Quasi-Investment Advisory Subscription Service Agreement — Legal Review
Case Overview
- Client Information
- Corporate / Business Entity
- Case Details
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Decent Law Firm's virtual asset team advised a startup planning to launch a premium monthly subscription service offering stock and cryptocurrency investment information. The service was structured around hidden research content, institutional buying and short-selling analysis indicators, insight publications, Telegram live sessions, and offline meetups — priced at several hundred thousand Korean won per month.
Given the nature of the service, two regulatory frameworks applied simultaneously: quasi-investment advisory regulations under the Financial Investment Services and Capital Markets Act, and digital content and subscription service rules under the E-Commerce Act. The client needed a comprehensive review to determine whether their existing agreement was sufficient and how to reduce exposure to criminal, administrative, and civil liability.
Decent's Strategy
Provisions clearly stating that the service does not include specific buy or sell instructions, account management, guaranteed returns, or loss compensation were placed prominently at the front of the agreement. Detailed examples were incorporated to specify that individual stock recommendations, price targets, and timing instructions are also prohibited during Telegram live sessions and offline events.
2. Prohibiting One-on-One Contact and Linking to Internal Operating Procedures
Clauses prohibiting the provision of individual investment information through personal contact details, direct messages, or one-on-one conversations were retained and reinforced. Critically, these contractual restrictions were paired with an operational manual and staff training program to ensure real-world enforcement. Internal risk management procedures — including warning and termination protocols for violations — were also designed as part of the same package.
3. Providing a Clear Legal Basis for Withdrawal and Refund Provisions
Article 17, Paragraph 2, Item 5 of the E-Commerce Act was directly cited in the agreement to accurately disclose the legal basis for restricting withdrawal rights after digital content delivery has commenced. Specific refund exceptions — including cases where no service was provided at all or where system failures made the service inaccessible — and a pro-rated calculation method were set out in concrete terms.
4. Recalibrating Overstated Disclaimer Language
Language that could give the impression of blanket immunity from "all losses without exception" was revised. The agreement was rebalanced to reflect a reasonable limitation of liability on the basis that content is provided as reference material for investment decisions, while acknowledging that separate liability may arise in cases of misrepresentation, fraud, or gross negligence.
Results & Significance
Through this engagement, the client was able to establish a contractual and operational structure that simultaneously satisfies compliance with the Capital Markets Act, the E-Commerce Act, and consumer protection regulations, while managing exposure to disputes and criminal risk.
In high-value subscription services, refund restrictions, auto-renewal clauses, and disclaimer provisions are consistently at the center of disputes. Copying a standard terms template will not protect you from these risks. Your agreement needs to be designed around your specific business model and the actual channels through which your service operates — and it needs to be right from the start.
If you need legal review of a quasi-investment advisory service agreement or a stock and cryptocurrency information subscription agreement, contact Decent Law Firm's virtual asset team — we know the answer.
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