Terms and Conditions of Use

Terms and Conditions of Use
Governing Use of the Redtail and Orion Websites

Last Updated May 9th, 2023

Binding Agreement

PLEASE READ THE FOLLOWING TERMS AND CONDITIONS CAREFULLY. By using the Redtail and other Orion websites, software, platforms, products and/or services (collectively, for purposes hereof, the “Redtail and Orion Services”), you agree to be bound by the Terms and Conditions of Use specified below, as they may be amended from time to time (“Terms and Conditions”). Redtail Technology, Inc. (“Redtail”) and its affiliates, including (without limitation) Orion Advisor Solutions, Inc., Orion Advisor Technology, LLC, Advizr, Inc. (d/b/a Orion Planning), GxWorks, LLC (d/b/a Orion Risk Intelligence), BasisCode Compliance LLC (d/b/a Orion Compliance), Orion Portfolio Solutions, LLC (d/b/a Orion Wealth Management, Brinker Capital Investments, and Brinker Capital), TownSquare Capital, LLC (d/b/a Orion OCIO), and Constellation Trust Company (collectively with Redtail, “Orion”) reserves the right to amend these Terms and Conditions at any time by posting the amended terms to this site. You should review these Terms and Conditions from time to time, as your continued use of this website signifies your acceptance of any changes. If you do not agree with these Terms and Conditions of Use (as amended from time to time) or are dissatisfied with the Orion site or any other terms, conditions, rules, policies, guidelines, or practices of Orion, your sole and exclusive remedy is to discontinue using the Redtail and Orion Services.

Overview

Orion, by and through its affiliates, offers registered investment advisers, broker/dealers, and other financial professionals technology tools such as a web-based portfolio management system, customer relationship management software, an operational service bureau, and other technology solutions. Orion’s registered investment advisory affiliates offer financial advisory and sub-advisory services to registered investment advisers, other financial professionals, and their clients. This website is for investment professionals only. It is not intended for private investors. Private investors who are interested in our investment services should contact a financial professional. Orion’s website is provided as a convenient method to disseminate general information pertaining to the Redtail and Orion Services as well as provide access to additional information and services provided by Orion. No part of this website may be reproduced in any manner without the express written permission of Orion. Your use of this website is subject to the following Terms and Conditions.

This website is for informational purposes only and does not constitute a complete description of the technology tools and services offered through our affiliates, nor the investment services or performance offered through our registered investment advisory affiliates. This website and the Redtail and Orion Services are provided for informational purposes only and shall not be construed to be a recommendation to buy or sell securities. Nothing in the Redtail and Orion Services shall be considered a recommendation or solicitation to buy or an offer to sell a security to any person in any jurisdiction where such offer, solicitation, purchase, or sale would be unlawful under the securities laws of such jurisdiction. Although the website may include material about investment processes, advisory services provided by your advisor, as well as research commentary relating to various securities, Orion is not providing investment advice through the website and does not represent that any such funds or other investments are suitable. You and your advisor have made your own independent evaluation of the investment merits and suitability of any listed funds or other investments. The information may reflect individual authors’ analyses as of the published date. You and your advisor may have different, and possibly less favorable, analyses. You also acknowledge that the content on the website does not constitute legal, tax, investment, financial, or other advice. You acknowledge and agree that Orion is not liable for any decisions (including investment decisions), acts or omissions made by you based upon your use of the Orion website.

Information throughout this site, whether stock quotes, charts, articles, or any other statement or statements regarding market or other financial information, is obtained from sources which we, and our suppliers believe are reliable, but we do not warrant or guarantee the timeliness or accuracy of this information. Nothing on this website should be interpreted to state or imply that past results are an indication of future performance. Neither we or our information providers shall be liable for any errors or inaccuracies, regardless of cause, or the lack of timeliness of, or for any delay or interruption in the transmission thereof to the user. THERE ARE NO WARRANTIES, EXPRESS OR IMPLIED, AS TO ACCURACY, COMPLETENESS, OR RESULTS OBTAINED FROM ANY INFORMATION POSTED ON THIS OR ANY ‘LINKED’ WEBSITE.

Copyright Restrictions/Use of Content

The materials hosted within the Redtail and Orion Services and site are protected by United States and international laws regarding copyrights, trademarks, trade secrets, and other proprietary rights. You may not copy, modify, create derivative works of, distribute, post or frame, publicly display or perform, republish, store, transmit, or distribute any of the material on this site without the prior written consent of Orion, except as follows. You may store copies of such materials temporarily in RAM and may store files that are automatically cached by your web browser for display enhancement purposes, and you may reasonably print from the Orion web site for internal business purposes, provided in each case that you do not alter or remove any copyright or other proprietary notices included in such materials. Neither title nor intellectual property rights to any information or material in this site are transferred to you, but remain with Orion or the applicable owner of such content.

Trademarks

The term “Redtail,” “Redtail Technology,” and “Orion” are trademarks, and the “Orion” and “Redtail” logo(s) and all related product and service names, designs, logos, and slogans are the trademarks or service marks of Orion. All other product and service marks on this site are the trademarks of their respective owners.

Use of the Orion Website; Uploading Information

You agree to use the Redtail and Orion Services only for lawful purposes. Unless specifically stated otherwise, all information and material in the Redtail and Orion Services are made available only for the purpose of providing information.

You agree not to do any of the following: (i) use the Redtail and Orion Services to violate the legal rights (including the rights of publicity and privacy) of others; (ii) upload to or transmit on the Redtail and Orion Services any defamatory, indecent, obscene, harassing, excessively violent or otherwise objectionable material, or any material that is, or may be, protected by copyright, without permission from the copyright owner; (iii) misrepresent an affiliation with any person or organization; (iv) restrict or inhibit other subscribers’ or users’ use of the Redtail and Orion Services; or (v) upload or otherwise transmit files that contain a virus or otherwise corrupted data.

If you post on a forum, chat, or similar area of the website or Redtail and Orion Services, your username and other information you include is displayed in your postings or comments, and is therefore available to the public. All of your activities in public areas of such forum, chat, or similar area will be identifiable to your User ID, and other people will see your published content.

Means of Access

Certain parts of the Orion website are protected by a user ID and password. You may not obtain or attempt to obtain unauthorized access to such parts of the Orion website, the Redtail and Orion Services, or to any other protected materials or information, through any means not intentionally made available by Orion for your specific use. If you have a user ID and password for access to non-public areas of the Orion website, you are solely responsible for all activities that occur in connection with your user ID and password; therefore, you should take steps to protect the confidentiality of this information. You agree to notify Orion immediately if you become aware of any disclosure, loss, theft or unauthorized use of your user ID and password.

Protection of Personal Information and Privacy

Orion’s use of your personal information is in accordance with our privacy policy available here and is incorporated by reference into these Terms and Conditions.

Indemnification

As a condition of your use of the Orion website, to the extent permitted by law, you agree to indemnify and hold Orion, its affiliates, agents, third party providers, merchants, licensors, and others involved in the delivery of the Redtail and Orion Services or information, products, or services over the Redtail and Orion Services, and their respective officers, employees, and directors, harmless from and against any and all claims, losses, liability, costs and expenses (including but not limited to attorneys’ fees) arising from your use of the Orion website, or from your violation of these Terms and Conditions.

Disclaimer and Limitation of Liability

THE REDTAIL AND ORION SERVICES AND INFORMATION PROVIDED WITHIN THE REDTAIL AND ORION SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS. NEITHER ORION NOR ANY AFFILIATED PERSON OR ENTITY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE QUALITY, ACCURACY, OF AVAILABILITY OF THE ORION SITE. SPECIFICALLY, BUT WITHOUT LIMITING THE FOREGOING, NEITHER ORION NOR ANY PERSON OR ENTITY AFFILIATED WITH ORION WARRANTS OR REPRESENTS THAT THE REDTAIL AND ORION SERVICES OR THE INFORMATION PROVIDED WITHIN THE REDTAIL AND ORION SERVICES WILL BE ACCURATE, RELIABLE, ERROR-FREE, AND UNINTERRUPTED; THAT DEFECTS WILL BE CORRECTED; THAT THE ORION SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR THAT THE ORION SITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS. ORION DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT.

ORION WILL NOT BE LIABLE TO YOU OR ANYONE ELSE FOR ANY CONSEQUENTIAL, INCIDENTAL, SPECIAL OR INDIRECT DAMAGES, OR ANY DAMAGES WHATSOEVER, EVEN IF ORION HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN AN ACTION UNDER CONTRACT, NEGLIGENCE, OR ANY OTHER THEORY, ARISING OUT OF OR IN CONNECTION WITH THE USE, INABILITY TO USE, OR PERFORMANCE OF THE SERVICES AND INFORMATION AVAILABLE FROM ITS WEBSITE. THIS IS A COMPREHENSIVE LIMITATION OF LIABILITY THAT APPLIES TO ALL DAMAGES OF ANY KIND, INCLUDING (WITHOUT LIMITATION) LOST PROFITS, TRADING LOSSES OR DAMAGES THAT RESULT FROM USE OR LOSS OF USE OF THE ORION WEBSITE AND ANY THIRD PARTY CONTENT.

SOME OF THE FOREGOING EXCLUSIONS AND/OR LIMITATIONS ARE NOT PERMITTED IN CERTAIN STATES OR COUNTRIES.

Force Majeure

Orion will not be liable for failure or losses caused by conditions and events beyond its control including, without limitation: fire, electrical, mechanical or equipment breakdowns, delays by third party vendors and/or communications carriers, civil disturbances or disorders, terrorist acts, strikes, acts of governmental authority or new governmental restrictions, market fluctuations or acts of God.

Links to Third-Party Websites

This website may contain links to third-party websites. Any links to such third-party websites are provided solely as a convenience to you and not as an endorsement by Orion of the content on such third-party websites, or any affiliation or association with its operators. Orion is not responsible for the content of linked third-party websites, including, without limitation, any link contained in a linked website, or any changes or updates to a linked website, and do not make any representations regarding the information, services, products or accuracy of any material contained on such third-party websites.

Changes to the Website

Orion may terminate your access to the Orion website or discontinue or modify the Orion website at any time without prior notice to you. Your continued use of the Orion website following any such modification will constitute acknowledgement of your acceptance of said modifications.

Governing law

Except as otherwise required by law, the Terms and Conditions of use for this website are governed by the laws of the State of Delaware without regard to conflicts of law, and shall inure to the benefit of Orion’s successors and assigns, whether by merger, consolidation, or otherwise.

Miscellaneous

These Terms and Conditions, as they may be amended from time to time, completely and exclusively state the agreement between you and Orion with respect to your use of this site and the Redtail and Orion Services. Any cause of action you may have with respect to this site or the Redtail and Orion Services must be commenced within one (1) year after the claim or cause of action arises, or such claim or cause of action is barred. If any part of these Terms and Conditions is unenforceable, the unenforceable part shall be construed to reflect, as nearly as possible, the original intentions of the parties. The other provisions of these Terms and Conditions shall remain in full force and effect. Orion’s failure to insist upon or enforce strict performance of any provision of these Terms and Conditions, including through a course of dealing or conduct, shall not constitute a waiver or modification of the provision.