Terms of Service

This ("Agreement") is between you and RBC Capital Markets, LLC (RBC CM) ("RBC CM", "we" or "us") and contains the terms and conditions that apply to your use of the web-based service ("Website").

RBC CM does not own the Website and does not control the content or any other application of the Website, including any information, services, or access to services provided by or through the Website. The Website is being provided by eMoney and its affiliates. RBC CM has merely provided you with access to the Website and by using the Website you hereby agree that you release and will hold RBC CM harmless for any damages caused by your use of such information or services, including any errors, omissions or breaches of privacy.

1. RBC CM
   RBC CM is a registered broker-dealer and a member of FINRA.



2. eMoney Advisor and its Affiliates
   The Website and any content and services made available through the Website are provided for your convenience through agreements RBC CM has entered into with unaffiliated third party software vendors, including eMoney Advisor LLC. Affiliates of eMoney, such as eMoney Professional Services Group ("PSG") may also be involved in providing certain services to you. eMoney and its affiliates are not registered investment advisers or broker-dealers and do not provide investment advice or brokerage services.



3. Other Third Parties
   eMoney Advisor maintains relationships with other third parties who are responsible for providing some of the features and functionality of the Website. These third-parties provide electronic account aggregation services or direct data feeds on the Website. In this capacity, these entities are not acting as a registered investment adviser or broker-dealer and do not provide investment advice or brokerage services. From time to time, eMoney may enter into agreements with other third parties to provide additional services to clients. Contracts and disclosures governing such services will be provided by those third-party entities.



4. Relationship Among the Parties
   RBC CM is not affiliated with and are not partners or joint ventures, as those terms are legally understood, with eMoney Advisor, its affiliates, or other third parties (collectively the "Providers").

The Website allows you to access information such as financial news and stock price quotations, account balances, information about your insurance policies and investment accounts through the Internet. Some of the content made available through the Website may be based on, or derived from, information you provided to and/or was gathered by RBC CM. The Website also allows you to view and maintain information about accounts held at various financial institutions in a consolidated manner, store images of documents electronically through the "eVault" feature and contact your Advisor electronically. The Website does not allow you to place any buy or sell orders for securities, investments, insurance policies or other financial products. By signing this Agreement, you represent and agree that you will not transmit any such orders to RBC CM through the Website.

The following information outlines some of to the features of the Website:

1. Research Reports about Securities and Investment Strategies
   The Website may contain information about specific securities and investment strategies, including research reports and market commentary prepared by the Providers. None of this information is personalized, and the availability of this information does not constitute a recommendation to you of any particular security or investment strategy discussed therein by us or the Providers. You should not rely solely on the information available on the Website to make investment decisions.



2. eVault Feature
   The Website contains an "eVault" feature that allows you to electronically store images of financial and other documents. This feature is provided solely as a convenience to you under arrangements with the Providers. The electronic images of any documents stored in the eVault are not intended to replace your original documents, and you should continue to retain all documents stored in the eVault in their original form. You understand that RBC CM, the Providers may, from time to time, unilaterally impose limits on the number or size of electronic documents that may be stored through the eVault feature and you agree to abide by these restrictions. To the extent you exceed such limits, you may be required to remove items from the eVault and you agree to do so promptly.
   
   Neither RBC CM nor the Providers represent or warrant that the Website or the eVault feature will always be available, that access will be uninterrupted or that there will be no delays, failures, errors or loss of information, including information stored in the eVault. You agree that any electronic images of documents stored through the eVault feature are stored at your sole risk and responsibility. The eVault feature is not a substitute for your careful original record storage and is provided to you only as a convenience to gain easy access to images of documents. You agree that we are not a warehouseman or bailee with respect to any content you choose to store in the eVault and that any right to possession that we may have with respect to such property is based on and subject to the right to possession that you have as owner of such property. On termination of your access to your Website, RBC CM, and the Providers will have no obligation to maintain the electronic images of documents stored in the eVault on your behalf or to forward any of this data to you or to any third party.
   
   With respect to images of legal or tax documents stored through the eVault feature, you should consult with your personal attorneys or accountants, as applicable, regarding the contents of these documents. RBC CM, your Advisor and Providers (or any of their affiliates, agents, advisors, or employees) do not provide legal, tax, or accounting advice.



3. Account Aggregation Service
   RBC CM may include information on the Website for most of the insurance, investment or other products that you may have purchased from, through, or otherwise transferred to RBC CM or one of its affiliates. Account Information is aggregated through one or more of RBC CM's account aggregation services or other similar systems.
   
   In addition to Account Information, you can access and store certain information about products and accounts offered through participating financial services or other companies through the "Connections" feature of the Website. Connections are provided for your convenience under an arrangement that eMoney Advisor has with its data feed and aggregation service providers (“Providers”). Please note that accessing such information does not change the custody of such accounts. These accounts remain in the custody and control of the institutions with which you maintain your accounts. Accordingly, these accounts are not held by us and are not in our custody or control and therefore are not covered by SIPC or other insurance provided through us.
   
   If you want to access information through Connections, you may sign up for this optional feature on the Website by providing eMoney Providers with account registration information (generally a user name and PIN or password) for accounts you own or are authorized to access at various participating financial institutions. The Providers will access available information on your behalf and provide the values on the Website. Information for any account is as of the most recent successfully completed refresh available for that account and may not reflect current values. RBC CM will not verify this data and is not responsible for the accuracy of this information. Please note that some financial institutions change their web site or account access requirements from time to time, including the requirement that you update your password periodically. Neither the Providers nor RBC CM has any control over this situation. For this reason, you will need to update your registration information on the Website as you update your access credentials on those other web sites. Failure to do so will prevent the Providers from automatically aggregating your accounts on your behalf.
   
   Please note that data from some financial services firms will not translate electronically or otherwise be available for accessing through the Connections, however, you may make manual entries to update your accounts. For your convenience, your RBC CM Financial Advisor, or an authorized person of an eMoney Advisor affiliate (eMoney Professional Services Group or "PSG") may be authorized to (but are not obligated to) make manual entries of your specific account information on your behalf into the Website for purposes of providing you with the convenience of accessing that account information on the Website. Each time you access your website, you will be asked to electronically validate manually entered information, and you should check your records carefully when supplying information for manual account aggregation purposes. RBC CM will not verify and is not responsible for the accuracy of this information (in particular, valuations and the ability to sell such assets or obtain the stated values on sale).
   
   We disclaim any responsibilities for any loss that you may have suffered, or for any inconvenience to you, as a result of delays in entering manual positions. RBC CM, and PSG cannot guarantee the accuracy of any data manually entered into your Website on your behalf and are not responsible or liable for any errors or delays related to any manually entered account information, updates or any information or actions you take in reliance on any account aggregation services, or for damages or costs arising out of or in connection with your use of these services. You understand that you are responsible for verifying all manually entered account information entered on your behalf on the Website against the original document. Any errors discovered by you should be reported within 5 business days of such information becoming available on your Website, or you consent and accept that all manually entered account information as accurate and we may rely on all manually entered account information on the Website to provide you with the services referenced in this Agreement.

1. For Your Personal, Non-Commercial Use Only
   The Website is provided as a value added service for your personal, non-commercial use only. Your access and use of the Website is subject to your acceptance of this Agreement and any future modification to this Agreement. Each time that your username and password are used to log on to your Website, you are representing that you have reviewed, understood and agreed to this agreement or any modification to this agreement. For your convenience, a copy of this agreement may be available on the Website for your reference. Unless specifically authorized by RBC CM in writing, the Website may only be used by those who reside in the United States. We will provide you with a Website username and password ("Login Information") only after this Agreement has been executed by you and approved by us. You may not access the Website either at a location where its access is prohibited by local laws, or in a foreign jurisdiction.



2. For Informational Purposes only
   Unless otherwise stated in writing, price quotes for securities made available to you through the Website are for your informational purposes only and might not reflect the actual prices that would be available in the market at the time that you may want to purchase or sell a particular security or financial instrument. RBC CM or the Providers may obtain or derive price quotes from third party pricing services and do not verify or guarantee that they are accurate.
   
   In addition, the information made available through the Website is not an official account statement. You should not rely on this aggregated account information when making financial decisions, but should refer directly to the financial institution at which the accounts are held, in order to obtain the most accurate and up to date information.
   
   Information presented during screen sharing sessions is for informational purposes only, and not intended to be used as the primary basis for making investment decisions nor should it be construed as a recommendation to buy or sell any specific security. Projections are not guaranteed, but are hypothetical estimates based on numerous variables that are subject to change. As the variables change, so do the hypothetical projections. All opinions and estimates provided in these sessions are the author’s judgment as of the date of the presentation, and are provided in good faith but without legal responsibility.
   
   IRS Circular 230 Notice
   Pursuant to IRS Circular 230, RBC CM is providing you with the following notification: The information contained in/on this document is not intended to (and cannot) be used by anyone to avoid IRS penalties. This document supports the promotion and marketing of retirement savings and other products available from the RBC CM. You should seek advice based on your particular circumstances from an independent tax advisor.
   
   RBC CM, its agents, and Financial Advisors may not give legal or tax advice. Any discussion of taxes in the Website is for general information purposes only and does not purport to be complete or to cover every situation. Tax law is subject to interpretation and legislative change. Tax results and the appropriateness of any product for any specific taxpayer may vary depending on the facts and circumstances.



3. Security and Confidentiality
   You acknowledge that the Internet is not a secure network and that RBC CM and the Providers specifically disclaim all liability for interception or access of communications transmitted over the Internet by unauthorized or unintended third parties. Due to security risks, you should not send any personal information, such as account numbers, passwords or social security numbers via Internet e-mail nor share this personal information with anyone.
   
   You agree to take all necessary actions to preserve the confidentiality of your Website Login Information in order to prevent others from using your Login Information. You agree to notify RBC CM immediately if you know or suspect that the confidentiality of Login Information has been compromised. Notwithstanding the Privacy Notice attached hereto (located on the bottom of each Website web page), you understand that certain RBC CM Office Personnel, as well as your Financial Advisor, will have access to all of the information stored in or made available through your Website, including personally identifiable information, in order to process any information that you have provided, to process transactions and instructions, or to service your account(s) or relationship(s) with RBC CM under this Agreement. Please keep in mind that RBC CM is under no obligation to update the information RBC CM has on file with information you may have updated on the Website.
   
   You may electronically authorize additional users to have access to your website, who may either act on your behalf (“Full Access”) or who may have restricted capabilities of viewing, uploading and/or deleting documents (“Alliance Partner Limited Access”). You may electronically authorize, modify or revoke access (or by any other means RBC CM makes available), and may be periodically required to re-confirm your authorization. In addition, you understand that persons you authorize to view your Website will have access to all or a part of the information stored in or made available through your Website, including documents you store in the eVault.
   
   Finally, you consent to RBC CM's disclosing your information to eMoney, PSG and its advisors/agents who have a valid business reason to access your information on the Website in order to fulfill RBC CM's obligations hereunder.
   
   The Providers are solely responsible for the services they provide and may have their own privacy and data security policies as well as their own terms of use (collectively "Provider Access Policies") that users are required to review prior to using their services. By using the Providers' services on, or accessed through, the Website, you acknowledge that you have reviewed the Provider Access Policies, if any, and represent that you understand and agree to abide by the Provider Access Policies.



4. Access to the Website
   You are responsible for having any necessary hardware, software or other technology needed to access the Website, including a printer or other device to download and save any information that you may wish to retain. RBC CM and the Providers will not be responsible for any results of your failure to possess technology adequate to use the Website to your satisfaction. You further agree that you will be responsible for all expenses (such as online service provider and telephone charges) that may be incurred as a result of using your Website. Further, you will notify your Advisor of any personal email address changes and agree to provide an up to date email address to your Advisor in a timely manner.



5. Copyright and Trademark
   With the exception of information you own and provide for storage in the eVault, you are permitted to store, display, analyze, modify, reformat and print the information made available via the Website only for your own use. You agree not to publish, transmit or otherwise reproduce this information, in whole or in part, in any format to any third party, unless required by law or regulation, without RBC CM’s prior written consent. You further agree not to alter, obscure or remove any copyright, trademark or any other notices provided in connection with the information.



6. Your Promises to Us Regarding Your Use of The Website
   You represent and warrant that: (i) you will not use the Website in contravention of the terms of this Agreement and any applicable rules and regulations; (ii) you will use the Website only for your own personal, non-commercial benefit and not on behalf of any other party; (iii) you have all legal rights and authority to access, use, and/or copy information that you will either access via the Website or store in the eVault; (iv) with the exception of web browser software and other applications approved by RBC CM, you agree not to use (or allow another person to use) any software, program, application, aggregation service or other device, directly or indirectly, to access or obtain information through the Website or to automate the process of accessing or obtaining such information; and (v) any information that you provide to RBC CM and the Providers is and will be accurate and complete. Additionally, you represent and agree that you will not place any inappropriate materials (including, without limitation, any information that would support illegal activities (e.g.. fraud, forgery), offensive materials, or other materials as reasonably determined solely by RBC CM) in the eVault. You agree that all inappropriate materials may be removed by RBC CM without liability to RBC CM and without prior notice to you. You agree to indemnify, defend and hold RBC CM, the Providers, , and RBC CM affiliates and each of their respective officers, directors, employees and agents harmless, from and against any and all losses, liabilities, judgments, suits, actions, proceedings, claims, damages, and costs (including attorneys' fees), arising out of or in any way related to your use of the Website or violation of this Agreement or the rights of any Provider or other third party. This indemnification provision will survive the termination of this Agreement.



7. RBC CM's Disclaimer of Warranties and Limitations of Liability
   Although RBC CM believes that the services offered by the Providers are commercially acceptable, RBC CM has not reviewed and does not endorse, warrant or guarantee the Providers' services in any way whatsoever. THE WEBSITE AND ANY INFORMATION, PRODUCTS AND SERVICES OBTAINED THROUGH THE WEBSITE ARE PROVIDED "AS IS" AND RBC CM AND THE PROVIDERS MAKE NO REPRESENTATIONS OR WARRANTIES EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
   
   You agree that RBC CM and the Providers will have no liability, contingent or otherwise: (a) for any decision made or action taken by you in reliance on the Website or any information, products and services obtained through the Website; (b) for the accuracy, completeness, quality, reliability, performance or continued availability of the Website and its content, including hyperlinks; (c) for any special, indirect, incidental or consequential damages that may be incurred or experienced on account of your use or attempted use of the Website even if RBC CM or one of the Providers has been advised of the possibility of such damages; (d) for any failure to inform you of difficulties (including systems delays) experienced by RBC CM or any of the Providers with respect to the use of the Website; (e) to verify, correct, complete or update any information made available via the Website; (f) for the failure of any connection to the Website to provide or maintain your access to the Website, or for any interruption or disruption of such access, for any delays, failures, errors, loss of information (including information stored via the eVault feature) or any erroneous communications between either RBC CM or the Providers and you, regardless of whether the connection or communication service is provided by RBC CM or one of the Providers; or (g) for any conditions beyond RBC CM's or the Provider's control.
   
   Some states and federal laws do not permit exclusions of certain implied warranties, or incidental or consequential damages; so these disclaimers and limitations will not apply to you where expressly prohibited by applicable state and federal laws.

1. Modification and Termination of the Services
   RBC CM reserves the right, at any time, and from time to time, to add, modify or remove any of the information or features of the Website without prior notice to you. Your access to the Website may terminate because of one of the following reasons: (a) Contractual obligations or changes between RBC CM and the Providers, (b) if you breach or violate any of the provisions in this Agreement, or (c) at RBC CM's discretion at any time. RBC CM reserves the right in its sole discretion to terminate this Agreement or suspend your access to the Website or any portion of it, without notice, for any reason.



2. Modification and Termination of this Agreement
   This Agreement and any riders constitute the entire agreement between you and RBC CM. This Agreement may be amended only by a written notice delivered by an authorized Advisor of RBC CM. You may not assign this Agreement without the written consent of RBC CM. However, RBC CM may assign this Agreement upon written notice to you. You may terminate this Agreement at any time by sending a written notice to RBC CM.



3. Notices
   All notices under this Agreement shall be in writing (either electronically or hard copy) or as otherwise permitted by law.



4. Governing Law
   This agreement and its enforcement shall be governed by the laws of the state of Minnesota, except with respect to its conflicts of law provisions.

This Agreement contains a pre-dispute arbitration clause. By signing an arbitration agreement the parties hereto agree as follows:

1. Both parties to this agreement are giving up the right to sue each other in court, including the right to a trial by jury, except as provided by the rules of the arbitration forum in which a claim is filed.



2. Arbitration awards are generally final and binding; a party's ability to have a court reverse or modify an arbitration award is very limited.



3. The ability of the parties to obtain documents, witness statements and other discovery is generally more limited in arbitration than in court proceedings.



4. The arbitrators do not have to explain the reason(s) for their award unless, in an eligible case, a joint request for an explained decision has been submitted by all parties to the panel at least 20 days prior to the first scheduled hearing date.



5. The panel of arbitrators will typically include a minority of arbitrators who were or are affiliated with the securities industry.



6. The rules of some arbitration forums may impose time limits for bringing a claim in arbitration. In some cases, a claim that is ineligible for arbitration may be brought in court.



7. The rules of the arbitration forum in which the claim is filed, and any amendments thereto, shall be incorporated into this Agreement.

You hereby agree to settle by arbitration, before the FINRA Dispute Resolution, Inc., any controversy between you and RBC CM, or its affiliates, or its or their respective directors, officers, employees, Advisors, agents, or Office Personnel, which controversy arises out of this Agreement or any other agreement between you and RBC CM, which relates to your account or transactions, or which in any way arises out of your relationship with RBC CM. Judgment upon the award of the arbitrators may be entered in any federal or state court having jurisdiction.

No person shall bring a putative or certified class action to arbitration, nor seek to enforce any predispute arbitration agreement against any person who has initiated in court a putative class action; or who is a member of a putative class who has not opted out of the class with respect to any claims encompassed by the putative class action until: (i) the class certification is denied; or (ii) the class is decertified; or (iii) the customer is excluded from the class by the court. Such forbearance to enforce an agreement to arbitrate shall not constitute a waiver of any rights under this Agreement except to the extent stated herein.

You acknowledge and agree that this section titled "Predispute Arbitration Clause" shall survive termination of this Agreement.