Terms of Service
Welcome to Valur! We are a technology platform aiming to democratize access to the tax planning tools of the wealthy. By using Valur, you acknowledge, first, that you have read, agreed to be bound by, and are legally able to enter into a contract to be bound by these Terms of Service, and, second, that you agree to be bound by all applicable laws and regulations. Please do not use this website if you do not agree with the Terms of Service. The materials contained in this website are protected by applicable copyright and trademark law.
Definitions. The following meanings shall apply in these Terms of Service: “Site” refers to any website made available by Valur. “Services” refers to the Site and all services, self-help documents, forms, and templates provided by Valur. “Valur, “we,” “us,” and “our” refer to Valur, Inc. (the owner and operator of www.valur.io) and our affiliates (including officers, directors, employees, consultants, agents, and representatives. “You,” “your,” and “Customer” refer to each customer, visitor, or user of any Services. Collectively, you and Valur are the “Parties.” If you access or use the Services on behalf of a company, organization, or other entity, then “you” and “your” also refer to that entity, you represent and warrant that you are an authorized representative of the entity with the authority to bind the entity to these Terms of Service, and you agree to these Terms of Service on the entity’s behalf.
Modifications to Terms of Service. We may modify these Terms of Service from time to time. If we make a modification that materially affects your rights or obligations, we will either post the modification on the Site or otherwise provide you with notice of the modification. By continuing to access or use the Site or Services after we have posted a modification on the Site or have provided you with notice of a modification, you are indicating that you agree to be bound by the modified Terms. If at any time you find that these Terms of Service are unacceptable or if you do not agree to these Terms, please do not use the Services.
These Terms of Service governs your use of the Services provided by Valur, including Valur’s facilitating the delivery of legal services to Customer by approved Attorneys, by providing software, technology support, and billing services. Valur will send you an invoice for both Valur’s Services and on behalf of the Attorney(s) for legal work performed for you as described in these Terms.
3. Not a Law Firm
Valur is a software and services company. Valur is not a law firm or a substitute for an attorney, it does not provide legal advice. While Valur strives to ensure that its services are complete, they are meant purely as self-help education and documents, and they should not be confused with legal advice. Using the Services does not create an attorney-client relationship between you and Valur. VALUR DOES NOT OVERSEE, REVIEW, OR OTHERWISE INFLUENCE ANY ATTORNEY’S PROVISION OF LEGAL SERVICES; VALUR’S SERVICES ARE OFFERED ON A BEST EFFORT BASIS, BUT IF YOU HAVE QUESTIONS REGARDING LEGAL MATTERS OR NEED LEGAL ADVICE, YOU ARE HEREBY ADVISED TO CONSULT YOUR ATTORNEY OR ANOTHER LICENSED ATTORNEY.
4. No Tax Advice
Valur does not provide tax advice of any type or for any purpose. Any information regarding taxes in any communication from Valur is intended only for general education and is not to be construed or relied on as tax advice. Although Valur does not provide any tax advice, we do provide this disclosure to comply with requirements imposed by the Internal Revenue Service under Circular 230:
We inform you that any U.S. federal tax advice contained in any communication from Valur is not intended or written to be used, and cannot be used, for purposes of (a) avoiding penalties under the Internal Revenue Code or (b) promoting, marketing, or recommending to another person any matters addressed therein.
5. Customer-Attorney Relationship
Retention Agreement & Statement of Work. If you choose to enter into a relationship with an Attorney as part of your use of Valur’s Services, that relationship will be governed by separate agreements covering the terms and conditions of the Attorney’s legal services, advice, and representation (the “Retention Agreement” and “Statement of Work”). You shall have the right to communicate with any prospective Attorney to confirm the Attorney’s qualifications and suitability prior to retaining the Attorney. You, not Valur, are solely responsible for determining whether a prospective Attorney is suitable for your needs, and you have sole discretion to accept or reject any proposed Attorney. You shall indicate acceptance of an Attorney by signing the separate Retention Agreement.
Attorney Suitability. You and the Attorney shall determine, in your sole judgment and independent of Valur, whether Attorney’s representation of you violates any law, rule, regulation, or professional standard, including Attorney’s obligation to avoid conflicts of interest.
Conflicts. You agree that it is not a conflict of interest for other attorneys affiliated with Valur, but not affiliated with Attorneys or their firms, to provide legal services, advice, and/or representation to persons other than you, even if such would constitute a conflict if such services were provided by Attorney or a member of Attorney’s firm. In addition, you agree that it is not a conflict of interest for Attorneys to represent you and to perform other work for Valur, including the provision of legal, strategic, policy, operations, or other advice, whether on a full-time, contract, or any other basis.
6. No Agency
Neither you nor Valur is an agent of the other, and neither shall enter into any agreements on behalf of the other without prior written consent to do so.
In performing the Services, Valur may have access to Customer information not generally known to the public that Customer wishes to be kept confidential. (“Confidential Information”). Valur will make Confidential Information available to its employees and associates only for the purpose of providing Services. Valur agrees to take precautions to maintain the confidentiality of Confidential Information using at least the same degree of care that Valur uses for its own Confidential Information of a similar kind, but in no case less than commercially reasonable precautions. Confidential Information shall not include information that: (a) was known by Valur prior to its receipt from Customer; (b) is or becomes public knowledge without the fault of Valur, (c) is rightfully received by Valur from a source other than a Party to these Terms, or (d) Valur is required to disclose in response to a subpoena or court order, provided that Valur provides advance notice of the disclosure to Customer. Valur’s obligations with respect to Confidential Information will continue for three years from the date of termination of these Terms. If Attorney determines that certain Confidential Information is, or may be, protected by the attorney-client or other privilege and provide Value written notice, Valur’s obligations shall remain in place as long as the privilege may exist.
8. Ownership and Intellectual Property Rights
All materials, including text, images, videos, illustrations, designs, icons, photographs, software, programs and written and other materials that are part of the Services, other than content created by Customer (collectively, “Valur Content”), is the property of Valur or its licensors. Valur Content is intended solely for personal, non-commercial use. No right, title or interest in any Valur Content is transferred to you by way of these Terms or otherwise. You may not reproduce (except as noted above), publish, transmit, distribute, display, modify, create derivative works from, sell or participate in any sale of or exploit in any way, in whole or in part, any of the Valur Content. Valur and the Valur Logo are trademarks of Valur, Inc.
Agreement. You agree to pay us in accordance with our terms of sale. Certain aspects of the Services may be provided for a fee or other charge. If you elect to use paid aspects of the Service, you agree to the terms of sale, pricing, payment, billing policies, and refund policies applicable to such fees and charges.
Rates. Unless otherwise agreed in a writing signed by both parties, Customer shall pay Valur the per document, per service, per page, and/or hourly rates described in their separate Individual Services Agreement with respect to a particular Attorney or project.
Invoicing. Valur will invoice Customer at its discretion, but no more frequently than monthly, for Services provided under these Terms of Service and for the Attorney’s work during the preceding period. Customer shall pay Valur within 15 days of the date of Valur’s invoice.
10. Referral Program
Introduction. We offer you the opportunity to earn rewards, including plan credits, by referring users to our trust or solar project purchase administration platform (the "Valur Referral Program" or "Program"). We reserve the right to terminate the Program at any time for any reason. The Program is administered by Valur, which may outsource certain elements of administration to third parties (collectively, the "Administrator"). By participating in the Program, you agree to use the Program as outlined herein, and consistent with these Terms and any other terms we may apply to the Program. If you do not agree to these Terms, do not register for or participate in the Program.
Eligibility. The Program is void where prohibited. Users who refer others to the Program are "Referrers''; those who are referred are "Referred Customers." Referrers must (1) speak and read English, (2) be legally able to participate in the Program, (3) be at least the age of majority where they reside, (4) have a valid Valur user account that is either funded or in the process of being funded if applicable, and 5) be in good standing. To ensure eligibility, when registering for the Program, Referrers must use the same email address that is registered with their existing Valur user account if applicable. Valur reserves the right to determine if a Referrer's Valur user account is valid. Companies and employees of Valur entities or their subsidiaries, affiliates, or promotional agencies, including immediate family and household members, are not eligible.
How Referrals Work. To participate, once you have established your eligibility for the program, please fill the referral form. For every Referred Customer who successfully creates an account and transfers Qualified Assets (defined as assets other than initial, de minimis cash amounts intended solely to establish a trust) to a Valur trust or buys a solar project, subject to the Conditions outlined below, the Referrer will receive a 25% discount on year 1 trust fees, a 25% of their referral’s year 1 trust administration fees or 0.5% of their referral’s solar purchase.
Qualified Referrals. Referrers must respect the spirit of the Program. Valur reserves the right to reject any claim under the Program if the Referrer has engaged in spamming or other unfair or otherwise problematic practices associated with the Program, including creating fake accounts or harassing potential referral sources.
How Credits Work. Each successive referral credit will be applied to a separate year's annual fees. Any credits may be used only for designated Valur products and services, are not transferrable, and may never be redeemed for cash.
Credits are subject to verification and will generally be awarded within 60 days of verification. Valur may withhold a credit if it reasonably believes additional verification is required. Valur may also withhold or invalidate any credit it deems fraudulent, suspect, or in violation of these Terms, or if Valur in its sole discretion believes awarding a credit or verifying and approving a transaction will impose liability on Valur, its subsidiaries, affiliates or any of their respective officers, directors, employees, representatives and agents.
Conditions for Receiving Credits. If a customer is referred by more than one Referrer, Valur will provide the referral credit to the Referrer who first connected the customer with Valur. For a Referrer to receive referral credit, the Referred Customer must not already be registered with the Valur and must not have been registered with Valur under any email address or alias for at least 12 months
Changes. All Valur Entities' decisions are final and binding, except where prohibited, including decisions as to whether a Qualified Referral, or credit is valid, when and if to terminate the Program, and whether, if at all, to change the Program. Any changes to the Program will be sent via email to registered Referrers and, except where prohibited, will become effective as of the date the email is sent. If a Referrer has referrals pending qualification at the time that updates are sent, those pending referrals shall be validated and credits given under the terms that were valid at the time the Referred Customer signed up.
If the Program is terminated by Valur, Referrers will receive remaining credits before they are forfeited. If a Referrer's account is cancelled for any reason, unredeemed discounts are forfeited immediately.
Contact. You may contact email@example.com at any time to check the status and amount of your referral credits.
Liability Release. Except where prohibited, Users agree that by participating in the Program, (1) they will be bound by these Terms, (2) Valur may contact them by e-mail, and (3) they will release and hold harmless Valur and its affiliates and subsidiaries, together with their respective employees, directors, officers, licensees, licensors, shareholders, attorneys and agents including, without limitation, their respective advertising and promotion entities and any person or entity associated with the production, operation or administration of the Program (collectively, the "Released Parties"), from any and all claims, demands, damages, losses, liabilities, costs or expenses caused by, arising out of, in connection with, or related to their participation in the Program.
Except where prohibited by law, the Released Parties shall not be liable for any injuries, losses, or damages of any kind resulting from acceptance, possession, or use of a Valur credit, or from participation in the Program. As a condition of entering the Program, and unless prohibited by law, Users agree that under no circumstances will Users be entitled to any awards for any losses or damages, and Users hereby waive all rights to claim punitive, incidental, consequential and any other damages, and waives any and all rights to have damages multiplied or otherwise increased. A waiver of rights may not apply to you in your jurisdiction of residence. Additional rights may be available to you.
11. Change of Services
We retain the right to change or stop providing Services and features. We may, without prior notice, change the Services; stop providing the Services or features of the Services; or create usage limits for the Services. We may permanently or temporarily terminate or suspend your access to the Services without notice and liability for any reason, including if in our sole determination you violate any provision of these Terms of Service, or for no reason. Upon termination for any reason or no reason, you continue to be bound by these Terms of Service. Any data, account history and account content resident on the servers running the Services may be deleted, altered, moved, or transferred at any time for any reason at Valur’s sole discretion, with or without notice and with no liability of any kind. Valur does not provide or guarantee, and expressly disclaims, any value, cash or otherwise, attributed to any data residing on the servers running the Services.
12. Risk and Consent
13. DISCLAIMER OF WARRANTY
THE SERVICES ARE PROVIDED BY VALUR ON AN “AS IS” AND “AS AVAILABLE” BASIS. VALUR MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE SERVICES OR INFORMATION, CONTENT, OR MATERIALS OFFERED THROUGH THE SERVICES. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, VALUR DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE. YOU AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. THIS DISCLAIMER CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT, AND YOU ACKNOWLEDGE THAT VALUR WOULD NOT HAVE ENTERED INTO THIS AGREEMENT WITH YOU WITHOUT YOUR AGREEMENT TO THE TERMS OF THIS DISCLAIMER.
14. LIMITATION OF LIABILITY
UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL OR EQUITABLE THEORY, WHETHER IN TORT, CONTRACT, STRICT LIABILITY OR OTHERWISE, SHALL VALUR, ITS AFFILIATES, OR THEIR RESPECTIVE EMPLOYEES, DIRECTORS, OFFICERS, OR AGENTS BE LIABLE TO CUSTOMER OR TO ANY OTHER PERSON FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL LOSSES OR DAMAGES OF ANY NATURE ARISING OUT OF OR IN CONNECTION WITH THE USE OF OR INABILITY TO USE THE SERVICES, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, LOSS OF DATA, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, EVEN IF VALUR, ITS AFFILIATES, OR THEIR RESPECTIVE EMPLOYEES, DIRECTORS, OFFICERS, AND AGENTS HAVE BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES. IN NO EVENT WILL VALUR BE LIABLE FOR ANY DAMAGES IN EXCESS OF THE FEES PAID BY CUSTOMER IN CONNECTION WITH CUSTOMER’S USE OF THE SERVICES DURING THE SIX MONTH PERIOD PRECEDING THE DATE ON WHICH THE CLAIM AROSE.
CERTAIN JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
You agree to defend, indemnify and hold harmless Valur, its affiliates, and their respective directors, officers and employees from and against any and all claims, damages, costs and expenses, including attorneys’ fees, arising from or related to your breach of this Agreement, your improper use of the Services, or your breach of any applicable law or infringement of the rights of a third party. Valur shall have the right to participate in the defense of any such claim, at its own cost. You may not settle or negotiate any claim that results in liability to, or imposes any obligation upon, Valur, financial or otherwise, without the written consent of Valur.
16. DISPUTE RESOLUTION.
PLEASE READ THIS CAREFULLY. IT AFFECTS YOUR RIGHTS.
Arbitration Agreement. You agree that any dispute between you and Valur arising out of or relating to this Agreement or the Services, or any other Valur products or services (collectively, “Disputes”) will be governed by the arbitration procedure outlined below.
Governing Law. This Agreement and the resolution of any Disputes shall be governed by and construed in accordance with the laws of the State of Nevada without regard to its conflict of laws principles.
Informal Dispute Resolution. We want to address your concerns without needing a formal legal case. Before filing a claim against Valur, you agree to try to resolve the Dispute informally by contacting us at firstname.lastname@example.org. We'll try to resolve the Dispute informally by contacting you through email. If a dispute is not resolved within 15 days after submission, you or Valur may bring a formal proceeding.
We Both Agree To Arbitrate. You and Valur agree to resolve any Disputes through final and binding arbitration, except as set forth under Exceptions to Agreement to Arbitrate below.
Opt-out of Agreement to Arbitrate. You can decline this agreement to arbitrate by contacting us here within 30 days of first accepting this Agreement and stating that you (include your first and last name) decline this arbitration agreement.
Arbitration Procedures. The American Arbitration Association (AAA) will administer the 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, Delaware, or any other location we agree to.
Arbitration Fees. The AAA rules will govern payment of all arbitration fees. Valur will pay all arbitration fees for claims less than $75,000. Valur will not seek its attorneys' fees and costs in arbitration unless the arbitrator determines that your claim is frivolous.
Exceptions to Agreement to Arbitrate. Without first engaging in arbitration or the informal dispute resolution process described above, either you or Valur (1) may assert claims, if they qualify, in small claims court in Delaware, or any United States county where you live or work and seek an amount up to the jurisdictional limit for individuals in such small claims court (notwithstanding any limitation on such damages set forth herein), or (2) may bring a lawsuit solely for injunctive relief (including, in the case of Valur, to stop unauthorized use or abuse of Valur products or the Valur Service), or for infringement or material breach of intellectual property rights (for example, trademark, trade secret, copyright, or patent rights).
No Class Actions. You may only resolve Disputes with Valur 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 under our agreement.
Judicial Forum for Disputes. In the event that the agreement to arbitrate is found not to apply to you or your claim, you and Valur agree that any judicial proceeding (other than small claims actions) will be brought in the federal or state courts of the State of Delaware. Both you and Valur consent to venue and personal jurisdiction there. We both agree to waive our right to a jury trial.
Limitation on Claims. Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to your use of Valur products or the Valur Service must be filed within one year after such claim or cause of action arose, or else that claim or cause of action will be barred forever.
If any provision of this Agreement is held to be unlawful, void, or for any reason unenforceable during arbitration or by a court of competent jurisdiction, then that provision will be deemed severable from the Agreement and will not affect the validity and enforceability of any remaining provisions. Valur’s failure to insist upon or enforce strict performance of any provision of this Agreement will not be construed as a waiver of any provision or right. No waiver of any of this Agreement will be deemed a further or continuing waiver of such term or condition or any other term or condition.
18. Entire Agreement
This Agreement contains the entire agreement between the Parties. It is binding upon the respective assigns and successors of Customer and Valur and may not be modified or amended except in a signed writing. This Agreement incorporates and includes any Exhibits and attachments, as appropriate.
Last updated: August 25, 2021