These Terms & Conditions and Disclosures (the “Terms”) govern your access to and use of the Advisor Advisory platform at https://advisoradvisory.ca (and related domains, the “Site”), operated by Advisor Advisory Inc., a federally incorporated Canadian company (“Advisor Advisory”, “we”, “us” or “our”).

By accessing or using the Site or services, you agree to be bound by these Terms and our Privacy Policy. If you do not agree, do not use the Site or our services.

1. Purpose of the platform and role of Advisor Advisory

Advisor Advisory provides an online directory and information platform to help clients identify, compare and contact licensed investment advisors in Canada. Clients can:

• Search for advisors
• View advisor profiles
• Read and leave reviews
• Contact advisors through web forms

Advisors can:

• Create and manage profiles
• Upload biographies and professional information
• Respond to client reviews
• Subscribe to free or paid plans for enhanced features

We may display advertisements, sponsored listings or affiliate links on the Site.

Advisor Advisory is not a financial advisor, broker, dealer, portfolio manager, insurance agent or other regulated financial intermediary. We:

• Do not provide financial, investment, legal, tax or other professional advice
• Do not recommend, endorse or guarantee any particular advisor, product or strategy
• Do not participate in or facilitate financial transactions between clients and advisors

You are solely responsible for your interactions with advisors and for any decisions you make based on information obtained from the Site.

2. Definitions

• “Services” means the Site and all related features, content and functionality provided by Advisor Advisory.
• “User” means any person who accesses or uses the Services, including clients and advisors.
• “Client” means an individual or entity that uses the Services to search for, review or contact advisors.
• “Advisor” means an investment advisor, financial planner or similar professional who creates or manages a profile on the platform.
• “Content” means all text, images, data, reviews, documents and other information provided by users or by Advisor Advisory on or through the Services.

3. Eligibility and account registration

Eligibility:

You must be at least the age of majority in your province, state or country of residence to use the Services. By registering or using the Services, you represent that:

• You have the legal capacity to enter into these Terms; and
• All information you provide is true, accurate and complete.

Advisor eligibility:

Advisors must hold all required licences, registrations and authorizations to provide investment advisory or related services in the jurisdictions where they operate. By creating or maintaining an advisor profile, you represent and warrant that:

• You are duly licensed/registered and in good standing with applicable regulators; and
• You will promptly update your profile and notify us if your licence, registration, or authorization is suspended, revoked or otherwise changes.

Account creation:

To create an advisor profile or post reviews, you may be required to create an account. You agree to:

• Provide accurate and complete information
• Keep your login credentials confidential
• Not share your account with others or use another user’s account without permission

You are responsible for all activities that occur under your account.

Account security:

Notify us immediately if you suspect any unauthorized use of your account or other breach of security.

4. Use of the Services

Subject to your compliance with these Terms, Advisor Advisory grants you a limited, non-exclusive, non-transferable, revocable licence to access and use the Services for your personal or professional purposes (for example, to connect with advisors or clients).

You agree not to:

• Use the Services for any unlawful, defamatory, abusive, harassing, hateful, discriminatory, threatening, obscene or otherwise objectionable purpose
• Post content that infringes or misappropriates any intellectual property, privacy or publicity rights of others
• Provide false or misleading information, impersonate any person or misrepresent your affiliation
• Solicit personal information from other users without their consent
• Interfere with or circumvent security features or attempt to gain unauthorized access to the Services, user accounts, systems or networks
• Use the Services to send spam or unsolicited communications, or to advertise products or services unrelated to investment advisory services
• Engage in automated scraping, data harvesting, or other systematic extraction of data from the Site without our prior written consent
• Engage in conduct that could damage, disable, overburden or impair the proper functioning of the Services

We reserve the right (but have no obligation) to monitor use of the Services, investigate suspected violations, and act as described in these Terms.

5. Reviews, user-generated content and content disputes

5.1 User-generated content and licence

Clients may submit reviews and ratings about advisors, and both advisors and clients may submit other content (such as profile information, responses, posts or messages). You retain ownership of content you submit, but by submitting content to the Services, you grant Advisor Advisory a worldwide, non-exclusive, royalty-free, transferable and sublicensable licence to:

• Use, reproduce, modify, adapt, translate, publish, display and distribute the content in connection with operating, marketing and improving the Services.

You represent and warrant that:

• You have all necessary rights to submit the content; and
• Your content does not violate any laws or rights of third parties.

5.2 Content guidelines for reviews

Reviews must:

• Be based on genuine, first-hand experiences with the advisor
• Be respectful and focused on the professional service provided
• Not contain hate speech, threats or harassment
• Not disclose confidential or sensitive personal information of third parties (for example, financial account numbers, SINs, health data)
• Not contain defamatory statements, malicious falsehoods, or knowingly false allegations

Advisors may have the opportunity to respond publicly or privately to reviews.

5.3 Advisor Advisory as a platform, not a publisher

Advisor Advisory provides a platform for users to share reviews and information. We do not routinely pre-screen or edit reviews and we do not act as the “truth arbiter” between clients and advisors. Reviews reflect the opinions of users, not of Advisor Advisory.

Nothing in these Terms obligates us to monitor, verify or endorse any user-generated content.

5.4 Review disputes and takedown process

If you believe a review or other content violates these Terms, is defamatory, infringes your rights or is otherwise unlawful, you may click on “Flag Review as Suspicious” using the Advisor Advisory Dashboard or you may submit a complaint to support@advisoradvisory.com with:

• A link or clear description of the content in question
• Your name and contact details
• A description of the issue and why you believe the content violates these Terms or applicable law
• Any supporting evidence (for example, correspondence, regulatory decisions, court orders)

Timeline for Review: We aim to review valid complaints and provide a status update as soon as reasonably practicable upon receiving the necessary information. While we strive to resolve disputes quickly, complex cases requiring verification may take longer.

We will review complaints in good faith and may take one or more of the following actions at our sole discretion:

• Request additional information from the parties
• Allow the parties to submit clarifications or responses
• Remove or edit the content
• Decline to remove the content if we determine that it does not clearly violate these Terms or applicable law

As a general principle, we do not remove reviews solely because an advisor disagrees with the user’s opinion or factual characterization, absent clear evidence of policy or legal violations.

However, Advisor Advisory may remove disputed reviews if their legitimacy cannot be reasonably proven or verified, for example, where:

• There is credible evidence that the reviewer never interacted with the advisor; or
• The reviewer cannot provide any reasonable confirmation of their relationship or interaction when asked

We are not required to disclose the details of our review or the reasons for our decisions, and we are not liable for any decision to maintain, edit or remove content.

6. Advisor profiles and verification disclosures

Advisors are solely responsible for the accuracy and completeness of their profiles, including but not limited to biographies, designations, licences, registrations, professional history, services offered and any documents or statements provided.

Advisor Advisory may, but is not obligated to:

• Perform initial checks of publicly available regulatory databases or other sources at or around the time of registration or profile upgrade
• Request documentation or confirmation of licensing status

Any verification we conduct is a point-in-time snapshot only. Advisor Advisory:

• Does not provide ongoing monitoring of licensing or registration status
• Does not guarantee that advisor information is current, complete or error-free
• Assumes no duty to update advisor status unless we are notified of a change by the advisor, a regulator or another credible source

Advisors agree to promptly update their profiles and notify us if any information becomes inaccurate, including changes in employment, firm affiliation, licensing, registration or disciplinary status.

Advisors further agree to indemnify Advisor Advisory for losses arising from false, misleading or omitted licensing or regulatory information, as described in Section 10 (Indemnification).

7. Subscription plans, billing, renewals and refund policy

7.1 Free and premium plans

Advisors may choose between:

• A free profile with basic visibility; and
• One or more paid subscription plans (for example, monthly or annual) that offer premium features such as additional profile fields or media upload abilities.

The features and prices of each plan are described on the Site and may be updated from time to time.

7.2 Billing and payment

Subscription fees are payable in advance for the applicable subscription period (for example, monthly or annually). By purchasing a subscription, you authorize us (or our payment processor) to charge your chosen payment method for:

• The initial subscription term; and
• Any subsequent automatic renewals, unless you cancel as described below.

You agree to provide current, complete and accurate billing information and to update your payment information when it changes.

Payments are processed by third-party payment processors and are subject to their terms and privacy policies. Advisor Advisory does not store full payment card numbers.

7.3 Automatic renewals and cancellation

Unless otherwise stated, subscriptions automatically renew at the end of each term (monthly or annual) at the then-current rate, plus applicable taxes.

You may cancel your subscription at any time through your account settings or by contacting us. Cancellation:

• Prevents future automatic renewals; and
• Takes effect at the end of the current billing term (that is, you continue to have access until the term expires).

7.4 Refund policy

Our refund policy is as follows:

1. Initial subscription payments – 30-day full refund.

For a first-time subscription to a given plan (monthly or annual), you may request a full refund of the initial payment within 30 days of the original charge date. After 30 days, the initial payment becomes non-refundable.

2. Renewals – no refunds.

Renewal charges (monthly or annual) are non-refundable. Once a renewal has been processed, you may cancel your subscription at any time, but the cancellation will only take effect at the end of the current paid term. We do not provide pro-rated or partial refunds for unused time in a renewal period.

3. Downgrades and plan changes.

If you change your plan, any adjustments will be applied at the next billing cycle unless otherwise stated. We generally do not issue refunds for downgrades mid-term.

4. Exceptions.

In rare cases and at our sole discretion, we may choose to provide a refund or credit outside of the policy above (for example, in the case of clear billing errors). Such exceptions do not create an obligation to do so in the future.

Nothing in this section limits any non-waivable consumer rights you may have under applicable law.

8. Advertisements, sponsored content and independence

Advisor Advisory may display advertisements, sponsored advisor listings, affiliate links or other paid placements to help fund the Services. Some advisors or third-party organizations may pay for:

• Sponsored or featured positions in search results or category pages; or
• Display of logos or promotional content

Sponsored or featured listings will be clearly labelled or otherwise identified as such. Payment for sponsorship or advertising:

• Does not constitute endorsement or recommendation by Advisor Advisory; and
• Does not affect our expectation that advisors comply with all applicable regulations and professional standards.

We aim to avoid advertising relationships that could unduly bias advisor selection or mislead users about independence, but we do not guarantee the quality or suitability of any advertiser’s products or services.

9. Intellectual property

The Services, including all software, design elements, text, graphics, logos, trademarks and other content created by or for Advisor Advisory, are owned by Advisor Advisory or its licensors and are protected by intellectual property laws.

Except as expressly permitted in these Terms, you may not:

• Copy, reproduce, modify or create derivative works based on the Services
• Distribute, sell, resell or commercially exploit any portion of the Services
• Reverse engineer, decompile or disassemble any software used to provide the Services
• Use any trademarks, trade names or logos of Advisor Advisory without our prior written consent

You may view, print and use limited portions of the Site for your personal or internal business purposes, provided you keep all proprietary notices intact and comply with these Terms.

10. Indemnification

You agree to indemnify, defend and hold harmless Advisor Advisory, its affiliates, and their respective officers, directors, employees, contractors and agents from and against any claims, demands, actions, damages, losses, liabilities, costs and expenses (including reasonable legal fees) arising out of or relating to:

• Your access to or use of the Services
• Your violation of these Terms or any applicable law or regulation
• Your content (including reviews and profile information), including claims of defamation, intellectual property infringement or privacy violations
• Any false, incomplete or misleading information you provide, including misrepresentations of licensing, registration or regulatory status

Advisor Advisory reserves the right to assume the exclusive defence and control of any matter subject to indemnification by you, in which case you agree to cooperate with our defence.

11. Disclaimers

To the fullest extent permitted by law:

• The Services and all information provided through them are offered on an “as is” and “as available” basis, without warranties or conditions of any kind, whether express, implied or statutory.
• Advisor Advisory disclaims all warranties and conditions, including implied warranties of merchantability, fitness for a particular purpose, non-infringement, accuracy and reliability.

Without limiting the foregoing:

• We do not warrant that the Services will be uninterrupted, secure, error-free or free of harmful components.
• We do not warrant the truth, accuracy, timeliness or completeness of any advisor profile, review or other user-generated content.
• We do not provide financial, investment, legal or tax advice and do not guarantee any outcome, performance or suitability of any advisor.

12. Limitation of liability

To the maximum extent permitted by law, Advisor Advisory and its directors, officers, employees, contractors, agents and affiliates shall not be liable for any:

• Indirect, incidental, special, consequential or punitive damages
• Loss of profits, revenue, data, goodwill or other intangible losses

arising out of or in connection with:

• Your access to or use of, or inability to access or use, the Services
• Any conduct or content of any user or third party on the Services
• Any content obtained from the Services
• Unauthorized access, use or alteration of your transmissions or content

In all cases, Advisor Advisory’s total aggregate liability arising out of or related to the Services shall not exceed the greater of:

1. The total amount you have paid to Advisor Advisory in subscription fees in the 12 months preceding the event giving rise to the claim; or
2. CAD 1,000.

Some jurisdictions do not allow certain limitations of liability, so some of the above limitations may not apply to you to the extent prohibited by law.

13. Termination and inactive accounts

We may suspend or terminate your access to the Services, or remove or modify content, at any time and for any reason, including if we believe that:

• You have violated these Terms or any applicable law
• Your conduct may harm Advisor Advisory, users or others
• It is required for security, technical or legal reasons

You may terminate your account at any time by following the instructions on the Site or contacting us.

We may also deactivate or remove accounts that are inactive for an extended period, for example, where there has been no login or meaningful activity for 12 consecutive months. This provision does not apply to accounts with active paid subscriptions; we will not terminate such accounts for inactivity alone during a paid term.

Upon termination:

• Your right to access the Services immediately ceases; and
• Certain provisions of these Terms that by their nature should survive (including intellectual property rights, disclaimers, limitations of liability, indemnity and governing law) will continue to apply.

We may retain certain information as required or permitted by law and our Privacy Policy.

14. Changes to the Services and Terms

We may modify, suspend or discontinue any part of the Services at any time.

We may also revise these Terms from time to time. When we make material changes, we will update the “Last updated” date above and may provide additional notice (for example, by email or a notice on the Site). Your continued use of the Services after the effective date of any updated Terms constitutes your acceptance of the changes.

If you do not agree to the updated Terms, you must stop using the Services.

15. Governing law and dispute resolution

These Terms, and any disputes arising out of or in connection with them or the Services, are governed by the laws of Canada and, to the extent applicable, the laws of the Province of Nova Scotia, without regard to conflict-of-law principles.

You agree to submit to the exclusive jurisdiction of the courts located in Halifax, Nova Scotia, to resolve any dispute arising from or relating to these Terms or the Services. Nothing in these Terms limits any rights you may have under mandatory consumer protection laws in your jurisdiction, including for residents of Québec.

16. General provisions

Entire agreement.

These Terms, together with our Privacy Policy, constitute the entire agreement between you and Advisor Advisory regarding the Services and supersede all prior or contemporaneous agreements, communications and understandings.

Severability.

If any provision of these Terms is held to be invalid or unenforceable, that provision will be enforced to the maximum extent permissible, and the remaining provisions will remain in full force and effect.

No waiver.

Our failure to enforce any right or provision of these Terms shall not be deemed a waiver of such right or provision.

Assignment.

You may not assign, transfer or delegate your rights or obligations under these Terms without our prior written consent. Advisor Advisory may assign its rights and obligations under these Terms without restriction, including in connection with a merger, acquisition, corporate reorganization or sale of assets.

Notices.

Notices to you may be provided via email, through the Services or by posting a notice on the Site. You may provide notices to us at support@advisoradvisory.com.

17. Language of the Terms

The parties have expressly requested that these Terms and all related documents be drawn up in English.

Les parties ont expressément demandé que les présentes modalités et tous les documents s’y rattachant soient rédigés en anglais.