TERMS OF USE

Introduction:

The following Terms of Use (the “Terms”) is a legal contract between you and STEP TWO ADVISORS LLC (the “Company”) regulating your use of the Company’s website located at www.steptwoadvisors.com (the “Website”), including use of the Content (as defined herein), and the consulting services described and offered, from time to time, therein (the “Services”). Visitors and users of the Website or the Services are referred to individually as “User” and collectively as “Users”.

PLEASE READ CAREFULLY THE FOLLOWING TERMS. THEY GOVERN YOUR USE OF THE WEBSITE. BY REGISTERING FOR, ACCESSING, BROWSING, OR USING THE WEBSITE OR THE SERVICES OR BOTH, YOU ACKNOWLEDGE THAT YOU ARE RECEIVING A BENEFIT FROM THE COMPANY, AND THAT YOU HAVE READ, UNDERSTOOD AND AGREED TO BE BOUND BY THE TERMS (WITHOUT MODIFICATION), INCLUDING ANY ADDITIONAL GUIDELINES AND FUTURE MODIFICATIONS MADE BY THE COMPANY. IF YOU DO NOT AGREE TO BE BOUND BY THE TERMS (WITHOUT MODIFICATION), WE RECOMMEND THAT YOU REFRAIN FROM USING THE WEBSITE OR THE SERVICES

PLEASE NOTE:

The Company’s Website provides Users with information pertaining to the breadth of Services offered by the Company. As described further herein, the Company makes no claims, guarantees, warrantees or promises regarding the efficacy or availability of the Website.

Privacy Policy:

Your privacy is important to the Company. The Company’s Privacy Policy is hereby incorporated into these Terms. Please review the Company’s privacy policy, attached hereto as Exhibit A (the “Privacy Policy”).

Product Offerings:

Please be aware that some Services described on the Website may not be available in your jurisdiction and generally may not be available outside of the United States. References to Company Services unavailable in your jurisdiction do not imply that these Services will be made available to you, and nothing on the Website shall be considered a promise by the Company to offer any Service to any User.

License:

All of the information and content on the Website, including but not limited to all text, graphics, photos, artwork, games, software applications and code, video, audio, skype and electronic communication, and user interface design, and any downloadable media, whether provided for free or at cost, including but not limited to downloadable content the Company hosts, or communicates, or transmits, whether on social media or via any other means (including via electronic mail), or any comment the Company makes regarding the social media content of a party other than the Company, (the “Content”) is the property of the Company and its affiliates, or is being used by the Company with the express permission of a licensor, and is protected by copyright laws throughout the world. You may not modify, reproduce, copy, distribute, transmit, display, publish, download or upload, sell, license, create derivative works of or use any aspect of the Website or the Content for commercial or public purposes or for any other purpose not expressly permitted by these Terms. All paid-for Content is intended to be and may only be used by the User who has paid to access such Content. You may neither sell nor assign your access to the Services, under any circumstance. Nothing herein shall be construed to restrict the Company’s rights to pursue all remedies available to it hereunder, at law or in equity, against any person for any unauthorized use, or unauthorized facilitation of use by another, of the paid-for Content, including, without limitation, a decree of specific performance and/or injunctive relief, and the exercise of any such right by the Company shall not prohibit the Company from seeking to enforce damages pursuant to any other Section hereof or otherwise available under the applicable law. The use of the Content on any other website or in a networked computer environment for any purpose, or any other publication, republication, redistribution or use of the Content, including, without limitation, framing the Content within another site, is expressly prohibited without the prior written consent of the Company which may be withheld at the sole discretion of the Company. All copyright and other proprietary notices on any Content must be retained on any copies made thereof, including all Company trademarks. Any unauthorized reproduction or modification, distribution, or performance of any Content is strictly prohibited. The Company and its licensors reserve all rights not granted in these Terms.

From time to time, the Company may post certain articles to the Website, which may or may not have been written by the Company. Similarly, from time to time, certain Users may be granted access to, and may access, certain Company blogs, websites, or communal discussion boards (i.e. message boards, chat-rooms, etc.,) (“Supplemental Content”). This Supplemental Content shall be considered Content for the purpose of these Terms.

Trademarks:

All trademarks, logos, URLs and domain names and service marks (each a “Mark” and collectively the "Marks"), registered or not, displayed on the Website are property of the Company or otherwise the property of third parties. You are not permitted to use, copy, download, display, transmit or modify any of these Marks in any way without the prior written consent of the rightful owner of the Mark, whether the rightful owner be the Company or a third party. You may not include the Company name, any Mark or any variation of the foregoing, as a metatag, hidden textual element, or any other indicator that may create an impression of affiliation, sponsorship, endorsement or any other relationship between you and the Website or the Company.

Modification:

The Company reserves the right, at any time, to modify the Website, the Services, and/or the Content or to modify, suspend, or discontinue the Website, the Services, and/or the Content, or any part thereof with or without notice. You agree that the Company will not be liable to you or to any third party for any modification, suspension or discontinuance of the Website, the Services, and/or the Content.

Feedback:

All feedback (the “Feedback”) submitted to the Company via this Website by the Users shall be deemed and remain the property of the Company. The Company may use such Feedback, any ideas, concepts, know-how or techniques contained in the Feedback, for any purpose, anywhere and in any format. So that the Company may incorporate such Feedback into the Website, the Content and/or the Services, the Company alone will own all right, title and interest, including all related intellectual property rights, in and to all Feedback submitted by any User. The Company shall not be subject to any obligations of confidentiality regarding such information, except as specifically stated, if at all, in our Privacy Policy, or otherwise required by law. The Company advises its Users that the Company does not want to receive and prohibits Users from providing or submitting any feedback containing information that may reasonably be found to be defamatory, threatening, obscene, harassing or otherwise unlawful or offensive, or that incorporate the proprietary material of another without authority.

Third Party Links and Content:

From time to time, the Website may provide information from or contain links to other websites, operated by third parties. Such links are for your convenience only and do not imply any affiliation with, or an endorsement, authorization, sponsorship or promotion of the non-Company website or its owner, and the Company does not review, approve, monitor, endorse, warrant, or make any representations with respect to third party websites or the accuracy of the content contained therein. Such third party websites, and any content contained therein, including but not limited to any opinions, advice, statements, services, offers, or other information expressed or offers made available by a third party or any link contained in a third party website (the “Third Party Content”), are the content of the third party and not under the control of the Company. If you decide to access any Third Party Content linked to or from the Website, you do this entirely at your own risk. Third party websites are subject to their own terms and policies, including privacy and data gathering practices. The Company assumes no responsibility for Third Party Content.

WARRANTY DISCLAIMER: THE COMPANY IS PROVIDING THE WEBSITE, THE CONTENT, INCLUDING ALL SUPPLEMENTARY CONTENT, AND THE SERVICES, ON AN “AS IS” BASIS FOR USE AT YOUR OWN RISK. THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF TITLE, NONINFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, AND QUIET ENJOYMENT. THE COMPANY DOES NOT WARRANT THE ACCURACY OR COMPLETENESS OF THE WEBSITE OR THE CONTENT. CONTENT MAY NOT BE CURRENT AT THE MOMENT YOU VISIT THIS WEBSITE AND MAY CONTAIN ERRORS. THE CONTENT IS PROVIDED FOR INFORMATIONAL PURPOSES ONLY. THE COMPANY DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE SUITABILITY, USEFULNESS OR EXPECTED RESULTS OF THE CONTENT OR SERVICES, PROVIDED ON OR IN CONETION WITH THE WEBSITE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN IMPLIED WARRANTIES IN WHICH EVENT ANY REQUIRED WARRANTY APPLIES TO THE MINIMUM EXTENT LEGALLY REQUIRED.

BY REGISTERING FOR, ACCESSING, BROWSING, OR USING THE WEBSITE OR THE SERVICES OR BOTH, YOU ACKNOWLEDGE YOUR FULL AND UNCONDITIONAL UNDERSTANDING AND AGREEMENT THAT THE ADMINISTRATION OF THE SERVICES INVOLVES WORKING WITH A UNIQUE INDIVIDUAL AND THAT, THEREFORE, NO SPECIFIC RESULTS ARE GUARANTEED TO BE ATTAINABLE AND THAT PRIOR RESULTS OF OTHER OF THE COMPANY’S CLIENTS ARE NOT INDICATIVE OF WHAT YOUR RESULTS MAY OR MAY NOT BE. FURTHER, BY REGISTERING FOR, ACCESSING, BROWSING, OR USING THE WEBSITE OR THE SERVICES OR BOTH AND, YOU VOLUNTARILY, HEREBY (I) CONFIRM THAT NO WARRANTY, GUARANTEE OR OTHER ASSURANCE HAS BEEN MADE TO YOU IN CONNECTION WITH THE SERVICES, AND (II) AGREE TO RELEASE AND HOLD HARMLESS THE COMPANY, ITS OFFICERS, EMPLOYEES AND AGENTS FROM ANY CONSEQUENCES OF THE SERVICES PROVIDED.

IN THE CASE OF ANY CONFLICT BETWEEN ANY OF THE LANGUAGE CONTAINED HEREIN, AND ANY SUBSEQUENT AGREEMENT ENTERED INTO BETWEEN YOU AND THE COMPANY, YOU UNDERSTAND AND ACKNOWLEDGE THAT THE LANGUAGE OF SUCH SUBSEQUENT AGREEMENT WILL CONTROL, UNLESS STATED OTHERWISE IN THAT SUBSEQUENT AGREEMENT.

LIMITATION OF LIABILITY:

IN NO EVENT SHALL THE COMPANY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE WEBSITE, THE CONTENT OR THE SERVICES, INCLUDING, WITHOUT LIMITATION, ANY DAMAGES RESULTING FROM LOSS OF USE, DATA, OR PROFITS, WHETHER OR NOT THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ON ANY THEORY OF LIABILITY. THE COMPANY’S TOTAL CUMULATIVE LIABILITY IN CONNECTION WITH THESE TERMS, THE WEBSITE, THE CONTENT OR THE SERVICES, WHETHER IN CONTRACT, TORT, OR OTHERWISE, SHALL NOT EXCEED THE GREATER OF (I) FIFTY DOLLARS, OR (II) THE MINIMUM AMOUNT ALLOWED BY THE CONTROLLING JURISDICTION’S LAW.

Indemnity:

You agree to, at your own expense, indemnify, defend and hold harmless the Company, its affiliates, employees, representatives, agents, subsidiaries, licensors, suppliers, partners, officers and directors, from and against any and all claims, costs, damages, liabilities, fees and expenses (including reasonable attorneys’ fees) (“Losses”) arising from any third-party claim, action, suit or proceeding, to the extent that such Losses arises out of or relates to (i) any act or omission by you, your affiliates, your related parties, or your representatives, relating to the Content or the Website and/or otherwise in connection with this Agreement, affecting or relating to any third-party, (ii) your use of the Services, (iii) your violation of applicable laws, rules or regulations in connection with your use of the Services, (iv) your Feedback, use of or contribution to the Content. In such case, the Company will provide you with written notice of such claim, suit or action.

Amendment:

The Terms are subject to occasional revision. Please review them periodically for current information. If the Company makes any substantial changes, the Company will, and you authorize the Company to notify you by sending you an email to the last email address you provided to the Company (if any the Company may have in its records) and/or by prominently posting notice of the changes on the Website. Any material changes to these Terms will be effective upon the earlier of ten (10) calendar days following the Company’s dispatch of an email notice to you or ten (10) calendar days following the Company’s posting of notice of the changes on the Website. These changes will be effective immediately for new users of the Website. Continued use of the Website following notice of such changes shall indicate your acknowledgement of such changes and agreement to be bound by the terms and conditions of such changes. Certain provisions of these Terms may be superseded by expressly designated legal notices or terms located on particular pages of this Website.

Payment and Refunds:

Fees for Services shall be billed to the User on a per transaction basis. There will be no refunds for any Services paid for, for any reason. In order to ensure equal treatment of all Users, no exceptions will be made to this policy in any circumstance.

Monitoring Use:

The Company reserves the right to monitor any and all use of the Website, in its sole discretion. However, unless required by law, the Company has no obligation toward any User to conduct such monitoring or take any action based on any monitoring the Company may conduct. In addition, the Company reserves the right to make record of any interaction with the Website, and the Content therein, by any User or other person, without providing notice to such User or person of such recordation.

Termination:

The Company may, at any time, terminate your use of the Services (A) if you have breached any of the terms of this Agreement (or have acted in a manner which indicates that you do not intend to, or are unable to comply with this Agreement); (B) if the Company is required to do so by law; or (C) upon thirty days prior written notice, for any reason. Upon written notice by the Company to any User of such User’s failure to adhere to the Company’s guidelines for the use of the Services as set forth herein and otherwise agreed to by the User and the Company, such User shall have ten (10) days, or an otherwise reasonable period in the Company’s sole direction, to resume adherence to the Services guidelines (“Cure Period”), after which Cure Period, continued failure by such User shall constitute grounds for immediate termination of the User’s use of the Services by the Company.

Security:

Users should be aware that in general, information sent through the Internet is not secure. Email services that may be provided through this Website generally are not encrypted and do not provide a secure and private means of communication with us. Certain Services offered on this Website do provide a secure means to communicate with us. For certain types of communications through this Website, we may require the use of encryption technologies provided for your protection and/or require you to use User identification information (the “User ID”) and passwords. You are responsible for the confidentiality and use of your User ID, password, and any other information that the Company or the Website may request or require, from time to time. If you become aware of any loss, theft or unauthorized use of your User ID, password or any other information that the Company or the Website may request or require from time to time, you must immediately notify the Company.

Entire Agreement:

These Terms represent the entire agreement between the Company and any and all Users relating to the subject matter herein. In the event that the User and the Company enter into any subsequent agreement governing the performance of the Services by the Company, and the terms of such agreement and these Terms are in conflict, the terms of such subsequent agreement shall control.

General Provisions:

If any provision in these Terms is, for any reason, held to be invalid or unenforceable, the other provisions of these Terms will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. These Terms and any action related thereto will be governed, controlled, interpreted, and defined by and under the laws of the State of Delaware, without giving effect to any conflicts of laws principles that require the application of the law of a different state. By using the Website, you hereby expressly consent to the personal jurisdiction and venue in the state and federal courts for Delaware county, Delaware for any lawsuit filed there against you by the Company arising from or related to these Terms. These Terms (which include the Privacy Policy and any other legal notices or terms located on particular pages of this Website) constitute the entire agreement between you and the Company regarding the use of the Website and Website Content. Notwithstanding the foregoing, these Terms do not supersede or amend (and will not take precedence over) any signed written agreement between you and the Company with respect to the subject matter of that signed written agreement, unless otherwise set forth in that signed written agreement. If you have any questions about the foregoing, please contact the Company at the following email address: vincent@steptwoadvisors.com. There are no third party beneficiaries to these Terms. Nothing in these Terms should be construed as creating a partnership, joint venture or agency between you and the Company. The Company makes no offer to provide any of the Content or any piece of the Website in any language other than English. You agree that if the Company does not enforce or exercise any legal right or remedy which is contained in the Terms (or which the Company has the benefit of under any applicable law), failure to do so shall not constitute waiver of the Company’s right to do so, and that those rights or remedies will remain available to the Company.

EXHIBIT A

Privacy Policy

STEP TWO ADVISORS LLC. - PRIVACY POLICY

BY VISITING WWW.STEPTWOADVISORS.COM YOU ARE CONSENTING TO OUR PRIVACY POLICY.

PRIVACY POLICY

Overview

STEP TWO ADVISORS LLC (“Company”) is committed to protecting your privacy online. This Privacy Policy (the “Privacy Policy”) describes the personal information we collect (the “Personal Information”) at www.steptwoadvisors.com, and other related websites operated by the Company (collectively, the “Platform”). Personal Information means any information that may be used to identify an individual, including, but not limited to a first and last name, a home or other physical address, an email address, a physical location, a physical condition, a diagnosis, progress with the Services (as defined below), a telephone number or other contact information. The terms of the Privacy Policy are incorporated into, and considered a part of the Terms.

Visitors and any users of the Platform are referred to as “user”, “you” and “your” and the Company is referred to as “we”, “us”, and “our”.

The Platform provides users with access to, and the ability to purchase, certain consulting services (the “Service,” or the “Services”).

Use of the Platform, including all materials presented herein and all online Services provided by Company, is subject to the following Privacy Policy. This Privacy Policy applies to all site visitors, customers and all other users of the Platform. By using the Platform or Service, you agree to this Privacy Policy, without modification, and acknowledge reading it.

Information We Collect

You can view certain components of the Company’s Platform without telling us who you are or revealing any Personal Information about yourself, provided however, that the Company reserves the right to, in the future, make access to these components contingent on your providing the Personal Information required to access other components of the Platform. The Personal Information we collect is generally used to process your requests or transactions, develop a custom program to suit your needs, provide you with high-quality service, tell you about opportunities we think will be of interest, and understand your needs so that we can serve you better. The Company may use Personal Information provided by you in order to communicate with you about your interest in the Company’s Services.

The Company may also collect aggregated data, which is data from which the identity of an individual cannot be determined (“Aggregated Data”). Personal Information does not include Aggregated Data. Aggregated Data is data we collect about a group or category of products, services or customers, from which individual customer identities have been removed. In other words, information about how you use a service may be collected and combined with information about how others use the same service, but no Personal Information will be included in the resulting data. Aggregated Data helps us understand trends and customer needs so that we can better consider new services, and tailor existing Services to the desires of our users. Aggregated Data also helps us to administer the Platform and personalize your experience by improving customer service. Aggregated Data may include, but is not limited to, information about your internet service provider, browser type, domain name, geo-location, IP address, the web site or other source that referred you to us, the web pages you request, the date and time of those requests and the relevant entry and exit points. Since it is not Personal Information, the Company uses Aggregated Data, as appropriate, without restriction.

The Company will not share your Personal Information with any third party without first requesting and receiving your permission to do so, or otherwise being instructed by you to do so. (Please see below for information regarding how the Company handles Personal Information of children users). Should the Company issue, and our users approve such a request, we will only share such Personal Information with third parties that covenant to keep your Personal Information confidential and not to share it under any condition without your express permission.

Notwithstanding the foregoing, the Company may disclose specific information upon governmental request, in response to a court order, when required by law, to enforce our corporate policies, or to protect our or others’ rights, property, or safety. We do not provide information to these agencies or companies for marketing or commercial purposes.

Additionally, we may send cookies to your computer or mobile device in order to improve our Service. A "cookie" is a small text file that may be used, for example, to collect information about website activity. Some cookies and other technologies may serve to recall Personal Information previously indicated by a Platform User. Most internet browsers allow you to control cookies, including whether or not to accept them and how to remove them. You may set most browsers to notify you if you receive a cookie, or you may choose to block cookies with your browser, but please note that if you choose to erase or block your cookies, you will need to re-enter your original user ID and password, as applicable, to gain access to certain parts of the Platform. If you prefer that your browser does not store this cookie information, there is a simple procedure that allows you to deny or accept this feature. In order to "opt out" of the benefits of cookies, you can manually delete your cookies by following the instructions contained in the "Help" section of your browser. Doing so, however, may prevent use of some of the Platform.

The Platform may contain links to third party websites or platforms. Unless otherwise stated, this Privacy Policy only covers information that we collect from you on the Platform. Any link to the Platform will be covered by the privacy policy of the originating platform. You acknowledge that the Company cannot make any guarantees as to the policies of any affiliate or third party.

In the event of a sale of some or all of our business, the Company may disclose Personal Information to those involved in a transfer of all or part of the assets or business. In these cases, we may seek consent to use and share Personal Information for a purpose not previously identified or for which the user concerned has not previously provided consent.

Product Reviews

If you choose to submit a product review on the Platform, we may ask you for information such as your name and city of residence, which may be used in connection with your review (altogether with the review itself, the “Review Information”). The Company may use such Review Information, any ideas, concepts, know-how or techniques contained in the Review Information, for any purpose, anywhere and in any format, without regard to whether it contains information that would otherwise be deemed Personal Information. So that we may incorporate such Review Information into the Platform and/or the Services, the Company alone will own all right, title and interest, including all related intellectual property rights, in and to all Review Information submitted by you. The Company shall not be subject to any obligations of confidentiality regarding such information, except as specifically stated, if at all, in this Privacy Policy, or otherwise required by law. The Company is under no obligation to post any Review Information. For the avoidance of doubt, Review Information also includes any images or other media you upload to the Site in connection with a product review. The Company advises you that the Company does not want to receive and prohibits you from providing any Review Information containing information that may reasonably be found to be defamatory, threatening, obscene, harassing or otherwise unlawful or offensive, or that incorporate the proprietary material of any third party without authority.

Security

Wherever your Personal Information may be held by the Company or on its behalf, we intend to take reasonable and appropriate steps to protect that Personal Information from unauthorized access, disclosure, loss, misuse, or modification. This also applies to our disposal or destruction of Personal Information. However, you acknowledge that the Personal Information you voluntarily share could be accessed or tampered with by a third party. You agree that we are not responsible for any intercepted information shared through our Platform without our knowledge or permission. Additionally, you release us from any and all claims arising out of or related to the use of such intercepted information in any unauthorized manner. You agree to notify us for any breach of security or unauthorized use of your Personal Information.

International Users

By choosing to visit the Platform or otherwise provide us with any information, you agree that any dispute over privacy or the terms contained in this Privacy Policy will be governed by the law of the state of Delaware and the adjudication of any disputes arising in connection with the Company or the Platform or the Services will be in accordance with the Terms.

How You Can Access, Correct or Delete Your Personal Information

We are committed to providing reasonable and practical access to your Personal Information to determine if it is accurate. If you would like a copy of the Personal Information that we have collected from you, you may contact us at vincent@steptwoadvisors.com. To protect your privacy and security, we will also take reasonable steps to verify your identity before sending your Personal Information or making corrections to it.

After reviewing your Personal Information, you can correct factual errors by sending us a request to do so.

If you no longer wish to use our Platform, we will, upon request, remove your account Personal Information from our records, provide however that we may retain historical sales and other transaction records that include some of your Personal Information.

Personal Information of Children – Privacy Policy

The Children's Online Privacy Protection Act ("COPPA") requires us to inform parents and legal guardians about how we collect, use, and disclose Personal Information from children under the age of 13. It also requires that we obtain parental consent before we allow children under the age of 13 to register for the Services. The Platform does not authorize children under the age of 18 to register for the Services.

Contact Us

If you have questions, comments or concerns about any of our privacy policies or practices, or to raise any other issue related to privacy, you may send us an email at vincent@steptwoadvisors.com.

Changes to This Policy

Protecting your privacy online is an evolving area, and the Company’s Platform is constantly evolving to meet these demands. We reserve the right to update this policy at any time. If we decide to change our privacy statement, we will post a new statement on the Company website and change the date below. Therefore, we encourage you to check the date of our Privacy Policy whenever you visit the Company’s website, to ensure you are current with our Privacy Policy terms. Updated: February, 2020.