Welcome to Stake. Stake is a communications platform for shareowners to advocate for environmental and social issues among the funds and companies they own. Stake P.B.C. provides the website Stake (“Website”).
This is the Terms of Service (“Terms”) is an agreement between Stake PBC, a Delaware Public Benefit Corporation (herein referred to as “Stake”, “Us” or “We”) and you, Registered Financial Advisors on Stake. This agreement covers your use of the Website, and nothing else.
By using the Website, you agree to be bound by these Terms. If you do not agree to these Terms, you may not use the Website. If you are accessing the Website on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms, and this will be an agreement between that company or other legal entity.
Changes and Updates to Terms
We are constantly improving our Services (defined below), and may add or remove functionalities or features. You can stop using our Services at any time.
We may modify these Terms or any additional terms at any time to, for example, reflect changes in law. You should revisit these Terms regularly. We post modifications to these Terms on this webpage.
If you do not agree to the modified Terms, you may no longer use our Services (defined below).
Stake is a technology platform that provides portfolio social impact reporting and communication services. Services provided by Stake include the software, web pages, analysis, and any information generally accessible through a website that we host, such as YourStake.org, as well as any updates or modifications we make (“Services”).
Stake also provides tools to help you ("Financial Advisors") participate in shareholder engagement with companies through Petitions ("Petitions").
Financial Advisors are considered Users of Stake (“Users”). Any reference to Users applies to all Users.
For clarity, these Terms cover the topics relevant to Financial Advisors only.
Links to Third Parties
While browsing our Website, you may see links to external websites. Some of those links may be from user-generated content. We are not necessarily affiliated with other websites that may be linked to the Site ("Linked Sites") and we are not responsible for their content. The Linked Sites, even if co-branded with Stake’s logo, are not under Stake’s control, are for your convenience only, and you access them at your own risk.
You may not create a link to Stake from another website for commercial purposes. Any links to Stake from other websites does not imply any affiliation between Stake and those other websites.
Stake cannot ensure that you will be satisfied with any services that may be promoted on the Linked Site or that you may purchase from a Linked Site, since such products and services may be owned and operated by independent entities. Stake does not endorse any of the products or services, nor has Stake taken any steps to confirm the accuracy or reliability of, any of the information contained in such advertisements or Linked Sites. Stake does not make any representations or warranties as to the security of any information (including, without limitation, credit card and other personal information) you might be requested to give any third party, and you hereby irrevocably waive any claim against Stake, its affiliated companies, affiliates and their respective directors, officers, employees and agents with respect to such Linked Sites. Stake strongly encourages you to make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any of these Linked Sites.
Eligibility to Use the Services
You must be 18 years of age or older to participate in Stake. You must be capable of forming a binding contract with us. You must not be barred from using our Website under applicable law.
As an Advisor on Stake, you must be licensed and registered with all appropriate authorities in your area to practice as a financial advisor.
- Are a financial/investment professional, or work directly for one.
- Will not hold us as an “investment adviser” as defined by the U.S. Federal Investment Advisers Act of 1940 or any other similar law or regulation in any jurisdiction.
- You are responsible for compliance and suitability with your own clients.
- You will limit distribution of the product to individuals or firms covered by this license
Registration and Your Information
Using Stake as an Advisor requires an account (“Account”).
We require the following to maintain your account:
- Your valid email address
- Active subscription (see section on Payment)
- Link to your Form ADV Part 2A
You may choose to provide Stake with additional information to be displayed on your public profile. For example, you may share what schools you attended, what certifications you have obtained, what type of services you offer, and stories from your personal experience.
Content and Content Rights
For the purposes of these terms:
- “Content” means text, graphics, images, music, software, audio, video, works of authorship of any kind, data, algorithms, and information or other materials that are posted, generated, provided or otherwise made available on Stake by us;
- “User Content” (or “user-generated content”) means any Content that Account holders (including you) provide to be made available through the Services. For example, Users might upload a portfolio to view its impact, as well as create Petition text and/or images.
We welcome feedback (“Feedback”), comments, and suggestions for improvements to our Services. You can submit Feedback via the Stake platform. When you provide feedback, you agree that you do so freely, and don’t claim anything of us if we end up using your feedback.
Explicitly, that means that you grant to us a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sublicensable and transferable license under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based upon the Feedback for any purpose.
Content Ownership, Responsibility and Removal
We don’t claim any ownership rights to the content Users provide to Stake (excepting of course Feedback), and nothing in these Terms will be deemed to restrict any rights that Users may have to use and exploit such User Content.
For example, any model portfolios you upload to YourStake.org, for the purposes of generating impact reports, shall remain your sole property. While we are able to store and display the model for the purposes of calculating and displaying the impact reports, we do not lay claim to the intellectual property of that model and may not, for example, use that model or sell that model for our own investment purposes
Impact reports and analysis generated on Stake are intended for internal business use. You can provide reports to clients or prospective clients, but not to peers, competitors, or other unauthorized third parties. For example, you may not use the Services to generate output for other financial advisor firms that are not party to this agreement. You may not distribute reports to the general public. Replicating or reverse-engineering all or part of our database is prohibited.
Stake’s database and algorithms are part of our proprietary Services. We exclusively own all right, title and interest in and to the Services and Content, including all associated intellectual property rights, and all proprietary information contained therein is licensed to you, rather than sold. As a User, you acknowledge that our Content, including Stake itself, is protected by copyright, trademark, and other laws of the United States and foreign countries. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services or Content.
We do not endorse any User Content as representative of our own views. We do not accept any liability arising from any user-generated content. We are not responsible for any damage or harm resulting from your communications or interactions with other users of Stake, including, but not limited to, financial harm to Companies. We do not have any obligation to screen or vet user-generated content, such as Petitions or Financial Advisor public profiles.
Rights in User Content Granted by You
You are solely responsible for all your User Content. You represent and warrant that you have all the necessary rights to your User Content to be able to post through our Services. You also represent and warrant that no use of your User Content on or through our Website will infringe, misappropriate, or violate a third party’s intellectual property rights, privacy rights, or violate any applicable law or regulation.
You can remove your User Content by specifically deleting it. In certain instances, your content may not be completely removed from the Website, and copies of your User Content may continue to exist on the Services. Such as, for example, for Petitions you published which others shareowners have interacted with.
Rights and Terms to you from Stake
We grant you the rights to use Stake on your web browser for your organization’s use.
We reserve all rights in and to Stake that are not expressly granted to you in these terms. That means you may not:
- Copy, modify, or create derivative works based on Stake
- Distribute, transfer, sublicense, lease, lend or rent Stake to any third party
- Reverse engineer, decompile or disassemble Stake
- Make the functionality of Stake available to multiple users through any means
We want you to use Stake responsibly.
Our Website and our Content
You agree not to attack our Website or repurpose our Website for other ends. You agree that you will not:
- Use, display, mirror or frame the Services or any individual element within the Services, our name, any of our trademarks, logos or other proprietary information, or the layout and design of any page or form contained on a page, without our express written consent
- Access, tamper with, or use non-public areas of the Services, our computer systems, or the technical delivery systems of our providers
- Attempt to probe, scan or test the vulnerability of any our systems or networks or breach any security or authentication measures
- Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by us or any of our providers or any other third party (including another user) to protect the Services or Content
- Attempt to access or search the Services or Content or download Content from the Services through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided by us or other generally available third-party web browsers
- Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation
- Exploit any information, software or other material for commercial purposes or which contains advertising, promotion or marketing
- Post any material that contains a virus or other harmful component
- Use any meta tags or other hidden text or metadata utilizing our trademarks, logos, URL or product name without our express written consent
- Use the Services or Content, or any portion thereof, for any commercial purpose or for the benefit of any third party or in any manner not permitted by these Terms
- Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services or Content
- Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Services or Content to send altered, deceptive or false source-identifying information
- Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Services
- Collect or store any personally identifiable information from the Services from other users of the Services
- Violate any applicable law or regulation
- Use any function of the Services to collect or store personal data about other users unless Stake and the user(s) have authorized you to do so
Your User Content
You are responsible for your user-generated content. Communication on Stake should be constructive and honest. We want to encourage a respectful atmosphere.
You agree that you will not use Stake, nor will you post or transmit any content, to do the following:
- Infringe, misappropriate, or violate a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy
- Violate, or encourage any conduct that would violate, any applicable law or regulation or would give rise to civil liability or any invasion or privacy or publicity rights action
- Lie, or post content that is fraudulent, false, misleading or deceptive
- Flagrantly offend, or display content that is obscene, pornographic, vulgar, defamatory or offensive
- Promote discrimination, bigotry, racism, hatred, harassment or harm against any individual or group, particularly against a protected group distinguished by race, religion, ethnic origin, disability, sex, age, veteran status, sexual orientation or gender identity
- Promote violence or actions that are threatening to any person or entity
- Promote or solicit illegal, criminal, or harmful behavior or substances
- Solicit gambling or engage in any gambling activity
- Advertise or otherwise solicits funds for goods or services or any illegal act
- Encourage or enable any other individual to do any of the foregoing.
- Impersonate or misrepresent your affiliation with a person or agency or impersonate a person or agency, including Stake or its staff
- Upload content that you do not have a right to transmit, including information from fiduciary relationships, such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements
- Stalk or harass someone
- Spam other users
- Sell products or services
- Fundraise or otherwise collect money (whether for yourself or any other cause)
- Bully others, and/or promoting bullying, harassment or intimidation
- Cause harm to children
- Break the law
Our Enforcement Rights
We reserve the right to enforce these terms by moderating or removing user content, though we are not obligated to do so on behest.
Although we’re not obligated to monitor access to or use of Stake, or to review or edit any Content, we have the right to do so for the purpose of operating Stake, to ensure compliance with these Terms, and to comply with applicable law or other legal requirements. We reserve the right, but are not obligated, to remove or disable access to any Content, including User Content, at any time and without notice, including, but not limited to, if we, at our sole discretion, consider anything to be in violation of these Terms. We have the right to investigate violations of these Terms. We may also consult and cooperate with law enforcement authorities to prosecute users who violate the law.
Digital Millennium Copyright Act/Copyright Policy
We respect copyright law and expect our users to do the same. It is our policy to terminate in appropriate circumstances Account holders who repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders.
If you choose to cancel your Stake account, we are able to remove your public profile from Stake. We will continue to make our services available to you for the remainder of the duration of your contract. If you wish to cancel, please contact your Stake representative.
Upon any termination, discontinuation or cancellation of Services or your Account, the following provisions will survive: ownership provisions, warranty disclaimers, limitations of liability, and dispute resolution provisions.
Subscription holders agree to pay the fee specified when you purchase a Subscription. Depending on where you transact with us, the type of payment method used, and where your payment method was issued, your transaction with us may be subject to foreign exchange fees or differences in prices because of exchange rates and other geographic-specific pricing. Any agreement you have with your payment provider will govern your use of your specified payment method. You agree that we may accumulate charges incurred and submit them as one or more aggregate charges during or at the end of each billing cycle. Your failure to terminate and/or continued use of your Subscription reaffirms that we are authorized to charge you for that Subscription. We may submit those charges for payment and you will be responsible for such charges. This does not waive our right to seek payment directly from you.
You may be asked to provide a credit, charge or debit card number from a card issuer that we accept in order to activate your Subscription – your authorizations in this section also apply to our payment processor and any other company who acts as a billing agent for us. You hereby authorize us to charge your specified payment method on an annual basis, in advance, for recurring Subscriptions, and/or to place a hold on your payment method with respect to any unpaid charges for Subscriptions. You authorize the issuer of your selected payment method to pay any amounts described herein without requiring a signed receipt. You authorize us to continue to attempt to charge and/or place holds with respect to all sums described herein, or any portion thereof, to your payment method until such amounts are paid in full. You agree to provide updated payment information upon request and any time the information you previously provided is no longer valid. You acknowledge and agree that neither Stake, nor any Stake agent, will have any liability whatsoever for any insufficient funds or other charges incurred by you as a result of attempts to charge, and/or place holds on, your specified payment method as contemplated by these Terms.
You agree to pay us, through our payment processors, all charges at the prices then in effect for any purchase in accordance with the applicable payment terms presented to you at the time of purchase. You agree to make payment using the payment method you provide when you sign up for a Subscription. We reserve the right to correct, or to instruct our payment processor or financing partner to correct, any errors or mistakes, even if payment has already been requested or received.
If you choose to be invoiced (or choose to have a third-party payment provider or reseller be invoiced on your behalf) your Subscription Fee will be invoiced as of the subscription start date. You hereby agree that the Subscription Fee is due as of the invoice date, payable within thirty (30) days of said date and according to the instructions on the invoice.
THE SERVICES AND CONTENT ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, WE EXPLICITLY DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. WE MAKE NO WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. WE MAKE NO WARRANTY REGARDING THE QUALITY, ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY CONTENT.
WE MAKE NO WARRANTY WITH RESPECT TO ANY PETITION. Your decisions TO SUPPORT OR START A PETITION are your own regardless of what you read and/or see on the Services.
IF YOU CREATE AN PETITION, WE MAKE NO WARRANTY AS TO THE NUMBER OF USERS WHO WILL SUPPORT YOUR PETITION, OR AS TO THE SUCCESS OR THE PUBLICITY OF YOUR PETITION. BY CREATING A PETITION, YOU AGREE AND UNDERSTAND THAT USERS ARE FREE TO ENGAGE WITH YOUR PETITION IN ANY WAY THEY CHOOSE, WHETHER OR NOT SUCH ENGAGEMENT SUPPORTS OR TARNISHES YOUR PETITION.
You will indemnify and hold us and our officers, directors, employees and agents harmless from and against any claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal and accounting fees arising out of or in any way connected with (i) your access to or use of the Website, Services or Content, (ii) your User Content, or (iii) your violation of these Terms.
Limitation of Liability
YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SERVICES AND CONTENT REMAINS WITH YOU. NEITHER STAKE PBC, ITS AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE WEBSITE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE WEBSITE OR SUCH OTHER WEBSITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IN NO EVENT WILL STAKE PBC’S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR CONTENT EXCEED ONE THOUSAND DOLLARS ($1000). THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN STAKE PBC AND YOU.
Limitation on Time to File a Claim
Governing Law and Jurisdiction
All matters relating to the your use of the Website and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of Delaware without giving effect to any choice or conflict of law provision or rule (whether of the State of Delaware or any other jurisdiction).
These Terms constitute the entire and exclusive understanding and agreement between Stake PBC and you regarding the Services and Content, and these Terms supersede and replace any and all prior oral or written understandings or agreements between Stake PBC and you regarding the Services and Content. If any provision of these Terms is held invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect. You may not assign or transfer these Terms, by operation of law or otherwise, without Stake PBC’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null. Stake PBC may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns. Any notices or other communications provided by Stake PBC under these Terms, including those regarding modifications to these Terms, will be given: (i) via email; or (ii) by posting to the Website. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.
Enforcing Stake's Rights
Severability & Waiver
- The intended meaning of the invalidated part will be replaced with language that closely matches Stake’s original intent, and
Notification of Alleged Copyright Infringement
Stake reserves the right to remove any content that allegedly infringes a third party's copyright or otherwise violates the rights of any third party, or for any reason whatsoever, and to prohibit further use of the Site by the individuals responsible for said infringement or violation. Stake also reserves the right to pursue any party that submits an erroneous declaration. If you believe that any content appears on the Site is in violation of your copyright or other proprietary rights, you should send a notice to Stake to email@example.com, with the following information:
- Identification of the copyrighted work claimed to have been infringed.
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity. Include information reasonably sufficient to permit Stake to locate the material.
- Information reasonably sufficient to permit Stake to contact you, such as an address, telephone number, and, if available, an e-mail address.
- The signature of the complaining party.
- Include the following statement: "I have a good faith belief that use of the copyrighted materials described above as allegedly infringing is not authorized by the copyright owner, its agent, or the law."
- Include the following statement: "I swear, under penalty of perjury, that the information in the notification is accurate and that I am the copyright owner or am authorized to act on behalf of the owner of an exclusive right that is allegedly infringed."
If you have any questions about these Terms or the Services, please contact us at gabe@yourStake.org.