Terms of Service – IRA Village

LAST UPDATED: 3/1/2018

Thanks for using IRA Village. These terms of service (“Terms”) cover your use and access to the products, services, software, platform and websites (collectively, “Services”) provided by IRA Village and any of our affiliates (collectively, “IRA Village”. By using our Services, you agree to be bound by these Terms If you are using our Services as the employee or agent of an organization, you are agreeing to these Terms on behalf of that organization.

You must be the legal age of majority in your state of residence or otherwise able to form a binding contract with IRA Village in order to use the Services. In no event is use of the Services permitted by those under the age.

1. Refund Policy

We want you to be 100% satisfied with our Services. If you are less than satisfied or believe there has been an error in billing, please contact our Customer Service Department by email at support@iravillage.com or by telephone at 877) 544-5335 immediately so that we can help you resolve the issue, provide a refund or offer credit that can be used for future Services.

We offer automatic refunds in the following situations:

Your Operating Agreement is not accepted and approved by your IRA custodian AFTER we have failed to make appropriate changes subsequent to being notified of the changes required by your IRA custodian
We fail to form your LLC within a reasonable period after your purchase of the LLC formation service.

We do not offer refunds on payments we have collected for incorporation-related services (including without limitation registered agent services) except as noted immediately above or to other third parties with a role in processing your order. We also cannot refund any money paid by you directly to third parties, such as payments made by you directly to affiliated attorneys.

2. IRA Village is Not a Law Firm and Does Not Provide Legal Advice

IRA Village provides a platform for legal information and self-help. The information provided by IRA Village along with the content on our website related to legal matters (“Legal Information”) is provided for your private use and does not constitute legal advice. We do not review any information you provide us for legal accuracy or sufficiency, draw legal conclusions, provide opinions about your selection of forms, or apply the law to the facts of your situation.

If you need legal advice for a specific problem, you should consult with a licensed attorney. Neither IRA Village nor any Legal Information provided by IRA Village is a substitute for legal advice from a qualified attorney licensed to practice in an appropriate jurisdiction. As IRA Village is not a law firm, please note that communications between you and IRA Village may not be protected as privileged communications under the attorney-client privilege or work product doctrine. Also, if you use the IRA Village Q&A service, the communications between you and the Affiliated Attorney who answers your question may not be protected as privileged communications under the attorney-client privilege or work product doctrine.

Your use of the Services does not create an attorney-client relationship between you and IRA Village, or between you and any IRA Village employee or representative. Unless you are otherwise represented by an attorney, including an Affiliated Attorney, you represent yourself in any legal matter you undertake through our Services.

IRA Village is not a “Lawyer Referral Service”. The directory of affiliated lawyers published on our website is provided to the public free of charge and is for informational purposes only. IRA Village does not endorse or recommend any attorney, nor does it make any warranty as to the qualifications or competency of any attorney.

3. Interactions with Attorneys on IRA Village

When you use our Services, you will have the opportunity to initiate contact with attorneys with whom we are affiliated (an “Affiliated Attorney”). Affiliated Attorneys are neither employees nor agents of IRA Village. Affiliated Attorneys are third-party independent contractors who carry their own malpractice insurance and have agreed to provide online answers, limited consultations or other basic legal services to IRA Village users. Communicating with an Affiliated Attorney through IRA Village is NOT required. However, if you choose to communicate with an Affiliated Attorney through IRA Village, please note the following:

When you contact an Affiliated Attorney through IRA Village, he or she may provide you with an initial consultation, legal review of your forms or documents, or answers to your legal questions. Please note that any such interaction is intended to be a starting point for dealing with a legal matter or addressing basic legal questions and any attorney-client relationship formed during the course of that interaction is strictly between you and the Affiliated Attorney and expressly EXCLUDES IRA Village.
When you contact an Affiliated Attorney through IRA Village, he or she may ask you for some information regarding you and your legal affairs in order to properly address your questions. By using our Services, you consent to sharing such personally identifying information for the purpose securing legal advice with both the requesting attorney and with IRA Village. IRA Village will have access to any communications submitted through our platform for fulfilment and quality assurance purposes.
When you contact an Affiliated Attorney through IRA Village, you control the both the duration and depth of the interaction. Any attorney-client relationship formed during the course of that interaction may, at your option, either

end when the interaction with the Affiliated Attorney ends, or
continue if you wish to engage the Affiliated Attorney for further legal services.

If you wish to create an attorney-client relationship with an Affiliated Attorney that extends beyond your use of our Services, that relationship will be on whatever terms you establish with the attorney in question. Those terms do NOT involve IRA Village and, except for pre-negotiating special discounts for our members, we do not set, control or influence them. For example, the Affiliated Attorney may ask you to sign a formal representation agreement regarding the scope of work they will perform, the cost of their legal services, and the handling of any out of pocket expenses they may incur.
Affiliated Attorneys may be compensated by IRA Village for Services performed on your behalf, however, IRA Village does not receive any share of legal fees collected by any attorneys in our network. In all cases, IRA Village will not influence or interfere in any way with any attorney’s independent professional judgment. Affiliated Attorneys reserve the right to refuse to perform legal services on your behalf in their sole discretion.
IRA Village is an information provider and does not endorse or recommend any attorney, including any of the Affiliated Attorneys. IRA Village makes no representation or warranty as to the qualifications or competency of any Affiliated Attorney or as to the accuracy or completeness of any Affiliated Attorney’s work.

IRA VILLAGE SHALL HAVE NO RESPONSIBILITY OR LIABILITY OF ANY KIND FOR ANY PROFESSIONAL SERVICES RENDERED BY ANY ATTORNEY YOU ENCOUNTER ON OR THROUGH OUR WEBSITE, AND ANY USE OR RELIANCE ON SUCH PROFESSIONAL SERVICES IS SOLELY AT YOUR OWN RISK.

4. Business Filings and Registered Agent Service

IRA Village occasionally partners with other companies to fulfill business formation, registered agent or other business filing orders. You understand and agree that IRA Village will share certain personally identifiable information for you with the applicable third-party provider.

States require your incorporated entity to have a registered agent or an equivalent on file with their department of the Secretary of State. By purchasing Registered Agent service from IRA Village, you authorize IRA Village and/or its third-party provider to receive service of process, including any notices of legal proceedings, other legal notices, or official government communication, and any items covered by the respective statute, rule, or regulation on your behalf. You further authorize your Registered Agent to scan, upload and transmit any such communications received on your behalf to your email address and into your account. When appropriate, IRA Village and/or its partners may also forward physical mail received on your behalf to the business address we have on record. To update , please contact us at (877-544-5335 Or support@iravillage.com. IRA Village’s filing services are intended for users incorporating their own business(es). Communications related to IRA Village filings will be directed towards the business address and business owner we have on file.

IRA Village’s filing services are intended for users incorporating their own business(es). Communications related to IRA Village filings will be directed towards the business address and business owner we have on file.

Non-automatically Renewing Service

If you have not opted for automatic renewal of your Registered Agent Service, renewal will be invoiced approximately two months before the start date of such renewal terms, with date due set no later than the first day of the renewal term (“Billing Date”). If a charge made to your account is declined, IRA Village “may” make up to two attempts to bill that card over a thirty-day period. A failure to timely pay for the Registered Agent Service will be considered a cancellation by you of the service under the terms described below.

You may cancel the Registered Agent Service at any time by contacting IRA Village at (877) 544-5335 during our normal business hours. In addition to cancelling the Registered Agent service, to comply with your state’s regulations, you will also need to submit appropriate change of agent paperwork with the applicable state agencies. By canceling the IRA Village Registered Agent Service, you acknowledge and understand that the registered agent service provider will take necessary steps to resign as your registered agent. Upon resignation, IRA Village and any of its affiliates, directors, agents, employees, or other IRA Village service providers will cease to act as your Registered Agent and stop all Registered Agent related services. Any fees associated with completing such a change of agent are your sole responsibility. Specific information regarding the change of registered agent process and any related government fee information can be found on your state’s website. IRA Village does not offer full or prorated refunds for cancelled Registered Agents services. Such services are purchased and renewed on an annual basis and must be cancelled prior to the renewal date to avoid recurring annual charges.

In the event that your entity is dissolved, either voluntarily or involuntarily, it is your responsibility to notify IRA Village of this dissolution so that we may cancel the Registered Agent services that are no longer needed. Until we are notified otherwise, your Registered Agent subscription will continue to will attempt to bill you for the renewal as described in this section.

In the event that IRA Village does not receive full payment, IRA Village reserves the right to terminate your Registered Agent service. You agree to bear any risk and under no circumstances will IRA Village be liable or responsible for any damage or inconvenience caused or alleged to be caused by termination.

5. Ownership and Preservation of Your Documents

IRA Village does not claim ownership of any documents you either create or upload and store using our Services (“Documents”). You grant permission for IRA Village to use your Documents in connection with providing Services to you.

You acknowledge and agree that IRA Village may preserve these Documents as well as disclose them if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to accomplish any of the following: (1) to comply with legal process, applicable laws or government requests; (2) to enforce these Terms; (3) to respond to claims that any content violates the rights of third parties; or (4) to protect the rights, property, or personal safety of IRA Village, its users and the public. You understand that the technical processing and transmission of the Service, including your content, may involve transmissions over various networks and changes to conform and adapt to technical requirements of connecting networks or devices. You agree that IRA Village has no responsibility or liability for deleting or failing to store any content maintained or uploaded by the Services.

6. Consent to Receive Emails

By creating an account, you agree that you may receive communications from IRA Village, such as newsletters, special offers, and account reminders and updates. You also understand that you can remove yourself from these communications by clicking the “Unsubscribe” link in the footer of the actual email.

7. Profiles of IRA Self-Directed Custodians on our Website.

Information about and profiles of self-directed IRA custodians on our website are for information purposes and are not recommendations and should be interpreted as such. IRA Village does not investigate, verify or warrant the accuracy of the information contained in any on our website. The self-directed IRA custodians listed on our website are third-party independent contractors solely responsible for the advice they give, the services they provide and the representations about themselves they make. You are solely responsible for assessing the quality, integrity, suitability and trustworthiness of all persons with whom you communicate your custodial needs.

8. Acceptable Use of Communications Services

Our Services include a large number of what are collectively called “Communications Services.” These include services such as live chats, comment threads, blog posts, question and answer products, customer service communication forums, calendars, and other message services. You agree to use the Communication Services only to post, send, and receive messages or materials proper to and related to the particular Communication Service. When using a Communication Service, you agree that you will not do any of the following:

Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights of others.
Publish, post, upload, distribute or disseminate any names, materials, or information that is considered inappropriate, profane, defamatory, infringing, obscene, indecent, or unlawful.
Create a false identity, represent yourself as someone else, or sign an agreement as someone else or on behalf of someone else or otherwise falsify or delete in an uploaded file any significant attributions or notices.
Upload files that contain software or other material protected either by intellectual property laws or by the rights of privacy or publicity except when
- you own or control the necessary rights, or
- you have received all necessary consents to do so.

Upload corrupted files, files that contain viruses, or any other files that may damage the operation of another’s computer.
Advertise, offer to sell, or offer to buy anything for business purposes except to the limited extent any particular Communication Service specifically allows such activity.
Restrict or inhibit any other user from using and enjoying the Communication Services.
Harvest or otherwise collect personally identifiable information about others, without their consent.
Violate any code of conduct or other guidelines, which may be applicable for any particular Communication Service.
Violate any applicable laws or regulations.

Although IRA Village has no obligation to monitor the Communication Services, we reserve the right, in our own discretion, to review and remove materials posted to a Communication Service, in whole or in part. IRA Village reserves the right to disclose any materials posted, information or activity as necessary to satisfy any applicable law, regulation, legal process, or governmental request.

9. No Unlawful or Prohibited Use

You can only use our Services if they do not conflict with or violate the laws of your jurisdiction(s). The availability of our Services in your jurisdiction(s) is not an invitation or offer by IRA Village to access or use our website or Services. By using our Services, you accept sole responsibility that you or any family member’s use of or access to our Services does not violate any applicable laws in your jurisdiction(s). To enforce this provision, IRA Village reserves the right to suspend or terminate your account immediately and without prior notice at our sole discretion.

The following are specifically excluded or prohibited:

Use in connection with any legal matter that is frivolous, immaterial or illegal in nature, as determined by IRA Village or the Affiliated Attorney in their sole discretion;
Use in connection with any legal matter involving an alleged violent crime;
Use in connection with any legal matter involving the laws of jurisdictions outside of the United States or its subdivisions;
Use in connection with any legal matter for which you are currently or prospectively represented by legal counsel.
Use in connection with any legal matter that, as determined by the Affiliated Attorney in his or her sole discretion, lacks sufficient merit to warrant pursuit, or that has been raised an excessive or unreasonable number of times without a change in circumstances;
Use in connection with any legal matter that directly or indirectly involves any Affiliated Attorney other than as your counsel;
Use in connection with any legal matter that directly or indirectly involves IRA Village or any of its affiliates, directors, agents, employees, or other IRA Village service providers; or

You may not hack, “scrape” or “crawl” IRA Village whether directly or through intermediaries such as spiders, robots, crawlers, scrapers, framing, iframes or RSS feeds, or otherwise access or attempt to access any information IRA Village has not intentionally made available to you on its website via purchased subscription. Your use of the IRA Village website does not entitle you to resell any IRA Village content without prior express written consent from IRA Village.

10. License Grant

Subject to your compliance with these Terms, you are hereby granted a non-exclusive, limited, non-transferable, revocable license to use the Services as we intend for them to be used. As a registered IRA Village user, you are licensed to keep, for your own personal records, electronic or physical copies of documents you have created on IRA Village. You may not copy the content of IRA Village’s forms or agreements for use or sale outside of IRA Village. Any rights not expressly granted in these Terms are reserved by IRA Village.

When you transmit user content on IRA Village, you hereby grant IRA Village and its affiliates a nonexclusive, royalty-free, perpetual, irrevocable and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and display any such content, including throughout the world in any media. If you submit feedback or suggestions about our Services, we may use your feedback or suggestions without obligation to you.

Resale or unauthorized distribution of materials downloaded from the IRA Village website is strictly prohibited. Use of these materials is for your personal or business use. Any resale or redistribution of our materials requires the express, written consent of IRA Village.

11. Intellectual Property Rights

IRA Village retains all right, title and interest in and to its products and services, including, without limitation, software, images, text, graphics, illustrations, logos, service marks, copyrights, photographs, videos, music, and all related intellectual property rights. Except as otherwise provided in this agreement, you may not, and may not permit others to:

reproduce, modify, translate, enhance, decompile, disassemble, reverse engineer or create derivative works of any of our products and services;
sell, license, sublicense, rent, lease, distribute, copy, publicly display, publish, adapt or edit any of our products and services; or
circumvent or disable any security or technological features of our products and services.

All rights are reserved for the design, text, graphics and selection and arrangement thereof and services and the legal forms, documents, guidance and all other content found on our website.

12. Links to Third Party Sites

IRA Village’s websites may contain links to third party resources and businesses on the Internet, called here “links” or “Linked Sites.” Those links are provided for your convenience to help you identify and locate other Internet resources that may be of interest to you. IRA Village does not sponsor and is not legally associated with any third party “linked sites.” IRA Village is not legally authorized to use any trade name, registered trademark, logo, official seal or copyrighted material that may appear in the link.

IRA Village does not control, endorse or monitor the contents of any Linked Site. That includes, without limitation, any further link contained in a Linked Site, and any changes or updates to a Linked Site. IRA Village is not responsible for webcasting or for any other form of transmission received from any Linked Site. These Terms do not cover your interaction with Linked Sites. You should carefully review the terms and conditions and privacy policies of any third-party sites.

If you use any service provided on a Linked Site, (a) IRA Village will not be responsible for any act or omission of the third party, including the third party’s access to or use of your customer data and (b) IRA Village does not warrant or support any service provided by the third party.

13. Disclaimer of Representations and Liability

Please read this section carefully as it affects your rights

The information, software, products, and services made available through IRA Village may include inaccuracies or typographical errors. IRA Village and/or its suppliers may at any time make improvements or changes to our Services. Information received via IRA Village should not be relied upon for personal, medical, legal, or financial decisions. You should consult an appropriate professional for specific advice tailored to your situation. In short, your use of our Services is at your own risk.

TO THE FULLEST EXTENT PERMITTED BY LAW, IRA VILLAGE AND ITS AFFILIATES, SUPPLIERS AND DISTRIBUTORS MAKE NO WARRANTIES, EITHER EXPRESS OR IMPLIED, ABOUT THE SERVICES. THE SERVICES ARE PROVIDED “AS IS.” WE ALSO DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. INFORMATION AND OPINIONS RECEIVED VIA THE WEBSITE SHOULD NOT BE RELIED UPON FOR PERSONAL, MEDICAL, LEGAL OR FINANCIAL DECISIONS AND YOU SHOULD CONSULT AN APPROPRIATE PROFESSIONAL FOR SPECIFIC ADVICE TAILORED TO YOUR SITUATION.

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL IRA VILLAGE, ITS AFFILIATES, SUPPLIERS OR DISTRIBUTORS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES OR ANY LOSS OF USE, DATA, BUSINESS, OR PROFITS, REGARDLESS OF LEGAL THEORY, WHETHER OR NOT IRA VILLAGE HAS BEEN WARNED OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

IRA VILLAGE’S AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICES SHALL IN NO EVENT EXCEED THE GREATER OF $500 OR THE AMOUNT PAID BY YOU TO IRA VILLAGE FOR THE 12 MONTHS PRECEDING THE SERVICES IN QUESTION.

14. Release and Indemnity

On behalf of yourself and your heirs, executors, agents, representatives, and assigns, fully release, forever discharge, and hold IRA Village, your Program Sponsor and its affiliates and their respective officers, employees, directors and agents harmless from any and all losses, damages, expenses, including reasonable attorneys’ fees, rights, claims, and actions of any kind and injury (including death) arising out of or relating to your use of the Service. You agree that this release has been freely and voluntarily consented to and you confirm that you fully understand what you are agreeing to.

You agree to indemnify and hold IRA Village and its affiliates and their respective officers, employees, directors and agent harmless from any and all losses, damages, expenses, including reasonable attorneys’ fees, rights, claims, actions of any kind and injury (including death) arising out of any third-party claims relating to your use of the Service, your violation of these Terms or your violation of any rights of another.

15. Dispute Resolution By Binding Arbitration and Class Action Waiver

PLEASE READ THIS SECTION CAREFULLY, AS IT AFFECTS YOUR RIGHTS.

Most customer concerns can be resolved quickly and to the customer’s satisfaction by calling our Customer Service Department at 1- 877-544-5335. You can also email us at support@iravillage.com However, if IRA Village is not able to resolve a dispute with you after attempting to do so informally, then as a condition to your use of the Services we mutually agree to resolve such dispute through binding arbitration under the auspices of JAMS Alternative Dispute Resolution (” JAMS”). JAMS will administer any such arbitration under its Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes. The arbitration will be held in the United States county where you live or work, Orlando, Florida, or any other location as to which we may then mutually agree. A party seeking arbitration must first send to the other, by certified mail, a written notice of dispute.

Any notice to IRA Village should be addressed to IRA Village, LLC, 37 N. Orange Ave. Suite 500, Orlando, FL 32801 Attention: General Counsel. Any notice to you shall be sent to your address as set forth in IRA Village’s records of account or such other legal address as IRA Village is able to identify.

You may only resolve disputes with us or Affiliated Attorneys on an individual basis and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations aren’t allowed.

Notwithstanding our agreement to arbitrate our disputes as provided above, the following exceptions will apply to the resolution of disputes between us:

Either you or IRA Village may assert claims, if they qualify, in small claims court in Orlando, Florida or in any United States county where you live or work without first engaging in arbitration or the informal dispute-resolution process described above.
IRA Village may bring a lawsuit against you in any court of competent jurisdiction solely for injunctive relief to stop any unauthorized use or abuse of the Services without first engaging in arbitration or the informal dispute-resolution process described above.
IRA Village may bring a lawsuit against you in any court of competent jurisdiction solely for injunctive relief to stop any intellectual property infringement without first engaging in arbitration or the informal dispute-resolution process described above.
In the event that the agreement to arbitrate provided herein is found to be inapplicable or unenforceable for any reason, then as a condition to your use of the Services we agree that any resulting judicial proceedings will be brought in the federal or state courts of Orlando, Florida, and by your use of the Services you expressly consent to venue and personal jurisdiction of the courts therein.

IRA Village may, in the future, make changes to these provisions regarding dispute resolution and arbitration by providing notice in accordance with the section of these Terms entitled “Modifications” below.

16. Controlling Law

These Terms will be governed by Florida law except for its conflicts of laws principles.

17. Entire Agreement

These Terms constitute the entire agreement between you and IRA Village with respect to the subject matter of these Terms, and supersede and replace any other prior or contemporaneous agreements, or terms and conditions applicable to the subject matter of these Terms. These Terms create no third-party beneficiary rights.

18. Waiver, Severability and Assignment

IRA Village’s failure to enforce a provision is not a waiver of its right to do so later. If a provision is found unenforceable, the remaining provisions of the Terms will remain in full effect and an enforceable term will be substituted reflecting our intent as closely as possible. You may not assign any of your rights under these Terms, and any such attempt will be void. IRA Village may assign its rights to any of its affiliates or subsidiaries, or to any successor in interest of any business associated with the Services.

19. Modifications

We may revise these Terms from time to time and will always post the most current version on our website. If a revision meaningfully reduces your rights, we will notify you (by, for example, posting on our blog or on this page). By continuing to use or access the Services after the revisions come into effect, you agree to be bound by the revised Terms.

If you have any questions or concerns, please contact us at any time.