Terms of Service

These Terms govern access to and use of Stance 351, a service of Stance Capital LLC, by investment professionals and ETF sponsors.

Last updated
September 9, 2026
Effective
September 9, 2026

1. Who we are, and what this platform is not

Stance 351 (the "Platform") is a service of Stance Capital LLC ("we", "us"), an investment adviser registered with the SEC; registration does not imply any level of skill or training. The Platform is software that helps registered investment advisers and ETF sponsors evaluate, model, and coordinate in-kind contributions of securities in connection with exchanges under Section 351 of the Internal Revenue Code.

Through the Platform we do not recommend securities or funds, solicit securities transactions, exercise discretion over any account, take custody of any assets, or receive transaction-based compensation. The Platform is not a law firm or an accounting firm and does not provide legal or tax services.

Nothing in these Terms creates an advisory relationship with Stance Capital LLC, and use of the Platform is not an investment in any Stance Capital strategy. Our advisory business is a separate offering under a separate agreement, with its own disclosures at stancecap.com.

2. Eligibility and accounts

The Platform is intended for investment professionals acting in a professional capacity. By creating an account you represent that you are authorised to act on behalf of the firm associated with your work email address, and that you will use the Platform only for legitimate business purposes.

You are responsible for the accuracy of information you enter, for maintaining the confidentiality of your credentials, and for all activity under your account. You must enable multi-factor authentication where the Platform requires it.

  • One role per account. An account is either an advisor account or an asset manager account.
  • Affiliation with a firm is asserted by you and, where possible, verified by email domain. Asserting an affiliation does not grant you administrative control over that firm's records.
  • You must notify us promptly of any unauthorised access.

3. No investment, tax, or legal advice

The Platform reports whether a basket passes the tests it implements, on the data you supply. Its calculations, diversification tests, eligibility screens, and projections are not investment, tax or legal advice, not a recommendation to buy, sell or hold any security, and not a guarantee of any tax or regulatory outcome.

The Platform does not determine whether a transaction qualifies under Section 351; that is a conclusion for your own tax counsel. Qualification is fact-specific and depends on circumstances the Platform cannot observe. You and your clients are solely responsible for obtaining your own tax and legal advice before contributing assets. A Section 351 exchange defers tax, it does not eliminate it.

4. Client data and your responsibilities

You may upload information about your clients and their holdings. You represent that you have the authority and any necessary consent to do so, and that you will not upload account numbers, government identifiers, or other sensitive identifiers into free-text fields.

Certain information you enter is disclosed to an ETF issuer when you submit a contribution — including the account labels you choose and the holdings in the contributed basket. The Platform warns you where this applies. You are responsible for the labels you use.

5. Issuer content

Fund information on the Platform — including strategy descriptions, terms, deadlines, documents, and model holdings — is supplied by the issuer of that fund and has not been independently verified by us. It is not an offer to sell or a solicitation to buy shares of any fund.

Investors should read a fund's prospectus or summary prospectus carefully before investing. Deadlines and terms may change; the issuer controls them, not us.

6. Availability, changes, and suspension

We may modify, suspend, or discontinue any part of the Platform. We may suspend or terminate an account that we reasonably believe is being used in breach of these Terms or in a manner that creates legal or security risk.

The Platform is provided on an "as is" and "as available" basis. We do not warrant uninterrupted availability or that any calculation will be free of error.

7. Warranties, liability, and indemnity

The Platform is provided without warranties of any kind, whether express, implied, or statutory, including any implied warranty of merchantability, fitness for a particular purpose, or non-infringement. We do not warrant that the Platform will be uninterrupted, that its data will be current, or that any calculation will be free of error.

To the maximum extent permitted by law, we are not liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits, lost tax benefits, or the tax consequences of any transaction, arising from your use of the Platform.

Our total liability for all claims relating to the Platform is limited to the greater of the fees you paid us for the Platform in the twelve months before the claim arose, or US$100.

You will indemnify us against claims arising from information you upload without the authority or consent to do so, from your breach of these Terms, and from your own advice to your clients.

Nothing in these Terms limits any liability that cannot be limited by law, and nothing in them waives or limits any right or remedy you may have under the Investment Advisers Act of 1940 or other applicable federal or state securities laws.

8. Governing law and changes to these Terms

These Terms are governed by the laws of the Commonwealth of Massachusetts, without regard to its conflict-of-laws rules, and the state and federal courts sitting in Boston, Massachusetts have exclusive jurisdiction over any dispute arising from them.

We may change these Terms. Material changes will be reflected in the effective date on this page, and continued use of the Platform after that date is acceptance of the change.

9. Contact

Questions about these Terms can be sent to legal@stancecap.com. For matters relating to Stance Capital LLC's advisory business, including Form ADV, see stancecap.com.

Stance 351 is a service of Stance Capital LLC, an investment adviser registered with the SEC; registration does not imply any level of skill or training. Nothing here is investment, tax or legal advice, or a recommendation to buy, sell or hold any security. Stance 351 reports whether a basket passes the tests it implements, on the data you supply. It does not determine whether a transaction qualifies under Section 351; that is a conclusion for your own tax counsel. A Section 351 exchange defers tax, it does not eliminate it. For advisory services, Form ADV, and firm disclosures, see stancecap.com.