Terms of Service

1. Acceptance and Scope

These Terms of Service (“Terms”) govern access to and use of lifeimpactpartners.com, account.lifeimpactpartners.com, and related Life Impact Partners, LLC, (“Life Impact Partners,” “we,” “us,” or “our”) portal, website, document, communication, enrollment, consultant, payment, and administrative workflows (collectively, the “Platform”). By accessing or using the Platform, creating an account, submitting information, clicking through an acknowledgment, requesting or sending documents, signing electronically, or otherwise using the Platform, you accept these Terms.

These Terms apply to website visitors, consultants, prospective consultants, invited participants, authorized account users, and any person who accesses the Platform. Life Impact Partners may refuse, restrict, suspend, or terminate access to the Platform at any time to protect the Platform, the program, participants, consultants, confidential information, or Life Impact Partners’ legal rights. We reserve all rights and remedies available at law or in equity, including the right to pursue legal action, in connection with any violation of these Terms.

2. Invitation-only Program; No Public Offer

The Medical Device Charitable Donation (MDCD) Program, which is facilitated by Life Impact Partners, is by invitation only. Nothing on the website, in the portal, in a calculator, in a presentation, in a one-page overview, in a program description, or in these Terms is a public offering, securities recommendation, investment recommendation, charitable-solicitation advice, tax opinion, legal opinion, valuation opinion, medical advice, or guarantee of any tax, legal, charitable, financial, valuation, audit, or governmental outcome.

Program participation, if available, is subject to eligibility review, completed documentation, cleared payment, acceptance by the applicable parties, project capacity, program timing, compliance review, and the terms of the executed participant documents. Life Impact Partners may accept, reject, reduce, condition, defer, or cancel a proposed enrollment as allowed by the applicable documents and law at any time.

3. Accounts, Authentication, and Security

Users are responsible for keeping login credentials, multi-factor authentication methods, single sign-on credentials, and account access secure. The Platform may require multi-factor authentication and may allow login through Google or another single sign-on provider. Use of a third-party login method remains subject to that provider’s terms and security practices. Users must promptly notify Life Impact Partners if they believe credentials have been lost, compromised, misused, or accessed without authorization.

Accounts are personal to the authorized user or approved entity user group. Users may not share credentials, bypass authentication, impersonate another person, access another consultant’s participants, or access information outside their authorized role. Life Impact Partners may require password resets, revoke sessions, restrict devices, disable accounts, or take other protective steps when it reasonably believes action is needed for security or program integrity at any time.

4. Consultant and Participant Roles

Consultants may use the Platform only if approved by Life Impact Partners and only for authorized program purposes. Consultants may invite and manage only their own participants, view only information made available through their role, and use approved program materials only as permitted by the applicable consultant agreement and portal acknowledgment.

Participants are responsible for reviewing all program documents, confirming their legal name, taxpayer information, contact information, payment information, acknowledgments, ballot selections, and signature authority, consulting their own advisors, and retaining completed records. Unless Life Impact Partners approves a different process in writing, participant documents are to be signed by the individual participant.

5. Relationship to Signed Agreements

These Terms govern general access to the portal and website. For consultants, the executed consultant agreement, confidentiality agreement, approved-materials acknowledgment, or other signed consultant document governs the consulting relationship. For participants, the executed enrollment package, subscription agreement, ballot, acknowledgment, invoice/payment terms, and related program documents govern participation. If these Terms conflict with a signed agreement, the signed agreement controls to the extent of the conflict. If a signed agreement contains stronger confidentiality, non-use, non-solicitation, payment, indemnity, dispute, or program-specific language, that stronger language remains fully enforceable by us.

6. Electronic Records and Electronic Signatures

Users consent to conduct Platform transactions electronically and agree that electronic records, electronic acknowledgments, click-through confirmations, electronic signatures, system logs, audit trails, signature certificates, and electronically stored records may be used to evidence the transaction, the user’s actions, and the applicable agreement. Users must maintain the ability to access, download, and retain electronic documents provided through the Platform or approved signature workflow.

Life Impact Partners may use Dropbox Sign or another approved electronic-signature provider. Signature timing, document routing, authentication, audit trails, completion certificates, and executed PDF records may be used to establish the validity, timing, identity, and sequence of an electronic transaction.

7. Enrollment, Payment, and Completion

Signing program documents, submitting information, or authorizing payment does not, by itself, complete participation. Participation is not final, and the participant will not be admitted to the applicable project LLC, unless and until all required documents have been fully executed, payment has been received, cleared, and reconciled to the correct participant, invoice, package ID, and project record, and Life Impact Partners has accepted the enrollment.

ACH payments may require several business days to process and clear. A scheduled ACH, initiated ACH, pending payment, returned payment, payment error, insufficient-funds item, unresolved exception payment, check, wire, or unmatched payment is not the same as cleared and accepted payment. If payment is rejected, returned, delayed, insufficient, reversed, not timely received, not capable of being reconciled, or otherwise inconsistent with the applicable documents, Life Impact Partners may suspend, reject, cancel, defer, or condition enrollment until the issue is resolved to its satisfaction.

8. Program Materials, Confidentiality, and Intellectual Property

The Platform, portal, documents, presentations, summaries, calculator, source text, visual layouts, workflows, software, graphics, logos, trademarks, trade names, data compilations, and program materials are owned by Life Impact Partners or its licensors and are protected by contract, copyright, trademark, trade-secret, and other law. Except as expressly authorized in writing, no user may copy, edit, alter, rebrand, excerpt, scrape, post, publish, upload, distribute, display, reverse engineer, create derivative works from, or publicly advertise program materials.

Consultant-facing materials may be used only in direct, approved conversations with prospective participants and must be used in full, without modification, unauthorized summaries, unapproved promises, or statements outside the approved materials. Nonpublic program, participant, manufacturer, nonprofit, pricing, valuation, portal, payment, legal, tax, business, technical, and operational information must be kept confidential except as expressly authorized by Life Impact Partners or required by law.

9. Acceptable Use

Users may not use the Platform to violate law, submit false information, misuse another person’s information, interfere with the Platform, attempt unauthorized access, bypass security controls, scrape or harvest data, introduce malware, conduct vulnerability testing, overwhelm the Platform, misrepresent authority, impersonate another person, use program materials for a competing program, or assist any third party in doing any of the foregoing.

10. Third-party Services

The Platform may integrate with or link to third-party services, including electronic-signature providers, payment processors, authentication providers, hosting providers, email providers, bot-protection providers, tax-document workflows, and other operational tools. Third-party services may be subject to their own terms, privacy policies, security practices, and availability limits. Life Impact Partners is not responsible for third-party services except to the extent expressly required by a signed agreement or applicable law.

11. Privacy

Life Impact Partners’ Privacy Policy/Privacy Notice describes how personal information is collected, used, disclosed, retained, and protected. By using the Platform, users acknowledge that personal information will be processed as described in the Privacy Policy/Privacy Notice and in any applicable signed documents.

12. No Tax, Legal, Investment, Medical, or Valuation Advice

Life Impact Partners does not provide legal, tax, accounting, investment, securities, medical, valuation, appraisal, audit-defense, charitable-solicitation, or financial-planning advice through the Platform. Users are completely responsible for consulting their own advisors. Any calculator, illustration, expected donation value, tax-document description, charitable-use description, timeline, or program summary is informational only and is subject to final documents, qualified appraisal or valuation support where required, nonprofit acknowledgments, accounting records, tax reporting, applicable law, and independent advisor review.

No tax deduction, tax refund, valuation conclusion, IRS acceptance, state tax acceptance, audit result, charitable result, program availability, investment return, timing, documentation outcome, or governmental treatment is promised or guaranteed.

13. Platform Availability and Changes

Life Impact Partners may update, modify, suspend, discontinue, restrict, or replace any part of the Platform, including features, workflows, providers, login methods, document flows, reminder schedules, payment processes, reporting functions, dashboards, or program materials. The Platform may be unavailable because of maintenance, third-party service issues, security events, internet interruptions, legal requirements, or circumstances beyond Life Impact Partners’ reasonable control.

14. Disclaimer of Warranties

To the fullest extent permitted by applicable law, the Platform and all website, portal, calculator, document, workflow, communication, and program-material features are provided on an “as is,” “as available,” and “with all faults” basis. Life Impact Partners disclaims all warranties, whether express, implied, statutory, or otherwise, including warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, completeness, uninterrupted availability, error-free operation, security, and any warranty arising from course of dealing, course of performance, or usage of trade.

15. Limitation of Liability

To the fullest extent permitted by applicable law, Life Impact Partners, its affiliates, members, managers, officers, employees, contractors, consultants, advisors, licensors, and service providers will not be liable for indirect, incidental, consequential, special, exemplary, punitive, lost-profit, lost-data, lost-opportunity, tax, penalty, audit, valuation, reputational, or similar damages arising out of or relating to the Platform, even if advised of the possibility of such damages.

16. Indemnification

To the fullest extent permitted by applicable law, users agree to defend, indemnify, and hold harmless Life Impact Partners, its affiliates, members, managers, officers, employees, contractors, consultants, advisors, licensors, and service providers from and against claims, damages, liabilities, losses, costs, and expenses, including reasonable attorneys’ fees, arising out of or relating to the user’s violation of these Terms, misuse of the Platform, submission of inaccurate information, unauthorized use of another person’s information, breach of confidentiality, misuse of program materials, violation of law, or infringement or misappropriation of third-party rights. This section does not limit any stronger indemnity in a signed agreement.

17. Governing Law; Arbitration; Venue; Dispute Rules

Unless a signed agreement provides otherwise, these Terms and any dispute, claim, or controversy arising out of or relating to the portal, website, Platform, access credentials, account activity, electronic records, document workflows, payment workflows, program materials, or these Terms are governed by the laws of the State of Utah, without regard to conflict-of-law rules.

Before filing any arbitration or court proceeding, the party asserting a dispute shall provide written notice describing the nature of the dispute, the relief requested, and the material facts supporting the claim, and the parties shall make a good-faith effort to resolve the dispute informally. Except for Excluded Claims, small-claims matters that qualify for small-claims court, and disputes governed by a signed agreement requiring a different procedure, any dispute arising out of or relating to the Platform or these Terms shall be resolved by final and binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, or under its Consumer Arbitration Rules if those rules are legally required for a particular claimant. The arbitration shall be conducted by a single arbitrator, in English, in Salt Lake County, Utah, unless the parties agree otherwise or the applicable arbitration rules require a different consumer-protective procedure. The arbitrator may award any relief available in court on an individual basis, and judgment on the arbitration award may be entered in any court having jurisdiction.

Excluded Claims include requests for temporary, preliminary, or permanent injunctive or equitable relief to protect confidential information, intellectual property, security, systems, participants, program records, payment integrity, or the Platform; claims to compel arbitration, stay litigation, confirm, vacate, modify, or enforce an arbitration award; collection of undisputed amounts; and claims that applicable law does not permit to be arbitrated. Unless a signed agreement requires a different forum or procedure, the state and federal courts located in Salt Lake County, Utah will have exclusive jurisdiction and venue for Excluded Claims, small-claims matters that are not filed in small-claims court, proceedings to enforce or review an arbitration award, and any dispute that is not subject to arbitration, and each user consents to personal jurisdiction in those courts.

To the fullest extent permitted by applicable law, disputes must be brought only on an individual basis and not as a class, collective, consolidated, representative, private attorney general, or mass action. To the fullest extent permitted by applicable law, each party waives any right to a jury trial in any dispute arising out of or relating to the Platform. Nothing in these Terms limits any stronger arbitration, venue, jury-waiver, class-waiver, equitable-relief, or dispute-resolution provision in a signed agreement.

18. Notices

Life Impact Partners may provide notices through the website, portal, email, account notifications, document workflows, or other reasonable means. Users may provide legal notices to Life Impact Partners, LLC, 12481 S. Fort Street, Suite 225, Draper, Utah 84020, with a copy by email to troy@lifeimpactpartners.com. Email notice alone is not sufficient for legal process.

19. Changes to these Terms

Life Impact Partners may update these Terms from time to time. The updated Terms will identify their effective date. Continued use of the Platform after updated Terms are posted or otherwise made available constitutes acceptance of the updated Terms, except where additional consent is required by law or by a signed agreement. Material changes will not retroactively alter a completed signed agreement unless the signed agreement permits that change or the affected party agrees.

20. Miscellaneous

If any provision of these Terms is held unenforceable, the remaining provisions will remain in effect and the unenforceable provision will be modified to the minimum extent necessary to make it enforceable. Failure to enforce a provision is not a waiver. Users may not assign rights or obligations under these Terms without Life Impact Partners’ written consent. Life Impact Partners may assign these Terms in connection with a merger, reorganization, financing, sale, or transfer of assets or operations. Section headings are for convenience of reference only and do not affect the construction or interpretation of this Terms of Service/Terms of Use Agreement.