“Advisor” means a financial advisor, home office, or financial institution, broker-dealer, registered investment advisor,
third party administrator, trust company and/or family office customer who is authorized to use the Service solely for the
purpose of providing personal, family and/or household financial planning services to Consumer.
"Consumer" means a consumer customer of Advisor who is authorized to use the Service solely for personal,
family or household purposes.
“User” means you as the Advisor personnel or Consumer authorized by Advisor to use the Service,
each who has authorized user identification codes and passwords to access the Service.
LLC, a Delaware limited liability company ("eMoney"), and User. This Agreement sets forth the general terms and
conditions of User’s access to and use of eMoney's Wealth Management System (the "Service").
THIS AGREEMENT CONTAINS PROVISIONS THAT REQUIRE ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES BETWEEN USER AND eMoney, RATHER THAN JURY TRIALS OR CLASS ACTIONS. PLEASE REVIEW THE ARBITRATION, CLASS WAIVER, JURY TRIAL WAIVER, GOVERNING LAW SECTION FOR FURTHER INFORMATION ABOUT THIS REQUIREMENT. PLEASE READ THIS AGREEMENT CAREFULLY TO ENSURE THAT USER UNDERSTANDS EACH PROVISION.
By clicking "I
Accept" on the Service and/or Consumer Site (as defined below), User agrees to all of the terms and conditions of
1. CONSUMER ACKNOWLEDGEMENT
Consumer acknowledges and agrees (1) that this Agreement is between eMoney and Consumer and (2) that Advisor
is not a party to this Agreement. Notwithstanding the foregoing, Consumer enters into this Agreement with eMoney and uses the
Service subject to the terms and conditions of the Waddell & Reed WealthLink Service Agreement between WRI and
Consumer (the "WRI WealthLink Agreement" found below). By accepting this Agreement and using the Service, Consumer
represents and warrants to eMoney (1) that he or she has received and agrees with the WRI WealthLink Agreement
and (2) that the WRI WealthLink Agreement is a valid binding agreement between Consumer and Advisor.
Consumer acknowledges and agrees (1) that Consumer’s sole source of remedies against eMoney regarding the
Service are set forth herein and (2) that Consumer’s sole source of remedies against Advisor shall be found in the
WRI WealthLink Agreement and any other applicable agreement(s) between Advisor and Consumer. In the event of any
2. USER ACKNOWLEDGEMENT
User acknowledges that, as the Service changes, User may be required to agree to additional terms and conditions
as a condition to continued use of the Service. User further acknowledges that eMoney may change the terms and
conditions applicable to use of the Service at any time, and eMoney will obtain User's agreement to such changed
terms and conditions as required by law. The Service is at all times subject to this Agreement then in effect; should
User refuse to accept the current Agreement, eMoney will immediately terminate access to and use of the
3. PRIVILEGE TO ACCESS AND USE THE SERVICE
During the term of and subject to the terms and conditions of this Agreement, Consumer may access and use those
aspects of the Service intended for access and use by Consumers (the "Consumer Site"). Consumer shall not (1)
access or use any aspect of the Service other than the Consumer Site; (2) access or use the Service for any
purposes other than personal use; or (3) access or use the Service in any unlawful manner or in violation of this
Agreement. Advisor may provide Consumer access and use of Consumer Site solely for personal, family and/or
User understands, acknowledges and agrees that:
Consumer’s access to and use of the Consumer Site is at all times subject to authorization from the Advisor. The Advisor and/or WRI may at any time, in the their sole and absolute discretion, without notice, for any reason or no reason, terminate Consumer’s authorization to use the Consumer Site, and eMoney shall comply with such direction from Advisor and/or WRI. Further, eMoney may at any time, in its sole and absolute discretion, without notice, for any reason or no reason, terminate Consumer’s access to the Consumer Site.
The Consumer Site is not a replacement for account statements provided by custodians of Consumer’s financial accounts. It is important to compare the information on the Consumer Site with the statements Consumer receives from the custodian(s) for the Consumer’s account(s).
eMoney retains the right to establish practices and/or limits in connection with the Service, including but not limited to establishing maximum disk space allotted to Consumer's information and files stored on eMoney's servers.
The Consumer Site is provided solely as a convenience to Consumer.
The Consumer Site is provided solely for personal, family or household purposes and is not to be used for commercial financial planning.
Neither eMoney nor the Consumer Site provides any advice regarding insurance or securities or any other financial planning or other financial advice.
As between Consumer and eMoney, Consumer is solely responsible for all financial decisions and financial planning made by Consumer, whether made in connection with use of the Service or otherwise.
eMoney is not a broker-dealer or investment advisor. Consumer access to brokerage accounts and/or investment advisory accounts may be made available through the broker-dealer’s/investment advisor's website. Any transactions Consumer initiates in such brokerage/investment advisory accounts are processed through the broker-dealer/investment advisor that has custody over the Consumer’s account, not eMoney.
eMoney is not responsible for and shall not be held liable for any advice given or recommendations made by the Advisor with respect to any financial, insurance, planning or other matter, regardless of whether Consumer relied on such advice or the Service.
eMoney does not guarantee or warrant that any part of the Service is free of viruses or other harmful code. User must take appropriate precautions, such as use of an anti-virus software package, to protect his or her computer hardware and software.
User acknowledges and agrees that eMoney does not monitor or police communications or data transmitted through the Service and that eMoney shall not be responsible for the content of any such communications or transmissions.
User has obtained all necessary authorizations and consents required by law, if any, to upload any data to the eMoney Service.
User shall comply with applicable law at all times when using the eMoney Service.
Any unlawful, harassing or other inappropriate behavior may result in the suspension or termination of User's subscription at eMoney's sole discretion.
User is responsible for obtaining his or her own hardware, software and services (such as computers, web browsers and Internet access service) necessary to access and use the Service and for payment of all fees involved in obtaining such hardware, software and services.
User shall be solely responsible for safeguarding his or her login credentials such as User Name and Password. User should never give the Advisor or any other third party his or her login credentials.
Consumer must immediately notify the Advisor if his or her login credentials are compromised. eMoney has no liability for any loss, claim, or other damages that result from unreported, unauthorized use of Consumer's login credentials.
By using our Services, you acknowledge that you have read and understand the terms of the eMoney Advisor LLC privacy notice ("Privacy Notice") available on the Site. If you do not agree with (i) the Privacy Notice, (ii) any future revisions to the Privacy Notice and/or (iii) any practices related to the Privacy Notice, do not use, visit, register or otherwise access the Site, any Services and content contained on the Site or Services.
4. ACCOUNT AGGREGATION SERVICE (REFERRED TO AS "CONNECTIONS")
The Service currently provides an account aggregation function that
allows Consumer to view, in a single location on the Consumer Site, consolidated
financial information from accounts that Consumer maintains at various financial
institutions as identified by Consumer from time to time ("Outside Accounts").
To use the account aggregation function, User understands and agrees that:
The aggregation function is not available for all types of accounts and/or for all financial institutions. As such, eMoney's only obligation is to make available to Consumer the ability to aggregate such types of accounts at such financial institutions as may then be available on the Service in eMoney's sole discretion and/or ability.
Financial institutions change their websites from time to time. As a result, an Outside Account that was available to view in Connections may cease to be available to view in Connections. eMoney has no control over Consumer’s third party financial accounts and has no obligation to restore the availability of the Outside Account on the Consumer Site.
Consumer is responsible for identifying the Outside Accounts that Consumer desires to aggregate and configuring the Consumer Site accordingly.
For each available Outside Account that Consumer desires to aggregate on the Consumer Site, Consumer must authorize eMoney to receive Outside Account information from Consumer’s financial institution(s) and/or provide eMoney or its third-party aggregation vendor with the necessary login credentials (including, without limitation, username and password) to access such Outside Account. Consumer will provide this information through such function and process as eMoney may determine from time to time. Consumer should not provide this information to their Advisor or WRI. If Consumer provides this information to eMoney they do so at their own risk. Advisor and WRI have no liability with regard to the Consumer providing this information to eMoney.
eMoney will access the website maintained by each third-party financial institution for each Outside Account designated for aggregation in order to retrieve and store the account information within the Outside Account.
By submitting information, data, passwords, usernames, PINs, other log-in information and other content to eMoney through the Service, Consumer grants eMoney express authority, with respect to each Outside Account designated for aggregation, to (1) use Consumer’s login credentials for such Outside Account in order to access the account information within such Outside Account; (2) collect, retrieve, access, use, store, convert, perform any operation on, transfer, alter, format, compile, display, delete and/or distribute (“Process”) the Processed account information within the Outside Account; and/or (3) store the Outside Account information so retrieved and the Processed Outside Account information in accordance with this Agreement and eMoney’s privacy notice and display such information to Consumer and the Advisor via the Service and/or Consumer Site. Consumer should not provide this information to their Advisor or WRI. If Consumer provides this information to eMoney they do so at their own risk. Advisor and WRI have no liability with regard to the Consumer providing this information to eMoney.
By using the Service, Consumer hereby expressly consents to each financial institution holding the Outside Account to make Consumer’s data contained in the Outside Account available to eMoney for use in the Connections.
For each Outside Account designated for aggregation, Consumer represents and warrants to eMoney that (1) Consumer is the legal owner of the account; (2) Consumer has the right to disclose his or her login credentials for such Outside Account; and (3) Consumer has the right to grant eMoney the foregoing authorization.
CONSUMER ACKNOWLEDGES AND AGREES THAT WHEN EMONEY IS ACCESSING AND RETRIEVING OUTSIDE ACCOUNT INFORMATION FROM THIRD PARTY SITES, EMONEY IS ACTING AS CONSUMER’S AGENT, AND NOT AS THE AGENT OF OR ON BEHALF OF THE THIRD PARTY THAT OPERATES THE THIRD PARTY SITE.
eMoney is not responsible for any acts, errors, or omissions by the financial institutions at which Consumer maintains an Outside Account, or for the accuracy of the information provided by such institutions.
Consumer acknowledges that (1) the Consumer can remove an Outside Account at any time by deleting the Outside Account through the Consumer Site and (2) upon Consumer deleting an Outside Account eMoney will stop aggregating Consumer Data for such Outside Account.
The Advisor, at the Advisor's sole discretion, may group Consumer(s) with other Consumer(s). Once Consumers are grouped together, all Consumers in the grouping, the Advisor, and any Alliance Partner as described below will have access to view all information available to Consumer through the Service. This viewable information may include, but is not limited to Consumer’s name, address, account numbers, all accounts viewable in the Service, including account information for accounts provided by Advisor or by Consumer through the Account Aggregation Service and all files in the Consumer's Vault. By using the Service, Consumer consents to such features. The Consumer Site is not a replacement for account statements provided by custodians of Consumer’s financial accounts. Consumer should not rely on Service and the Consumer Site as a replacement or substitute for such financial statements. Consumer should not rely on the Service and the Consumer Site as a replacement or substitute for such financial statements.
eMoney—acting upon instruction from Advisor/WRI or otherwise—may terminate the Connections or Consumer’s access thereto at any time without notice to Consumer.
5. THIRD PARTY DATA
Security, market and reference data (collectively, “Third Party Data”) is provided by third party licensor(s) of eMoney to enhance raw customer data. Third Party Data shall not be distributed or redistributed in any manner by the User or the User’s agents, third party service providers or vendors. To the extent eMoney provides Third Party Data to the User or the User’s third party service providers, agents or vendors, the receipt and use of Third Party Data by the User and the User’s third party service providers is subject to certain terms and conditions required by third party licensors of eMoney (the "Third Party Terms"). The User shall be liable and responsible to eMoney for any actions or omissions, including any unauthorized or inadvertent receipt, use or misuse of third party data by the User or the User’s third party service providers in violation of the Third Party Terms, the terms herein or any other obligations that are made to eMoney by the User.
Third Party Data shall only be used in connection with the accounts for which eMoney provides administrative or processing services for and for no other purpose. Third Party Data shall only be used to provide services to each individual client with respect to such client’s holdings (and shall not use a client Third Party Data to provide services to another client or entity) and for no other purpose. The User shall not commingle the holdings of a particular client with the holdings of another client for the purpose of circumventing the obligations as otherwise set forth in the Third Party Terms, the terms herein or any other obligations that are made to eMoney by the User and shall ensure that User’s third party service providers, agents or vendors do not commingle the Third Party Data relating to the holdings of a particular third party service provider, agent or vendor customer with the holdings of another third party service provider, agent or vendor customer (except to the extent such commingling is the result of householding of various accounts or such commingling is provided in a summary or report showing the holdings of such accounts).
Except as expressly provided herein, the User shall not distribute, redistribute, export to, download for, provide access to, or otherwise transfer Third Party Data to any party including but not limited to third party service providers, vendors, or agents.
Use or disclosure of any Third Party Data in any manner inconsistent with Third Party Terms, the terms herein or any other obligations imposed upon User by eMoney may result in immediate and irreparable harm to eMoney and/or the third party licensors of eMoney and any remedies at law in such event may not be adequate. Accordingly, in addition to all other remedies available at law or in equity, eMoney shall have the right to seek equitable and injunctive relief, without the necessity of proving actual damages and without posting a bond, to prevent such unauthorized, negligent or inadvertent use or disclosure, and to recover the amount of all such damages (including attorneys' fees and expenses) incurred in connection with such use or disclosure. Additionally, eMoney is not waiving or purporting to waive any rights that the third party licensors of eMoney may have to pursue any and all claims against the User, the Consumer or the User’s third party service providers, agents or vendors in connection with the unauthorized use or disclosure of Third Party Data.
The User and the User’s third party service providers, vendors and agents shall not distribute, redistribute or otherwise transfer Third Party Data (i) into (or to a national or resident of or to the government of) Cuba, Iran, North Korea, Sudan, Syria, Burma (Myanmar), Libya or any other country with respect to which the United States maintains trade sanctions prohibiting the shipment or provision of services, goods, technology or software; or (ii) to anyone on or acting on behalf of or owned or controlled by an entity on the Specially Designated Nations and Blocked Persons List maintained by the U.S. Treasury Department's Office of Foreign Assets Control (the "SDN List") or the U.S. Commerce Department's Denied Persons List or Entities List (collectively with the SDN List, the "U.S. Prohibited Party List(s)"). Each time the User accesses, uses, transmits, exports, downloads, distributes, redistributes or otherwise transfers Third Party Data, the User shall be deemed to represent, warrant and covenant to eMoney that the User and the User’s third party service providers, clients, agents and vendors are not (x) located in or a national or resident of or the government of any country that is subject to U.S. trade sanctions or (y) on any U.S. Prohibited Party List or acting on behalf of or owned or controlled by any person or entity on any such list.
The User will defend, indemnify and hold harmless eMoney, and its affiliates, licensors, and third party licensors, service providers, and their partners, suppliers, officers, directors, employees and successors and assigns thereof ("Indemnified Parties") from and against all claims, demands, proceedings, suits and actions and all liabilities, losses, expenses and costs (including any reasonable legal fees and expenses relating to eMoney's or any third party service providers defense) ("Damages") arising from third party claims which allege: (i) failure by the User or the User’s third party service providers, clients, agents or vendors to comply with any obligations to eMoney with regards to the Third Party Data; (ii) the unauthorized access or use of the Third Party Data by the User or the User’s third party service providers, clients, agents or vendors; or (iii) any negligent or willful acts, errors, or omissions by the User or the User’s third party service providers, clients, agents or vendors in the performance of the User’s obligations, provided, however, that the User shall not be obligated to indemnify any Indemnified Party in the event that, and solely to the extent that, the Damages result from the gross negligence or willful misconduct of eMoney. In the event eMoney requests indemnification pursuant to this Section, it shall give notice to the User promptly after the receipt of any claim that may be indemnifiable hereunder. The User shall have sole control of the defense with respect to any such claim (including settlement of such claim), except that eMoney may participate in such defense at its own expense, and that no settlement that imposes liability on or detrimentally affects the rights of eMoney or its licensors, and third-party service providers, and their partners, suppliers, officers, directors, employees and successors and assigns shall be entered into by the User without eMoney's prior written consent. If the User fails to either defend or settle any such claim, eMoney may defend the claim, and keep the User informed of the progress, or settle the claim for a commercially reasonable result.
6. THE VAULT
The Service currently provides an offering known as the Vault which allows User to store and retrieve electronic files on
the Consumer Site. To add a file to the Vault, (a) Consumer may either upload the file to a private Vault folder to
which the Consumer may have access, (b) a User may upload the files to a shared folder to which the Advisor has
granted Consumer access or (c) a User may provide a copy of the file to the Advisor if that document is to be added
to a folder contained in the Vault other than the Consumer’s private or shared folders to which the Consumer may
have access. The Advisor is responsible for uploading the file to the Vault and organizing Consumer's files in the
Vault into separate electronic "folders." User understands and agrees that Consumer will have "view only" access to
materials in the Vault that the Advisor has added and that any addition, deletion, modification, or organization of
Consumer's such files in the Vault must be processed through the Advisor.
User understands and agrees that:
For each file stored in the Vault, User represents and warrants to eMoney that User lawfully possesses such file and has the authority to upload or have the file uploaded, stored and made retrievable to and from the Vault.
The Vault offers four privacy settings for each file stored in the Vault: (1) accessible by Consumer only; (2) accessible by Advisor only; (3) accessible by Advisor's service professional as authorized by advisor, and (4) accessible by both Consumer and Advisor. The User is solely responsible for selecting the appropriate privacy setting for each file submitted to the Vault. eMoney is not responsible for, and specifically disclaims any responsibility or liability for, the privacy setting of any file in the Vault.
User is solely responsible for the use and content of any file that User uploads into or accesses from the Vault, including files provided by third parties (including, without limitation, User’s Advisor, User’s Advisor’s service providers and User’s custodian) and such third parties do not assume any liability with respect to the content of such files when viewed in the Vault or for any other content provided on this site. User agrees not to use the Vault to store any file or information that is unlawful, offensive, indecent, or otherwise actionable by any third party.
eMoney disclaims any ownership rights to or liability for the files (or the contents thereof) uploaded to the Vault by User.
eMoney is not responsible for any use or dissemination of User's files by any third parties to whom User grants authorization to view his or her files.
The Vault is provided to Consumer as a convenience and may be discontinued by eMoney at any time.
User should not rely on the Vault as User’s storage system for files; User should always retain a copy of User files outside of the Vault. User is responsible for retaining originals or copies of the files he or she chooses to store in the Vault as eMoney does not guarantee the contents of the Vault will be available to the User or that the Vault will always be offered as a service.
7. ARBITRATION, CLASS WAIVER, JURY TRIAL WAIVER, GOVERNING LAW ARBITRATION
READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES USER AND eMoney TO ARBITRATE THEIR DISPUTES. Both eMoney and User agree to resolve by binding arbitration any claim, dispute, or controversy (whether based in contract, tort, statute, or any other legal theory) arising out of or in connection with or relating to (1) the products or services made available by eMoney, including Advisor, User's use of these products and services, and the information that User provides eMoney in connection with User’s use of these products and services, or (2) this Agreement, including without limitation, the validity, interpretation, enforcement, or application of this Agreement and/or this Section (collectively, “Claims”). Both User and eMoney further agree that the arbitrator shall also have the exclusive authority to determine all additional threshold arbitrability issues, including without limitation issues relating to whether the Agreement is unconscionable or illusory and any defense to arbitration, including waiver, delay, laches, or estoppel. A party who intends to seek arbitration must first send a written notice of the Claim to the other party by certified mail or Federal Express, or in the event that we do not have a physical address on file for User, by electronic mail ("Notice"). eMoney and User agree to use good faith efforts to resolve the Claim, but if the parties do not resolve the Claim within 30 days of the Notice, then either party may commence arbitration. Our address for notice is:
Attn: General Counsel
eMoney Advisor, LLC
4 Radnor Corporate Center, Suite 300
100 Matsonford Road
Radnor, PA 19087
Arbitration Procedure: Any arbitration between User and eMoney will be governed by the Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes (collectively, "AAA Rules") of the American Arbitration Association ("AAA'), as modified by this Agreement, and will be administered by the AAA. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by contacting eMoney. Unless User and eMoney otherwise agree, the arbitration will be conducted in the county where User resides. If User is using the Service for commercial purposes, payment of all arbitration fees will be determined in accordance with the AAA Rules. If User is using the Service for non-commercial purposes and User's claim is for less than $10,000, eMoney will reimburse User's filing fee, unless the arbitrator finds that either the substance of User's claim or the relief sought is frivolous or brought for an improper purpose, in which case the payment of all fees will be determined in accordance with the AAA Rules. If User is using the Service for non-commercial purposes and User's claim is for greater than $10,000, the payment of all fees will be determined in accordance with the AAA Rules. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
Exceptions: Notwithstanding anything else in this Agreement to the contrary, eMoney and User both agree that nothing herein will be deemed to waive, preclude, or otherwise limit either of our right to (i) bring an individual action in small claims court, (ii) pursue enforcement actions through applicable federal, state, or local agencies where such actions are available, (iii) seek injunctive relief in a court of law, provided that is the sole form of relief sought, or (iv) to file suit in a court of law to address intellectual property infringement claims. User and eMoney agree that the state courts with jurisdiction over Montgomery County, Pennsylvania shall have exclusive jurisdiction over any claim, dispute or controversy brought pursuant to this section, and both parties irrevocably consent to the jurisdiction of this court.
No Class Actions: USER AND eMoney AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT IN ANY REPRESENTATIVE CAPACITY, INCLUDING A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION OR ANY OTHER REPRESENTATIVE PROCEEDING WHATSOEVER. Further, unless both User and eMoney agree otherwise, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of a representative or class proceeding. The arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant's individual claim. Any determination about the validity, interpretation, enforcement, and/or application of this No Class Action section is delegated to the arbitrator.
Jury Trial Waiver: USER AGREES THAT, BY ENTERING INTO THIS AGREEMENT, USER AND eMoney ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY FOR ANY Claims TO THE FULLEST EXTENT PERMITTED BY LAW.
Governing Law: Notwithstanding any choice of law or other provision in the Terms, the parties agree and acknowledge that this Agreement evidences a transaction involving interstate commerce and that the Federal Arbitration Act, 9 U.S.C. § 1 et seq. ("FAA"), will govern its interpretation and enforcement and proceedings pursuant thereto. If the FAA and AAA Rules are found to not apply to any issue that arises under this Agreement or the enforcement thereof, then that issue shall be resolved under the laws of the Commonwealth of Pennsylvania, without respect to its conflict of laws principles, the parties acknowledge that this Agreement evidences a transaction involving interstate commerce.
Severability: If any clause or provision set forth in this Arbitration, Class Waiver, Jury Trial Waiver, Governing Law section is determined to be illegal, invalid or unenforceable under present or future law, then the clause or provision so determined to be illegal, invalid or unenforceable shall be severable without affecting the enforceability of all remaining clauses or provisions.
8. ALLIANCE PARTNERS
In addition to the user roles of Advisor and Consumer, the Service also provides a user role that allows other service providers to
Consumer, such as Consumer's banker, accountant or attorney (known as "Alliance Partners"), to access and view all of the information
stored by the Service in relation to Consumer. For example, the Alliance Partner role allows Consumer to direct the Advisor to permit
Consumer's family lawyer access to Consumer's information in the Service to assist with estate planning and other needs.
Consumer understands and agrees that:
Consumer must request an Alliance Partner through the Advisor. Advisor may in its sole and absolute discretion grant or deny any request of Consumer to add any Alliance Partner.
Unless and until the Advisor revokes the access privileges of an Alliance Partner, Consumer hereby consents to eMoney allowing such Alliance Partner to access and view any and all of Consumer's information stored in the Service. Should Consumer wish to revoke the access privileges of any Alliance Partner, Consumer shall promptly notify Advisor in writing accordingly, and Advisor shall have a reasonable time, which in no event shall be less than ten (10) business days, to act thereon.
eMoney shall not be liable for any act or omission on the part of the Advisor in relation to Alliance Partners or any act or omission of the Alliance Partner. eMoney, WRI and Advisor shall not be liable for any misuse of Consumer's information stored in the Service by Consumer's Alliance Partners.
The Alliance Partner function is provided to Consumer as a convenience and may be terminated by eMoney, WRI and/or Advisor at any time.
9. OTHER TERMS AND CONDITIONS
Consumer may terminate use of the Service at any time by contacting the Advisor. Once Consumer has terminated
use of the Service, Consumer will have no further access to the Service and all files retained in the file storage
service will be deleted.
eMoney stores information regarding actions taken by Consumer when Consumer accesses the Consumer Site. This
information may be provided to the Advisor and/or Alliance Partners and to other eMoney employees and contractors
who provide services or products to the Consumer. Consumer agrees that the Service is non-transferable and any
rights to the Service and access to the Consumer Site and the information or contents within the Consumer Site,
terminate upon Consumer’s death. Upon receipt of a copy of Consumer’s death certificate, Consumer’s access to
the Consumer Site may be terminated and all contents therein permanently deleted.
eMoney may modify or discontinue offering the Service at any time, with or without notice, for any reason or no reason.
The Service may provide links to websites and include embedded videos that are not operated or hosted by eMoney. eMoney provides these
links and/or videos for User's convenience and may be removed at any time. eMoney does not investigate the quality, accuracy or
completeness of any content on third party websites. User acknowledges and agrees that eMoney is not responsible or liable for any
content, advertising, products or other materials on or available from third party web sites or embedded videos. User is responsible
for familiarizing his or herself with the content of such third party websites and/or embedded videos, including the applicable privacy
policies related thereto. For more information on eMoney’s privacy policies, please see the eMoney privacy statement.
NONE OF EMONEY, AND ITS AFFILIATES, PARTNERS, SUPPLIERS, OFFICERS, DIRECTORS, EMPLOYEES AND SUCCESSORS AND ASSIGNS,
ITS THIRD-PARTY DATA PROVIDERS, LICENSORS, AND THEIR PARTNERS, SUPPLIERS AND THEIR RESPECTIVE AFFILIATES (COLLECTIVELY "THIRD PARTY
SUPPLIERS") ARE MAKING ANY REPRESENTATION OR WARRANTY, EXPRESSED OR IMPLIED, AS TO THE ACCURACY OR COMPLETENESS OF ANY THIRD PARTY
DATA OR WITH RESPECT TO THE USER OR THE USER’S THIRD PARTY SERVICE PROVIDERS, AGENTS OR VENDORS RECEIPT OR USE OF THE THIRD PARTY DATA.
THE USER OR THE USER’S THIRD PARTY SERVICE PROVIDERS, AGENTS OR VENDORS USE OF (OR USE IN ANY PARTICULAR LOCATION AS SET FORTH ABOVE)
THIRD PARTY DATA IS AT THE USER’S SOLE RISK. THIRD PARTY DATA IS PROVIDED BY EMONEY, ITS AFFILIATES AND THIRD PARTY SUPPLIERS
ON AN "AS IS" AND "AS AVAILABLE" BASIS. EMONEY, ITS AFFILIATES AND THIRD PARTY SUPPLIERS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND,
WHETHER EXPRESS OR IMPLIED, AS TO THE THIRD PARTY DATA INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY,
FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. EMONEY, ITS AFFILIATES AND THIRD-PARTY SUPPLIERS MAKE NO WARRANTY
OR COMMITMENT TO THE USER THAT (I) THE THIRD PARTY DATA WILL MEET THE USER OR THE USER’S THIRD PARTY SERVICE PROVIDERS, AGENTS OR VENDORS
REQUIREMENTS, (II) THE TRANSMISSION OR RECEIPT OF THIRD PARTY DATA WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, (III)
THE THIRD PARTY DATA THAT IS OBTAINED BY THE USER OR THE USER’S THIRD PARTY SERVICE PROVIDERS, AGENTS OR VENDORS WILL BE ACCURATE, COMPLETE OR
RELIABLE, OR (IV) ANY ERRORS IN THE THIRD PARTY DATA WILL BE CORRECTED. EMONEY, ITS AFFILIATES AND THIRD-PARTY SUPPLIERS SHALL NOT HAVE ANY
LIABILITY (INCLUDING, LIABILITY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR SPECIAL DAMAGES, LOSS RESULTING FROM
BUSINESS DISRUPTION, LOST PROFITS OR TRADING ERRORS) TO THE USER OR THE USER’S THIRD PARTY SERVICE PROVIDERS, CLIENTS, AGENTS OR VENDORS AS A RESULT OF THE
USER OR THE USER’S THIRD PARTY SERVICE PROVIDERS, AGENTS, CLIENTS OR VENDORS USE, OR INABILITY TO USE, OR ANY ERRORS IN,
ANY THIRD PARTY DATA OR ANY OTHER MATTER PERTAINING HEREIN.
THE SERVICE IS FURNISHED "AS IS" AND WITHOUT ANY EXPRESS OR IMPLIED
REPRESENTATIONS OR WARRANTIES INCLUDING, WITHOUT LIMITATION, MERCHANTABILITY, FITNESS
FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AVAILABILITY OF ALL OR ANY PART OF THE
SERVICE, AND FREEDOM FROM ERRORS, VIRUSES, BUGS OR OTHER HARMFUL COMPONENTS.
EMONEY SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY
OR PUNITIVE DAMAGES EVEN IF ADVISED OF THE POSSIBILITY OF THE SAME.
IF THE FOREGOING DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY IS HELD TO BE
UNENFORCEABLE, CONSUMER AGREES THAT EMONEY'S LIABILITY TO CONSUMER, WHETHER IN TORT, CONTRACT
OR OTHERWISE, FOR ALL CAUSES SHALL NOT EXCEED IN THE AGGREGATE $500.
If any clause or provision set forth in this Agreement is determined to be illegal, invalid
or unenforceable under present or future law, then the clause or provision so determined to be
illegal, invalid or unenforceable shall be severable without affecting the enforceability of
all remaining clauses or provisions.
only and such headings are not to be used in determining the meaning or interpretation of these Terms of
Use. This Agreement will continue to apply until terminated by either the User or eMoney in accordance
with this Agreement and/or the prevailing agreement in place between the Advisor and eMoney.
This Agreement may not be modified or amended without the prior written consent of eMoney. eMoney
may modify this Agreement from time to time. Any and all changes to this Agreement may be provided to User by
electronic means. In addition, the Agreement will always indicate the date it was last revised. User is deemed to
accept and agree to be bound by any changes to the Agreement when using the Service after those changes are
Waddell & Reed WealthLink Service Agreement
SCOPE OF THIS ENGAGEMENT
This Waddell & Reed WealthLink Service Agreement (“WRI WealthLink Agreement”) confirms your intention to engage
the services of Waddell & Reed, Inc. (“WRI”), a federally registered investment advisor, and its investment advisor
representative, (“Advisor”) for financial planning services. The service offered under this Agreement is limited to the
use of the Waddell & Reed WealthLink site and its related functionalities offered by WRI. By accepting the WRI WealthLink Agreement, you
(“Client”, “Consumer”, and/or “User”)_acknowledge that your Advisor has provided you with the Waddell & Reed Financial
Planning Advisory Brochure Part 2A as well as the Part 2B Financial Advisor Supplement(s) containing information about your Financial Advisor(s).
Through your engagement with your Advisor, the Waddell & Reed WealthLink site provides you a personal financial website that allows you to view and
organize your financial accounts, track and monitor your net worth, expenses, liabilities, spending and budget. In addition, you may have the ability
to organize and maintain important documents and files by uploading them into a secure online document vault. However, you should not rely on the Vault
as your storage system for files; you should always retain a copy of your files outside of the Vault. You are responsible for retaining originals or copies
of the files you choose to store in the Vault as eMoney does not guarantee the contents of the Vault will be available to you or that the Vault will always
be offered as a service Documents uploaded to your vault may also be shared with your Advisor, your Alliance Partners and WRI. Your Advisor may also share
financial planning related documents with you.
This Agreement is not an agreement to manage your account or your finances. This Agreement is also not an agreement to engage in the financial planning
process. If you desire those services, you should engage in a separate investment advisory relationship with your Financial Advisor and WRI by completing
different investment advisory services agreements.
You are responsible for the accuracy of the information on the Waddell & Reed WealthLink site provided by you and your Alliance Partners. After your initial
login to the Waddell & Reed WealthLink site, you are solely responsible for safeguarding your login credentials such as User Name and Password. You must immediately
notify WRI if your credentials are compromised. WRI is not liable for any loss, claim, or other damages that result from unreported and/or unauthorized use of
your login credentials.
WHAT YOU WILL PAY WRI
There is no charge, at this time, to WRI clients for the use of the Waddell & Reed WealthLink site. Access and use
of the Waddell & Reed WealthLink site by WRI clients is incidental to any other advisory relationship you may have
entered into with WRI. WRI clients may be charged separate advisory or other fees independent of the Waddell & Reed WealthLink site
access based upon other agreements you may enter into with WRI.
Your Advisor is also a registered representative of WRI, which is registered as a securities broker-dealer with the Securities & Exchange Commission (SEC) and is a member
of the Financial Industry Regulatory Authority, (FINRA). As such, your Advisor is capable of effecting on your behalf transactions in various securities and insurance
products. If you choose to purchase securities products through your Advisor, then all such transactions may be placed through WRI. In this event, WRI and your Advisor
will receive compensation, which may include commissions, 12b-1 fees paid in connection with the sale of the particular securities products you purchase and/or investment
advisory fees should you choose to invest in an investment advisory managed account. If you elect to purchase insurance products through your Advisor, they will receive
commissions normally paid in connection with these products. Finally, if you choose to engage in financial planning with your Advisor, you will enter into a separate
services agreement and your Advisor will negotiate a fee for that service.
SERVICES WRI DOES NOT PROVIDE
WRI does not provide legal advice or prepare legal documents, such as wills and trusts. You must retain your own attorney to provide legal advice and services. Charges
for these services are independent of services offered by WRI. WRI does not provide accounting advice and does not prepare income tax, gift tax, estate tax or any other
type of tax returns. You should retain your own accountant to provide these services. In some cases, your Advisor may have a tax and/or accounting practice separate and
apart from their affiliation with WRI. In that situation, your Advisor may offer to provide these services through their separate accounting and/or tax practice which
are not affiliated with WRI. Charges for these services are independent of services offered by WRI. Neither your Advisor nor WRI may serve as a trustee of any trusts
you may establish, as the executor or administrator of your estate, or as your guardian, except in extremely limited situations, such as where your Advisor is a member
of your immediate family. You should consult your estate-planning attorney as to the appropriate individual or entity to serve in these capacities.
DISCLOSURE OF IMPORTANT INFORMATION
WRI recognizes that the services WRI performs for you may be complex. To better inform you about WRI’s services,
fees and key personnel, your Advisor has provided you with a copy of WRI’s Financial Planning Advisory Brochure and
Part 2B of WRI’s Form ADV containing information about your Advisor(s). By accepting this electronic agreement, you
are consenting to electronic delivery of the WRI Financial Planning Advisory Brochure which can also be found at the
following link: https://www.waddell.com/advbrochures (https://www.waddell.com/advbrochures). Additionally, by agreeing to the terms of this WRI WealthLink
Agreement, you acknowledge receiving and reviewing WRI’s Financial Planning Advisory Brochure and Part 2B of WRI’s Form
ADV containing information about your Advisor(s).
TERMINATION OF THIS ENGAGEMENT
Your access to the Waddell & Reed WealthLink site can be terminated at any time by WRI and/or eMoney without prior notice to you. Termination will result in your login credentials
being disabled. You will then no longer be able to access the Waddell & Reed WealthLink site and retrieve stored documents and files. You should consider this when determining which
documents and files you will upload into the vault and whether copies exist in other locations. You too could initiate a termination of access. If you wish to terminate your
access please reach out to your Advisor or contact WRI at 1-888-WADDELL.
PRE-DISPUTE ARBITRATION AND DISCLOSURE AGREEMENT
This Agreement contains a pre-dispute arbitration clause. By accepting the terms of this Arbitration Agreement, the parties agree as follows:
A. All 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.
B. Arbitration awards are generally final and binding; a party's ability to have a court reserve or modify an arbitration award is very limited.
C. The ability of the parties to obtain documents, witness statements and other discovery is generally more limited in arbitration than in court
D. 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.
E. The panel of arbitrators will typically include a minority of arbitrators who were or are affiliated with the securities industry.
F. 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.
G. The rules of the arbitration forum in which the claim is filed, and any amendments thereto, shall be incorporated into this Agreement.
Any controversy or dispute arising out of or relating to any service provided pursuant to this Agreement, any transaction involving insurance or
securities products effected by your Financial Advisor acting as either a registered representative or investment advisor representative of WRI or
the construction, performance, or breach of this Agreement including disputes as to the scope and meaning of this arbitration provision shall be
settled in arbitration in accordance with the rules, then in effect, of the FINRA Dispute Resolution, Inc., or, if the FINRA Dispute Resolution, Inc.
refuses to exercise jurisdiction over the controversy or dispute, the American Arbitration Association. The site of such arbitration shall be selected
by WRI in metropolitan Kansas City. The award of the arbitrators shall be final and binding on the parties, and judgment upon the award may be entered
in any court, state or federal, having jurisdiction thereof. No person shall bring a putative or certified class action to arbitration, nor seek to enforce
any pre-dispute 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; (ii)
the class is described; or (iii) the client 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.
Governing Law - This WRI WealthLink Agreement will be governed by the laws of the State of Kansas,
without giving effect to the conflicts of law provisions thereof, and applicable provisions of the Investment
Advisers Act of 1940.
Effectiveness – This WRI WealthLink Agreement will become effective upon your electronic acceptance below.
Entire Agreement – This WRI WealthLink Agreement constitutes the entire and final agreement
with respect to your use of the Waddell & Reed WealthLink site as described above and supersedes all prior agreements
between the parties regarding the use of the Waddell & Reed WealthLink site and may not be modified except as set forth herein.
This section only applies if your WRI advisor is a current CFP® certificant. As a CFP® certificant, your Financial Advisor acknowledges
their responsibility to adhere to the standards established in CFP Board's Standards of Professional Conduct, including the duty of care
of a fiduciary, as defined by the CFP Board. If you become aware that their conduct may violate the Standards, you may file a complaint
with the CFP Board at www.CFP.net/complaint. For further information on the CFP Board's Standards of Professional Conduct,
visit https://www.CFP.net/ethics-and-enforcement (https://www.CFP.net/ethics-and-enforcement).
Securities and advisory services offered through LPL Financial (LPL), a registered investment advisor and broker-dealer (member FINRA/SIPC). Insurance products are offered through LPL or its licensed affiliates. To the extent you are receiving investment advice from a separately registered independent investment advisor that is not an LPL Financial affiliate, please note LPL Financial makes no representation with respect to such entity.