. Advisors must not copy, resell, or exploit any part of the Platform without express written permission.

12. Termination and Cancellation

Notice of Cancellation: To cancel your subscription or to prevent automatic renewal, you must give the Company written notice in accordance with this Agreement. The preferred method is to email a cancellation request to [Support Email Address]. Your notice of cancellation should be provided at least five (5) days before your next billing date to ensure we have sufficient time to process your request. Cancellation will be effective once the Company confirms in writing (for example, via confirmation email or chat) that your request has been processed.
Cancellation During Initial Term: If you decide to terminate your account before completing the Initial Term:
- Monthly Installments: If you are paying month-to-month during the Initial Term and cancel early, an early termination fee of $300 will be immediately charged to your account upon cancellation. This fee is agreed as reasonable compensation for the discounted annual commitment you initially made. After we process your cancellation and charge the fee, you will continue to have access to the Services until the end of the current monthly billing cycle that you already paid for, but you will not be billed for further months.
- Annual Payment: If you paid upfront for an annual term and cancel before the term ends, no refunds will be issued for the remaining unused portion of the term. After we process your cancellation, your access will continue until the end of the Initial Term you paid for, and then the service will terminate without renewal.
Cancellation During Renewal Term: After the Initial Term has been completed, you may cancel during any subsequent Renewal Term as follows:
- Monthly Installments: If you are paying month-to-month in a Renewal Term, you may cancel at any time by providing at least 5 days’ notice before the next monthly billing date. No early termination fee will apply in renewal periods. Once cancellation is processed, you will retain access to the Services through the end of the current paid month, and your subscription will not renew or bill for subsequent months.
- Annual Payment: If you paid for a full year (or multi-month period) as a Renewal Term, you may cancel before the period ends, but no pro-rated refunds will be provided for the unused remainder of that term. After cancellation is processed, you will maintain access until the end of the period you have paid for, at which point the service will terminate and not renew.
Termination by the Company: The Company reserves the right to suspend or terminate your access to the Platform and Services immediately, without prior notice and without liability, for any of the following reasons:
- Breach of Agreement: You violate any of the terms or conditions of this Agreement or engage in unauthorized or improper use of the Platform.
- Provision of False Information: The information you provided in connection with your account (including billing information, contact details, or certifications) is discovered to be false, fraudulent, materially inaccurate or not up-to-date.
- Payment Issues: Your payment method is invalid, or you fail to pay subscription fees or any other charges when due, and such delinquency is not cured promptly upon notice.
- Bankruptcy or Insolvency: You become the subject of a bankruptcy petition, insolvency proceeding, receivership, liquidation, or any other proceeding related to financial distress or assignment for the benefit of creditors.
- Security Risks: Your use of the Services poses a security risk to the Platform or its users, or if required due to technical reasons (e.g. fraud, malware, or hacking attempts originating from your account).
- Adverse Impact: Your use of the Services is, in the Company’s reasonable judgment, adversely affecting the functionality or experience of the Platform for other users.
- Legal Requirement: The Company is required to terminate your access by law, court order, or at the request of government authorities, or your use is or becomes unlawful.
- Service Discontinuation: The Company has decided to discontinue the Services or any portion thereof. In such case, we will attempt to provide you with prior notice if feasible.

If your account is suspended or terminated by the Company for the above reasons, you may be prohibited from reopening a new account or accessing the Services in the future, at the Company’s discretion.

Effects of Termination: Upon any termination or expiration of your subscription (whether initiated by you or by the Company), the following will occur:
- License End: All rights and licenses granted to you under this Agreement will immediately cease. You must stop using the Platform and Services, and any access credentials (logins) will be deactivated.
- Data Access: You will lose access to all of your data, content, and any information stored on the Platform. The Company is not obligated to maintain or provide any of your data after termination. At its discretion, the Company may allow you to retrieve or export your client data for a short period after termination (for example, providing a limited window to download reports), potentially subject to a fee at the then-current rate for such data export services.
- Data Deletion: Except to the extent prohibited by law or as outlined in our Privacy Policy, the Company reserves the right to permanently delete all of your stored data, files, and content from our systems following termination. It is your responsibility to ensure you have back-ups of any data you need prior to the end of your subscription.
- Outstanding Fees: Termination of the account does not relieve you of the obligation to pay any outstanding fees or charges owed up to the date of termination (including any early termination fees, if applicable). The Company may charge any such unpaid amounts to your payment method on file or invoice you separately.
- Survival: Any provisions of this Agreement which by their nature should survive termination (such as limitation of liability, indemnification, dispute resolution, and any perpetual licenses you granted to the Company, etc.) shall survive and remain in effect according to their terms.

13. Governing Law

This Agreement is governed by the laws of the State of Delaware, USA, without regard to conflict‑of‑law principles. Advisors consent to the exclusive jurisdiction of the state and federal courts located in New Castle County, Delaware for any action arising out of or relating to this Agreement.

14. Dispute Resolution and Arbitration

Please read this section carefully, as it affects your rights. It provides for binding arbitration of disputes (with a limited opt-out for court enforcement in certain situations) and a waiver of class actions and jury trials.

Arbitration Agreement: You and the Company agree that any dispute, claim, or controversy arising out of or relating to this Agreement or the use of the Services, including disputes regarding the validity, interpretation, breach, or termination of this Agreement, and including tort and statutory claims (each a “Dispute”), shall be resolved by binding arbitration on an individual basis. This means that neither you nor the Company will pursue Disputes in court; instead, any Dispute will be submitted to final and binding arbitration as described herein. The arbitration will be administered by the American Arbitration Association (AAA) pursuant to its Commercial Arbitration Rules and, if applicable, its Procedures for Arbitration. No judge or jury will be involved, and no class actions or collective proceedings will be permitted. The sole exception is that either party may bring an action in court to enjoin actual or threatened infringement of intellectual property rights or misuse of confidential information (a form of equitable relief), or to confirm, modify or vacate an arbitration award, as allowed by the Federal Arbitration Act.
No Class Actions: All Disputes must be pursued on an individual basis only. You agree that you will not assert Disputes as a plaintiff or class member in any purported class, representative, consolidated, or multi-claimant proceeding against the Company. The arbitrator shall have no authority to consolidate the claims of multiple parties or to hear any class or representative proceedings. You are waiving the right to participate in any class action against the Company.
Arbitrator and Process: The arbitration shall be conducted by a single neutral arbitrator, except that if either party timely requests arbitration before a panel of three arbitrators, the arbitration will be conducted by three arbitrators. If a panel of three is requested, the party requesting three arbitrators must initially bear the additional arbitrator fees (subject to allocation by the arbitrators in the final award). The arbitrator(s) will be experienced in commercial contract disputes and independent of you and the Company. The arbitrator will have the authority to determine the arbitratibility of any claim and to order any relief that would otherwise be available under law.
Arbitration Procedures and Timeline: The parties agree that the arbitration should be efficient and expedited to the extent possible. The arbitrator is instructed to use best efforts to conclude the arbitration proceeding (including issuing a final award) within ninety (90) days of the appointment of the arbitrator. The arbitrator has discretion to extend this timeline if necessary for a fair resolution, but shall consider the goal of a speedy outcome. Each party agrees to cooperate in the prompt resolution of the dispute and use its best efforts to avoid delay. If the arbitrator determines that either party is needlessly delaying the proceedings or not cooperating in good faith to meet the 90-day target, the arbitrator may impose appropriate sanctions on that party.

15. Indemnification

You agree to indemnify, defend, and hold harmless the Provider and its affiliates, officers, directors, employees, agents, and licensors from all claims, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:

your use of the Platform;
your violation of this Agreement; or
any Financial Advice you provide to clients.

16. Modifications

The Provider may modify this Agreement at any time. Updated versions will be posted on the Platform and become effective upon the stated “Last updated” date. Continued use after changes constitutes acceptance of the revised terms.

17. Contact

For questions about this Agreement, please contact cdevlin@rksterling.com