Select{e}Annuity SaaS License Agreement

 

 

THE FOLLOWING TERMS AND CONDITIONS CONTROL THE USE OF SELECT{E}ANNUITY (“Select{e}Annuity”) SERVICES PROVIDED BY ADVISABLE WEALTH ENGINES, LLC (“Advisable”) AND CONTAIN SIGNIFICANT RESTRICTIONS AND LIMITATIONS ON RIGHTS AND REMEDIES, AND CREATE OBLIGATIONS ON ANYONE WHO ACCEPTS THIS AGREEMENT.  THEREFORE, YOU SHOULD READ THIS AGREEMENT CAREFULLY BEFORE AGREEING TO THESE TERMS.

 

SELECT{E}ANNUITY USER AGREEMENT:

 

BY CLICKING THE “I ACCEPT” CHECK BOX DISPLAYED AS PART OF THE ORDERING PROCESS, YOU AGREE TO THE FOLLOWING TERMS AND CONDITIONS WHICH CONSTITUTE A LEGALLY ENFORCEABLE AGREEMENT (THE “AGREEMENT”) GOVERNING YOUR USE OF SELECT{E}ANNUITY’S ONLINE SOFTWARE AS A SERVICE (THE “SAAS LICENSE”) ALLOWING ACCESS TO SELECT{E}ANNUITY.  IF YOU ARE ENTERING INTO THIS SAAS LICENSE AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE COMPLETE AUTHORITY TO ENTER INTO THIS SAAS LICENSE AGREEMENT ON BEHALF OF YOUR COMPANY.  IF YOU ARE USING THE SAAS LICENSE AS AN INDIVIDUAL, YOU REPRESENT THAT YOU ARE OVER THE AGE OF 18.  AS USED IN THIS SAAS LICENSE AGREEMENT, THE TERM “GRANTEE” ENCOMPASSES THE ENTITY OR PERSON RESPONSIBLE FOR THIS SUBSCRIPTION AND EACH USER ACCESSING THE SAAS LICENSE BY MEANS OF A VALID SUBSCRIPTION ESTABLISHED BY YOU, INCLUDING, IF YOU ARE A CORPORATION, ALL EMPLOYEES OF YOUR CORPORATION.  IF YOU DO NOT HAVE THE REQUISITE AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, YOU MAY NOT USE THIS SAAS LICENSE.

 

Thank you for your interest in Select{e}Annuity.  Your registration for, or use of, the SaaS License shall be deemed to be your agreement to abide by this Agreement including any materials available on the Select{e}Annuity website incorporated by reference herein, including but not limited to Select{e}Annuity’s privacy and security policies.  For reference, a Definitions section is included below.

 

1. Definitions

 

Advisable Wealth Engines, LLC. (Advisable):  Advisable Wealth Engines, LLC., a Delaware limited liability company with principal offices located at 20 Brians Way; Princeton Junction, NJ  08550.  Advisable includes all affiliates, divisions, and departments underneath its control pertaining to the SaaS Service.

 

Select{e}Annuity:  a SaaS Service provide by Advisable.  Select{e}Annuity further means all of Select{e}Annuity’s proprietary technology (including features, functions, services, business concepts, processes, systems, rules, logic algorithms, graphical User interfaces (GUI), techniques, designs and other tangible or intangible technical material or information) made available to Grantee by Advisable in providing the SaaS License.

 

Grantor:  Advisable is the grantor of the Select{e}Annuity SaaS License.

 

Grantee:  A person at least 18 years of age and able to authorized to obligate himself, herself, and/or a corporation to this Agreement’s terms and conditions.

 

Grant:  The authorized use of Select{e}Annuity according to the terms of this Agreement as a SaaS Service by Advisable to the Grantee.

 

SaaS License(s):  The specific edition of Select{e}Annuity’s features, functions, services, or other offerings developed, operated, and maintained by Advisable, accessible via http://www.Select{e}Annuity.com or another designated web site or IP address, or ancillary services rendered to Grantee by Advisable, to which Grantee is being granted access under this Agreement, including the Select{e}Annuity SaaS Service and the Content.

 

Order:  The complete step-by-step process of which the Grantee’s review and acceptance of this SaaS License is but one part or step.

 

Account:  A corporation, partnership, client, prospective client, professional relationship, or service recipient of the Grantee for which Select{e}Annuity’s services, functions, features, analysis, and reports will be provided.

 

Subscription Type:  Advisable offers various Subscription Types as defined by this Order.  The terms of the Subscription Type combine the Grantee’s acceptance of this Agreement as well as all other steps contained in the ordering process.

 

Subscription Fee:  The Subscription Fee for a particular Subscription Type applied for a single Account.

 

Active Subscription:  An activated SaaS license in which the Subscription Fee has been paid and received by Advisable for a specific Subscription Type.

 

Subscription Year:  The first Subscription for an Account in which the receipt of the Subscription Fee activates the Subscription Year applied to the Grantee.  For example, if the first paid subscription for an Account begins on January 1, 2022 then the Subscription Year continues until December 31, 2022.

 

Subscription Term.  For each Account, the Subscription Term is valid for one year following the payment of an Account.

 

Account Data:  Data, information, descriptions, characteristics, or any other item entered by the Grantee in Select{e}Annuity necessary to use Select{e}Annuity’s various features and functions.

 

External Data:  Data licensed to Advisable for use in Select{e}Annuity that is supplied by an external provider or vendor.

 

Administrator:  A specific User type indicative of a Grantee in which authority is granted to increase, decrease, and otherwise modify the User roster.  The Administrator also has full edit privileges necessary to customized Select{e}Annuity to the Administrator’s preferences.

 

User:  The Grantee or other User authorized by the Grantee that pays the Subscription Fee for a Subscription Type necessary to use Select{e}Annuity’s features, functions, and services on behalf of an Account.  Such User means employees, representatives, consultants, contractors or agents who are authorized by the Grantee  under the Grant made by this Agreement to use the SaaS License and who have been supplied User identifications and passwords by Grantee and/or Administrator (or by Select{e}Annuity at Grantee’s request).

 

Intellectual Property Rights:  All rights, title and interest in and to the Select{e}Annuity SaaS Service, the Content, and all copyrights, patents, trade secrets, trademarks, service marks or other intellectual property or proprietary rights and any corrections, bug fixes, enhancements, updates, releases, or other modifications, including custom modifications made by Select{e}Annuity relating thereto, and the media, processes, and systems on which same are furnished.

 

1. Privacy & Security

Select{e}Annuity’s privacy and security policies may be viewed at http://www.balancesheetmethodology.com.  Select{e}Annuity reserves the right to modify its privacy and security policies in its reasonable discretion from time to time.  Note that because the SaaS License is a hosted, online application, Select{e}Annuity occasionally may need to notify all SaaS License Users of important announcements regarding the operation of the SaaS License.

 

2. Grant of Rights; Term and Restrictions

Pursuant to the terms and conditions of this Agreement, Select{e}Annuity hereby grants Grantee a limited, non-exclusive, non-transferable, worldwide right to use the SaaS License, solely for Grantee’s own internal business purposes for analyzing, preparing, evaluation, monitoring, reporting, or any other function contained in Select{e}Annuity for an Account of the Grantee.  This Grant for this Account shall be for the period of one year upon receipt of the Subscription Fee.  Advisable reserves all rights not expressly granted to Grantee.

 

Grantee shall not violate any of Advisable’s Intellectual Property rights as contained in whole or in part in Select{e}Annuity or any of its related designs, features, functions, purposes, processes, or systems.  This Agreement restricts Grantee from (i) licensing, granting, selling, reselling, transferring, assigning, distributing or otherwise commercially exploiting or making available to any third party the SaaS License or the Content in any way; (ii) reverse engineering or accessing the SaaS License in order to (a) build a competitive product or service, (b) build a product using similar ideas, features, functions, interface, or graphics of the SaaS License, or (c) copy any ideas, features, functions, interface, or graphics of the SaaS License; (iii) modify or make derivative works based upon the SaaS License or the Content; or (iv) create Internet “links” to the SaaS License or “frame” or “mirror” any Content on any other server or wireless or Internet-based device.  The Grant of right to use the SaaS License cannot be shared or used by more than one individual Grantee, but may be reassigned from time to time to new Users who are replacing a former Grantee who has terminated employment or otherwise changed job status or function and no longer uses the SaaS License.

 

2. The SaaS License

Select{e}Annuity will provide Grantee with use of the SaaS License, including a browser interface and data encryption, transmission, access and storage, for the Subscription Type selected by Grantee for this Order.

 

Select{e}Annuity makes no guarantees as to the continuous availability of the SaaS License or of any specific feature(s) of the SaaS License.  Select{e}Annuity will inform Grantee of any significant changes to the SaaS License or terms and conditions of this Agreement that it may make from time to time.

 

3. Internet Delays

The SaaS License may be subject to limitations, delays, and other problems inherent in the use of the Internet and electronic communications.   Select{e}Annuity is not responsible for any delays, delivery failures, or other damage resulting from such problems.

 

4. Support

Select{e}Annuity shall provide email support between the hours of 8:00 am to 8:00 pm, Eastern Standard Time, Monday through Friday, excluding “Public Holidays”, but has no obligation to provide Grantee with hard-copy documentation, upgrades, enhancements, modifications, or other support unless specifically contracted for by Grantee.  Additional support options are available and may be viewed at http://www.balancesheetmethodology.com.

 

5. Grantee’s Responsibilities

Grantee is responsible for all activity occurring under Grantee’s Administrative and/or User accounts and shall abide by all applicable local, state, national and foreign laws, treaties and regulations in connection with Grantee’s use of the SaaS License, including those related to data privacy, international communications and the transmission of technical or personal data.  Grantee shall: (i) notify Select{e}Annuity immediately of any unauthorized use of any password or account or any other known or suspected breach of security; (ii) report to Select{e}Annuity immediately and use reasonable efforts to stop immediately, any copying or distribution of Content that is known or suspected by Grantee or any User under this Grant; and (iii) not impersonate another Select{e}Annuity User or provide false identity information to gain access to or use the SaaS License.

 

6. Account Information and Data

By this Grant, Select{e}Annuity does not attain ownership of Client Data that Grantee submits to Select{e}Annuity in the course of using the SaaS License.  Grantee, not Select{e}Annuity, shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right to use of all Client Data, and Select{e}Annuity shall not be responsible or liable for the deletion, correction, destruction, damage, loss or failure to store any Client Data.  Select{e}Annuity shall use reasonable efforts to protect Client Data behind a secure firewall system, to conduct daily data backups, and to store weekly full-system backups in a separate, fire-safe facility.  Grantee agrees and acknowledges that Select{e}Annuity has no obligation to retain the Client Data following the termination of any Subscription or Subscription Type, and may delete such Client Data, on the 31st day after termination. Select{e}Annuity reserves the right to withhold, remove and/or discard Client Data, without notice, for any breach, including, without limitation, Grantee’s non-payment.  Upon termination for cause, Grantee’s right to access or use Client Data immediately ceases, and Select{e}Annuity shall have no obligation to maintain or provide any Client Data.

 

7. Usage and Data Protections

Advisable has placed in escrow the entire code and database structure for Select{e}Annuity should Advisable cease as a going concern.  Further, the data center services provided to Advisable and Select{e}Annuity will continue for 90-days following Advisable’s cessation necessary for Grantee to have an orderly migration to a suitable alternative. This migration process includes making available to the Grantee a complete file of Client Data for any fully-paid subscription type.

 

8. Intellectual Property Ownership

Select{e}Annuity alone (and its licensors, where applicable) shall own all right, title and interest, including all related Intellectual Property Rights, in and to the Select{e}Annuity Technology, the Content, and the SaaS License and any suggestions, ideas, enhancement requests, feedback, recommendations or other information provided by Grantee or any other party relating to the SaaS License.  The Select{e}Annuity name, the Select{e}Annuity logo, and the product names associated with the SaaS License are trademarks of Select{e}Annuity or third parties, and no right or license is granted to use them.   This Agreement is not a sale and does not convey to Grantee any rights of ownership in or related to the SaaS License, Select{e}Annuity and its related features, functions, and services, or the Intellectual Property Rights owned by Select{e}Annuity.  Grantee acknowledges that, except as specifically provided under this Agreement, no other right, title, or interest in these items is granted.

 

9. Third Party Interactions and Links

For certain of Select{e}Annuity’s various features, functions, and services, Advisable has contracted with external data providers.  These data providers are wholly independent entities from Select{e}Annuity and Advisable.  The evaluation and choice of a data provider is made with expressed purpose that such data integration will enhance Select{e}Annuity’s features, functions, and services.  Notwithstanding the foregoing, Advisable does not in any way warrant the accuracy of said data nor endorse any investment products or services included within this data.

 

Any selection of an investment product or service by Grantee and/or User is solely with the applicable third-party.  Select{e}Annuity and its licensors shall have no liability, obligation or responsibility for any such correspondence, purchase or promotion between Grantee, a User and any such third-party.  Select{e}Annuity provides these data subscriptions to Grantee only as a matter of convenience, and in no event shall Select{e}Annuity or its licensors be responsible for any content, products, or other materials utilized by Grantee and/or User.  This Grant to use the SaaS License pursuant to the terms and conditions of this Agreement does not provide any license or agreement that may be required by third-party providers of investment products or services used or deployed by Grantee or User.

 

10. Payment of Fees and Charges

Grantee shall pay all fees or charges to Grantee’s account using an acceptable credit card in accordance with the fees, charges, and billing terms in effect at the time a fee or charge is due and payable.  The initial fee for the Grant of the right to use the SaaS License will be equal to the Subscription Fee currently in effect under Select{e}Annuity’s current schedule of Subscription Fees for the edition selected in the Order. The Subscription Fee will be payable immediately as required in the Order.  For each order, the Grantee will be required to enter a valid credit card payable in US Dollars for the Subscription Fee for each Subscription Type in the Order.  Upon receipt of payment of the Subscription Fee, this Agreement will be activated.

 

An Administrator may add additional Users by adding such Users through the function provided through the Administrator’s User ID and Password combination.  Users will be authorized by the Administrator to enter into this Agreement for each Account in which a Subscription Type is desired.

 

Select{e}Annuity reserves the right to modify its fees and charges and to introduce new charges at each anniversary of the Subscription Year.  However, any changes in the Subscription Fee shall not be applicable to an Account still in its Subscription Term.

 

Select{e}Annuity’s Subscription Fee is exclusive of all taxes, levies, or duties imposed by taxing authorities, and Grantee shall be responsible for payment of all such taxes, levies, or duties, excluding only federal or state taxes based solely on Select{e}Annuity’s income.

 

Grantee agrees to update billing and account information within 30 days of any change.  That information includes Grantee’s legal company name, street address, e-mail address, and the name and telephone number of an authorized billing contact and Administrator.  If the contact information Grantee provides is false or fraudulent, Select{e}Annuity reserves the right to terminate Grantee’s access to the SaaS License, in addition to any other legal remedies.

 

If Grantee believes that the Fees or Charges to Grantee’s account are incorrect, Grantee must contact Select{e}Annuity in writing within forty-five (45) days of the date of the charge in question, to be eligible to receive an adjustment or credit.

 

All payments shall be in United States currency.

 

11. Satisfaction Guarantee and Refunds

Advisable offers an unconditional, ongoing satisfaction guarantee and refund for the first thirty (30) days of the subscription term.  If at any time during the refund period Grantee and/or User is unsatisfied with Select{e}Annuity’s features, functions, or services, Advisable will provide a full refund of the Grantee and/or User’s Subscription Fees. Subscription Fees authorized by the Grantee and/or User will be refunded to the credit card on file.  Should the Grantee and/or User wish to have the refund processed on another credit card, then this request must be received in writing.

 

If the Grantee and/or User chooses to re-initiate an Agreement with Advisable for the SaaS License after receiving a Satisfaction Guarantee Refund, then the Grantee and/or User voids the right to receive any future refunds and will be restricted to a non-renewal for each Account upon the renewal option of the Subscription Term.

 

In order for the Satisfaction Guarantee and Refund to be active, Grantee and/or User must not be in breach of any of the Agreement’s terms and conditions.

 

12. Termination

The Grantee and/or User have the right at any time to not renew an Account’s Subscription Term.  Therefore, the SaaS License will expire at the end of each Account’s Subscription Term thereby eliminating any renewal Subscription Fees.  Given this control, Grantee and/or Account must specifically renew each Account’s Subscription Type and fully pay the applicable Subscription Fees prior to re-starting the Subscription Term for a specific Account.  Said renewal can occur at any time and the new Subscription Term for the Account will begin on the day of the renewal payment.

 

Should the Grantee and/or User pay for one or more renewals at the anniversary of the Subscription Year, then the new Subscription Year will begin and all minimums will apply.

 

Any breach of: a) Grantee’s payment obligations, b) Select{e}Annuity’s features, functions, and services, or c) SaaS License contrary to the terms and conditions of this Agreement and the license granted hereby will be deemed a material breach of this Agreement.  Select{e}Annuity, in its sole discretion, may terminate Grantee’s password, account or use of the SaaS License if Grantee breaches or otherwise fails to comply with this Agreement.  Select{e}Annuity may terminate a free account at any time in its sole discretion.

 

13. Representations & Warranties

Each party represents and warrants that it has the legal power and authority to enter into this Agreement.  Select{e}Annuity represents and warrants that it will provide the SaaS License in a manner consistent with general industry standards reasonably applicable to the provision thereof and that the SaaS License will perform substantially in accordance with features, functions, and services documented under normal use and circumstances as noted on the website http://balancesheetmethodology.com.

 

Grantee represents and warrants that Grantee has not falsely identified Grantee or any User nor provided any false information to gain access to the SaaS License and that Grantee’s billing information is correct.

 

14. Disclaimer of Warranties

UNLESS OTHERWISE SPECIFICALLY NOTED IN THIS AGREEMENT, ADVISABLE, SELECT{E}ANNUITY, AND ITS LICENSORS MAKE NO REPRESENTATION, WARRANTY, OR GUARANTY AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, TRUTH, AVAILABILITY, ACCURACY OR COMPLETENESS OF THE SAAS LICENSE OR ANY CONTENT.  ADVISABLE, SELECT{E}ANNUITY, AND ITS LICENSORS DO NOT REPRESENT OR WARRANT THAT (A) THE USE OF THE SAAS LICENSE WILL BE SECURE, TIMELY, UNINTERRUPTED OR ERROR-FREE OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM OR DATA, (B) ANY STORED DATA WILL BE ACCURATE OR RELIABLE, (C) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY GRANTEE AS A RESULT OF USE OF THE SAAS SERVICE WILL MEET GRANTEE’S REQUIREMENTS OR EXPECTATIONS, (D) ERRORS OR DEFECTS WILL BE CORRECTED, OR (E) THE SAAS LICENSE OR THE SERVER(S) THAT MAKE THE SAAS LICENSE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.  THE SAAS LICENSE AND ALL CONTENT IS PROVIDED TO GRANTEE STRICTLY ON AN “AS IS” BASIS.  ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS, ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW BY Advisable, Select{e}Annuity AND ITS LICENSORS.

 

15. Limitation of Liability

IN NO EVENT SHALL ADVISABLE’S OR SELECT{E}ANNUITY’S AGGREGATE LIABILITY EXCEED THE AMOUNTS ACTUALLY PAID BY AND/OR DUE FROM GRANTEE IN THE TWELVE (12)-MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO ANY SUCH LIABILITY.  IN NO EVENT SHALL Advisable, Select{e}Annuity, AND/OR ITS LICENSORS BE LIABLE TO ANYONE FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGES OF ANY TYPE OR KIND (INCLUDING LOSS OF DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE) ARISING OUT OF, OR IN ANY WAY CONNECTED WITH THIS SAAS LICENSE, INCLUDING BUT NOT LIMITED TO THE USE OR INABILITY TO USE THE SAAS LICENSE, OR FOR ANY CONTENT OBTAINED FROM OR THROUGH THE SAAS LICENSE, ANY INTERRUPTION, INACCURACY, ERROR OR OMISSION, REGARDLESS OF CAUSE IN THE CONTENT, EVEN IF THE PARTY FROM WHICH DAMAGES ARE BEING SOUGHT OR SUCH PARTY’S LICENSORS HAVE BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

 

16. Additional Rights

Certain states and/or jurisdictions do not allow the disclaimer of warranties or limitation of liability, so the exclusions set forth above may not apply to Grantee.

 

17. Mutual Indemnification

Grantee and every User under this Grant, shall indemnify and hold Select{e}Annuity, its licensors and their parent organizations, subsidiaries, affiliates, officers, directors, employees, attorneys and agents harmless from and against any and all claims, causes of action, costs, damages, losses, liabilities and expenses (including attorneys’ fees and costs) arising out of or in connection with: (i) an allegation that use of the Client Data infringes the rights of, or has caused harm to, a third party; (ii) violation by Grantee of Grantee’s representations and warranties; or (iii) the breach by Grantee or any User(s) under Grantee’s Grant pursuant to this Agreement,  provided in any such case, that Select{e}Annuity (a) gives written notice of the claim promptly to Grantee; (b) gives Grantee sole control of the defense and settlement of the claim (except Grantee may not settle any claim, without Select{e}Annuity’s consent, unless Grantee unconditionally releases Select{e}Annuity of all liability and such settlement does not affect Select{e}Annuity’s business or SaaS License,); (c) provides to Grantee all available information and assistance; and (d) has not compromised or settled such claim.

 

Select{e}Annuity shall indemnify and hold Grantee and Grantee’s authorized Users, parent organizations, subsidiaries, affiliates, officers, directors, employees, attorneys and agents harmless from and against any and all claims, causes of action, costs, damages, losses, liabilities and expenses (including attorneys’ fees and costs) arising out of or in connection with: (i) an allegation that the SaaS License directly infringes a copyright, a U.S. patent issued as of the Effective Date, or a trademark of a third party; (ii) a violation by Select{e}Annuity of its representations or warranties; or (iii) breach of this Agreement by Select{e}Annuity; provided in any such case, that Grantee (a) promptly gives written notice of the claim to Select{e}Annuity; (b) gives Select{e}Annuity sole control of the defense and settlement of the claim (except Select{e}Annuity may not settle any claim, without Grantee’s consent, unless it unconditionally releases Grantee of all liability); (c) provides to Select{e}Annuity all available information and assistance; and (d) has not compromised or settled such claim.

 

Select{e}Annuity shall have no indemnification obligation, and Grantee shall indemnify Select{e}Annuity pursuant to this Agreement, for claims arising from any infringement alleged to be caused by the combination of the SaaS License with any of Grantee’s products, service, and hardware or business process.

 

18. Local Laws and Export Control

The SaaS License provided on the Select{e}Annuity site includes services and uses software and technology that may be subject to United States export controls administered by the U.S. Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control, and other U.S. agencies and the export control regulations of the European Union.  Grantee and each User of this site acknowledges and agrees that the site shall not be used, and none of the underlying information, software, or technology may be transferred or otherwise exported or re-exported to countries as to which the United States and/or the European Union maintains an embargo (collectively, “Embargoed Countries”), or to or by a national or resident thereof, or any person or entity on the U.S. Department of Treasury’s List of Specially Designated Nationals or the U.S. Department of Commerce’s Table of Denial Orders (collectively, “Designated Nationals”).  The lists of Embargoed Countries and Designated Nationals are subject to change without notice.  By using the SaaS License, Grantee represents and warrants that Grantee is not located in, under the control of, or a national or resident of an Embargoed Country or Designated National.  Grantee agrees to comply strictly with all U.S. and European Union export laws and assume sole responsibility for obtaining any necessary licenses to export or re-export.

 

The SaaS License provided on the site may use encryption technology that is subject to licensing requirements under the U.S. Export Administration Regulations, 15 C.F.R. Parts 730-774 and Council Regulation (EC) No. 1334/2000

 

Select{e}Annuity and its licensors make no representation that the SaaS License is appropriate or available for use in other locations.  If Grantee uses the SaaS License from outside the United States of America and/or the European Union, Grantee is solely responsible for compliance with all applicable laws, including without limitation export and import regulations of other countries. Any diversion of the Content contrary to United States or European Union (including European Union Member States) law is prohibited. None of the Content, nor any information acquired through the use of the SaaS License, is or will be used for nuclear activities, chemical or biological weapons or missile projects, unless specifically authorized by the United States government or appropriate European body for such purposes.

 

19. Notice

Advisable may give notice by means of a general notice on the SaaS License, electronic mail to Grantee’s e-mail address on record in Select{e}Annuity’s account information, or by written communication sent by first class mail or pre-paid post to Grantee’s address on record in Select{e}Annuity’s account information.  Such notice shall be deemed to have been given upon the expiration of 48 hours after mailing or posting (if sent by first class mail or pre-paid post) or 12 hours after sending (if sent by email).  Grantee may give notice to Advisable (such notice shall be deemed given when received by Advisable) at any time by any of the following:  letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail to Advisable at the following address: Advisable Wealth Engines, LLC; 20 Brians Way; Princeton Junction, NJ  08550 addressed to the attention of Kirk Loury.

 

20. Modification to Terms

Advisable reserves the right to modify the terms and conditions of this Agreement or its policies relating to the SaaS License at any time, effective upon posting of an updated version of this Agreement on the Select{e}Annuity site at https://balancesheetmethodology.com.  Grantee is responsible for regularly reviewing this Agreement.  Continued use of the SaaS License after any such changes shall constitute Grantee’s consent to such changes.

 

21. Assignment

This Agreement may not be assigned by Grantee without the prior written approval of Advisable but may be assigned without Grantee’s consent by Advisable to (i) a parent or subsidiary, (ii) an acquirer of assets, or (iii) a successor by merger.  Any purported assignment in violation of this section shall be void.

 

22. General

This Agreement shall be governed by New Jersey law and controlling United States federal law, without regard to the choice or conflicts of law provisions of any jurisdiction, and any disputes, actions, claims or causes of action arising out of or in connection with this Agreement or the SaaS License shall be subject to the exclusive jurisdiction of the state and federal courts located in Mercer County, New Jersey.  If any provision of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, then such provision(s) shall be construed, as nearly as possible, to reflect the intentions of the invalid or unenforceable provision(s), with all other provisions remaining in full force and effect.  No joint venture, partnership, employment, or agency relationship exists between Grantee or any User and Advisable, Select{e}Annuity, affiliates, partners, or licensors as a result of this Agreement or use of the SaaS License.  The failure of Advisable to enforce any right or provision in this Agreement shall not constitute a waiver of such right or provision unless acknowledged and agreed to by Advisable in writing.  This Agreement, together with any applicable Order, comprises the entire agreement between Grantee and Select{e}Annuity and supersedes all prior or contemporaneous negotiations, discussions or agreements, whether written or oral, between the parties regarding the subject matter contained herein.

 

Questions or Additional Information:

If you have questions regarding this SaaS License, User Agreement or wish to obtain additional information, please send an e-mail to kloury@advisablewealthengines.com.

 

Copyright Advisable Wealth Engines, LLC All rights reserved.