By using this site, you agree to our Privacy Policy and our Terms of Use.
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CorFX Terms & Conditions

Acknowledgment and Acceptance of Terms of Use

These Terms of Use are entered into by and between the user of the Platform (“you”) and Eastern Point Trust Company and its Affiliates, Third Parties, and any co-trustees acting individually or by committee (jointly “Eastern Point Trust Company,” “EPTC,” “we,” or “us”). The following terms and conditions, together with any documents they expressly incorporate by reference, govern your access to, and use of, this Platform, all associated or linked EPTC websites and associated trust administration and trustee services, or related services provided by EPTC, its Affiliates, or its Third Parties. The preceding includes, but is not limited to, the websites www.easternpointtrust.com, www.kisstrust.com, and any linked or affiliated websites, including any content, functionality, and services offered on or through the same (collectively, the “Platform”), whether as a guest or a registered user.

Please read these Terms of Use carefully. These Terms of Use constitute a binding legal agreement in consideration of and regarding your use of the entire Platform. By using or accessing the Platform, you acknowledge that you have read these Terms of Use and our Privacy Policy (located at https://www.easternpointtrust.com/privacy-policy), which is incorporated herein by this reference, and agree to be bound by them. With each access or use of the Platform, you agree to these Terms of Use as they may have been amended from time to time.

THESE TERMS OF USE CONTAIN BINDING WAIVERS AND DISCLOSURES WHICH MAY AFFECT YOUR LEGAL RIGHTS. PLEASE READ THE INFORMATION FULLY AND CAREFULLY.

These Terms of Use are a separate legal agreement and are in addition to, and not a replacement for, any other agreement you may enter into with EPTC. Additionally, these Terms of Use may also be incorporated by reference and made part of any other agreement you enter with EPTC or a trust you create.

Your access to, and use of, the Platform and ongoing trust services is conditioned upon your acceptance of and compliance with these Terms of Use. These Terms of Use apply to all visitors, users, Beneficiaries, Claimants, and others who wish to access or use the Platform.

The Platform is offered and available to users who are eighteen (18) years of age or older. By using the Platform, you represent and warrant that you are of legal age to form a binding contract with EPTC and meet all eligibility requirements. If you do not meet all of these requirements, you must not access or use the Platform.

Scope and Changes to the Terms of Use

By using the Platform, you agree to follow and be bound by these Terms of Use and agree to comply with all applicable laws and regulations, including but not limited to United States Bank Secrecy Act laws, export and re-export control laws, and regulations, all federal and state copyright and intellectual property laws, and any other federal or state regulation, statute, administrative code, or common law.

EPTC may amend these Terms of Use at any time at its sole discretion, including without limitation, by posting revised terms on its websites at www.easternpointtrust.com (or other affiliated websites). All changes are effective immediately when we post them and apply to all access to and use of the Platform thereafter. Your continued use of the Platform following the posting of revised Terms of Use means that you accept and agree to the changes. You are expected to check this page from time to time, so you are aware of any changes, as they are binding on you. You further agree that the Terms of Use in effect at the time of each visit supersede and amend any prior Terms of Use and that all acts by you shall be governed by the Terms of Use then in effect.

If you disagree with any part of the current Terms of Use, then you do not have permission to access the Platform, must immediately suspend your use thereof, and must inform EPTC in writing via USPS-certified mail within three (3) days of the suspension. Notices confirming suspension and objection to the Terms of Use must be mailed to Client Services, P.O. Box 232 Warrenton, VA 20188.

Accessing the Platform and Account Security

We reserve the right to withdraw or amend the Platform and any service or material we provide on the Platform, at our sole discretion, without notice. We will not be liable if, for any reason, all or any part of the Platform is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Platform to users, including registered users.

You are responsible for both:

  • Making all arrangements necessary for you to have access to the Platform.
  • Ensuring that all persons who access the Platform through your internet connection are aware of these Terms of Use and comply with them.

You may be asked to provide certain registration details or other information to access the Platform or some of the resources it offers. It is a condition of your use of the Platform that all information you provide on the Platform is correct, current, and complete. You agree that all information you provide to register with this Platform or otherwise, including, but not limited to, through the use of any interactive features on the Platform, is governed by our Privacy Policy located at https://www.easternpointtrust.com/privacy-policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.

If you choose or are provided with a username, password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to this Platform or portions of it using your username, password, or other security information. You agree to notify us immediately of any unauthorized access to, or use of, your username or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.

We have the right to disable any user name, password, or another identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Use.

It is a violation and breach of these Terms of Use, and a deemed act of computer trespass subject to criminal and civil enforcement, to access the Platform or attempt to access the Platform: (i) with a false Internet Protocol (“IP”) address location other than the IP address of your actual physical access location; (ii) through the use of any method similar to that of a proxy server, proxy server service, proxy redirect, IP address masking software, or another such service, method, or software whose purpose is to disguise or provide an IP address other than that of your physical access location; or (iii) through the use of a fictitious user identity and/or the creation of a fictitious user account.

By your use, you affirmatively agree to the following security procedures and requirements:

It is your duty to report unauthorized signatures, alterations and forgeries. You agree that you must monitor via the Platform your Trust activity on a continuous and ongoing basis. If you discover (or reasonably should have discovered) any unauthorized signatures, transactions, or alterations, you must promptly notify us of the relevant facts within twenty-four (24) hours. If you fail to perform either of these duties, you shall have to bear any associated loss entirely yourself. Such loss could be with respect to items on your report and all other items with unauthorized signatures, transactions, or alterations by a wrongdoer. You agree to the time frames stipulated herein with respect to examining your Trust transaction(s) posted on the Platform and notifying us. You further agree that if you fail to report any unauthorized signatures, transactions, alterations, or forgeries in your account within the stated time frame, you cannot assert a claim against us on any items in that reporting period, and, as between you and us, the loss shall be entirely yours. This limitation is without regard to whether we used ordinary care. The limitation in this paragraph is in addition to all other limitations contained herein.

Important Information About Procedures for Opening and Maintaining an Account

Pursuant to the Bank Secrecy Act and related laws, regulations, and rules, federal law requires all financial institutions to obtain, verify, and record information that identifies each person or entity which opens or operates an account and all related Underlying Beneficial Owners (“UBOs”) pursuant to EPTC’s Customer Due Diligence, Know Your Customer and Anti Money Laundering policies.

A UBO is defined as an individual or entity (regardless of type, nature, or segmentation) which holds, directly or indirectly, twenty-five percent (25%) or more of capital, voting rights, beneficial rights, shares, membership interest, economic interest or other such rights in the underlying entity. Additionally, a UBO is any person, entity, arrangement, or structure that (i) ultimately owns, controls, or influences an account held at EPTC and the persons or entities on whose behalf a transaction is being conducted and (ii) includes a person or entity who exercises ultimate effective control over the said entity, arrangement or structure, or (iii) a person or entity which derives the benefits associated with ownership or control of said arrangement or structure. Finally, a UBO shall also include persons or entities (i) possessing a power of attorney relative to any of the preceding, (ii) persons or entities possessing sole veto authority, (iii) corporate directors or nominee directors that are appointed to conceal the true owners of a given firm, and (iv) shell companies, shell trusts, or other multi-layer structures or interconnected arrangements.

The UBO of an Affiliate is that person or entity proceeding up, down, or laterally in a chain of ownership beginning with and including the parent and all related, associated, or affiliated entities, subsidiaries, trust(s), persons, or any other legal, structural type.

A Control Person (“Control Person”) is defined as an individual or entity (regardless of type or nature) that, directly or indirectly, directs or controls the activity of an account or associated entity, including but not limited to its voting rights and ability to contractually bind the entity or control the disbursement or receipt of funds.

EPTC may request, as part of its government-mandated monitoring of accounts, updated Customer Due Diligence, Know your Customer, and Anti Money Laundering information at any time.

Notwithstanding the preceding, EPTC retains the absolute discretion to determine whether a party is a UBO or a Control Person and whether the provided information is responsive or warrants further inquiry.

What does this mean for you?

We shall ask you for your name, address, date of birth, and other information that shall allow us to identify you and all associated UBO’s Control Persons and entities. We may also require you to provide copies of driver’s license(s), passport(s), or other identifying documents for all parties we deem appropriate. Additionally, we may access government and commercial databases to verify your identity and related information. In the case of an entity, information, including but not limited to information regarding all associated UBOs and Control Persons, as well as information regarding all related entities, trusts, affiliates, subsidiaries, or other holding structures, is specifically required by law and must be provided.

For non-compliant trusts and accounts, EPTC has no other option but to suspend further transactions. EPTC may also decide, at its sole discretion, to permanently close such non-compliant trusts without notice or right of appeal, regardless of the terms of the associated agreement. In certain cases, EPTC may be compelled to file reports with various government agencies regarding a failure to comply with the BSA-related requirements or other suspicious activity.

User Accounts

The use of the Platform is not limited to creating a user account; however, to access certain functions, you must create a user account and select a password. You agree to provide us with accurate, complete, and up-to-date registration information about yourself and, if applicable, the organization you represent.

You agree that you shall only use your user account and the Platform for your personal or organizational use and not on behalf of, or for the benefit of, any third party. Without our prior written permission, you may not transfer your user account to anyone else, nor may you allow for the unauthorized use of your user account or any unauthorized use or access to any forms, processes, or documents, and you are solely liable for any system breach or loss that arises from any related breach of your computer, communication systems, or devices.

You understand that we own the Platform. These Terms of Use don’t grant you any right, title, or interest in us, the Platform, our trademarks, logos, or other intellectual property.

Acceptable Use Policy

CORFX is a SAS technology-enabled wallet-based escrow service offered only to financial institutions outside of the United States ("U.S."). CORFX is not offered in the U.S. and no U.S. citizen, resident, or entity is eligible to utilize the CORFX service. CORFX technology enables the transmission of a client's associated payment rails transaction instructions which are then communicated for execution through one or more banks or non-bank licensed money transmitter services. You are responsible for all activity in connection with your login credentials, computer, and communication systems and devices. It is your duty to ensure that your use of the Platform and communications with us are, at all times, in a manner that complies with the law and is fully secure. You agree that we cannot and shall not be responsible, in any manner, for improper or unauthorized use or any resulting breach of the Platform or communications, including but not limited to when the preceding results from your failure to secure your computer or communication systems thereby enabling unauthorized use and a breach or loss. You agree to release and hold us harmless relative to the preceding.

Pursuant to the foregoing, you agree that you shall ensure, at all times, that your operating systems are functioning properly and your cyber security is deploying properly to ensure adequate and continuous software, computer, cyber, and information security (as well as availability, confidentiality, and integrity). You further agree that you shall provide regular training (at least semi-annually) to all of your employees or associates, if applicable, on effectively identifying behaviors that create cybersecurity and data risks and avoiding such behaviors.

You expressly agree to prevent and to be solely liable for any resulting loss related to any use which:

  • Is fraudulent, frivolous, or threatening, or in any way violates these Terms of Use;
  • Jeopardizes the security of your trust or user account or anyone else’s (such as allowing someone else to log in as you, sharing your account or password with someone, or failing to secure your account or password);
  • Fails to secure the computer network, electronic communication accounts, or devices you utilize or the passwords or security encryption codes you utilize;
  • “Crawls,” “scrapes,” or “spiders” any page, data, or portion of the Platform (through the use of manual or automated means);
  • Copies or stores any portion of the copyright-protected content on the Platform;
  • Decompiles, reverse engineers or otherwise attempts to obtain the source code, underlying ideas, or information relating to the Platform and its underlying functional design.

You expressly agree that EPTC has no duty to detect the unauthorized use of your computer, communications systems, or devices. Pursuant to the foregoing, you release, waive, hold harmless, indemnify, and exonerate EPTC from any associated claims, including any which may have otherwise arisen under the “last clear chance” doctrine.

Prohibited Uses

You may use the Platform only for lawful purposes and in accordance with these Terms of Use. You agree not to use the Platform:

  • In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the U.S. or other countries).
  • For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise.
  • To send, knowingly receive upload, download, use, or re-use any material that does not comply with these Terms of Use.
  • To transmit or procure the sending of any advertising or promotional material, including any “junk mail,” “chain letter,” “spam,” or any other similar solicitation.
  • To impersonate or attempt to impersonate EPTC, an EPTC employee, another user, or any other person or entity (including, without limitation, by using email addresses associated with any of the foregoing).
  • To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Platform or which, as determined by us, may harm EPTC or users of the Platform or expose them to liability.

Additionally, you agree not to:

  • Use the Platform in any manner that could disable, overburden, damage, or impair the site or interfere with any other party’s use of the Platform, including their ability to engage in real time activities through the Platform.
  • Use any robot, spider, or another automatic device, process, or means to access the Platform for any purpose, including monitoring or copying any of the material on the Platform.
  • Use any manual process to monitor or copy any of the material on the Platform or for any other purpose not expressly authorized in these Terms of Use without our prior written consent.
  • Use any device, software, or routine that interferes with the proper working of the Platform.
  • Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
  • Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Platform, the server on which the Platform is stored, or any server, computer, or database connected to the Platform.
  • Attack the Platform via a denial-of-service attack or a distributed denial-of-service attack.
  • Otherwise attempt to interfere with the proper working of the Platform.

User Contributions

The Platform may contain interactive features (collectively, “Interactive Services”) that allow users to post, submit, publish, display, or transmit to other users or other persons (hereinafter, “post”) content or materials (collectively, “User Contributions”)on or through the Platform.

All User Contributions must comply with the Content Standards set out below in these Terms of Use.

Any User Contribution you post to the site will be considered non-confidential and non-proprietary. By providing any User Contribution on the Platform, you grant us and our Affiliates and service providers, and each of their and our respective licensees, successors, and assigns, the right to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material for any lawful purpose.

You understand and acknowledge that you are responsible for any User Contributions you submit or contribute. You, not EPTC, have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness.

We are not responsible or liable to any third party for the content or accuracy of any User Contributions posted by you or any other user of the Platform.

Authorized Signer

The authorized signer is merely designated to conduct transactions on behalf of the Beneficiary/Claimant. The Beneficiary/Claimant does not give up any rights, and the authorized signer may not in any manner affect the rights of the owner or beneficiaries, if any, other than by withdrawing funds from the Trust. The Beneficiary/Claimant is solely responsible for any transactions of the authorized signer. We undertake no obligation to monitor transactions to determine that they are on behalf of the Beneficiary/Claimant. The Beneficiary/Claimant, to the extent allowable under the applicable law, may terminate the authorization at any time. However, we may continue to honor the transactions of the authorized signer until: (i) we have received written notice or have actual knowledge of the termination of authority and (ii) we have a reasonable opportunity to act on that notice or knowledge. Additionally, we may refuse to accept the designation of an authorized signer.

We process items by relying solely on the information contained in the captured data. This means that we do not individually examine all of your items to determine if the item is properly completed, signed, and endorsed or to determine if it contains any information other than what is submitted as an instruction. You agree that we have exercised ordinary care if our automated process is consistent with the general practices stipulated herein, even though we do not inspect each item.

We are not responsible for any unauthorized signature or alteration that would not be identified by a reasonable inspection of the item. Using an automated process helps us keep costs down for you and all account holders.

Signatures

If we honor items containing facsimile signatures, you authorize us, at any time, to deduct from the Trust assets for all petitions or orders for the payment of money. You give us this authority regardless of by whom or by what means said signature may have been affixed so long as they resemble a signature specimen (including but not limited to digital signatures or digital signature identification codes) in our possession or on file with us, and contain the required number of signatures for this purpose. You must notify us the same business day if you suspect that your facsimile signature is being or has been misused.

Electronic Communications Disclosure and Consent

You agree that in order to proceed and conduct business electronically, we may provide all notices, disclosures, and other communications in an electronic format. This consent to receive such communications in electronic format does not automatically create a user account or enroll you in our online statements service. Along with your consent, you agree to provide and maintain a secure and valid email address and must meet specific system requirements as outlined below.

To access and utilize the Platform and view and retain electronic communications from us, the computer or mobile device you are using must comply with the System and Hardware Requirements as follows:

  • A secure Internet connection (Note: Dial-up connections are not supported, and satellite cable connections often have difficulty supporting encrypted applications);
  • A secure recent generation internet browser that is being supported by its publisher, such as Microsoft Edge, Google Chrome, Apple Safari, or Mozilla Firefox;
  • A secure, supported program that accurately reads and displays PDF files;
  • Cyber security software and hardware and user controls required to protect the confidentiality, integrity, and availability of a party’s computer systems and data from unauthorized access, use, or intrusion or the interception of communication or data transmissions;
  • A secure valid email address that you have provided to us (for each user) and we may use as a specimen signature element;
  • A secure computer or mobile device with an operating system capable of supporting all of the above; and
  • Sufficient storage space to save communications or an installed printer to print them.

You are solely responsible for ensuring that your devices meet the security, hardware, and software requirements above.

We reserve the right to discontinue providing access through any hardware or software that, in our sole opinion, suffers from a security flaw or other flaw that makes it unsuitable for use. We will notify you if there are any material changes to the hardware or software needed to receive electronic communications from us. Continuing to access the Platform after receiving notice of such a change is reaffirmation of your consent.

By consenting to this agreement, you agree that you have, and maintain, these requirements and that your devices, data, systems, and networks are, and shall remain, secure from any unauthorized access or use. If hardware or software requirements change, we will notify you of these changes and the new requirements. As provided in these Terms and Conditions, you have the right to withdraw your consent at any time. By declining or withdrawing this consent, you will be unable to proceed with the service, and you revoke your right to receive electronic records in the future.

Further, you are solely responsible for the quality, completeness, accuracy, validity, and integrity of any PDF, DocuSign, and other such document images and electronic signature methods. You are solely responsible if you, intentionally or unintentionally, submit fraudulent, incorrect, or illegible images to us or if your computers, devices, networks, or systems are used, by authorized or unauthorized persons, to submit fraudulent, unauthorized, inaccurate, incorrect, or otherwise improper or unusable PDF, DocuSign, and other such document images and electronic signatures to us.

Electronically Created Requests 

An electronically created request does not contain the signature of the Beneficiary/Claimant or another authorized signer. In place of a signature, the check usually has a statement that the owner authorized the Beneficiary’s/Claimant’s or authorized signer’s name typed or printed on the signature line. You warrant and agree to the following for every Electronically Created Request we receive from you: (i) you have received express and verifiable authorization to create the request in the amount and to the payee contained in the Electronically Created Request; (ii) you will maintain proof of the authorization for at least two (2) years from the date of the authorization, and supply us the proof if we ask; and (iii) if an Electronically Created Request is fraudulent, unauthorized or invalid, you owe us the amount of the Electronically Created Request regardless of when the transaction is determined to be fraudulent, unauthorized, or invalid. We may take funds from your Trust to pay the amount you owe us, and if there are insufficient funds in your account, you fully indemnify us and owe us the remaining balance.

Monitoring and Enforcement; Termination

We have the right to:

  • Remove or refuse to post any User Contributions for any or no reason at our sole discretion.
  • Take any action with respect to any User Contribution that we deem necessary or appropriate at our sole discretion, including if we believe that such User Contribution violates the Terms of Use, infringes on any intellectual property right or another right of any person or entity, threatens the personal safety of users of the Platform or the public, or could create liability for EPTC.
  • Disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy.
  • Take appropriate legal action, including, without limitation, referral to law enforcement for any illegal or unauthorized use of the Platform.
  • Terminate or suspend your access to all or part of the Platform for any or no reason, including without limitation, for any violation of these Terms of Use.

Without limiting the foregoing, we have the right to cooperate fully with any law enforcement authorities or court order(s) requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Platform. YOU WAIVE AND HOLD HARMLESS EPTC AND ITS AFFILIATES, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING OR TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.

However, we cannot review material before it is posted on the Platform and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party. We have no liability or responsibility to anyone for the performance or nonperformance of the activities described in this section. 

You understand and agree that it may not be possible to completely delete all related information from our records or backups following a termination of your account.

You agree that these Terms of Use, and the obligations outlined in these Terms of Use, shall survive and remain in full force and effect even after you terminate your account. All of the terms within these Terms of Use shall survive any termination. Any obligation you have to pay us or indemnify us and all waivers, releases, agreements to hold harmless, indemnifications, and exonerations under any theory of liability or duty shall survive termination. Likewise, all obligations and restrictions regarding ownership rights or Intellectual Property rights, including those related to Foreground Intellectual Property, shall survive such termination. Finally, all terms relative to potential disputes and the process for resolving potential disputes shall survive the termination of your account or our resignation or removal from any role associated therewith.

Your Duty to Report Other Errors or Problems

In addition to your duty to continuously monitor via the Platform your Trust activity for unauthorized signatures, transactions, alterations, and forgeries, you agree to examine your Trust activity not less than every twenty-four (24) hours for any other error or problem, including but not limited to a transaction error or an unexpected addition or withdrawal amount.

Additionally, if we send to you a transaction notice or we make information available to you regarding a transaction, you must, within twenty-four (24) hours, examine them for any unauthorized approval, missing endorsements, or any other problems. Failure to receive or examine the notice due to spam filtering, blocked communications, unauthorized persons controlling your system or device, system malfunctions, lack of internet or cell phone service, or any other condition that delayed or prevented the notice from being received or acted upon is your sole liability and precludes you from asserting a claim against us for any errors or unauthorized distributions, and, as between you and us, the loss will be entirely yours.

Any other failure or inability to timely examine transaction notices and transaction information available on the Platform and report any errors when we first send a transaction notice or make the information available precludes you from asserting a claim against us for any errors or unauthorized distributions, and, as between you and us, the loss will be entirely yours.

You further agree to keep your username, password, personal identification numbers, and codes secure and confidential. You agree to tell us within twenty-four (24) hours and to select a new username and password if you believe your username or password has been obtained by someone not authorized to have access to your account.

Additionally, you agree to keep your computer and communications systems, data, and devices secure and confidential at all times and under all circumstances. If you give your password to someone or if your system or communications systems are breached, every transaction that person performs in your Trust is considered to have been authorized by you. You are solely responsible for all transactions that person may perform while using the service, whether or not you authorized a particular transaction. We have no duty to verify the identity of any person who accesses the service using a valid password or your computer, email, or other communication systems or devices. We are not liable for any losses resulting from the use of the service by any person to whom you have given your password. If you tell us that a person is no longer authorized to access your account, then only transactions performed by that person after you told us and after we have had a reasonable amount of time to act on your notice are considered authorized transactions.

In furtherance of the preceding, you alone are responsible for ensuring your computer equipment and software are properly installed, secure, free from malware, viruses, bots, or other hacker tools or other program(s) or device(s) that may infect your system and the computer equipment and software are maintained correctly and that your internet service is working properly. We are not responsible for the effects of, or any losses you may incur as a result of, any computer virus malware, viruses, bots, or other hacker tools or other program(s) or device(s) that infect your computers, devices, networks, or systems. We are not responsible for maintaining the security of your computers, devices, networks, or systems while you use the service or for any losses you may incur as a result of any breach of your security system. We are not responsible for losses you may incur because your internet access was not functioning properly.

Additionally, you must tell us within twenty-four (24) hours if your username or password has been lost, stolen, or used without your permission, or if your system, devices, network, or communications have been compromised, or if you believe that someone has transferred, or may transfer, funds in or from your account without your permission. Contacting us by telephone is the best way of minimizing potential losses.

Failure to tell us within twenty-four (24) hours of the information loss, theft, or unauthorized transfer shall result in the loss being solely your liability and precludes you from asserting a claim against us for any errors or unauthorized distributions and, as between you and us, the loss shall be entirely yours.

Reliance upon Information, Instruction, Representation, and Warrants; No Duty to Audit

We may rely solely upon the verbal and written (electronic and hard copy) information, instruction(s), representation(s), and warrants we receive from the Claimant, Grantor, Beneficiary, attorney, planner, their authorized agent, and all Parties in Interest (as the case may be) without any duty or obligation to conduct any additional audit, investigation, or inquiry to investigate, detect or determine if such information, instruction(s), representation(s), or warrants are fraudulent, untrue, unauthorized, inaccurate, coerced, or inconsistent with tax laws and doctrine, or incomplete. Further, we have no duty to investigate, detect or determine theft, conversion, fraud, or inconsistency with tax laws and doctrine, or unauthorized fraudulent intent as it relates to the information, instruction(s), representation(s), and warrants received by us from the Claimant, Grantor, Beneficiary, attorney, planner, their authorized agent or a third party and may rely solely on the documents and instructions we receive.

To protect the assets of the Trust from theft, conversion, or misuse, the Claimant, Grantor, Beneficiary, attorney, planner, their authorized agent(s), and all Parties in Interest acknowledge and agree that they have a stipulated duty and a specific performance requirement to implement all possible safeguards to protect all information, passwords, system access information and forms related to the processes in their possessions associated with requesting distributions and information from us or contacting us. The forgoing shall include but not be limited to securing all physical files, computers, data files, network, and email systems from a breach, compromise, man-in-the-middle transmission intercept, malware, or any other security lapse. Further, the Claimant, Grantor, Beneficiary, attorney, planner, their authorized agent, and all Parties in Interest acknowledge their duty to conduct the ongoing monitoring of such events.

The Claimant, Grantor, Beneficiary, attorney, planner, or their authorized agent and all Parties in Interest acknowledge that we perform in Good Faith when acting under the provisions herein and, as such, completely release, hold harmless, indemnify and forever discharge us from all past, present, or future claims, demands, obligations, actions, causes of action, rights, damages, costs, losses of service, expenses, tax consequences, and compensation of any nature whatsoever, whether based on a tort, contract, fiduciary duty or other theory of recovery, which the Trust or Parties in Interest now have, or which may hereafter accrue or otherwise be acquired, on account of, or may in any way grow out of our reliance on the information, instruction(s), representation(s), and warrants which may be fraudulent, untrue, inaccurate, coerced, inconsistent with tax laws and doctrine, or incomplete.

This release and discharge shall apply jointly and severally to us, including, but not limited to, our respective officers, directors, stockholders, attorneys, agents, servants, representatives, employees, subsidiaries, affiliates, partners, predecessors, and successors in interest, heirs and assigns, and all other persons, firms or corporations with whom we have been, are now, or may hereafter be affiliated (“Trustee’s Parties”).

This provision shall be a fully binding and complete settlement of the associated rights and claims under the Trust by the Claimant, Grantor, Beneficiary, attorney, planner, their authorized agent, and all Parties in Interest and their heirs, assigns, and successors, including but not limited to any applicable insurance carrier’s waiver of the rights of subrogation against us and the Trustee’s Parties. This provision shall apply in addition to all other provisions and have supremacy and prevail even when in conflict. The Claimant, Grantor, Beneficiary, attorney, planner, their authorized agent, and all Parties in Interest acknowledge and agree that the release and discharge set forth herein is a general release. All Claimants, Grantors, Beneficiaries, attorneys, planners, their authorized agents, and all Parties in Interest assume the risk that the facts or law may be other than Claimants, Grantors, Beneficiaries, attorneys, planners, their authorized agents, and all Parties in Interest believe.

Other Users and Third-Parties

By your use, you acknowledge and agree that you access all Platform content and functionality at your own risk. We are not liable for any errors or omissions, directly or indirectly, resulting from its use, and you hereby hold us harmless and indemnify, exonerate, waive and release us from any damages or losses that may arise in connection with any related transaction or event.

In the event that you have a dispute with a third party, you hereby hold us harmless, indemnify, exonerate, waive, and release us from any damages or losses that may arise in connection with any related transaction or event.

Platform Offered for Educational Purposes Only

EPTC offers a variety of trust services, trust administration services, self-help support software, attorney support software, and document management systems, all of which provide self-service, automated software trust solutions. Fees charged are solely for trustee services or licensing fees to access the self-help system, and fees are not a drafting or document preparation fee. The content herein is provided as, and limited to, information and descriptions of the features and benefits of our services, products, and the requirements of the trustee when applicable.

The Platform is for informational purposes only and is not an offer to sell, a solicitation, or an offer to buy any security or legal or trust services. The information herein is not intended to be legal or investment advisory advice and should not be constructed as legal or investment advisory advice. EPTC and its Affiliates are not law firms, are not a lawyer referral service, and do not act as your attorney or investment advisor. We are not a substitute for the advice of an attorney or an investment advisor; as such, we do not provide any advice, explanation, opinion, or recommendation about possible legal rights, express any legal guidance on the matters contained herein, nor do we provide investment advice. As appropriate, seek the advice of an attorney if you have questions concerning legal questions, remedies, defenses, or options; or seek the advice of a licensed investment advisor related to Trust Holdings or investments.

Limited Scope

EPTC provides discretionary and limited-discretionary (directed) fiduciary services as a non-depository trust company.

NO TRUSTS OFFERED BY EPTC ARE A SECURITY, FUTURE, OPTION, OR OTHER FINANCIAL INSTRUMENT OR AN OFFER TO PROVIDE ANY INVESTMENT ADVICE OR SERVICE(S). NOTHING HEREIN SHALL BE CONSIDERED A SOLICITATION OR OFFER TO BUY OR SELL ANY SECURITY, FUTURE, OPTION, OR OTHER FINANCIAL INSTRUMENT OR AN OFFER TO PROVIDE ANY INVESTMENT ADVICE OR SERVICE(S) TO ANY PERSON IN ANY JURISDICTION. NO RESULTING TRUST IS FORMED OR OPERATED BY EPTC TO ACQUIRE A SPECIFIC SECURITY, CREATE A SECURITY, OR TO BE OFFERED AS A SECURITY. SECURITIES AND INSURANCE PRODUCTS THAT MAY BE HELD IN ANY TRUST ARE NOT INSURED BY THE FDIC, NOR BY ANY OTHER FEDERAL OR STATE GOVERNMENT AGENCY, ARE NOT A DEPOSIT OF AND ARE NOT GUARANTEED BY A BANK OR ANY BANK AFFILIATE, AND MAY LOSE VALUE.

Location of Products and Services

Our services are offered only in jurisdictions where they may be lawfully offered and are also subject to the terms of the specific applicable agreement. NOT ALL PRODUCTS OR SERVICES ARE AVAILABLE IN ALL JURISDICTIONS. Certain non-fiduciary ministerial services may be provided through third parties in their respective jurisdictions.

Terms of Fiduciary Services Offer

All communications (whether by mail, by phone, through employees, agents, the internet, or otherwise) are solely made from and within the jurisdictions in which EPTC is licensed to operate and offer fiduciary services. All orders for services require acceptance from an authorized officer of EPTC operating within the offering jurisdiction before they become contracts. The use of the Platform does not constitute an offer to provide trust services beyond the borders of jurisdictions identified herein.

Applicable law provides that a trustee may, with respect to cash, money market, bank deposits, or other trust assets, exercise the rights of an absolute owner, including, but not limited to, the right to:

  1. hold cash, money market, bank deposits, or other trust assets, in cvommon and on an omnibus basis, in the name of a nominee or in another form without disclosure of the client trust so that title may pass by delivery and provide for more economical execution and acquisition; and
  2. deposit and hold the trust’s assets with a depository or other regulated financial service institution.

Pursuant to the preceding, EPTC, as the trustee, may hold your trust’s cash assets under the nominee’s name of the trustee as common FDIC-insured bank deposits, pursuant to the terms and conditions of EPTC’s then-current Money Market Common Trust. EPTC may receive compensation equal to the resulting float less the float credited to your Trust if any. The Grantor(s), Beneficiary(ies), Claimant(s), and their Parties in Interest, as defined in each trust, acknowledge and agree to the foregoing and waive any and all claims, demands, conflicts of interest, or rights to such compensation or interest income that may have resulted from the operation of the funds held in common. Further, the Grantor(s), Beneficiary(ies), Claimant(s), and their Parties in Interest agree by utilizing EPTC services that the rate concession and float is a Reasonably Commensurate fee to EPTC as consideration for the additional FDIC insurance coverage that this arrangement affords.

NOTE: The beneficiary and the applicable designated person to direct Trust Holdings can contact the trust administrator, trust officer or refer to the account statement in order to determine the specific manner cash balances are deployed. The applicable designated person may direct the Trust Holdings into other options, which includes being permitted to direct Trust Holdings into other options which are not FDIC insured and which may lose value.

Unless expressly provided for in writing, these revenue-sharing amounts received by EPTC, its Affiliates, and its Third Parties shall be in addition to the fees due to EPTC and shall not offset any other fees due to EPTC. The Grantor(s), Beneficiary(ies), Claimant(s), and their Parties in Interest, as defined in each trust, acknowledge and agree to the foregoing and waive any and all claims, demands, conflicts of interest, or rights to such compensation or additional income that may have resulted from the operation of such arrangements.

Not Investment Advice

The Platform is intended to be a self-service trust creation and management platform. Therefore, we are not your investment advisor, and the use of the Platform does not constitute any investment advisor relationship or engagement. As such, we provide no advice or recommendations related to your investment choices, the suitability of any investment, or the prudence of your risk tolerance. The content presented herein is not:

  • investment advice;
  • the creation of an investment advisory relationship or engagement; or
  • the offer of any security, or the solicitation for the purchase or sale of any security; and
  • We do not, and will not, make any representations about the suitability of a Trust Holding, and we are not, and will not be, responsible for the suitability of your choices and directions for any trust.

The Platform is for general EDUCATIONAL purposes only. You, under the limited powers granted to you in the trust, are entirely responsible for making any Trust Holding decisions related to the trust. We cannot and do not guarantee profits of any kind, nor can we protect you from losses. You assume the entire cost and risk of any Trust Holding decision you choose to undertake related to the Trust Holdings of your trust. Investing involves risk, so you must always use your own best judgment when investing or seeking advice from a licensed investment advisor. We are not an investment advisory firm, and your use of the Platform in no way constitutes a client/investment advisor relationship. All information we communicate to you either through the Platform, other affiliated platforms, or other forms of communications is for general EDUCATIONAL purposes only.

WE RECOMMEND YOU SEEK A LICENSED INDIVIDUAL INVESTMENT ADVISOR BEFORE MAKING ANY INVESTMENT, FOR YOU ARE ASSUMING THE SOLE LIABILITY FOR YOUR INVESTMENT DECISIONS. EPTC ACTS SOLELY IN A DIRECTED CAPACITY TO COMMUNICATE YOUR INSTRUCTIONS.

The inclusion of a supported Trust Holdings option on the Platform is not a recommendation or investment advice, nor is it a solicitation to buy or sell any security.

Certain Trust Holdings may have fees or other charges. These fees may be imposed by the fund manager/sponsor if the asset is typically held for less than one (1) year. As such, before selecting a Trust Holding for your trust, always take the time to do your own research relative to the Trust Holdings you are selecting for the trust, including but not limited to utilizing public data available from an investment research firm service such as www.morningstar.com, and reading the prospectus of each asset carefully (for example a prospectus for securities can typically be found on the website of the respective mutual fund family).

The net performance of your trust may be reduced by the fees and other expenses that your trust may incur and which are disclosed within your trust document. There is no guarantee that any particular Trust Holdings allocation will meet your objectives or provide you with a given level of income. Diversification does not ensure a profit or protect against a loss.

IN CONSIDERATION OF THE ADMINISTRATIVE EFFICIENCY AND THE RESULTING LOWER COST OF TRUST ADMINISTRATION FROM WHICH YOUR TRUST BENEFITS, YOU ACKNOWLEDGE, AGREE, AND SPECIFICALLY WAIVE ANY CLAIMS THAT MAY ARISE FROM OUR EXERCISE OF FIDUCIARY AND MINISTERIAL POWERS.

ACH Electronic Funds Transfer Authorization Form

If you so request, EPTC shall initiate, through its ODFI banks, scheduled or periodic electronic funds transfer debits and/or credits requested for trust additions (or, when applicable, apply electronic funds transfer credits to the same).

If your financial institution should return any such electronic debit(s) for any reason, you authorize EPTC to collect a returned item fee per its then-current fee schedule plus the associated ODFI bank fees from the associated trust account. You also agree to be bound by the ODFI financial institution’s rules governing such transactions.

Upon the second occurrence of an authorized funds transfer being rejected, EPTC shall bar such Giftor from any future electronic fund transfers.

Through the use of the system to request electronic funds transfers, you attest that you are an authorized signer on the financial institution account associated with this request (“target account”), you agree to the terms herein, and you acknowledge, understand, and approve the associated electronic funds transfer transactions.

Disclaimers

You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Platform will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output and for maintaining a means external to our site for any reconstruction of any lost data.

The publicly available portions of the Platform are provided for educational purposes only and are not intended to provide legal, tax, investment, or financial planning advice. In using the publicly available portions of the Platform, you agree that you are solely responsible for your own investment research and decisions and that you will not rely on the Platform as the primary basis for your decisions (investment, financial, legal, or tax) and, except as otherwise provided herein, EPTC will not be liable for any actions you take based on information you receive via the Platform.

The Platform contains certain information EPTC has filed or incorporated by reference in its reports with state and federal agencies (collectively, the “Disclosure Materials”). EPTC expressly disclaims any duty to update any of the information set forth in the Disclosure Materials, including, but not limited to, statements that may be considered forward-looking.

YOUR USE OF THE PLATFORM, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE PLATFORM ARE AT YOUR OWN RISK. THE PLATFORM, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE PLATFORM ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER EPTC NOR ANY PERSON ASSOCIATED WITH EPTC MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE PLATFORM. WITHOUT LIMITING THE FOREGOING, NEITHER EPTC NOR ANYONE ASSOCIATED WITH EPTC REPRESENTS OR WARRANTS THAT THE WEBSITE, ITS CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR PLATFORM OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE PLATFORM OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

TO THE FULLEST EXTENT PROVIDED BY LAW, EPTC HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE.

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

To the extent the Platform or any attachment concerns tax matters, it is not intended to be used and cannot be used by a taxpayer to avoid regulations, laws, or penalties that may be imposed by law. WE PROVIDE YOU WITH THIS INFORMATION WITH THE UNDERSTANDING THAT WE ARE NOT RENDERING ACCOUNTING, INVESTMENT, LEGAL, OR TAX ADVICE. PLEASE CONSULT YOUR INVESTMENT, LEGAL, OR TAX ADVISOR CONCERNING SUCH MATTERS.

Further, with regards to the completion and submission of a qualified settlement fund (“QSF”), the following terms apply:

  1. Pursuant to 26 CFR § 1.468B-2(k)(2), upon an account satisfying the requirements of 26 CFR § 1.468B-1(c), the QSF is now active and must comply with the accounting and reporting requirements of 26 CFR § 1.468B-1 et seq. regardless of activity or funding. As such, the operation of the QSF, and the various obligations of the QSF trustee, begin with the establishment and government approval. Correspondingly, the annual QSF fees apply to each year a QSF is in force, regardless of the timing of the funding. If the QSF is a pre-approved “Contingency QSF” and the underlying litigation is unsuccessful, the accrued fees are waived. However, if a successful conclusion to the underlying litigation produces a settlement, the accumulated fees are assessed in arrears and payable.
  2. Any Agent submitting the request to create the associated QSF attests that such Agent is authorized to act on behalf of the affiliated parties regarding the creation of the subject QSF, including but not limited to the law firm(s) representing the claimant(s). Accordingly, any such Agent acknowledges and agrees that it is his or her duty and responsibility to inform those affiliated parties as necessary regarding the fees and terms of the QSF and their responsibilities thereunder. In addition to this notice, the use, receipt, access, or availability of the associated QSF or the related documents establishes “actual notice” to the affiliated parties.

Funds Hold, Clearing, Settlement, and Risk Management Policy

You acknowledge and agree that Funds are considered “Collected Funds” as follows:

  1. Wires – Twenty-four (24) hours (One (1) Business Day after receipt of funds).
  2. Domestic Checks – Nine (9) Business Days after deposit.
  3. Foreign Checks – Only Bank Certified Check(s) from EPTC-approved banks.

Links Provided to Third-Party Sites

Some of the sites listed as links herein will let you leave our server, are not under our control, and are provided for your convenience only. Access to any other internet site linked to the Platform is at the user’s own risk, and EPTC is not responsible for the accuracy or reliability of any information, data, opinions, advice, or statements made on these linked sites. We do not make any representations whatsoever concerning the content of those sites. The fact that we have provided a link to a site is NOT an endorsement, authorization, sponsorship, or affiliation by us with respect to such site, its owners, or its providers; we are providing these links only as a convenience to you. We have not tested any information, software, products, or services found on these sites and, therefore, cannot make any representations whatsoever with respect thereto. There are risks in using any information, software, products, or services found on the internet, and we caution you to make sure that you completely understand these risks before retrieving, using, relying upon, or purchasing anything via the internet.

Limitation of Liability

To the fullest extent allowed by applicable law, under no circumstances shall we, our banking providers, licensors, or our suppliers be liable to you or any other person for:

  • Any indirect, special, incidental, or consequential damages of any kind; or
  • Any resulting loss or damages, harm, or claim under any theory of liability, statute, or duty, or any other theory of recovery or claim, in law or in equity, which the Parties in Interest now have or which may hereafter accrue or otherwise be acquired or asserted on account of, or may in any way grow out of, claims and damages of every kind or nature, known or unknown, suspected or unsuspected, direct, indirect, third-party or derivative, disclosed or undisclosed, arising out of or in any way related to such disputes and us.
  • Any amount, in the aggregate, over the lesser of (i) fifty thousand dollars ($50,000) or (ii) the amounts paid or payable by you to us in the twelve (12) months preceding the applicable claim.

The foregoing is a general release, and you and the Parties in Interest understand that if the facts are found hereafter to be different from the facts which you or the Parties in Interest believed to be true, that you and the Parties in Interest expressly accept and assume such risks and agree that this provision is, and shall remain, in effect notwithstanding such difference in facts or termination of the associated trust or user account.

Notwithstanding the preceding, we shall have the right to institute an action in a court of proper jurisdiction for injunctive or other equitable relief pending a final determination per the Negotiation, Mediation, and Arbitration process outlined herein.

Indemnification

You agree to indemnify, defend, and hold EPTC harmless from any liability, loss, claim, and expense, including attorney’s fees, related to your violation of these Terms of Use or use of the Platform. Nothing in these Terms of Use shall affect any non-waivable statutory rights that apply to you. EPTC reserves the right to assume the exclusive defense and control (at your expense) of any matter that is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting EPTC’s defense of such matter.

Choice of Law; Jurisdiction

You irrevocably agree that the Circuit Court of Fauquier County, located in Warrenton, Virginia, shall hear and determine any suit, action, or proceeding and settle any dispute that may arise out of or in connection with the Platform and Terms of Use and for such purposes you irrevocably submit to the exclusive jurisdiction of such court. You irrevocably waive all objections and irrevocably consent to the exclusive jurisdiction of the Circuit Court of Fauquier County, Virginia, as the court of jurisdiction for all matters arising from the Platform or Terms of Use.

Further, you waive any rights to remove any action or proceeding to any federal court of the United States and hereby waive any right you may have to transfer or change the venue of any litigation brought against you, whether such action or proceeding arises directly, indirectly, or otherwise in connection with, out of, related to, or from the Platform and Terms of Use.

Negotiation, Mediation, and Arbitration

With each use of the Platform, you (or in your role as an agent/attorney for any Beneficiary(ies)/Claimants) agree to and affirm the following Negotiation, Mediation, and Arbitration provisions. You also agree that the Negotiation, Mediation, and Arbitration process applies to all past, current, and future actions, transactions, and claims. Further, you consent to the following Negotiation, Mediation, and Arbitration process for any matter for which litigation has not been appropriately filed with the office of the Clerk of Court for the applicable court of competent jurisdiction of Fauquier County, Virginia, before your first use date following the publication of this provision of these Terms of Use.

Any and all disputes arising out of, or relating to, the associated trust, account, or this Platform, including any alleged breach or any other theory of recovery or claim, at law, in equity, or by statute, which the Parties in Interest now have or which may hereafter accrue or otherwise be acquired or asserted on account of, or may in any way grow out of, the associated trust, account or this Platform, shall be resolved with the following procedures:

(a) Negotiation. Upon any Party in Interest providing written notice of any dispute to EPTC, the Party in Interest noticing the dispute shall request, in writing, to schedule a Negotiation of said dispute, and the parties shall attempt to resolve the subject dispute promptly by Good Faith Negotiation. The party noticing the dispute and asserting the claim shall provide said request for Negotiation within fifteen (15) business days of determining that there is a potential dispute. Said notice shall be titled as follows: “NOTICE OF REQUESTED DISPUTE RESOLUTION BY NEGOTIATION.” The party noticing the dispute and asserting the claim shall submit a complete detailed brief of the facts, arguments, exhibits, supporting citations, and analysis of all related provisions of the associated trust and incorporated provisions. The foregoing shall constitute the sole facts, arguments, exhibits, supporting citations, and analysis of all related provisions of the associated trust and incorporated provisions allowable by the party asserting the claim during Negotiation, Mediation, and Arbitration and shall be solely relied upon during Mediation and Arbitration, if any.

The involved parties must satisfy the requirements of the Negotiation process detailed in this paragraph (a) prior to the initiation of the Mediation process detailed in paragraph (b) below. The parties shall make all reasonable efforts to complete the Negotiation within thirty (30) business days of the first Negotiation session. Should the Negotiation process not be completed due to a failure of the party noticing the dispute to comply with its requirements, said party shall irrevocably waive all associated claims or causes of action.

(b) Mediation. If the preceding Negotiation fails to resolve the dispute, the parties shall proceed to Mediation unless all parties have previously agreed to a different time frame in writing. A “NOTICE OF REQUESTED DISPUTE RESOLUTION BY MEDIATION” shall be served upon the party who initially noticed the dispute, signifying that the Good Faith negotiation was not successful and commencing the Mediation process. The parties shall agree on a mediator; however, if they cannot mutually agree to a mediator within fourteen (14) days, then William Ashwell shall appoint a mediator. If William Ashwell is unavailable, then a successor to be named by EPTC shall appoint a mediator. The Mediation location shall be in Fauquier County, Virginia. The Mediation session shall be held within forty-five (45) days of the retention of the mediator and last for at least three (3) full Mediation days before any involved party has the option to withdraw from the process. The parties involved in the Mediation may agree to continue the Mediation process beyond the three (3) Mediation days until there is a settlement agreement or one of the involved parties or the mediator states that there is no reason to continue because of an impasse that cannot be overcome and sends a written “NOTICE OF TERMINATION OF MEDIATION” to all parties. All reasonable efforts shall be made to complete the Mediation session within thirty (30) business days of the first Mediation session.

During the Mediation, EPTC can assert the failure to fully comply with paragraph (a) above as a reason not to proceed to or to delay the Mediation. The party that noticed the dispute per paragraph (a) above shall bear the Mediation costs unless agreed otherwise in writing. The service of the NOTICE OF REQUESTED DISPUTE RESOLUTION BY MEDIATION shall stay the running of any applicable statute of limitations regarding the dispute in question until thirty (30) days after the parties involved in the Mediation agree that the Mediation is concluded or the mediator issues a NOTICE OF TERMINATION OF MEDIATION.

All communications, both written and oral, during the phases outlined above are confidential and treated as settlement negotiations for purposes of any applicable rules of evidence; however, documents generated in the ordinary course of business prior to the dispute in question that would otherwise be discoverable do not become confidential simply because of their use in the Negotiation or Mediation process.

The Mediation process shall be confidential based on terms acceptable to the mediator or the Mediation service provider.

(c) Arbitration. Any dispute that is not resolved through Negotiation or Mediation in accordance with the preceding paragraphs (a) and (b) shall be resolved by final and binding Arbitration in accordance with the rules of the American Arbitration Association and the limitations provisions herein. The Arbitration location shall be Fauquier County, Virginia, using one arbitrator unless the dispute in question exceeds one million dollars ($1,000,000), in which case there shall be three neutral arbitrators as a panel. The arbitrators may award costs and attorney’s fees to the prevailing party.

You (or in your role as an agent/attorney for any Beneficiary(ies)/Claimants) hereby waive all rights to have disputes heard or decided by a jury or in a court trial and the right to pursue any class or collective claims against EPTC in court, arbitration, or any other proceeding. Each party shall only submit its own individual claims against the other and shall not seek to represent the interests of any other person. The arbitrator shall have no jurisdiction or authority to compel any class or collective claim or to consolidate different Arbitration proceedings with or join any other party to the Arbitration between the parties. The arbitrator, not any court, shall have exclusive authority to resolve any dispute relating to the Platform and the arbitrability of any dispute between the parties, except for any dispute relating to the enforceability or scope of the class and collective action waiver, which a court of competent jurisdiction shall determine.

Arbitration is final and binding, and you (or in your role as an agent/attorney for any Beneficiary(ies)/Claimants) waive all rights to other resolution processes, such as court actions or administrative proceedings, and waive the right to bring forth any other theory of recovery or claim, at law or in equity or by statute, related to the Platform or any associated trust. Judgment on the arbitrator’s award may be entered in any court of competent jurisdiction per the terms hereof.

Notwithstanding the foregoing, EPTC shall have the right to institute any action against any party in a court of proper jurisdiction for injunctive or other equitable relief as EPTC deems appropriate. 

Further, with each use of the Platform, you (or in your role as an agent/attorney for any Beneficiary(ies)/Claimants) agree and affirm that, consistent with the Public Statements & Non-disparagement provisions herein, you shall not, directly or indirectly, make any public statements or announcements regarding any pending, active, or resolved dispute, the Negotiation, Mediation, and Arbitration provision outlined above, or the ultimate findings or determinations in connection therewith. Failure to comply with these conditions shall be a material breach of these Terms of Use, and the party who failed to so comply shall waive any and all other rights said party may have otherwise had hereunder.

The preceding is consistent with the purposes of this Platform and any associated trust and is an acceptable and reasonable condition of EPTC’s requirements.

Scrivener’s Errors

EPTC, in its sole authority and absolute discretion, shall have the power to make amendments to correct ambiguities or Scrivener’s Errors sua sponte. Scrivener’s Errors are errors due to a minor mistake or inadvertence.

Intellectual Property (Including Trade Secrets)

The Platform contains trade secrets and intellectual property of EPTC collectively defined as “Intellectual Property.” “Intellectual Property” is further defined as Intellectual Property owned, commissioned, developed, or created by EPTC. Certain Intellectual Property may exist in a combination of characteristics and components, each of which, by itself, is in the public domain, but the unified process and operation of which, in a unique combination, affords a competitive advantage and is a protectable secret.

The term “Intellectual Property” includes, but is not limited to (collectively and separately): (i) Marks; (ii) user interfaces functions and design; (iii) process design; (iv) lists; (v) pricing information; (vi) business strategy; (vii) financial information; (viii) marketing and advertising strategies; (ix) sales techniques; (x) methods of conducting business; (xi) technology platforms; (xii) software; (xiii) web sites, publications, databases, and other content; (xiv) business processes material to the operation of the business; (xv) symbols; (xvi) artwork; (xvii) copyrights; (xviii) franchise systems; (xix) object code; (xx) trading platforms; (xxi) trust document design and component elements; (xxii) patents and patent applications (including any abandoned applications); (xxiii) pending trademark and service mark applications; (xxiv) domain names and domain name registrations; (xxv) all products and services currently produced, marketed, licensed, sold or distributed by EPTC; (xxvi) all products and services currently under development that EPTC intends to make commercially available within 24 months from your last use the Platform; (xxvii) inventions, whether or not patentable, whether or not reduced to practice, or whether or not yet made the subject of a pending patent application or applications; (xxviii) ideas and conceptions of potentially patentable subject matter, including, without limitation, any patent disclosures, whether or not reduced to practice and whether or not yet made the subject of a pending Patent application or applications; (xxix) trade secrets and confidential, technical, or business information (including ideas, formulas, compositions, designs, inventions, and conceptions of inventions whether patentable or unpatentable and whether or not reduced to practice); and (xxx) technology (including know-how), manufacturing and production processes and techniques, methodologies, research and development information, drawings, specifications, designs, plans, proposals, technical data, copyrightable works, financial, marketing and business data, pricing and cost information, business and marketing plans, and customer and supplier lists and information.

You agree to not, directly or indirectly:

  1. Acquire, use, or disclose Intellectual Property, or any element of the Intellectual Property, to another person(s), or
  2. Engage in acquiring, or attempting to acquire, Intellectual Property by improper means;
  3. Engage in the improper use of the Platform, including creating fictitious user identities or accounts or acts of espionage (whether through electronic or other means).

All rights, title, interest in, and ownership of the Intellectual Property shall remain the sole property of EPTC. Nothing in these Terms of Use conveys any right or license to use Intellectual Property other than as expressly provided herein for the stated purpose of evaluating EPTC and its product(s) for your personal use.

Foreground Intellectual Property means all intellectual property worldwide, including but not limited to patents, unpatented inventions, copyrights, trademarks, mask works, trade secrets, standard operating procedures (SOPs), know-how, and all other forms of intellectual property conceived or first reduced to practice, or to a tangible medium of expression, or conceived or made by EPTC and all Foreground Intellectual Property embodied in deliverables hereunder. Nothing herein shall constitute or infer a transfer of Foreground Intellectual Property to any other party.

You acknowledge and agree that you will not, directly or indirectly, use any Intellectual Property in any way detrimental to EPTC. You agree to keep all Intellectual Property in confidence and, except as expressly provided in these Terms of Use, will not disclose, or cause to be disclosed, Intellectual Property to anyone without EPTC’s prior written consent. You agree that you will not use, or permit others to use, Intellectual Property for any purpose other than to evaluate the possible use of EPTC and its products for personal use. You will use all necessary efforts and safeguards to ensure that there is no disclosure, dissemination, or unauthorized use of Intellectual Property.

Use of Copyrights and Trademarks

The content of the Platform, in all of its parts, including but not limited to the text and images and their arrangement, are the copyright © of EPTC 2006 – 2022. All rights reserved.

Except as otherwise provided herein, you may not copy, upload, publish, transmit, distribute, archive, transcribe, create derivative works from the Platform, display the Platform content, use the Platform’s content, link, or redirect to the Platform without the prior written consent of EPTC.

Copies made incidentally in the ordinary course of your use of the Platform (such as in cache memory), and a reasonable number of printed copies for your own internal use are permitted, provided you do not delete or change any copyright, trademark, or other notices or displays to the public.

Title to all Intellectual Property rights in the Platform and material thereon remain EPTC’s and its Affiliates or licensors. If EPTC is made aware of any unauthorized use of its material, it may demand you immediately remove or destroy the same from all sources. Any failure to immediately remove or destroy such material is a breach of these Terms of Use, and you hereby explicitly agree to indemnify and hold harmless EPTC from any damages arising therefrom and explicitly agree to pay for all costs associated with any legal action taken in furtherance of your removing or destroying said material, including reasonable attorney’s fees, costs, and damages.

Before any use of EPTC’s copyrights, trademarks, and registered trademarks (collectively and individually “Marks”), you must make a written request for permission to use the Marks at support@easternpointtrust.com, and we may grant or withhold permission to use the Marks at our sole discretion. No use is allowed unless you have express prior written permission. If permission to use the Mark is granted, your use of the Mark must always be fully and clearly reproduced, and you may not incorporate any of our Marks into the other published work unless you have express prior written permission.

The first time that you use the Mark in any medium, you must conspicuously indicate that:

“The mark is a trademark of EPTC and is being used with the permission of Eastern Point Trust Company.”

If you use any of the other Marks in any medium, you must also conspicuously indicate that such Marks are:

“The mark is a trademark of EPTC and is being used with the permission of Eastern Point Trust Company.”

You must use the Marks in their entirety unless you have express prior written permission. A trademark symbol ® or ™, as applicable, should follow all prominent uses of the Marks. Certain types of expressions, postings, projects, products, and packaging may require additional or different notices. Contact us for more information and to discuss your intended use.

Entire Agreement

This section incorporates by reference all the terms and conditions of the associated account. You and all Parties in Interest agree that unless stipulated to the contrary, no additional authorization is required, and said authorization shall consist solely of signatures of the undersigned executing parties. Directions and instructions may be given by separate instruments of similar tenor.

We may reasonably rely on the associated execution and digital signatures of the Trusts, affixed to prior documents, forms, and communications as the “specimen signatures” and shall be deemed to have fulfilled our duty through the proximity of specimen signatures on instructions and distribution requests on such specimen(s). You and all Parties in Interest release, hold harmless, and indemnify us from any claims arising from reasonable reliance on and proximity to such reliance on such specimen signatures and acknowledge and agree that we have no additional duty to verify the identity of the signer, and we, in sole reliance of the specimen signatures, are not liable for: (i) a theft, loss, unauthorized use or access, or reduction in the value of Trust property; (ii) not having made a profit; or (iii) having realized an investment loss. We are absolved of any duty under any theory of law, in law or in equity, to perform any other authentication obligation or two-factor verification. However, we may, without establishing a precedent, choose in our sole discretion and absolute authority to, from time to time, utilize two-factor verification for our CorFX and other platforms.

Public Statements & Non-disparagement

Without the prior written release of EPTC, you shall not, directly or indirectly, issue any press release or make other public statements or announcement related to the Platform or any EPTC product, written or oral, without the prior written consent of EPTC, except as required by law as part of a civil or criminal legal proceeding or a court order.

You agree that you will not disparage EPTC, its officers and management, current or former employees, and/or its shareholders. You further agree not to relay, communicate or repeat disparaging comments from others or cause such statements to be made by a third party or through an anonymous persona. Disparagement includes, but is not limited to: public writings remarks, comments, or statements (with or without malice); which are false in nature, fact, or substance; and which impugn the character, honesty, integrity, morality, or business acumen or abilities in connection with any aspect of the operation of the business of the covered individual or entity and includes, but is not limited to, the torts of defamation, product disparagement, insulting words, injurious falsehood and/or trade libel. Any violation of this section shall require you to remove any such disparaging statements immediately. You shall be liable for any loss of revenue associated directly or indirectly with said statements, and said liability shall begin from the moment the statement is made or posted. All damages associated with said disparaging statements shall include reasonable attorney’s fees and costs.

Regulatory Information and Legal Entities

EPTC is incorporated within the U.S. Virgin Islands and is authorized and regulated by the Department of Licensing and Consumer Affairs to provide Fiduciary Services, and its associated Business Number is: 39672 and its associated License Number is: 1-39672-1L.

The material within, and any linked material accessed via, the Platform is directed to eligible counterparties and professional clients only and should not be distributed to or relied upon by any retail investor.

ALL ASSETS ARE SOLELY OWNED BY THE TRUST TO WHICH THEY ARE GIFTED. THE GRANTOR, GIFTOR, OR BENEFICIARY IS NOT THE OWNER OF THE ASSETS OF THE TRUST. Unless otherwise provided for in writing, EPTC may act solely as a directed trustee related to communicating your instructions regarding your Trust Holdings directions. As a directed trustee, EPTC relies exclusively on instructions of the applicable designated person as to what Trust Holdings shall be acquired, liquidated, and held within the trust.

Not a Bank Account

You acknowledge and agree to the following:

  • Your intentions are to create a non-depository trust relationship with EPTC, which operations are governed solely by the terms of the associated trust and the applicable Trust Code;
  • EPTC offers only non-depository fiduciary and ministerial services;
  • EPTC does not engage in the “business of banking”;
  • EPTC is not a depository bank, does not represent itself as a depository bank, and does not offer depository accounts or banking services, or products;
  • EPTC does not accept any funds “on deposit” or “on credit” or as a deposit, nor holds any funds as an asset of EPTC; and
  • EPTC only provides services that are not deposit banking products or accounts.

Accordingly, no trusts or ministerial trust services offered or provided by EPTC meet the definition of “accounts” pursuant to §4-104 of the Uniform Commercial Code, which provides as follows:

(a)   In this Article, unless the context otherwise requires

(1)  “account” means any deposit or credit account with a bank, including a demand, time, savings, passbook, share draft, or like account, other than an account evidenced by a certificate of deposit.

As such, you agree that no representation has been made that the associated trust is a deposit or credit account with a bank, including a demand, time, savings, passbook, share draft, or like account, other than an account evidenced by a certificate of deposit.

Pursuant to the foregoing, you and all Parties in Interest release, hold harmless, indemnify, and exonerate EPTC from any and all claims or demands that would arise from the assertion that: (i) the associated trust account is an “account” under Uniform Commercial Code §4-104(a)(1), or (ii) transactions of the associated trust account are transactions within an account as defined as an “account” under Uniform Commercial Code §4-104(a)(1). Furthermore, pursuant to the foregoing, you agree to release, hold harmless, indemnify and exonerate EPTC, and be barred from asserting any claim that asserts that: (i) EPTC is a bank, holds any depository accounts, or engages in wholesale wire transfers; (ii) that pursuant to Uniform Commercial Code §4-105 et. seq. EPTC is a collecting bank, depositary bank, intermediary bank, payor bank, or presenting bank; (iii) that the associated trust account is an “account” under Uniform Commercial Code §4-104(a)(1); or (iv) transactions of the associated trust account are transactions within an account as defined as “account” under Uniform Commercial Code §4-104(a)(1). 

USA Patriot Act

Pursuant to the USA PATRIOT Act and final rules issued by the U.S. Department of the Treasury, EPTC complies to the extent applicable with the terms and conditions of the USA PATRIOT Act and the Dodd-Frank Act, including, but not limited to Know Your Customer rules and Anti Money Laundering Rules.

Limitation on Actions

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE, THE PLATFORM, OR THE ACTIVITY OF THE UNDERLYING TRUST MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES OR WAS REPORTED VIA THE PLATFORM OR WAS OTHERWISE REPORTED OR KNOWABLE; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED. The Grantor(s), Beneficiary(ies), Claimant(s), and their Parties in Interest acknowledge and agree that the information regarding the activity of the trust is readily available herein and accessible and available at any time upon request. The Grantor(s), Beneficiary(ies), Claimant(s), and their Parties in Interest have a duty to monitor the activity of the trust and acknowledge and agree that any resulting damages stemming from the failure to monitor the trust is not a liability of EPTC, and the Grantor(s), Beneficiary(ies), Claimant(s) and their Parties in Interest waive all claims against EPTC and its Third Parties in such circumstances.

No Interpretation Against Drafter

You recognize that these Terms of Use are a legally binding contract and acknowledge that you had the opportunity to review its contents and consult with legal counsel of choice before creating a user account and using the Platform. You acknowledge and agree that in any construction of the terms of these Terms of Use, the same shall not be construed against any party on the basis of that party being the drafter of such terms. Accordingly, any rule of law or any legal decision that would require interpretation of any claimed ambiguities in these Terms of Use against the drafting party has no application and is expressly waived.

Survivability and Enforceability

Any clause, provision, or section of these Terms of Use, or any amendment hereto, shall be void if it violates federal law or the laws of the state of jurisdiction. If a court of competent jurisdiction rules that any clause, provision, or section of these Terms of Use or any amendment hereto is illegal or invalid, then such clause, provision, section, power, or obligation shall be deemed to be written only to the extent permitted by law.

Waiver and Severability

Any waiver of any provision contained in these Terms of Use shall not be deemed to be a waiver of any other right, term, or provision of these Terms of Use. If any provision in these Terms of Use is determined to be wholly or partially invalid, illegal, or unenforceable, such provision shall be enforced to the extent it is legal and valid, and the validity, legality, and enforceability of the remaining provisions shall in no way be affected or impaired thereby.

Assignment

You may not assign these Terms of Use (by operation of law or otherwise) without the prior written consent of EPTC, and any prohibited assignment will be null and void. EPTC may assign these Terms of Use or any rights hereunder without your consent.

Your Comments, Concerns, and Communications with EPTC

This website is operated by Eastern Point Trust Company.

All other feedback, comments, requests for technical support, and other communications relating to the Platform should be directed to: support@easternpointservices.com.

Authorized employees or agents of EPTC may monitor and record all or portions of your telephone calls, emails, text messages, chats, and other communications with EPTC for quality control, customer service, employee training, security, legal, compliance, and other lawful purposes. You hereby consent to such recording. That consent is ongoing and need not be confirmed prior to, or during, such monitoring or recording, except to the extent applicable law expressly requires otherwise. EPTC may also archive your communications with EPTC for regulatory and other purposes.

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