Terms and Conditions

1. Acceptance of Terms

When you access betterment.com, our mobile applications, and our other online services and websites (collectively, the “Platform”) you are agreeing to be bound by the following Terms and Conditions, the Privacy Policy, and the Copyright and Intellectual Property Policy on your own behalf and on behalf of any organization you represent (collectively, “you” or “your”). Please review them carefully.

Section 16 (“Dispute Resolution; Agreement to Arbitrate”) requires you and Betterment to resolve most claims against each other by way of individual, binding arbitration. Section 17 (“Class Action Waiver”) also contains a binding class action waiver. Please read both sections carefully, as they affect your legal rights. By agreeing to these Terms and Conditions, you and Betterment agree to resolve most claims solely on an individual basis and not as a class arbitration, class action, or any other kind of representative proceeding. You and Betterment are each waiving the right to trial by a jury. If you do not wish to arbitrate disputes, you may opt out of arbitration by following the instructions provided in Section 16.12.

2. General Information

The provision of advisory and brokerage services to Betterment retail clients is governed by the Betterment client agreements or, for clients pre-funding with a basic login and password that are solely receiving non-discretionary advice, the simple and supplementary services client agreements. The provision of advisory and brokerage services to Betterment Advisor Solutions clients is governed by the Betterment Advisor Solutions client agreements. The provision of advisory and brokerage services to 401(k) plans and their participants is governed by the service agreements between Betterment and plan sponsors, as well as separate Participant Terms & Conditions. The provision of services by Betterment Financial LLC is governed by the Betterment Checking Terms and Conditions. Each of the foregoing agreements, collectively and individually, are referred to herein as the “Client Agreements.” You should read any applicable Client Agreements carefully before determining whether to engage Betterment to provide you with advisory, brokerage, and/or other financial services.

In general, references to “Betterment,” “us,” “our”, or “we” on the Platform refer to “Betterment LLC”. However, for purposes of these Terms and Conditions, the term “Betterment” refers collectively to Betterment LLC, Betterment Securities, Betterment Advisors Solutions, Betterment for Business LLC, and Betterment Financial LLC, as well as their respective affiliates, partners, agents, and employees.

3. Use of the Platform

The Platform is intended solely for individuals who are age 18 or older. Any access to or use of the Platform by anyone under 18 is unauthorized, unlicensed, and in violation of these Terms and Conditions. By accessing or using the Platform, you represent and warrant that you are 18 or older and are fully able and competent to enter into and abide by these Terms and Conditions.

The Platform is only intended for use by persons located in the United States. Betterment makes no representation that the Platform is appropriate or available for use outside the United States. Similarly, Betterment makes no representations that accessing the Platform from locations outside the United States is legal or permissible under local law.

4. Conditions of Use

You agree that you will comply with all applicable laws, including, without limitation, privacy laws, intellectual property laws, anti-spam laws, export control laws, tax laws, and regulatory requirements. You further agree that you will use the Platform solely for your personal, non-commercial use and will not attempt to interfere with the functioning of the Platform in any way.

You agree not to engage in any of the following:

• Use any robot, spider, scraper, deep link or other similar automated data gathering or extraction tools, program, algorithm or methodology to access, acquire, copy or monitor the Platform or any portion of the Platform, other than via software that sends queries to the Platform to index or rank a website for search and location purposes, without Betterment’s express written consent, which may be withheld in Betterment’s sole discretion.
• Use or attempt to use any engine, software, tool, agent, or other device or mechanism (including without limitation browsers, spiders, robots, avatars or intelligent agents) to navigate or search the Platform, other than the search engines and search agents available through the Platform and other than generally available third-party web browsers (such as Microsoft Explorer).
• Post or transmit any file which contains viruses, worms, Trojan horses, or any other contaminating or destructive features, or that otherwise interfere with the proper working of the Platform.
• Attempt to decipher, decompile, disassemble, or reverse-engineer any of the software comprising or in any way making up a part of the Platform.

5. Access to the Platform

Betterment reserves the right, in its sole discretion, to terminate or suspend your access to the Platform, or any portion of the Platform, without notice and without reason. For the avoidance of doubt, your access to and use of the publicly available portions of the Platform shall be governed by these Terms and Conditions, and the provision of any investment advisory and brokerage services shall be governed by the Client Agreements with respect to such services. Notwithstanding the foregoing or anything else in these Terms and Conditions to the contrary, in the event of any conflict between the Terms and Conditions and a Client Agreement, the Client Agreement shall control.

Further, if we believe, in our sole discretion, that a violation of these Terms and Conditions has occurred, we may take any other corrective action we deem appropriate. We reserve the right to investigate suspected violations of these Terms and Conditions. We may seek to gather information from a client who is suspected of violating these Terms and Conditions (or from any other client) and you agree to provide us with such information. We will fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity of anyone posting, publishing, or otherwise making available any client information, emails, or other materials that are believed to violate these Terms and Conditions.

Any suspension, termination, or cancellation shall not affect your obligations to Betterment under these Terms and Conditions (including but not limited to ownership, indemnification, and limitation of liability), which by their sense and context are intended to survive such suspension, termination, or cancellation.

6. Performance Displays

Actual performance information for Betterment portfolios since creation (i) accounts for the timing of trades, withdrawals, deposits, and allocation changes, (ii) is inclusive of dividends, (iii) is net of Betterment’s management fee, and if you are a client on Betterment Advisors Solutions, any management fee charged by the third-party Advisor, and (iv) will reflect the impact of any material market or economic conditions on your portfolio’s performance. Management fees are accrued daily and charged monthly or quarterly. Management fees do not include any custodial or recordkeeping fees charged in connection with an HSA or 401(k). Market conditions can and will impact your performance, and past performance is not indicative of future results. To learn more, please review Betterment Performance Disclosure.

Past performance is not a guarantee of future success and returns in any period may be far above or below those of a previous period. No representation is being made that any investment will or is likely to achieve profits or losses similar to those achieved in the past, or that significant losses will be avoided. Investing involves risk and investments at Betterment may lose value.

The return, composite, and performance information shown on the Platform uses or includes information compiled from third-party sources, including independent market quotations and index information. Betterment believes the third-party information comes from reliable sources, but does not guarantee its accuracy.

7. Platform is for Educational Use Only

The publicly available portions of the Platform (i.e., the sections of the Platform that are available to individuals who are not party to a Client Agreement) are provided for educational purposes only and are not intended to provide legal, tax, or financial planning advice. In using the publicly available portions of the Platform, you agree that you are responsible for your own investment research and decisions, that you will not rely on the Platform as the primary basis for your investment decisions, and, except as otherwise provided herein, Betterment will not be liable for any actions you take based on information you receive via the publicly available portions of the Platform.

8. Secured Areas

Access to and use of password protected and/or secure areas of the Platform is restricted to authorized users only. Unauthorized persons attempting to access these areas of the Platform may be subject to legal action.

You may not obtain or attempt to obtain unauthorized access to such parts of the Platform, or to any other protected materials or information, through any means not intentionally made available by Betterment for your specific use.

Betterment has physical, electronic and procedural safeguards that comply with federal standards to guard clients’ non-public personal information (see Privacy Policy).

If you have a password for access to non-public areas of the Platform, you are solely responsible for maintaining the confidentiality and use of the password and other security data, methods and devices. Further, you are responsible for all activities that occur in connection with your password including all instructions electronically transmitted or use of any data, information or services obtained using your password and other security data. Betterment shall not be under any duty to inquire as to the authority or propriety of any instructions given to us by you or via your password and shall be entitled to act upon any such instructions and we will not be liable for any loss, cost, expense or other liability arising out of any such instructions.

Accordingly, you should take steps to protect the confidentiality of your password. As an authorized user you accept full responsibility for the monitoring of your account including frequently checking your account information, reviewing your transaction history online and promptly reviewing any correspondence, account statements and confirmations received from Betterment. Notify us immediately if you become aware of any unauthorized activity, disclosure, loss, theft or unauthorized use of your password. You agree to cooperate with us in any investigation and agree to take corrective measures to protect your account from further fraudulent activity.

You agree that the information you provide to us on account registration through our website or mobile applications will be true, accurate, current, and complete.

9. Communications with Betterment

As part of the Platform, or in connection with the actions necessary to apply for the Platform, you may receive notifications, alerts, emails, or other types of messages regarding the Platform (for example, Two-Factor Verification, suspicious activity alerts, or money movement confirmations). When logged in, you may customize, modify and in some cases deactivate alerts by adjusting the settings accordingly.

We never include your password in these communications, but we may include your name, or email address, and information about your account(s). Anyone with access to your e-mail or mobile device will be able to view these alerts.

It is your responsibility to update or change the contact information registered with Betterment, as appropriate. If you become aware of any unauthorized use of your information, please contact us immediately.

We may send you communications that you are required to read. You may customize them according to your preferences. You may unsubscribe from marketing oriented emails at any time.

When you access the Platform through a mobile network, your network or roaming provider’s messaging data and other rates and fees may apply. You are solely responsible for any carrier charges incurred as a result of phone and/or text communications from Betterment. We are not liable for delayed or undelivered messages.

Authorized employees or agents of Betterment may monitor and record all or portions of your telephone calls, emails, text messages, chats and other communications with Betterment for quality control, customer service, employee training, security, legal, compliance, and other lawful purposes. You hereby consent to such recording. That consent is ongoing and need not be confirmed prior to, or during, such monitoring or recording, except to the extent applicable law expressly requires otherwise. Betterment may also archive your communications with Betterment for regulatory and other purposes.

10. Site Availability

While we have put resources into building and testing our computer systems, computer glitches, slowdowns, and crashes will occur. We will also need to restrict access to some parts of our website or our entire website to perform routine maintenance. We will try to schedule our maintenance during the middle of the night.

While it is our intention that our website will be available seven days a week except when maintenance is scheduled (usually for weekends), you understand that we do not guarantee that you will always be able to access the Platform. Computer problems can arise on your end, our end, or anywhere in between: your computer may break down; the connection between your computer and your Internet service provider may not work properly; your Internet service provider may go down; or our computers and the computers we link to may be unavailable due to unforeseen system outages.

When trading volumes soar on our nation’s stock markets and many investors want to buy or sell at the same time, lines form and orders cannot be filled as quickly. You agree that we are not responsible for any losses or liabilities that may occur as a result of high trading volume, market volatility, or computer, telecommunications, or Internet failures, regardless of the cause.

11. Network Security, Reliability, and External Links

You acknowledge that the Internet is not a secure network and that communications transmitted over the Internet may be accessed by unauthorized or unintended third parties. E-mail notifications sent by Betterment will not contain sensitive or confidential information. Due to security risks, you should not send any sensitive information, such as account numbers or passwords in an unencrypted e-mail. E-mails may fail to transmit properly. Regardless of whether you receive an e-mail notification, you agree to check the Platform to avoid missing time-sensitive information. You further agree that for your records, you can download and save or print the communications received via electronic delivery.

The Platform links to certain content created by third parties that are not affiliated with Betterment. Betterment is not responsible for such content and does not endorse or approve it. Such content may contain terms and conditions, privacy provisions, confidentiality provisions, or other provisions that differ from the terms and conditions applicable to the Platform. Betterment assumes no responsibility or liability whatsoever for the accuracy, reliability, or opinions contained in such content. If you decide to access such content, you do so at your own risk.

12. Limited Liability

NEITHER BETTERMENT NOR ANY OF ITS OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS SHALL BE LIABLE IN ANY WAY FOR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL, OR INCIDENTAL DAMAGES (INCLUDING, WITHOUT LIMITATION, LOST PROFITS, COST OF PROCURING SUBSTITUTE SERVICE, OR LOST OPPORTUNITY) ARISING OUT OF OR IN CONNECTION WITH THE PLATFORM OR THE USE OF THE PLATFORM OR A LINKED WEBSITE (INCLUDING BUT NOT LIMITED TO THE DELAY OR INABILITY TO USE THE PLATFORM OR A LINKED WEBSITE). THIS LIMITATION SHALL APPLY REGARDLESS OF WHETHER THE DAMAGES ARE FORESEEABLE OR WHETHER BETTERMENT HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION. IN NO EVENT SHALL BETTERMENT’S CUMULATIVE LIABILITY TO YOU EXCEED U.S. $100.

13. No Warranties

All products, services, and content on the Platform are provided “as is” without warranty of any kind, express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, security, or accuracy. Betterment specifically disclaims any duty to update the information on the Platform and it is your responsibility to evaluate the accuracy, reliability, timeliness, and completeness of any information available on the Platform. Betterment does not guarantee that the Platform will operate error-free or that the platform, its servers, or the content are free of computer viruses or similar contamination or destructive features. If you choose to use the Platform, or rely on the information presented on it, you do so solely at your own risk.

Some states or jurisdictions do not allow the exclusion of certain warranties. Accordingly, some of the above exclusions may not apply to you.

14. Indemnification and Hold Harmless

You agree to indemnify, defend, and hold Betterment harmless from any liability, loss, claim and expense, including attorney’s fees, related to your violation of these Terms and Conditions or use of the Platform. Nothing in these Terms and Conditions shall affect any non-waivable statutory rights that apply to you. Betterment reserves the right to assume the exclusive defense and control (at your expense) of any matter that is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting Betterment’s defense of such matter.

15. Choice of Law and Venue 

All Platform activity, use, these Terms and Conditions, and any dispute, claim, or controversy arising from or relating to the foregoing are governed by the laws of the United States of America and the applicable laws of the State of New York, without regard to conflict of law principles. Any dispute, claim, or controversy arising from or relating to the Platform or these Terms and Conditions that is not subject to arbitration pursuant to Section 16 will be resolved exclusively in the state and federal courts located in New York, New York. You and Betterment waive any objection to venue in any such courts. If your local law requires that consumer contracts be interpreted subject to local law and enforced in the courts of that jurisdiction, this section will not apply to you to the extent that local law conflicts with this section.

16. Dispute Resolution; Agreement to Arbitrate

16.1: Claims This Section Applies To. You and Betterment (for purposes of this section, each, a “party” and together “the parties”) agree that this Section 16 applies to any claim or controversy, whether existing now or arising in the future and whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory relating in any way to the Platform or its use or operation (including, without limitation, any prior use) or these Terms and Conditions, including, without limitation, all privacy or data security claims (each, a “Claim”).

16.2: Informal Dispute Resolution Before Arbitration. If one party has a Claim against the other, the parties agree that before initiating arbitration, they will participate in good faith in the following informal dispute resolution process:

a. Claimant Notice Requirements. The party with the Claim (“Claimant”) will provide the other party a notice (if to Betterment, by email sent to legal@betterment.com, and, if to you, by certified mail or email using the contact information you provided to Betterment) with a written description of the Claim, the requested relief (including, without limitation, a complete calculation of any monetary demand), the Claimant’s contact information, all factual information sufficient to evaluate the Claim and a personally signed statement from the Claimant themselves (and not their counsel) verifying the accuracy of the notice (“Claimant Notice”).

b. Resolution Period. The parties agree to engage in good faith negotiations to resolve the Claim, including, without limitation, at Claimant Notice-recipient’s request, at least one meeting by videoconference that the parties will expeditiously schedule and personally attend. (If represented, a party’s counsel can attend as well). This informal dispute process will last for a period of 60 days from the day a party receives a Claimant Notice, unless the parties mutually agree to extend (“Informal Resolution Period”). The applicable statutes of limitation will be tolled, and all deadlines associated with arbitration fees deferred, from the commencement of the Informal Resolution Period through the date when suit or arbitration may be filed under these Terms and Conditions.

c. Required Before Arbitration. No arbitration demand may be filed or proceed before the Informal Resolution Period has concluded. The parties agree that if a Claimant initiates an arbitration proceeding, any arbitration demand must include a signed certification that the Claimant has complied with the pre-arbitration requirements, and that failure to include such a certification is independent grounds to dismiss the arbitration. If a party files an arbitration demand without complying with all requirements in this Section 16, the other party may seek relief from a court to enjoin such filing and for such other relief as the court deems proper. The prevailing party in any such action shall be entitled to recover its costs and reasonable attorneys’ fees incurred in seeking such relief.

16.3: Claims Subject to Binding Arbitration; Exceptions. Except for (i) individual disputes that qualify for small claims court, provided that such court permits remote appearances and provided that claims are brought only on an individual basis and that such court does not permit class or representative proceeding or relief and (ii) requests for preliminary, injunctive, or other equitable relief in a court of competent jurisdiction with respect to disputes exclusively related to the protection or enforcement of such party’s intellectual property rights (“IP Claims”), all other Claims that are not resolved in accordance with Section 16.2 must be resolved by a neutral arbitrator through final and binding arbitration rather than in court, even if such other Claims are jointly filed with IP Claims. Claims subject to binding arbitration include disputes arising out of or relating to the performance, construction, or breach of these Terms and Conditions, including, without limitation, (except as otherwise stated in Section 16.7) the enforceability, revocability, or validity of this arbitration provision or any portion of it.

16.4: Binding Individual Arbitration. Except as otherwise expressly permitted by this Section 16, any Claim may be resolved only through binding arbitration conducted by the American Arbitration Association (the “AAA”) , https://adr.org/, according to the Federal Arbitration Act, 9 U.S.C. § 1, et seq., (“FAA”) and the then-current version of the AAA’s Consumer Arbitration Rules and Mediation Procedures, as modified by these Terms and Conditions (“Rules”), including, without limitation, the Procedures for the Resolution of Disputes through Document Submission, as applicable and as set forth below. 

These Terms and Conditions affect interstate commerce, and the enforceability of this Section 16 will be substantively and procedurally governed by the FAA to the maximum extent permitted by law. As limited by the FAA, these Terms and Conditions, and the Rules, the arbitrator will have exclusive authority to make all procedural and substantive decisions regarding any Claim and to grant any remedy that would otherwise be available in court, including, without limitation, (except as otherwise stated in Section 16.7) the power to determine the question of arbitrability. You and Betterment agree that limited discovery shall be conducted in accordance with the Rules, and that the arbitrator, to the extent allowed by applicable law, may not award punitive or exemplary damages, unless (but only to the extent that) such damages are required by statute to be an available remedy for any of the specific Claims asserted.

16.5: Arbitration Procedure and Location. You or Betterment may initiate arbitration of any Claim not resolved during the Informal Resolution Period by filing an arbitration demand with AAA in accordance with the Rules.
Instructions for filing an arbitration demand with AAA are available on the AAA website or by calling AAA at 800-778-7879. You will send a copy of any arbitration demand to Betterment by certified mail addressed to 450 West 33rd Street, Floor 11, New York, NY 10001 Attn: Legal  with a copy to or by email to legal@betterment.com. Betterment will send any arbitration demand to you by certified mail or, if no physical address has been provided, by email using the contact information you have provided to Betterment. You agree that to the extent permitted any arbitration hearing will be held in New York, New York.

All arbitrations will be conducted by a single arbitrator and in the English language, unless otherwise agreed to by the parties in writing. You and Betterment both agree that the arbitrator will be bound by these Terms and Conditions.
For any arbitration in which the Claimant seeks USD $25,000 or less, the arbitrator will rule on the matter solely on the basis of written submissions from both parties, unless the Parties agree to a hearing. For any arbitration in which the Claimant seeks more than USD $25,000, hearings will be conducted by video or telephone, unless the arbitrator determines an in-person hearing to be necessary. If an in-person hearing is determined to be necessary, the site of any in-person hearing will be determined by the applicable Rules.

In accordance with the Rules, the arbitrator’s award shall be in writing. The award shall not include or be accompanied by any findings of fact, conclusions of law, or other written explanations of the reasons for the award. You understand that the right to appeal or to seek modification of any ruling or award by the arbitrator is severely limited under state and federal law. 

As allowed by applicable law, the arbitrator shall only have the authority to award legal or equitable remedies that are individual to you or Betterment to satisfy one of our individual Claims (that the arbitrator determines are supported by credible relevant evidence) as would be available in a court of competent jurisdiction, including, without limitation, public injunctive relief where permitted by law. If any part of this Section 16 is found to prohibit an individual claim seeking public injunctive relief, that provision will have no effect to the extent such relief is allowed to be sought out of arbitration, and the remainder of this Section 16 will be enforceable. You acknowledge that you are waiving your right to a jury trial. Judgment upon the award rendered may be entered in any court, state or federal, having jurisdiction and the parties hereto and their respective representatives hereby submit to the jurisdiction of any such court for the purpose of entering of such judgment.

16.6: Arbitration Fees. Each party will be responsible for arbitration fees in accordance with the applicable Rules and these Terms and Conditions.

16.7: Mass Disputes. To promote efficiency in resolving multiple similar Claims, if 25 or more Claimant Notices are received by a party that have the same or coordinated counsel and raise substantially similar Claims, these will be considered a “Mass Dispute” and the provisions of this Section 16.7 will apply to all such Claimant Notices. A Claimant Notice provided as part of a Mass Dispute may proceed to arbitration only as set forth below.

a. Applicable Rules. Any arbitration demands based on these Claimant Notices filed in arbitration will be subject to the AAA’s then-current Mass Arbitration Supplementary Rules, as modified by these Terms and Conditions. Any disputes over whether an arbitration demand should be considered part of the Mass Dispute will be decided by the AAA as an administrative matter. The following procedures are intended to supplement the AAA’s Mass Arbitration Supplementary Rules, and to the extent the procedures conflict with those rules, to supersede them.

b. Initial Arbitrations. The parties will identify an initial batch of 20 Claimant Notices to proceed as arbitration demands for resolution in order to maximize efficiencies in the management, investigation, and arbitration of the remaining Claimant Notices in the Mass Dispute. The initial set will be selected as follows. Counsel representing the Claimants in a Mass Dispute must notify the other party in writing (email will suffice) when all or substantially all Claimant Notices for the Mass Dispute have been provided. Counsel for all Claimants and counsel for the responding party each will then select 10 Claimant Notices to proceed as arbitration demands. Claimants will then file arbitration demands for the 20 selected Claimant Notices. No Claimant Notice or arbitration demand may be filed or deemed filed, and no related arbitration fees may be assessed, until the Claimant Notice is selected to proceed to arbitration following the process set forth in this Section. A single arbitrator will preside over each arbitration demand, and will preside only over one arbitration demand, unless the parties agree otherwise.

c. Mediation. The results of each arbitration conducted pursuant to Section 16.7(b) will be binding on the parties, and the parties shall engage in a single mediation applicable to all Claimant Notices in the Mass Dispute upon conclusion of the 20 initial arbitrations (or sooner if the parties agree) and before proceeding with any other arbitration demands. The parties will have 30 days following the conclusion of the last of the initial arbitrations to agree on a mediator. If they are unable to do so, the AAA may appoint one as an administrative matter. No additional arbitration demands may be filed until 30 days after such mediation concludes or 90 days after the appointment of a mediator, whichever is sooner.

d. Remaining Claimant Notices and Arbitrations. If mediation does not resolve the matter and a substantial number of similar Claims remain, the class action waiver may be voided by a court of competent jurisdiction. Statutes of limitation will be tolled for Claims not included in the initial batches. If mediation concludes with 100 or more unresolved Claimant Notices, any remaining Claimant or the receiving party to a remaining Claimant Notice may opt out of arbitration of all Claimant Notices that were not resolved in the initial 20 arbitration demands or mediation. Such an election may only be for all Claimant Notices remaining in the Mass Dispute, not a portion thereof. To be effective, such election must be communicated in writing (email suffices) to counsel for the other party within 30 days of mediation concluding. Claimant Notices released from the arbitration requirement must be resolved according to Sections 15 and 17.

If complaints based on Claimant Notices that were released from the arbitration requirement are filed in court, the Claimants may seek class treatment, although to the fullest extent allowed by applicable law, the putative class(es) must be limited to those Claimants in the Mass Dispute whose claims remain unresolved and for which a valid Claimant Notice was received by the other party. Any party may contest class certification at any stage of the litigation and on any available basis and may raise any other defenses available under applicable law.

If the mediation process concludes with fewer than 100 Claimant Notices remaining or if no timely election to opt out of arbitration is made, the AAA will randomly select 30 Claimant Notices (or the total remaining if less than 30) that comply with Section 16.2 to proceed in arbitration in the same manner as described in Section 16.7(c), above. Once such arbitrations have concluded, the parties will repeat this process until all Claimant Notices in the Mass Dispute have been resolved.

A court will have authority to enforce the initial arbitration and mediation processes defined in this Section 16.7 and may enjoin the filing of lawsuits or arbitration demands not made in compliance with it.

16.8: Arbitration Judgment; Frivolous Claims. Any award of the arbitrator or a majority of the arbitrators will be final and binding, and judgment on such award may be entered in any court having jurisdiction. This arbitration provision will be enforced and interpreted exclusively in accordance with applicable federal laws of the United States, including, without limitation, the Federal Arbitration Act. If the arbitrator concludes that a Claim (i) is frivolous or otherwise not warranted by existing law; (ii) was filed in arbitration for any improper purpose, such as to harass the defending party, cause unnecessary delay, or needlessly increase the cost of dispute resolution, or in bad faith; (iii) was based on factual contentions that lacked evidentiary support when filed and were unlikely to have evidentiary support after a reasonable opportunity for further investigation; or (iv) was filed prior to the conclusion of the Informal Resolution Period, the Claimant shall pay all arbitration fees and costs, including, without limitation, the defending party’s reasonable attorneys’ fees and expenses.

16.9: Delegation. The arbitrator shall decide all issues of arbitrability, including, without limitation, enforceability and interpretation of this arbitration provision, except that any dispute concerning the validity or enforceability of the class or mass arbitration procedures or waiver shall be decided by a court of competent jurisdiction, which shall have the authority to enjoin the filing, prosecution, or administration of arbitrations and the assessment of arbitration fees.

16.10: Successors and Assigns. You agree that this agreement to arbitrate shall be binding on you, your heirs, administrators, representatives, executors, successors and assigns.

16.11: Opt-Out. You may opt out of this Section 16 by sending a written notice that specifies: your full legal name, the email address associated with your account on the Platform, and a statement that you are opting out of the arbitration provision in the Terms and Conditions. To be valid, your opt out notice must be sent to support@betterment.com within 30 days after you first agreed to a version of these Terms and Conditions.

16.12: Severability.  If any portion of this Section 16 is found to be unenforceable or unlawful for any reason, including, without limitation, because it is found to be unconscionable, (i) the unenforceable or unlawful provision will be severed from these Terms and Conditions; (ii) severance of the unenforceable or unlawful provision will have no impact whatsoever on the remainder of this Section 16 or the parties’ ability to compel arbitration of any remaining claims on an individual basis pursuant to this Section 16; and (iii) to the extent that any claims must therefore proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction, in accordance with these Terms and Conditions, and not in arbitration. The litigation of those claims will be stayed pending the outcome of any individual claims in arbitration. Further, if any part of this Section 16 is found to prohibit an individual claim seeking public injunctive relief, that provision will have no effect to the extent such relief is allowed to be sought out of arbitration, and the remainder of this Section 16 will be enforceable.

17. Class Action Waiver

Any arbitration or proceeding brought by a party shall, to the extent permitted by law, be limited to the dispute between us and you individually. This means that, to the full extent permitted by law, (i) no arbitration or proceeding shall be joined with any other; (ii) there is no right or authority for any dispute to be arbitrated or resolved on a class action-basis or to utilize class action procedures; and (iii) there is no right or authority for any dispute to be brought in a purported representative capacity on behalf of the general public or any other persons. Each party may only bring claims against the other party only in its individual capacity and not as a plaintiff or class member in any purported class collective, consolidated, private attorney general, or representative proceeding.

18. Waiver and Severability

Any waiver of any provision contained in these Terms and Conditions shall not be deemed to be a waiver of any other right, term, or provision of these Terms and Conditions. If any provision in these Terms and Conditions is determined to be wholly or partially invalid, illegal or unenforceable, such provision shall be enforced to the extent it is legal and valid and the validity, legality and enforceability of the remaining provisions shall in no way be affected or impaired thereby.

19. Assignment

You may not assign these Terms and Conditions (by operation of law or otherwise) without the prior written consent of Betterment, and any prohibited assignment will be null and void. Betterment may assign these Terms and Conditions or any rights hereunder without your consent.

20. Platform and Terms Subject to Change

We reserve the right to change these Terms and Conditions by posting a revised agreement. If you don't agree with these changes, you must stop using the Platform. The information on the Platform is subject to change without notice.

21. Feedback and Questions

Your feedback is welcome and encouraged. You may submit feedback by emailing us at support@betterment.com. You agree, however, that (i) by submitting unsolicited ideas to Betterment or any of its employees or representatives, by any medium, including but not limited to email, written, or oral communication, you automatically forfeit your right to any intellectual property rights in such ideas; and (ii) such unsolicited ideas automatically become the property of Betterment. You hereby assign and agree to assign all rights, title, and interest you have in such feedback and ideas to Betterment together with all intellectual property rights therein. In addition, you warrant that all moral rights in any feedback have been waived, and you do hereby waive any such moral rights.

If you have any questions about these Terms and Conditions or about Betterment or content thereon, please contact us at support@betterment.com.

You can also contact us by phone at 718.400.6898 or via physical mail at:

Betterment LLC

450 West 33rd Street, FL 11

New York, NY 10001