Terms of Service

RIA Compliance Technology Terms of Service

Last updated: June 1, 2026

Introduction

These Terms of Service (these “Terms”) constitute a binding agreement governing access to and use of the suite of compliance technology solutions (the “Service” or “Services”) provided by RIA Compliance Technology (“RIA Compliance Technology,” “we,” “us,” or “our”), an Arizona limited liability company. These Terms are entered into between RIA Compliance Technology and the firm or entity that subscribes to the Services (the “Customer,” “you,” or “your”), identified by the firm name entered through the subscription portal. These Terms become effective on the date payment is arranged through the subscription portal (the “Effective Date”).

These Terms consist of these general terms and conditions together with any terms specific to an individual Service and the Exhibit(s) attached hereto, including Exhibit A (Fees and Services) and, where applicable, the Data Processing Addendum incorporated by reference. In the event of a conflict between these general terms and any Service-specific terms, the Service-specific terms shall prevail with respect to that Service. In the event of a conflict between these Terms and the Data Processing Addendum with respect to the processing or security of nonpublic personal information, the Data Processing Addendum shall govern.

1. Acceptance of Terms

You must be of legal age and duly authorized to bind the Customer in order to accept these Terms. You accept these Terms by submitting payment through the subscription portal and by accessing or using any of the Services through any of our affiliated websites, portals, or other means of access. If you do not agree to these Terms, do not use the Services. Upon submission of payment via the subscription portal, these Terms will be deemed executed by the parties.

2. Grant of License to Access and Use the Service

RIA Compliance Technology hereby grants to Customer, including to all of Customer’s authorized users (“Users”), a non-exclusive, non-sublicensable, non-assignable, royalty-free, and worldwide license to access and use the Service solely for Customer’s internal business operations, subject to Customer’s ongoing compliance with these Terms.

3. SaaS Services

Subject to Customer’s compliance with these Terms, RIA Compliance Technology will provide Customer with access to the SaaS Services through the internet. You may connect to the Services using any internet browser supported by the Services, and you are responsible for obtaining access to the internet and the equipment necessary to use the Services.

In connection with use of the SaaS Services, Customer may provide certain data, including, for example, metadata associated with that data, to RIA Compliance Technology (“Customer Data”), and Customer hereby grants RIA Compliance Technology a non-exclusive license to use such Customer Data to provide the SaaS Services to Customer. Customer understands and agrees that certain Services (including email archiving, SMS archiving, social media archiving, and trade monitoring) may involve Customer submitting or making available nonpublic personal information (“NPI”) of Customer’s clients as part of Customer Data. Customer acknowledges that such NPI is subject to the Data Processing Addendum incorporated herein. Only business contact information of Users will be shared with RIA Compliance Technology solely as necessary for account administration, login, and support communications.

If Customer uploads Customer Data in a way that allows such Customer Data to be shared with other RIA Compliance Technology customers using the SaaS Services, Customer further grants (i) RIA Compliance Technology a license to make that Customer Data available to such third-party users and to provide any services necessary to do so, and (ii) such third-party users a license to access such Customer Data and to use such rights in the Customer Data as permitted by the functionality of the SaaS Services. Customer represents and warrants that it has the right, and has obtained all necessary consents, to provide the Customer Data.

If RIA Compliance Technology receives any notice or claim that any Customer Data, or activities hereunder with respect to such Customer Data, may infringe or violate a third party’s rights or any laws or regulations, RIA Compliance Technology may suspend or terminate Customer’s access to the SaaS Services and remove such Customer Data. Customer will be responsible for maintaining the security of any Customer account, passwords, and files, and for all uses of Customer’s SaaS Services account with or without Customer’s knowledge or consent.

4. Restrictions on Use

All licenses granted to Customer under these Terms are subject to Customer’s ongoing compliance with these Terms. Customer will not, and will not permit any third party to: reverse engineer, decompile, disassemble, or otherwise attempt to ascertain the source code, object code, or underlying structure, ideas, or algorithms of the SaaS Services or products, or any software, documentation, or data relating thereto (“Software”); modify, translate, make, copy, perform, or create derivative works based on the products, SaaS Services, or Software; use, resell, commercially exploit, or distribute the SaaS Services, Software, or products; use the SaaS Services, Software, or products for any registered investment adviser, broker-dealer, subscription service, or other use by third parties for which Customer receives compensation; or use the SaaS Services, Software, or products for any purpose other than for the internal benefit of Customer and in compliance with these Terms and all applicable laws.

Customer understands and agrees that RIA Compliance Technology and its licensors grant only those rights expressly set forth in these Terms, and reserve any and all rights not expressly granted to Customer. Customer shall be liable for any acts or omissions constituting a breach of these Terms or a violation of RIA Compliance Technology’s intellectual property rights by any third parties authorized by Customer to access and use the SaaS Services and products on Customer’s behalf. Except as expressly set forth in the next sentence, and unless otherwise agreed by RIA Compliance Technology in writing, Customer may not transfer any licenses hereunder to any third party. Notwithstanding the foregoing, Customer may authorize its outsourced service providers to use the SaaS Services and/or products on Customer’s behalf provided that (i) Customer informs RIA Compliance Technology in writing of such outsourced use, and (ii) the outsourced service provider agrees in writing to use the SaaS Services and/or products solely on behalf of Customer and in compliance with all terms of these Terms.

5. Prohibited and Illegal Activities

In addition to all other terms and conditions of these Terms, you shall not:

(i) provide any service based on the Services without prior written permission;

(ii) use third-party links to sites without agreeing to their website terms and conditions;

(iii) post links to third-party sites or use their logo, company name, or other marks without their prior written permission;

(iv) publish any personal or confidential information belonging to any person or entity without obtaining that person or entity’s consent;

(v) use the Services in any manner that could damage, disable, overburden, impair, or harm any server, network, computer system, or resource of RIA Compliance Technology;

(vi) violate any applicable local, state, national, or international law; or

(vii) create a false identity to mislead any person as to the identity or origin of any communication.

You agree to be solely responsible for the contents of your transmissions and data through the Services. You agree not to use the Services for illegal purposes or for the transmission of material that is unlawful, defamatory, harassing, libelous, invasive of another’s privacy, abusive, threatening, harmful, vulgar, obscene, or otherwise objectionable, or that infringes or may infringe the intellectual property or other rights of another. We reserve the right to terminate your access to the Services if there are reasonable grounds to believe that you have used the Services for any illegal or unauthorized activity.

6. Customer Sign-Up and Account Administration

You need to sign up for an account by providing all required information to RIA Compliance Technology or to a compliance consulting firm that uses our solutions in order to access or use the Services. You agree to provide true, accurate, current, and complete information and to promptly update such information to keep it true, accurate, current, and complete. If you provide any information that is untrue, inaccurate, outdated, or incomplete, or if RIA Compliance Technology has reasonable grounds to suspect as much, RIA Compliance Technology may suspend or terminate your account and refuse current or future use of any or all of the Services.

When you sign up for an account for your organization you may designate one or more administrators, who will have the right to configure the Services and manage Users within your organization account. You are responsible for (i) ensuring the confidentiality of your organization account credentials; (ii) appointing competent individuals as administrators; and (iii) ensuring that all activities that occur in connection with your organization account comply with these Terms. RIA Compliance Technology is not responsible for account administration or internal management of the Services on your behalf.

You are responsible for taking necessary steps to ensure that your organization does not lose control of its administrator accounts. You may specify a process to be followed for recovering control in the event of such loss by sending an email to Support@RIACompTech.com. In the absence of any specified recovery process, RIA Compliance Technology may provide control of an administrator account to an individual providing proof satisfactory to RIA Compliance Technology demonstrating authorization to act on behalf of the organization. You agree not to hold RIA Compliance Technology liable for the consequences of any action taken by RIA Compliance Technology in good faith in this regard. You agree to inform us immediately of any unauthorized use of your account by email to Support@RIACompTech.com or by calling any of the numbers listed on our website.

7. Confidentiality Obligations

The parties shall keep information about each other and each other’s Services confidential during and after the termination of these Terms. Customer will not share login information or allow outside firms to view or access the portal without prior approval.

Data Confidentiality. RIA Compliance Technology only allows access to confidential Customer Data by employees or contractors who need access to such information to perform customer support or to fulfill other Customer requests.

8. Data Ownership

We respect your right to ownership of data created, collected, or stored by you or by our Services. You own the content created or stored by you. Except as required to provide the Services or as otherwise permitted by you, your use of the Services does not grant RIA Compliance Technology any license to use, reproduce, adapt, modify, publish, or distribute the content created by you or stored in your account for RIA Compliance Technology’s commercial, marketing, or similar purposes. You grant RIA Compliance Technology permission to access, copy, distribute, store, transmit, reformat, and display the content of your account solely as required to provide the Services to you.

9. Data Processing

To the extent Customer is a registered investment adviser or broker-dealer subject to Regulation S-P (17 CFR Part 248), Customer’s use of certain Services (including email archiving, SMS archiving, social media archiving, and trade monitoring) may involve RIA Compliance Technology receiving, storing, or processing NPI of Customer’s clients. In such cases, RIA Compliance Technology acts as a service provider and data processor with respect to such NPI, and the Data Processing Addendum available at riacomptech.com/dpa (the “DPA”) is hereby incorporated into and made part of these Terms. In the event of any conflict between the DPA and these Terms with respect to the processing or security of NPI, the DPA shall govern. Customer’s continued use of the Services following acceptance of these Terms constitutes acceptance of the DPA.

10. Personal Information and Privacy

Personal information you provide to RIA Compliance Technology through the Service is governed by our Privacy Policy, and your use of the Service indicates your acceptance of the terms of the Privacy Policy. You are responsible for maintaining the confidentiality of your username, password, and other sensitive information, and for all activities that occur in your account. Except as expressly provided in the DPA, we are not responsible for any loss or damage to you or to any third party incurred as a result of any unauthorized access to or use of your account.

11. Ownership of Intellectual Property

RIA Compliance Technology will retain all interest in and to the Services, including all documentation, modifications, improvements, upgrades, derivative works, and all other intellectual property rights in connection with the Service, including RIA Compliance Technology’s name, logos, and trademarks reproduced through the Service.

Trademark. RIA Compliance Technology, the RIACT logo, and the names of individual Services and their logos are trademarks of RIA Compliance Technology. You agree not to display or use, in any manner, the RIA Compliance Technology trademarks without RIA Compliance Technology’s prior permission.

12. Communications from RIA Compliance Technology

The Service may include certain communications from RIA Compliance Technology, such as service announcements and administrative messages. You understand that these communications are part of using the Services. We provide you the option of opting out from receiving newsletters; however, you will not be able to opt out from receiving service announcements and administrative messages.

13. Complaints

If we receive a complaint from any person against you with respect to your activities in connection with use of the Services, we will forward the complaint to the primary email address of your account. You must respond to the complainant directly within fifteen (15) days of receiving the complaint forwarded by us, and copy RIA Compliance Technology on the communication. If you do not respond within fifteen (15) days from the date of our email to you, we reserve the right to terminate your account.

14. Modification of Terms

We may modify these Terms upon notice to you through a service announcement or by email to your primary email address. If we make significant changes that affect your rights, you will be provided with at least thirty (30) days’ advance notice of the changes by email to your primary email address. You may terminate your use of the Services by providing RIA Compliance Technology notice by email within thirty (30) days of being notified of the availability of the modified Terms, if the Terms are modified in a manner that substantially affects your rights in connection with use of the Services. In the event of such termination, you will be entitled to a prorated refund of the unused portion of any prepaid fees. Your continued use of the Services after the effective date of any change to these Terms will be deemed to be your agreement to the modified Terms.

15. Term

These Terms begin on the Effective Date and continue until terminated in accordance with the Termination section below (the “Term”).

16. Termination and Renewal

Termination on Notice; Renewal. This agreement is for a one (1) year period. After the first year, Customer has thirty (30) days prior to the expiration of this contract to notify RIA Compliance Technology of its intention to terminate, or it will automatically renew for an additional year, and will renew annually until such notification is received.

Suspension and Termination. RIA Compliance Technology reserves the right to suspend Customer’s access to all or part of any Service for

(i) scheduled or emergency maintenance,

(ii) suspected illegal activity, extended periods of inactivity, or requests by law enforcement or other government agencies, or

(iii) Customer’s breach of these Terms, including failure to pay any amounts due.

RIA Compliance Technology shall use reasonable efforts to notify Customer prior to a suspension where feasible given the nature of the issue, and will restore Customer’s access as soon as the issue causing the suspension is resolved. Objections to suspension should be made to Support@RIACompTech.com within thirty (30) days of being notified of the suspension. RIA Compliance Technology may terminate a suspended or disabled account after thirty (30) days. We will also terminate your account upon your request. Customer has the right to terminate its account if RIA Compliance Technology breaches its obligations under these Terms, and in such event Customer will be entitled to a prorated refund of any prepaid fees.

17. Inactive Account Policy

We reserve the right to terminate unpaid accounts that are inactive for a continuous period of one hundred twenty (120) days. We will provide prior notice of such termination and an option to back up data. Each Service will be considered an independent and separate service for the purpose of calculating the period of inactivity. In the case of accounts with more than one User, if at least one User is active, the account will not be considered inactive.

18. Retention of Data

In the event these Terms are terminated or not renewed for any reason, all rights granted to Customer hereunder to the SaaS Services shall terminate, and Users shall cease to use and access the SaaS Services. RIA Compliance Technology will retain all data for a period of three (3) months following termination or expiration of these Terms and will have no obligation to retain any data following such three (3) months. Customer will have thirty (30) calendar days after termination to export any data that is in the system. Customer will have the right to re-engage RIA Compliance Technology within the three (3) months following termination without incurring a new setup fee and to regain access to all data. Customer will have the right to request termination of the three (3) month retention period at any time, and RIA Compliance Technology will delete all data, databases, and backups within thirty (30) calendar days.

19. Disclaimer of Warranties

YOU EXPRESSLY UNDERSTAND AND AGREE THAT USE OF THE SERVICES IS AT YOUR SOLE RISK. THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. EXCEPT AS EXPRESSLY PROVIDED IN THE DATA PROCESSING ADDENDUM, RIA COMPLIANCE TECHNOLOGY EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. RIA COMPLIANCE TECHNOLOGY MAKES NO WARRANTY THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE. USE OF ANY MATERIAL DOWNLOADED OR OBTAINED THROUGH USE OF THE SERVICES IS AT YOUR OWN DISCRETION AND RISK. NO ADVICE OR INFORMATION, WHETHER WRITTEN OR ORAL, OBTAINED BY YOU FROM RIA COMPLIANCE TECHNOLOGY OR ITS EMPLOYEES OR REPRESENTATIVES, SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

20. Limitation of Liability

YOU AGREE THAT RIA COMPLIANCE TECHNOLOGY SHALL, IN NO EVENT, BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE, OR EXEMPLARY LOSS OR DAMAGE WHATSOEVER, OR FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, COMPUTER FAILURE, LOSS OF BUSINESS INFORMATION, OR OTHER LOSS ARISING OUT OF OR CAUSED BY YOUR USE OF OR INABILITY TO USE THE SERVICE, EVEN IF RIA COMPLIANCE TECHNOLOGY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. IN NO EVENT SHALL RIA COMPLIANCE TECHNOLOGY’S TOTAL AGGREGATE LIABILITY TO YOU IN RESPECT OF ANY SERVICE, WHETHER DIRECT OR INDIRECT, EXCEED THE FEES PAID BY CUSTOMER TO RIA COMPLIANCE TECHNOLOGY DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

Nothing in this Section limits RIA Compliance Technology’s obligations under the Data Processing Addendum or any liability that cannot be limited or excluded under applicable law.

21. Indemnification

Customer agrees to indemnify, defend, and hold harmless RIA Compliance Technology and its officers, directors, members, employees, suppliers, and affiliates from and against any losses, damages, fines, liabilities, and expenses (including reasonable attorneys’ fees and costs) arising out of or relating to:

(i) any claim that Customer has used the Services in violation of another party’s rights;

(ii) Customer’s violation of any law or regulation;

(iii) Customer’s breach of any provision of these Terms; or

(iv) any Customer Data; except where such use is authorized by RIA Compliance Technology.

22. Security Incident Notification

In the event of any actual or reasonably suspected unauthorized access to or disclosure of Customer Data or NPI processed by RIA Compliance Technology, RIA Compliance Technology shall notify Customer as soon as possible and in no event later than seventy-two (72) hours after becoming aware of such incident, consistent with the requirements of Regulation S-P (17 CFR 248.30) and the Data Processing Addendum incorporated herein. This notification obligation applies regardless of whether a full investigation has been completed.

23. Governing Law and Arbitration

These Terms shall be governed, construed, and enforced in accordance with the laws of the State of Arizona, without regard to its conflict-of-laws rules. Any controversy or claim arising out of or relating to these Terms shall be settled by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. The number of arbitrators shall be one; the place of arbitration shall be Arizona; and Arizona law shall apply. Any such controversy or claim shall be arbitrated on an individual basis and shall not be consolidated in any arbitration with any claim or controversy of any other party. The decision of the arbitrator shall be final, and judgment on the arbitration award may be entered in any court having jurisdiction thereof. Notwithstanding anything to the contrary, RIA Compliance Technology may at any time seek injunctions or other forms of equitable relief from any court of competent jurisdiction.

24. Data Processing Addendum

For Customers that are registered investment advisers or broker-dealers subject to Regulation S-P, the RIA Compliance Technology Data Processing Addendum (the “DPA”), available at riacomptech.com/dpa, is incorporated into and made part of these Terms. The DPA governs RIA Compliance Technology’s obligations as a service provider with respect to NPI of Customer’s clients, including data security obligations, the 72-hour security incident notification requirement under amended Regulation S-P, sub-processor disclosures, and data retention and deletion procedures. By submitting payment and accepting these Terms, Customer also accepts the DPA. RIA Compliance Technology will provide at least thirty (30) days’ advance notice of any material changes to the DPA.

25. Severability

If any part of these Terms is declared unenforceable or invalid, the remainder will continue to be valid and enforceable.

26. Entire Agreement and Execution

These Terms, together with Exhibit A and the Data Processing Addendum (where applicable), constitute the entire agreement between the parties with respect to the Services and supersede all prior or contemporaneous agreements, proposals, or representations, whether written or oral, concerning the subject matter hereof. Upon submission of payment via the subscription portal, these Terms will be deemed executed by the parties.

Exhibit A — Fees and Services

Monthly Fee — Agreed to via subscription. Guaranteed for twenty-four (24) months.

Total Initial Setup Fees — Agreed to via subscription.

Services — Agreed to via subscription or other means of communication.

Services

Simple Compliance Portal. Customer will be granted access to our Compliance Portal and Dashboard for back-office staff, including a compliance calendar, monthly tasks, and electronic forms for employees and compliance teams to submit and track compliance requests, as well as a customized solution available for additional customization fees.

Simple Email Archive. Customer will be granted access to Simple Email Archive, an automated solution for journaling, reviewing, and archiving emails for Customer.

Simple Website Archive. Customer will gain access to Simple Website Archive, an automated solution for capturing, reviewing, and archiving one (1) website.

Simple Social Media Archive. Customer will gain access to Simple Social Media Archive, an automated solution for journaling, reviewing, and archiving Customer’s LinkedIn accounts. Because we perform web scraping, RIA Compliance Technology does not have the ability to capture and review private messages. We will provide verbiage for your Compliance Manual that prohibits your advisors from using direct messaging for securities-related purposes.

Simple Text Message Archive. Customer will gain access to our text messaging archival solution, provided Customer uses one of the text messaging applications or VOIP solutions for which we have developed a solution.

Simple Trade Monitor. Customer will be granted access to Simple Trade Monitor, an automated solution for linking and tracking employee personal trading accounts.

Payment

Customer shall automatically pay a monthly subscription fee to RIA Compliance Technology, due on the day of the month the initial payment is made and monthly thereafter, via our subscription portal. Other arrangements can be made to accommodate the Customer’s accounting system.

Support

Beginning on the Effective Date, and at RIA Compliance Technology’s own expense, RIA Compliance Technology shall provide Customer with telephone or electronic support during RIA Compliance Technology’s normal business hours to help Customer locate and correct problems with the Service and any related software, through an internet-based support system generally available during business hours.

Pricing Changes

Should your firm grow beyond your original subscription, we reserve the right to increase the fees to the appropriate amount. Customers will be notified via email and an invoice change.

END OF TERMS OF SERVICE

If you have any questions or concerns regarding this Agreement, please contact us:

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