Terms of Service

These Terms of Service ("Terms") constitute a binding legal agreement between you (or the law firm or legal entity on whose behalf you act, "Subscriber") and Bit Base Studio LLC, doing business as IOLTATrusts ("IOLTATrusts," "we," "us," or "our"), the operator of the trust accounting platform accessible at www.ioltatrusts.com (the "Service").

By registering for an account, clicking "I agree," or otherwise accessing or using the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy, which is incorporated by reference. If you are accepting on behalf of a firm or other legal entity, you represent that you have authority to bind that entity.

IOLTATrusts provides cloud-based trust accounting software for law firms and licensed attorneys. The Service includes tools for:

• •Tracking IOLTA and other client trust account balances by client and matter
• •Recording deposits, disbursements, and transfers
• •Performing three-way reconciliations against bank statements
• •Generating client ledger statements, audit reports, and compliance reports
• •Connecting bank accounts via Plaid for bank feed import and reconciliation
• •Managing firm users and staff permissions
• •Printing checks and managing check registers

We reserve the right to modify, suspend, or discontinue any part of the Service at any time with reasonable notice. We will not be liable for any such changes.

The Service is intended for use by licensed attorneys, law firms, and their authorized staff. You must be at least 18 years of age and have the legal authority to enter into these Terms.

When you register, you agree to provide accurate, current, and complete information and to keep your account information updated. You are responsible for maintaining the confidentiality of your login credentials and for all activity that occurs under your account. You must notify us immediately at admin@ioltatrusts.com if you suspect unauthorized access.

Each account may only be used by one firm. Sharing accounts across unaffiliated firms is prohibited. Firm administrators may invite authorized staff members within their subscription plan limits.

Plans and Billing

The Service is offered on a subscription basis. Plan features and pricing are described at ioltatrusts.com/pricing. Subscriptions are billed monthly in advance and renew automatically unless cancelled.

Free Trial

New subscribers receive a 14-day free trial. No credit card is required to begin a trial. At the end of the trial period, continued use requires selecting a paid plan. Trial accounts that are not upgraded may be suspended.

Payment

Payments are processed by Stripe. By providing payment information, you authorize us to charge your payment method on a recurring basis for the applicable subscription fee. All fees are in US dollars. Taxes may apply depending on your jurisdiction.

Failed Payments and Suspension

If a payment fails, we will notify you by email. After a grace period of 7 days, your account may be suspended. Data is retained for 90 days following suspension, during which you may resolve payment issues and restore access. After 90 days, accounts may be permanently deleted.

Refunds

Subscription fees are non-refundable except where required by law or at our sole discretion. If you cancel mid-cycle, you retain access through the end of the billing period.

Plan Changes

You may upgrade or downgrade your plan at any time. Upgrades take effect immediately. Downgrades take effect at the start of the next billing cycle. Downgrading to a plan with lower limits (e.g., fewer trust accounts) does not automatically delete existing data, but may restrict access to features that exceed the new plan's limits.

You agree to use the Service only for lawful purposes and in accordance with these Terms. You agree not to:

• •Use the Service to commingle personal funds with client trust funds or to facilitate any conduct prohibited by your state bar's rules of professional conduct
• •Provide false, misleading, or fraudulent information in connection with any account or trust transaction
• •Attempt to gain unauthorized access to any part of the Service, its servers, or any connected systems
• •Reverse engineer, decompile, or extract source code from the platform
• •Resell, sublicense, or offer the Service to third parties without our written consent
• •Introduce malware, viruses, or any harmful code into the Service
• •Use automated tools (bots, scrapers) to access or extract data from the Service without authorization
• •Violate any applicable federal, state, or local law or regulation, including attorney trust account rules

We reserve the right to suspend or terminate accounts that violate these rules, with or without prior notice depending on the severity of the violation.

You, as the licensed attorney or firm administrator, bear sole responsibility for:

• •Complying with your state bar's rules governing IOLTA and client trust accounts (e.g., IOLTA interest remittance, required recordkeeping, reconciliation frequency)
• •The accuracy, completeness, and integrity of all data you enter into the Service
• •Verifying that reconciliations, reports, and statements generated by the Service are correct before relying on them for compliance purposes
• •Properly supervising all staff members who access the Service under your account
• •Maintaining any additional records required by your state bar that are not captured in the Service
• •Ensuring that your use of the bank feed and automated import features does not substitute for your professional judgment in reviewing transactions

IOLTATrusts provides the State IOLTA Guide as a convenience only. State bar rules change; we make no representation that the guide is current or complete. Always verify requirements with your state bar or a qualified legal ethics advisor.

Our Privacy Policy describes how we collect, use, and protect your data and is incorporated into these Terms.

You retain ownership of all data you enter into the Service, including client records, trust account transactions, and uploaded documents ("Subscriber Data"). You grant IOLTATrusts a limited license to store, process, and transmit Subscriber Data solely to provide the Service.

You represent and warrant that you have all necessary rights and consents to submit Subscriber Data to the Service, including any client information, and that doing so does not violate applicable professional responsibility rules regarding client confidentiality.

We implement industry-standard security measures including TLS encryption in transit, encrypted storage at rest, and access controls. However, no system is perfectly secure. You are responsible for maintaining strong passwords, enabling multi-factor authentication, and promptly reporting any suspected breach.

The Service, including its software, design, text, graphics, and all other content created by IOLTATrusts, is owned by IOLTATrusts and protected by copyright, trademark, and other intellectual property laws. These Terms do not transfer any ownership interest in the Service to you.

You are granted a limited, non-exclusive, non-transferable, revocable license to access and use the Service during your subscription solely for your firm's internal trust accounting purposes.

You retain all intellectual property rights in Subscriber Data. By using the Service, you grant IOLTATrusts a limited license to use anonymized, aggregated usage data to improve the platform. We will never sell or share individually identifiable Subscriber Data for commercial purposes.

Each party agrees to keep confidential any non-public information disclosed by the other in connection with the Service. IOLTATrusts will treat Subscriber Data as confidential and will not disclose it to third parties except as required to provide the Service, as required by law, or as described in our Privacy Policy.

You acknowledge that client trust account records are subject to attorney-client privilege and confidentiality obligations. You are responsible for ensuring that your use of the Service complies with those obligations under applicable professional responsibility rules.

The Service is provided "as is" and "as available."

To the fullest extent permitted by law, IOLTATrusts disclaims all warranties, express or implied, including without limitation implied warranties of merchantability, fitness for a particular purpose, non-infringement, and accuracy. We do not warrant that:

• •The Service will be uninterrupted, error-free, or available at all times
• •Reports, reconciliations, or other outputs will be accurate or sufficient for regulatory or compliance purposes
• •The Service will meet every requirement of your state bar's trust accounting rules
• •Any defect or error will be corrected within a specific timeframe

Scheduled maintenance, third-party service outages (Plaid, Stripe, Vercel, etc.), or force majeure events may cause service interruptions. We will make commercially reasonable efforts to minimize downtime and provide advance notice of planned maintenance.

To the maximum extent permitted by applicable law:

IOLTATrusts shall not be liable for any indirect, incidental, special, consequential, or punitive damages arising out of or related to your use of or inability to use the Service, including without limitation lost profits, loss of client funds, disciplinary action by a state bar, regulatory fines, data loss, or cost of substitute services, even if we have been advised of the possibility of such damages.

Our total cumulative liability to you for any claims arising out of or related to these Terms or the Service shall not exceed the greater of (a) the total amount you paid to IOLTATrusts in the 12 months preceding the claim or (b) $500.

Some jurisdictions do not allow the exclusion or limitation of certain damages, so some of the above limitations may not apply to you.

You agree to defend, indemnify, and hold harmless IOLTATrusts and its officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from:

• •Your use of the Service
• •Your violation of these Terms
• •Your violation of any applicable law or professional responsibility rule
• •Subscriber Data you submit to the Service
• •Your violation of any third-party rights, including client confidentiality obligations

By You

You may cancel your subscription at any time through the Billing settings page or by contacting us. Cancellation takes effect at the end of the current billing period. You retain access to export your data for 90 days following cancellation.

By IOLTATrusts

We may suspend or terminate your account immediately if you: (a) materially breach these Terms and fail to cure the breach within 10 days of notice; (b) violate applicable law; (c) use the Service in a way that poses a risk to other users or to the integrity of the platform; or (d) fail to pay fees after the grace period.

Data on Termination

Following termination, we will retain your data for 90 days to allow export. You may request a full export of your Subscriber Data in machine-readable format (CSV/PDF) during this period by contacting admin@ioltatrusts.com. After 90 days, data will be permanently deleted, except as required by law.

Trust accounting records may be subject to retention requirements under state bar rules. You are responsible for maintaining copies of any records you are required to keep.

These Terms are governed by the laws of the State of New Jersey, without regard to its conflict of law provisions. Any dispute arising out of or relating to these Terms or the Service shall be resolved by binding arbitration administered under the rules of the American Arbitration Association (AAA), except that either party may seek injunctive relief in a court of competent jurisdiction.

You agree to bring any claim individually and not as a plaintiff or class member in any purported class action or representative proceeding.

Notwithstanding the foregoing, either party may bring a claim in small claims court if the claim qualifies.

We may update these Terms from time to time. When we make material changes, we will notify you by email at least 14 days before the changes take effect and update the effective date above. Your continued use of the Service after the effective date constitutes your acceptance of the updated Terms.

If you do not agree to the updated Terms, you must cancel your subscription before the effective date. We will provide instructions for data export upon request.

Questions about these Terms? Contact us:

We will respond to all inquiries within 10 business days.