TERMS AND CONDITIONS OF USE - UMB TOTALWEALTH
The following terms and conditions of use (these "Terms") apply to this website and all of the applications which you are permitted to access via this website. PLEASE READ THESE TERMS CAREFULLY BEFORE USING THIS WEBSITE OR THE APPLICATIONS WHICH YOU CAN ACCESS VIA THIS WEBSITE (collectively this website and the underlying applications which you can access via this website shall be referred to herein as the "Website").
These Terms are an agreement between UMB Bank, n.a. ("UMB" or "we" or "us" or "our") and each person ("you" or "your" whether an individual, organization or other form of entity) that uses or accesses this Website. This Website is intended for use by UMB Private Wealth clients and provides access to investment, trust, IRA and custodial account information and services (together the "Services") using electronic devices, including personal computers and mobile devices. By using this Website, you acknowledge your agreement to be bound by these Terms. If you are agreeing to these Terms on behalf of an entity, you represent and warrant that you have authority to bind that entity to these Terms. If you do not have the authority or do not agree to these Terms, you are not authorized to use the Website. We reserve the right, at our discretion, to change, modify, add or remove portions of these Terms at any time. Please check these Terms periodically for updates and changes.
Subject to your agreement and compliance with these Terms, UMB and its third-party providers (the "Providers") hereby grant you a limited right to access the Website solely for your personal and lawful use in connection with the account(s) that you maintain with us. We may revoke this right at any time in our sole discretion.
1. Relationship to other Agreements and UMB Terms and Conditions
These Terms supplement and are an amendment to your UMB investment, trust, custodial or IRA account agreement(s) (the "Account Agreement(s)"), which is/are incorporated herein by reference. These Terms and the Account Agreement(s) together form your agreement with UMB for use of this Website, which you may access through www.UMB.com or via an app loaded on your mobile device. UMB's consumer-facing website (www.UMB.com) has its own set of terms and conditions. If there is a conflict between these Terms and the terms and conditions found on www.UMB.com, these Terms shall control.
2. No Warranty
UMB and our Providers created this Website for the convenience of our clients. This Website and it content are provided "AS IS" and "AS AVAILABLE." UMB and its Providers do not warrant or guarantee the accuracy, completeness, adequacy or currency of the Website, its functionality or its content and do not endorse the views or opinions that may be expressed or provided through the Website. UMB and its Providers expressly disclaim any and all warranties and representations of any kind with regard to the Website, whether express, implied or statutory, including any warranties of fitness for a particular purpose, merchantability, title or non-infringement. Without limiting the foregoing, UMB and its Providers do not represent or warrant that the Website (including any access to UMB content or content from third-parties) will meet your requirements or be uninterrupted, secure, complete, error-free, or free of viruses, malicious code, or other harmful components or that all defects will be corrected. Further, although UMB and our Providers make reasonable efforts to avoid technological problems, we are not responsible for any technological problem with the Website or with your use of the Website.
3. Ownership
UMB and its Providers retain all rights, title and interest, including all IPR (as defined below), in and to the contents of the Website, its technology and any additions, improvements, updates and modifications thereto. You receive no ownership interest in or to the Website and its contents and you are not granted any right or license to use the underlying technology itself, apart from your ability to access the Website under these Terms. The UMB name, logo and all product and service names on the Website are owned by or trademarks of UMB and its licensors and Providers and you are granted no right or license to use them. For purposes of this Agreement, "IPR" means all intellectual property rights, proprietary rights, rights of publicity, rights of privacy, and any and all other legal rights protecting data, information or intangible property throughout the world, including any and all copyrights, trademarks, service marks, trade secrets, patent rights, moral rights, sui generis rights in databases, and contract rights. All such rights are reserved.
4. Technology
The Website, Services, and the databases, software, hardware and other technology used by or on behalf of UMB to operate the Website, and the structure, organization, and underlying data, information and software code thereof (collectively, the "Technology"), constitute valuable trade secrets of UMB and/or its Providers. You will not, and will not permit any third-party to: (1) access or attempt to access the Technology except as expressly provided in these Terms; (2) use the Technology in any unlawful manner or in any other manner that could damage, disable, overburden or impair the Technology; (3) use automated scripts to collect information from or otherwise interact with the Technology; (4) alter, modify, reproduce, create derivative works of the Technology; (5) distribute, sell, resell, lend, loan, lease, license, sublicense or transfer any of your rights to access or use the Technology or otherwise make the Technology available to any third-party; (6) reverse engineer, disassemble, decompile, or otherwise attempt to derive the method of operation of the Technology; (7) attempt to circumvent or overcome any technological protection measures intended to restrict access to any portion of the Technology; (8) monitor the availability, performance or functionality of the Technology; or (9) interfere with the operation or hosting of the Technology.
5. Viruses
Because of the marked increase in the fabrication and proliferation of computer viruses affecting the Internet, we want to warn you about infections or viral contamination on your computers and devices. It is your responsibility to scan any and all downloaded materials received from the Internet and to protect your computers and devices from viruses. You agree that neither UMB nor our Providers are responsible or liable for any damage or loss caused by such hazards.
6. Linked Websites / Frames / Use
This Website may provide links to other websites for your convenience in locating related information and services. Neither UMB nor our Providers maintain any of these other websites and have no control over the organizations that maintain these websites or the information, products, or services these organizations provide. Neither we nor our Providers can guarantee the accuracy, completeness or suitability of any information from these organization for any purpose. Accordingly, UMB and our Providers expressly disclaim any responsibility for the content of these other websites, the accuracy of the information on these websites and/or the quality of products or services provided by the organizations that maintain them. Neither UMB nor our Providers recommend or endorse these organizations or their products or services in any way and access to them is at your own risk. You are prohibited from framing any of the materials on this Website, and/or from suggesting any affiliation or endorsement between UMB or our Providers, without our prior written authorization. You may print copies of the material contained in this Website solely for your internal use in connection with the Services provided to you and solely in accordance with these Terms. You are expressly prohibited from selling, distributing copying, amending, modifying or similar action regarding the material in this Website including: graphics, text, content, logos or the like. Further, you are prohibited and will be responsible for any and all unlawful use of this Website.
7. Responsibility for Use and Control of Passwords and Information
Before accessing or using the Website or the Services, you must have established access to the Website, including establishing your personal security credentials. By requesting and establishing a personalized password, you will have access to the Website and the tools and information available through this Website, and we hereby grant you a limited right to use the Website and such tools and information, which right we may revoke at any time. You agree to immediately notify us if you become aware of any of the following: (a) loss or theft of your password; (b) unauthorized use of your password or any unauthorized use of this Website; and (c) any other information which you believe compromises the security of your information available through this Website. You further acknowledge that you are fully responsible for the use of your password, whether authorized by or known by you or not, and the protection of your password, and you shall indemnify us and our Providers and hold UMB and our Providers harmless for any claims related to any unauthorized access or use of the Website or other systems, including, without limitation, any claim related to the unauthorized access, use or theft of your information through the use of your password.
8. Your Content
You are solely responsible for the nature of all data, financial information or other content (including your security credentials and any other Nonpublic Personal Information) that you provide, upload, transfer to, or generate through your use of Website and Services ("Your Content"). "Nonpublic Personal Information" means any confidential, private, nonpublic or personal information that is given protected status under any federal or state law, including information falling within the definition of "nonpublic personal information" or "personally identifiable financial information" under Regulation P, 12 C.F.R. Part 1016. You represent and warrant to us that Your Content: (a) does not violate the Account Agreement(s) or any applicable laws, and will not cause UMB to violate the Account Agreement(s) or any applicable laws; (b) is not libelous, defamatory, obscene, abusive, pornographic, threatening, or an invasion of privacy; and (c) is not false, misleading, or inaccurate. You represent and warrant that you will keep Your Content confidential and secure as long as you use the Website or Services. You represent and warrant to us that you have all right, title, interest and consent necessary to allow UMB and its Providers to use Your Content for the purposes for which you provide it to UMB.
9. How UMB Uses Your Content
You expressly consent to the use, disclosure and retention of Your Content, including your Nonpublic Personal Information, as described in these Terms and the applicable Account Agreement(s) and UMB's Privacy Policy. By providing Your Content or using the Website and Services, you grant UMB and its service Providers a right to use, copy, store, reproduce, modify, display, adapt, publish, translate, create derivative works from, distribute, and display Your Content in any form, media, software, or technology of any kind as necessary to provide the Website and Services to you and fulfill UMB's other obligations described in these Terms. You hereby represent that you have all required permission to provide us and our Providers this information and will be solely liable and shall indemnify UMB and our Providers for any claims that you did not have such authority. You further authorize UMB and its Providers to (a) anonymize Your Content and to aggregate Your Content with similar data in a manner that does not identify you or include any Nonpublic Personal Information, to further develop and provide services for our and their customers and (b) collect, extract, compile, synthesize, and analyze information resulting from your access to and use of the Website and Services, to the extent such information does not constitute Nonpublic Personal Information. To the extent any such data or information is collected, aggregated or generated by UMB or its Providers, the data and information will be solely owned by UMB or its provider and may be used for any lawful business purpose without a duty of accounting to you, provided that the data and information does not directly identify you or any other entity as the source thereof.
10. Online Fraud Advisory
UMB and Providers will never send emails that require customers to send personal information to us via email, website link or pop-up windows. Any unsolicited request for your account information you receive through emails, websites, or pop-up windows should be considered fraudulent.
Online fraud occurs when someone poses as a legitimate company to obtain sensitive personal data and then illegally conducts transactions on your existing accounts. Often called "phishing" or "spoofing," the most pervasive methods of online fraud are emails, counterfeit websites and pop-up windows or any combination of these.
Fraudulent emails often:
To help protect yourself from these fraudulent emails and websites:
11. Changes to Website
UMB and our Providers may change the Website or update material and content on the Website without notice. While UMB and our Providers may make reasonable efforts to keep the site information accurate, we are not obligated to update or correct information within any specified time period. UMB and our Providers are not responsible for information provided by third parties, whether the information is part of this Website, is in any linked website, or is information about us that is provided on any website other than this one.
12. RSS Feeds
Via the Website you may have access to our standard RSS reader, which could allow you to add RSS feeds to the Website. If applicable, and if you elect to add any RSS feed for access on the Website, you hereby agree as follows: (1) you will comply with all terms of use and other terms and conditions applicable to the RSS feed and/or content accessed via that RSS feed; and (2) you will defend, indemnify and hold UMB and our Providers harmless from and against any and all claims, damages, costs and expenses (including, without limitation, reasonable attorney's fees) (collectively, "Losses") arising out of or relating to your use or access of an RSS feed or the content accessible via such RSS feed, including without limitation, your violation of any terms or conditions applicable to the RSS feed or content accessed via that RSS feed. Further, you acknowledge and agree that if UMB or our Providers deem in our sole discretion that any RSS feed you have attempted to add or have added to the Website is objectionable or otherwise inappropriate, UMB or our Providers may remove the RSS feed from the Website. Notwithstanding the foregoing, UMB and our Providers assume no responsibility to monitor RSS feeds added to the Website and UMB or our Providers' election to not remove an RSS feed from the Website shall not be construed as UMB or our Providers' acceptance of such RSS feed or the content accessible via such RSS feed. We or our Providers may suspend or eliminate access to the RSS reader function of the Website at any time.
13. Limitation of Liability & Indemnification
UMB and its Providers will not be liable for any indirect, incidental, special, exemplary or consequential damages, however caused, under any theory of liability, whether in contract, strict liability or tort (including negligence or otherwise), arising in connection with or out of the use of the Website or Services, even if UMB or its Providers have been advised of the possibility of such damages, including any loss of Your Content, opportunity, revenues or profits, business interruption, or procurement of substitute goods or services. UMB's total cumulative liability in connection with these Terms and all services provided under these Terms, whether in contract tort or otherwise, will not exceed $100.00 per client-user. You agree that UMB would not enter into this Agreement without these limitations on its liability. In jurisdictions where limitation of liability for consequential damages is not permitted, UMB's liability is limited to the maximum extent permitted by law. UMB and its Providers will not be liable for any damages whatsoever for the failure to provide the Website or any portion of the Services, or their temporary or permanent unavailability. You shall indemnify and hold UMB and our Providers harmless from and against any and all claims, damages, liability and/or costs relating to your or your agents' use of this Website.
14. Acknowledgements and Disclaimers
You acknowledge that the Website and Services themselves are not intended to provide legal, tax or financial advice and are instead provided strictly for informational purposes with the understanding that neither UMB nor its Providers are engaged in rendering accounting, tax, legal, or other professional services in providing the Services. If you require legal or other professional advice, you should seek the services of a competent professional advisor. Further, UMB and its Providers are not responsible for any investment decisions or any damages or other losses resulting from decisions that arise in any way from the use of the Website or the Services or any content accessible through the Website. Past performance does not guarantee future results. Securities, if any, displayed or otherwise integrated into the Website as part of the Services are not a deposit or other obligation of, or guaranteed by, UMB or any other financial institution; not insured by the FDIC; and may lose value, including the loss of the principal amount invested.
15. Governing Law
The laws of the state of Missouri govern these Terms and your access and use of the Website in all respects. Any disputes or actions shall be initiated and resolved through Missouri courts.
16. Age and Responsibility
You represent that you are of sufficient legal age to use this Website and to create binding legal obligations for any liability you may incur as a result of the use of this Website. You agree that you are financially responsible for all uses of this Website by you and those using your login information.
17. Termination of Access
UMB and our Providers reserve the right to terminate, without prior notice to you, your access to this Website in our sole discretion, including without limitation, for overuse or abuse of this Website. You agree to and will destroy all materials or copies of materials obtained from this Website upon termination.
18. Suspension
Without limiting UMB or our Provider's right to terminate our agreement under these Terms, UMB may also suspend your access to the Website and Services (including your content), with or without notice to you, upon any actual, threatened, or suspected breach of the Website, your computer or mobile device, or upon any other conduct deemed by UMB or its Providers to be inappropriate or detrimental to UMB, the Services, or any other UMB customer or third-party service provider.
19. Feedback
While we appreciate hearing from our valued customers, to avoid any misunderstandings, please understand that anything that you send to us, including ideas, suggestions, proposals, etc., will become our property, or the property of our Providers, without any right of compensation and you hereby waive any claim therefore.
20. Additional Terms
You have no right to modify or amend these Terms without our written consent, and any attempt to do so is void. All waivers by UMB or its Providers under this Agreement must be in writing or later acknowledged in writing. Any waiver or failure by UMB or its Providers to enforce any provision of these Terms on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion. If any provision of these Terms is held to be unenforceable, that provision will be removed to the extent necessary to comply with the law, replaced by a provision that most closely approximates the original intent and economic effect of the original to the extent consistent with the law, and the remaining provisions will remain in full force. The prevailing party in any lawsuit or proceeding arising from or related to these Terms will be entitled to receive its costs, expert witness fees and reasonable attorneys' fees, including costs and fees on appeal. Neither these Terms nor any rights or obligations of you hereunder may be assigned or transferred by you (in whole or in part and including by sale, merger, consolidation, or other operation of law) without the prior written approval of UMB or its Providers. Any assignment in violation of the foregoing will be null and void. UMB may assign this Agreement to any party that assumes UMB's obligations hereunder. The parties hereto are independent parties, not agents (except to the extent expressly provided), employees or employers of the other or joint ventures, and neither acquires hereunder any right or ability to bind or enter into any obligation on behalf of the other.
21. Modifications
These Terms are entered into as of the date you click "Accept" when prompted or you first access or use the Website and Services and will continue until modified or terminated as set forth herein. UMB reserves the right, at any time, to modify the Website or the Services, as well as these Terms, whether by making those modifications available within the Website or by providing notice to you as specified in your Account Agreement(s). You may cease using the Website and Services and thereby end your agreement to these Terms (as modified) at any time if you do not agree to the modification. However, if you continue to use the Website and Services following such notice, you will be deemed to have agreed to any and all modifications.
22. Sections of These Terms that Survive Termination
In connection with your use of the Website and Services, the following sections of these Terms will survive any expiration or termination of these Terms or your right to use the Website or Services: Section 3 (Ownership), Section 4 (Technology), Section 9. (How UMB Uses Your Content), Section 13 (Limitation on Liability & Indemnification), Section 14 (Acknowledgements and Disclaimers), Section 15 (Governing Law), and Section 20 (Additional Terms) .