Client Agreement
PO Box 2760 Omaha, NE 68103-2760
Fax: 866-468-6268
1. INTRODUCTION not constitute a recommendation to invest in any security or derivative, or to
This Agreement governs all brokerage accounts that I open with you, all utilize any investment strategy.
transactions in my Account, the use of your websites, the Brokerage b. Fees and Commissions. I will pay commissions, charges, taxes, and
Services, the TD Ameritrade Content, and the Third-Party Content; is other fees applicable to my Account. Current commission pricing and other
binding on my heirs, executors, administrators, successors, and assigns; fees are on the websites. You may change your fees and commissions at
and will inure to the benefit of your successors. By opening an Account any time by posting changes on the websites or by other means.
with you, I acknowledge that I have received, read, and understand this You reserve the right to vary commissions among clients in connection with
Agreement and agree to be bound by its terms. Accounts opened with the special offers or combinations of services or in other circumstances. You or
TD Ameritrade Institutional Division are governed by a separate agreement. Clearing may pay a portion of the revenues or fees derived from servicing
“I,” “me,” “my,” or “account owner” means each account owner who signs the my Account to third parties that provide services to you or Clearing. If my
Account Application. “You,” “Your,” or “TD Ameritrade” means TD Ameritrade, Account is an IRA or other retirement plan account, my Account may be
Inc., and, when applicable, TD Ameritrade Clearing, Inc. (“Clearing”), charged fees that the particular plan has authorized to be paid to service
TD Ameritrade’s clearing broker-dealer. providers other than you or Clearing.
c. Statements and Confirmations. It is my obligation to review trade
2. DEFINITIONS confirmations and Account statements promptly upon receipt. These
“Account” means each brokerage account I open with you or have an documents will be considered binding on me unless I notify you of any
interest in. objections within five days from the date confirmations are sent and within
“Agreement” means these terms and conditions as well as any supplemental 10 days after Account statements are sent.
agreements and disclosures that apply to my Account, as amended from time d. Instructions.
to time.
1. General. You may accept and act on instructions from me, my
“Applicable Rules” means all applicable federal and state laws, rules and agent, or any person authorized on my Account. You may refuse
regulations, rules of any self-regulatory organization, and the constitution any order, or delay placing any order, if you determine that an order
and applicable rules, regulations, customs, and usages of the exchange or requires clarification from me. I will not hold you responsible for any
market and its clearinghouse. losses caused by the rejection or delay. You will not receive any order
“Brokerage Services” means your website and related services that you or instruction transmitted by my agent or me until you have actual
provide other than TD Ameritrade Content, which I need to place trades in knowledge of the order or instruction. You do not determine the
my Account. validity of my agent’s status or capacity, the appropriateness of, or the
authority or actions by such person.
“Business Day” means Monday through Friday, excluding market holidays.
2. Wire Transfers. By initiating a wire transfer from my Account with
“Services” means, collectively, the websites, the Brokerage Services, the or without a letter of instruction, I agree that you may use security
TD Ameritrade Content, and the Third-Party Content. This Agreement procedures for accepting and acting upon wire transfer instructions. I
applies to the Services provided by you regardless of how I access them agree that such security procedures may include one, some, or all of
(for example, in person, phone, Internet, or by mobile device). the following, depending on the type, amount, and frequency of the
“TD Ameritrade Content” means all information, tools, and services wire transfer request: requestor and/or account owner identification and
available on your website, other than Brokerage Services provided by you, verification; requestor and/or account owner signature comparison or
and not by a third party. verification; confirmation of receiving bank and/or account designation;
notice provided via email, message center, or phone to account owner
“Third-Party Content” means all information, tools, and services available and/or authorized agent; account surveillance and/or trending analysis.
on your website that are provided by a third party (“Third-Party Provider”), In some circumstances, you may place limits on the portability of funds
including financial and investment tools, market data, reports, alerts, and additional documentation may be required.
calculators, access to online conferences, telecasts, bulletin boards, tax
preparation, or account management tools. I agree that the above security procedures are commercially reasonable
under the circumstances. I agree to be bound by instructions to initiate
“websites” means the Internet sites of TD Ameritrade, whose domain name a wire transfer, with or without a letter of instruction, whether in fact
is registered as http://www.tdameritrade.com, and others, and through authorized or unauthorized, which you implement in compliance with
which you offer Services. these procedures, unless I have given you prior notice of possible
unauthorized activity in my Account and you have a reasonable
3. MY ACCOUNT AND RELATIONSHIP WITH YOU opportunity to act on such notice.
a. Self-Directed Account. I understand that Accounts opened with
3. ACH Transactions. From time to time, originators that I authorize may
you are self-directed. I am responsible for all purchase and sell orders,
send ACH credits or debits to my account. For each ACH transaction,
decisions to continue with an investment strategy or to hold an investment,
I agree it is subject to the NACHA Operating Rules and Guidelines or
and instructions placed in my Account. Unless you provide advice to
other funds transfer system rules as applicable, and that the following
me that is clearly identified by you as an individualized recommendation
additional terms shall apply: (1) TD Ameritrade’s payment of a funds
for me, any investment decision that I make or investment strategy that
transfer to my account will be provisional until TD Ameritrade receives
I utilize, including the decision to hold any and all of the securities or
final settlement or payment, and I agree that TD Ameritrade may
derivatives in the Account, is based on my own investment decisions
reverse the provisional credit and/or obtain reimbursement from me if
or those of my agent and is at my own risk. All investments involve
you do not receive final settlement or payment; (2) A payment by the
risk, and unless you provide individualized recommendations to me, I
beneficiary’s bank of a funds transfer from my account to the beneficiary
or my agent are responsible for determining the suitability of any trade,
will be provisional until final settlement has been made or until payment
investment, investment strategy, and risk associated with my investments.
is considered received under applicable law, and I agree that the
TD Ameritrade Content or Third-Party Content I access through you does
beneficiary’s bank may reverse its provisional credit and obtain a refund
Page 1 of 9 AMTD 182 F 03/21
from the beneficiary and I, as the originator of the payment, will not d. Multiple Owners. If there is more than one Account owner, then the
be considered to have paid the beneficiary; (3) I hereby authorize any provisions of the Agreement apply to each owner. Accounts of husbands
Originating Depository Financial Institution (ODFI) to initiate, pursuant and wives in community property states will be held in the name of husband
to ACH operating rules, ACH debit entries to my account for electronic and wife as community property unless we instruct you otherwise; any
presentation or re-presentment of items written or authorized by me; other Joint Account will be held jointly with rights of survivorship unless I
and (4) If I receive an unauthorized debit, I will need to file a written notify you of a different form of ownership and provide such documentation
unauthorized debit statement with TD Ameritrade by contacting as you require. You will have no liability for any loss that may arise due to
TD Ameritrade at 1-800-669-3900 taking instructions from one owner or requiring instructions from all owners.
e. No Endorsement of Day Trading Strategy; Representations. You do If I am married, I may establish an account with my spouse as tenants by
not recommend, endorse, or promote a “day trading” strategy, which may entirety. I will notify you if I become legally divorced.
involve significant financial risk to me. If I accumulate a position in a security e. Rights, Terms, and Obligations of Securities in Account. Except
through multiple purchase transactions in one day and subsequently as required by Applicable Rules, you are not obligated to notify me of any
liquidate and/or close out that position on the same day through a single events involving my securities positions, nor do you have the responsibility
sale transaction, I represent that it is my intent to execute a single day-trade, to take any actions on my behalf with respect to such events without
unless I notify you to the contrary. specific instructions from me. I am responsible for knowing the rights,
f. Clearing Agreement. You and Clearing have entered into a clearing terms, and obligations of securities in my Account and for monitoring the
agreement in which Clearing is the clearing agent for securities transactions occurrence of any events involving my securities positions or securities for
for your clients. You transmit client instructions to Clearing which causes which I intend to place an order.
such instructions to be executed. Clearing carries my Account on a fully
disclosed basis. All securities, dividends, and proceeds will be held at 5. PRIVACY AND CONFIDENTIALITY
Clearing unless otherwise instructed. a. Privacy. You will take reasonable measures to protect the privacy and
confidentiality of information in your possession about my Account and me.
g. Trading in Affiliate Securities. If I transact in securities that are issued Your Privacy Statement explains how you collect and protect my information.
by The Charles Schwab Corporation (“CSC”) or an entity controlled by CSC, I The Privacy Statement is incorporated into this Agreement by reference.
acknowledge and understand that You are controlled by CSC, and/or You and
the issuer are under the common control of CSC. b. Account Number, PIN, or Password. I will receive a password and/or
access number (collectively “PINs”) that provides electronic access to my
h. Account Protection. You are a member of the Securities Investor Protection Account. Account numbers, User IDs, and PINs are confidential, and I am
Corporation (“SIPC”), which protects securities customers of its members up responsible for the confidentiality, protection, and use of them. Subject to
to $500,000 (including $250,000 for claims for cash). An explanatory brochure the TD Ameritrade Asset Protection Guarantee, I agree to be responsible
is available on request at sipc.org. Additionally, you provide each client $149.5 for all activities in my Account. You may be assured that I have authorized
million worth of protection for securities and $2 million of protection for cash any orders or instructions that are received under my Account number and
through supplemental coverage provided by London insurers. In the event of PIN or by initiating an electronic transfer of funds, with or without a letter of
a brokerage insolvency, a client may receive amounts due from the trustee instruction.
in bankruptcy and then SIPC. Supplemental coverage is paid out after the
trustee and SIPC payouts and under such coverage each client is limited to a c. TD Ameritrade Asset Protection Guarantee. If I lose cash or securities
combined return of $152 million from a trustee, SIPC, and London insurers. The from my Account due to unauthorized activity, you will reimburse me for the
TD Ameritrade supplemental coverage has an aggregate limit of $500 million cash or securities I lose. You promise me this protection if unauthorized
over all customers. This policy provides coverage following brokerage insolvency activity causes losses and you determine it was through no fault of my
and does not protect against loss in market value of the securities. own. You promise this protection if I do five things: (1) keep my personal
identifying information and Account information secure and confidential
To obtain information about the SIPC, including the SIPC brochure, I can because sharing my password, PIN, secret question answers, or other
contact the SIPC at: standard means of authentication with other people means I authorize them
to take action in my Account; (2) use the standard security features you
Securities Investor Protection Corporation Tel: 202-371-8300
805 15th St, N.W., Suite 800 Fax: 202-371-6728 require for access to my account as they change over time, including using
Washington, D.C. 20005-2215 Email:
[email protected] multi-factor authentication. (3) keep my contact information up-to-date
Website: sipc.org with you, including my email address and phone number, so that you can
contact me in case of suspected fraud; (4) review my Account frequently
i. Beneficiary Designation. Changes in the relationship between the account and my statements promptly and report any suspicious or unauthorized
owner and designated beneficiary (such as, marriage, divorce, or adoption) activity to you immediately in accordance with this Agreement; and (5)
will not automatically add or revoke beneficiary designations. For example, if take the actions you request if my account is ever compromised and
an account owner designated a spouse as beneficiary and they subsequently cooperate with any investigation. I agree that unauthorized activity does
divorced, the former spouse will remain beneficiary on the Account unless the not include any actions or transactions undertaken by or at the request of
account owner submits a new beneficiary designation to you. me, my investment advisors or family members, or anyone else whom I
j. Compliance with Laws. I agree to comply with all laws, rules, and have allowed access to my Account or to my Account information for any
regulations applicable to my Account. purpose, such as trading securities, writing checks, or making withdrawals
or transfers.
4. ABOUT ME
d. Phone Conversations and Electronic Communications. You may
a. Legal Capacity. I am of legal age in the jurisdiction in which I reside and record and monitor any telephone, video, or electronic communications with
have the capacity and authority to enter into this Agreement. me.
b. Accuracy of Information. All the information I provide you is true and e. Credit Reports. I authorize you to request my credit reports to verify
correct. I will promptly notify you in writing within 10 Business Days after my creditworthiness and to provide information to credit agencies. Upon
any change in such information. You may rely upon all information I provide request, you will inform me whether a report was requested and provide me
you. with the name and address of the credit-reporting agency that furnished the
c. Interest in Account. I represent that no one except me (us) has an report. Negative credit information may be submitted to a credit-reporting
interest in any of my (our) Account(s) (unless I am opening the Account as agency if I fail to fulfill the terms of my credit obligations.
a fiduciary).
Page 2 of 9 AMTD 182 F 03/21
f. Disclosure of Account Information to Third Parties. Consistent with consent to electronic delivery of communications and receive documents
your Privacy Statement, you and your agents are specifically authorized to on paper. You have a reasonable period to effect such a change and may
disclose information about my Accounts and me to third parties. charge a reasonable fee for sending paper copies.
g. Trusted Contact Authorization. If I elect to provide Trusted Contact d. Equipment. If I agree to electronic delivery, I must have a computer
information to you, you are authorized to communicate, verbally and in with Internet access, an email address, and the ability to download and
writing, with the Trusted Contact Person(s) named on the applicable Trusted save or print communications to retain for my records. I am responsible for
Contact Authorization Form, or by other such means as I may provide obtaining and maintaining all equipment and services required for online
Trusted Contact information to you. I understand that any communication access of my Account.
with the Trusted Contact Person(s) may include information about any of
the Account Owners, the account for which the Trusted Contact information 7. ELECTRONIC SERVICES
was provided, any other accounts at TD Ameritrade in which any of the a. Availability. You do not guarantee that any media will be available to me
Account Owners has an interest, or any other information the Account at a particular time. Access to the websites may be limited or unavailable
Owners may have provided to TD Ameritrade. during periods of peak demand, market volatility, system upgrades, or other
I understand that you may contact the Trusted Contact Person(s) for reasons.
the following reasons: (1) if there are questions or concerns about my You reserve the right to suspend and deny access to the Services, without
whereabouts or health status; (2) if you suspect that I may be a victim of prior notice or for any reason. I recognize that Account activity may be
fraud or financial exploitation; (3) if you suspect that I might no longer be conducted through several different media (for example, Interactive Voice
able to handle my financial affairs; (4) to confirm the identity of any legal Response phone system [IVR] and phone); and if a certain medium is not
guardian, executor, trustee, authorized trader, or holder of a power of available, I will use another medium to conduct Account activity. You will not
attorney; or (5) if you have any other concerns or are unable to contact me be liable for the unavailability, delay, or failure of any of the media at any
about my Account(s) held with you. If my Account is an Entity or other Non- particular time or for the accessibility of, transmission quality, outages to, or
natural person Account, you may also contact any Authorized Agent named malfunction of any telephone circuits, computer system, or software.
on the Account for the foregoing reasons.
b. Use of Services. I will use the Services for lawful purposes, for my
I further agree that: (1) the Trusted Contact Authorization does not impose personal and noncommercial use, and as permitted by this Agreement. I
any obligation that you communicate with my Trusted Contact Person(s); (2) will not transmit through the websites any material that violates or infringes
the Trusted Contact Authorization does not authorize the Trusted Contact in any way upon the rights of others or would encourage conduct that may
Person(s) to make any investment decisions or transact any business with give rise to civil or criminal liability. I will not modify, copy, publish, transmit,
you on my behalf; (3) the Trusted Contact Authorization is optional and I license, participate in the transfer or sale of, reproduce, create derivative
may change or withdraw it at any time by notifying you in writing; (4) all works from, distribute, redistribute, display, or in any way exploit the
named Trusted Contact Person(s) are 18 years of age or older; (5) if there Services. I will not upload, post, decompile, reverse engineer, disassemble,
are multiple Account Owners, you are authorized to follow the instructions modify, copy, distribute, transmit, reproduce, republish, license, display,
of any one or more Account Owners in adding a Trusted Contact, and you sell or transfer, or create derivative products from the Services. Software
will not be held liable for information shared with a Trusted Contact, without accessed on the websites is subject to U.S. export controls and may not be
regard to which Account Owner(s) authorized the addition of the Trusted downloaded by any person prohibited from doing so by Applicable Rules.
Contact; and (6) you are released and discharged from all claims, causes
of action, damages, losses, expenses, costs, and liabilities of any kind that I may download software on a single computer for personal, noncommercial
may arise out of, relate to, or are in connection with the release of, or failure use, provided I keep intact all copyright and other proprietary notices. You
to release, personal and/or account information to the Trusted Contact and Third-Party Providers reserve the right to revise, modify, change,
Person(s). upgrade, suspend, impose limitations or restrictions on, deny access to,
remove, or discontinue the Services at any time without prior notice. Third-
6. CLIENT COMMUNICATIONS Party Providers may enforce this Agreement against me and take action
against me for my breach of this Agreement. I further acknowledge that I
a. Addresses. You may send communications to the mailing address, email, am subject to any agreements for the receipt and use of real time market
telephone number, or facsimile number that I provide. You also may deliver data as distributed by the Securities Information Processors, such as those
information verbally or via the Secure Message Center on your website. agreements governing subscriber use published at CTAplan.com.
Communications shall be deemed delivered to me whether or not I actually
receive them. c. Limitation of Liability. The Services are provided “as is” and “as
available.” You, your affiliates, the Third-Party Providers and their respective
b. Electronic Signatures. My use of electronic signatures to sign your licensors, employees, distributors, or agents make no representations
documents legally binds me in the same manner as if I had manually with respect to the system and expressly disclaim all warranties. Subject
signed. The use of an electronic version of these documents fully to Applicable Rules, in no event will you, your affiliates, the Third-Party
satisfies any requirement that they be provided to me in writing. If I sign Providers or their respective licensors, employees, distributors, or agents
electronically, I represent that I have the ability to access and retain a record be liable to me or any third party for any direct, indirect, incidental, special,
of the documents. I am responsible for understanding these documents punitive, or consequential losses or damages of any kind with respect to
and agree to conduct business with you by electronic means. I am obliged the Services.
to review periodically the websites for changes or modifications.
I am solely responsible for my investment research, and neither you nor
c. Consent. By consenting to the electronic delivery of all information any Third-Party Provider make any representations, warranties, or other
relating to my Account, I authorize you to deliver all communications to guarantees as to the accuracy or timeliness of any market data; nor do you
me by the following means: (1) by email at the email address specified by or any Third-Party Provider make any representations, warranties, or other
me; (2) by posting the communication on the websites or other sites on the guarantees as to the present or future value or suitability of any sale, trade,
Internet where the communication can be read and printed; (3) by sending or other transaction involving any particular security or any other investment.
me an email that includes a hyperlink to the websites or an address on the
Internet where the information is posted, and can be read and printed; and d. Intellectual Property. My use of the Services will not confer any title,
(4) by sending me a notice that directs me to an address on the Internet or ownership interest, or intellectual property rights to me. The Services
a place within the websites where the communication is posted and from are protected under U.S. patent, copyright laws, international treaties or
which it can be read and printed. Such delivery will be an effective delivery conventions and other laws, and will remain the exclusive property of you or
to me for the purpose of any Applicable Rules whether or not I access or Third-Party Providers. Company names, logos, and all related product and
review the communication. Although I consent to electronic delivery, you service names, design marks, and slogans of you or your affiliates or any
may elect to deliver communications by other means which shall not affect Third-Party Provider are the property of the respective company. I am not
my consent. I will notify you of any change in my address. I may revoke my
Page 3 of 9 AMTD 182 F 03/21
authorized to use any such name or mark in any advertising, for publicity, • I may suffer market losses during periods of volatility in the price
or in any other commercial manner. and volume of a particular stock when systems issues result in an
e. Cookies. You use cookies on websites and my browser will need to inability to place buy or sell orders.
accept all cookies for it to perform fully. Certain features of the websites d. Payment for Order Flow. You may receive remuneration from markets
may also require the acceptance of cookies. for directing orders to them. The source and amount of these payments
f. Hyperlinks. The websites may include hyperlinks to websites, owned are available upon written request. Markets may act as principals to buy,
or operated by affiliated or unaffiliated third parties. Neither you nor Third- sell or hold securities for their own accounts, and they may make money
Party Providers are responsible for the content or availability of such other when executing your trade.
websites, and shall not be responsible or liable for any loss in connection Rule 607 of Regulation NMS requires broker-dealers to disclose, upon
with reliance on such sites. opening a new customer account and on an annual basis thereafter: (i) its
policies regarding receipt of payment for order flow, including a statement
8. BROKERAGE SERVICES as to whether any payment for order flow is received for routing customer
a. Order Routing and Executions. Unless I specify the market for orders and a detailed description of the nature of the compensation
execution, you decide where to route my orders for execution. You received; and (ii) its policies for determining where to route customer
consider a wide variety of factors in determining where to direct my orders, orders that are the subject of payment for order flow absent specific
such as execution price, opportunities for price improvement (which is instructions.
when an order is executed at a price that is more favorable than the The firm receives compensation for directing listed and OTC securities,
displayed national best bid or offer), market depth, order size and trading and options order flow to selected market centers (e.g., broker dealers,
characteristics of the security, efficient and reliable order handling systems exchanges and alternative trading systems) for execution. Compensation
and market center service levels, speed, efficiency, accuracy of executions, generally is in the form of a per share or per contract cash payment. The
and the cost of executing orders at a market. If I instruct you to route my potential for receipt of order flow payment is not a factor in the routing
order to a particular market for execution (“Direct Routing”), and you accept determination. TD Ameritrade also may receive compensation related
my order and instruction, you are not required to make a best execution to the foreign currency exchange component of transactions in foreign
determination beyond executing the order promptly and in accordance with securities from market centers executing such trades. In accordance
the terms of my order. Instructions to direct my order to certain market with SEC Rule 606, TD Ameritrade posts quarterly reports that detail the
centers could incur additional fees. material market centers to which TD Ameritrade routes orders in NMS
b. Deposit and Order Refusal; Account Restrictions. You reserve Securities and TD Ameritrade’s material relationships with those market
the right not to accept the deposit of funds or particular securities into centers. This report is made available at www.tdameritrade.com/historical-
my Account and may refuse any of my orders. You also reserve the right 606-disclosure.page or in written form upon request. As required under
to place trading, disbursement, and other restrictions on my Account. SEC Rule 606(b)(1), on request, TD Ameritrade will provide the identity
You may restrict my Account from withdrawals or trading if there is a of the market center to which your orders were routed for execution in the
reasonable suspicion of fraud, diminished capacity, inappropriate activity, six months prior to the request, whether the orders were directed orders
or if you receive reasonable notice that the ownership of some or all of or non-directed orders, and the time of the executions, if any, that resulted
the assets in my Account is in dispute. I will not hold you liable for any from such orders. This applies to both held and not held order flow.
loss I may incur due to your refusal to permit any deposit, withdrawal, or TD Ameritrade regularly assesses the execution quality provided by the
transaction. market centers to which we route order flow in seeking best execution
c. Trade Execution and Price. You route orders to markets for prompt for our clients. For non-directed client orders, it is our policy to route
execution in view of prevailing market conditions, but there can be delays orders to market centers based on a number of factors that are more fully
in the processing of orders. I understand and agree with the following: discussed in the Supplemental Materials of FINRA Rule 5310, including
where applicable, but not necessarily limited to, speed of execution, price
• The quoted price may not reflect the trading activity from all improvement opportunities, differences in price disimprovement, likelihood
markets. of executions, the marketability of the order, size guarantees, service
• High volumes of trading at the market open or intraday may cause levels and support, the reliability of order handling systems, customer
delays in executions and result in prices significantly different from needs and expectations, transaction costs and whether the firm will
the price quoted at the time the order was entered. receive remuneration for routing order flow to such market centers. Price
• Markets may handle orders manually and may reduce size guarantees improvement occurs when an order is executed at a price that is more
during periods of volatility, resulting in possible delays in order favorable than the displayed national best bid or offer.
execution, and losses. e. Payment for Transactions. All orders that I authorize will be processed
• The execution price I receive may be impacted by numerous with the understanding that I will pay for any purchase and deliver
factors beyond your control and responsibility, including the type certificates to cover all sales on or before the settlement date. All sell
of security, liquidity, and the size of my order. For example, large orders that I place will be for securities that I own (“long”) and in deliverable
or “block” orders or orders involving illiquid securities may take form at the time I place the order, unless I inform you otherwise.
additional time to execute and may execute at prices significantly You reserve the right to require full payment, or an acceptable equity
different from the quoted price. deposit, prior to the acceptance of any order. I will have the required
• The execution of market and stop-market orders may be at a price cash, available funds, or equity in my Account prior to the execution and/
significantly different from the quoted price of that security. Limit or settlement of a purchase or short sale transaction, and the required
orders will be executed only at a specified price or better, but there securities in my Account prior to the execution and/or settlement of a
is the possibility that the order will not be executed. long sale. If I do not have sufficient funds or securities in my Account, you
• Securities traded in over-the-counter bulletin board and pink sheet have the right to liquidate or buy in securities at my expense, and I will be
securities and other thinly traded securities present particular responsible for any cost or loss.
trading risks in that they are often more volatile and generally less f. Payment of Indebtedness Upon Demand. If I incur and indebtedness
liquid than securities traded on exchanges. You reserve the right in an account held with one of your affiliates, such as TD Ameritrade
to place restrictions on the trading of such securities without prior Futures & Forex LLC, I understand and acknowledge that you and your
notice. affiliates may decide to transfer my indebtedness to my Account. Subject
to Applicable Law, I will be liable for the payment upon your demand of any
Page 4 of 9 AMTD 182 F 03/21
obligations owing in my Account, including the reasonable costs incurred in authorize you to automatically withdraw cash or redeem securities maintained
collecting such amounts. in a Designated Sweep Vehicle to satisfy my obligations. I authorize you
g. Security for Indebtedness. I consent to you having a continuing security to act as my agent to purchase and redeem balances in the Designated
interest in, right of set-off to and lien on all securities, cash, investment Sweep Vehicles, and authorize you to select and use agents as you deem
property, and other property in my Account (“Collateral”). Subject to appropriate.
Applicable Rules, and without prior notice to me, you may sell or transfer the The Sweep Choices may include money market funds or an FDIC-insured
Collateral to satisfy my obligations. You also have the discretion to determine deposit account (“IDA”) for which you or your affiliates receive, to the extent
which securities and other properties are to be sold and which contracts are permitted by Applicable Rules, transaction, and other fees for providing
to be closed. You have all the rights of a secured party under the Uniform services. These fees will vary depending on the money market fund (or share
Commercial Code. class) or IDA used. No portion of these fees will reduce or offset the fees
h. Short Sales. I will designate any sell order as a “short” sale if at the time otherwise due to you unless required by Applicable Rules.
I place the order I do not own the security I intend to sell or am unable to There may be certain minimum requirements for initial and subsequent
deliver the security before settlement. All short sales will be executed in a investments in the Designated Sweep Vehicles. You may change the eligibility
Margin Account. criteria or replace the Sweep Choices available to me. You will give me
i. Mutual Funds and ETFs. I authorize you to custody mutual fund holdings advance notice of any such change in Sweep Choices. Unless I notify you
that I purchase directly through you. When purchasing a mutual fund, I of an objection to such change, I authorize you to withdraw cash or redeem
acknowledge that I have received and read the fund prospectus. Mutual securities held in the prior Designated Sweep Vehicle and to invest or deposit
fund purchases may be subject to investment minimums, eligibility and other the proceeds in the replacement Designated Sweep Vehicle.
restrictions, as well as charges and expenses. Certain money market funds If my Designated Sweep Vehicle is a money market fund or IDA, and my
may impose liquidity fees and redemption gates in certain circumstances. Account is flagged as a “Pattern Day Trader,” on the next Business Day,
Some mutual funds sold through you impose a charge on the purchase of you may change my Designated Sweep Vehicle to TD Ameritrade Cash
shares, called a “sales load.” I may be able to purchase mutual fund shares (described below).
through you without paying a front-end sales load, but I may be charged a fee, 1. TD Ameritrade FDIC Insured Deposit Account. If the IDA is my
called a “contingent deferred sales charge,” when I sell or redeem my shares. Designated Sweep Vehicle, the available cash in my Account will be
You may receive part or the entire sales load. automatically deposited into an IDA at one or more banks (“Program
As discussed in the prospectus, some mutual funds agree to waive or reduce Banks”). Three of the Program Banks are Charles Schwab Bank,
front-end sales loads for purchases over certain amounts. I am responsible SSB; Charles Schwab Premier Bank, SSB; and Charles Schwab Trust
for determining and obtaining any waivers, breakpoints, or providing you with Bank, each an affiliate of you. You will maintain a list of the current
sufficient information to assist me in obtaining such. Program Banks on your website. The IDAs at the Program Banks are
savings or checking accounts held in the name of Clearing as agent
You may receive remuneration from fund companies, including, those for its customers. You have arranged the IDAs and account records in
participating in your no-load, no-transaction-fee program, for record-keeping, such a way that “pass through” FDIC insurance is available to me as if
shareholder services, and other administrative and distribution services. I had opened the IDAs directly with a Program Bank in my own name.
The amount of your remuneration for these services is based in part on the As a result, my funds at each Program Bank will be eligible for FDIC
amount of investments in such funds by your clients. Some mutual funds insurance in an amount equal to $250,000 for principal and accrued
impose a distribution or service fee known as a “12b-1 fee.” You may receive interest per depositor in each recognized legal capacity (for example,
the 12b-1 fees in connection with my investment in such fund’s shares. If I Individual, Joint, IRA). The bank sweep program has been structured
invest online in no-transaction-fee mutual funds (“NTF funds”) directly through to provide me with access to at least two Program Banks resulting in
you, I will not pay a transaction fee. I also may be able to purchase mutual up to $500,000 in FDIC insurance per depositor in each recognized
funds directly from the fund’s distributor or underwriter without incurring a legal capacity (for example, up to $500,000 for individual accounts
transaction fee. You receive remuneration from fund companies participating and $1,000,000 for joint accounts). Subject to deposit limits pursuant
in the NTF fund program. NTF funds have other fees and expenses that to agreements with the Program Banks, to the extent that my cash is
apply to continued investment in the fund that are described in the prospectus. being deposited into more than two Program Banks, it is possible for
TD Ameritrade receives remuneration from certain ETFs (exchange-traded me to obtain total FDIC insurance in excess of $500,000 per depositor
funds) that participate in commission-free ETF program for shareholder, in each recognized legal capacity. In addition, you will determine the
administrative, and other services. order of the Program Banks in the IDA for the purposes of accepting
j. Sweep Program. My available cash may be swept into a sweep vehicle deposits based on several factors including, but not limited to, minimum
pending investment of the cash. The alternatives available under the Sweep and maximum deposit balances agreed to with a particular Program
Program are referred to as “Sweep Choices,” and the one I select is referred Bank and the contractual arrangement between you and a particular
to as the “Designated Sweep Vehicle.” You will notify me of the Sweep Program Bank. Such FDIC insurance will cover my money in each
Choices and the Designated Sweep Vehicle. I agree that at account opening IDA, together with any other deposits held at each Program Bank in
my Designated Sweep Vehicle will be the TD Ameritrade FDIC Insured the same legal capacity (for example, Individual, Joint, IRA). Questions
Deposit Account (described below), unless I select a different Sweep Choice. about FDIC insurance coverage may be directed to you. Information also
may be obtained by contacting the FDIC, by letter (550 17th Street NW,
Cash will be automatically invested or deposited in the Designated Sweep Washington, D.C. 20429), by phone (877-275-3342, 800‑925-4618 ([TTY]),
Vehicle, according to a sweep schedule determined by you. Proceeds from by email (
[email protected]), or by accessing the FDIC website
the sale of securities will be swept into the Designated Sweep Vehicle at fdic.gov. Learn more about FDIC coverage by using the FDIC’s
following settlement if the securities sold have been received in good Electronic Deposit Insurance Estimator at edie.fdic.gov/.
deliverable form by the settlement date. The proceeds of any checks that
I deposit to my Account will be swept to the Designated Sweep Vehicle on My available cash will be deposited into an IDA at one or more
the Business Day after receipt by you and will begin earning dividends or Program Banks. You will deposit up to $247,500 in the Program
interest on that day. Access to such funds may be withheld for up to four Banks, per depositor per legal capacity, except for “the Excess
Business Days to assure that such checks have not been returned unpaid. Bank” which will receive deposits without limit, even if the amount
I may instruct you to change my Designated Sweep Vehicle at any time to in the IDA exceeds the FDIC insurance available to me. The list of
another of the Sweep Choices, and acknowledge that such instruction shall Program Banks including “the Excess Bank” is included on your
constitute my authorization to liquidate balances in my Designated Sweep website at tdameritrade.com/idaprogrambanks. Any deposits
Vehicle and transfer such balances to the new Designated Sweep Vehicle. I (including certificates of deposit) that I maintain in the same
Page 5 of 9 AMTD 182 F 03/21
insurable capacity directly with a Program Bank, or through an be accrued daily and credited on the last Business Day of each
intermediary (such as you or another broker), will be aggregated month. You use the daily balance method to calculate interest on
with deposits in my IDA at such Program Bank for purposes my Account.
of determining my maximum FDIC insurance amount. I am • Clearing will act as my agent in depositing funds into the IDAs and
responsible for monitoring the total amount of deposits that withdrawing funds from the IDAs. No evidence of the IDAs, such
I maintain at the Program Banks in order to determine the as a passbook or certificate, will be issued to me. Ownership of
extent of FDIC coverage available to me. I acknowledge that the the IDAs at the Program Banks will be evidenced by a book entry
IDAs constitute an obligation of the Program Banks and are not on the records of the Program Banks, and by records maintained
your obligation. I can obtain publicly available financial information by Clearing. I will contact you if I believe there has been any
concerning each Program Bank at unauthorized activity between my Account and the IDAs, or if I
www.fdic.gov/news/publications/pichardcopies.html or by contacting have any complaints regarding the IDAs at the Program Banks.
the FDIC Public Information center by mail at L. William Seidman
Center, Virginia Square, 3501 North Fairfax Drive, Arlington, VA 22226 • You may terminate my use of the IDA sweep feature. If you
or by phone at 703-562-2200.You do not guarantee in any way the terminate my use of the IDA sweep feature, or do not wish to
financial condition of the Program Banks or the accuracy of any continue to act as my agent with respect to the IDA, I may deal
publicly available financial information concerning the Program Banks. directly with the Program Banks, subject to their rules, with respect
You will not be responsible for any insured or uninsured portion of the to establishing and maintaining deposit accounts. In the event you
IDAs. Cash in my Account will be automatically swept on a daily basis terminate my use of the IDA sweep feature, you will inform me of
to the IDAs at the Program Banks. As required by federal regulations, the replacement Sweep Choice. Similarly, if I decide to terminate
the Program Banks have the right to require seven days’ prior notice my use of the IDA sweep feature, or that I no longer wish to have
before permitting a withdrawal out of a savings account. Currently, Clearing act as my agent with respect to the IDAs, I may establish
the Program Banks do not intend to exercise this right. In addition, a direct depository relationship with the Program Banks, subject
savings accounts you hold as agent for me at a Program Bank may to the Program Banks’ rules. Establishing a direct depository
have transfer limits that prevent using such accounts as a transaction relationship with the Program Banks will result in the separation of
account. The following applies to the IDAs: my deposit balances at the Program Banks from my Account.
• When available cash is available for deposit, you will deposit • The Program Banks use IDA balances to fund current and new
available cash from my Account into an IDA at one or more investment and lending activity. The Program Banks seek to
Program Banks. You will periodically rebalance my IDAs so the make a profit by achieving a positive spread between their cost of
total amount of my funds in the IDA at Program Banks remains funds (for example, deposits) and the return on their assets, net
below applicable FDIC insurance limits (except for the Excess of expenses. You receive a volume-based fee from the Program
Bank, which has no limit). Banks that are not affiliated with TD Ameritrade that ranges from
0.85 to 1.20%. In the case of Program Banks that are affiliates,
• All withdrawals necessary to satisfy debits in my Account will be you will receive a fee of up to $100 per account. You have the right
made by Clearing, as my agent. A debit will be created when I to waive all or part of this fee. The rate of the fee that you receive
purchase securities or request a withdrawal of funds from my may exceed the interest rate or effective yield that I receive in my
Account. balances in the IDAs, and the payment of the fee reduces the yield
• My account statement will display the name of each Program that I receive. Other than the applicable fees charged on brokerage
Bank with which I have deposits, the balance of deposits at each accounts, there will be no charges, fees, or commissions imposed
Program Bank, any withdrawals made during the month, and on my Account for this Sweep Choice. The current IDA interest rate
the applicable interest rate and amount of interest earned on my will be disclosed on your website and may be changed without prior
deposits. notice.
• The deposit limit at the Program Banks is set slightly below FDIC- • My deposit into IDAs at the Program Banks may need to be limited
insurance thresholds to allow for accrued interest on deposits. The if one or more Program Banks stop accepting deposits. You will
deposit limit at the Program Banks is set at $247,500 ($495,000 provide advance notification via the website, or other reasonable
for Joint Accounts), which may be reset from time to time based on means, if any Program Bank is removed from the bank sweep
FDIC-insurance limits and the interest rate environment. If interest program, and if advance notice is not practicable, you will notify me
paid on my funds in the IDA at one of the Program Banks results as soon as is reasonably practicable. If a Program Bank ceases
in my total funds in the IDA exceeding the deposit limit at another to make its IDA available through the IDA sweep feature, I will be
Program Bank, the IDAs will be rebalanced the next day and the given an opportunity to establish a direct relationship with that
amounts in excess of the deposit limit will be transferred to another Program Bank outside of the IDA sweep feature, or to transfer
Program Bank. funds to another Program Bank participating in the IDA sweep
• I may not change the Program Banks, the order in which funds feature, if available.
are deposited into the Program Banks, or the maximum deposit • In the event that FDIC insurance payments become necessary, the
amount at any Program Bank. I may withdraw from the bank sweep FDIC is required to pay principal plus unpaid and accrued interest to
program at any time and use another Sweep Choice. the date of the closing of the relevant Program Bank, as prescribed
• I will earn interest on my deposits in the IDAs in accordance with by applicable laws and regulations. Because there is no specific
the rates or tiered rates available to me as determined by you. I time period during which the FDIC must make available such
understand that rates may vary based on the particular offering insurable payments, I should be prepared for the possibility of an
or the level of my assets held with you. Interest rates earned in indeterminate delay in obtaining insurable payments. In addition, I
the IDAs will vary over time, but will be paid consistent with the may be required to provide certain documentation to the FDIC
rate or tiered rate you make available to me regardless of which and you, such as affidavits and indemnities, before any insurance
Program Bank holds my cash. The interest rates paid with respect payouts are released to me. For example, if the IDA balances are
to the IDAs may be higher or lower than the interest rates available held by me as trustee for the benefit of trust participants, I may be
to depositors making deposits directly with the Program Banks or required to furnish an affidavit to that effect.
other depository institutions in comparable accounts. The current • You may change the bank sweep program terms and conditions by
interest rate will be available on the websites, or I may contact you providing me 30 days’ advance notice.
to obtain the current rate. Interest will accrue on balances from 2. TD Ameritrade Cash. If I selected TD Ameritrade Cash as my
the day they are deposited into the IDAs through the Business Designated Sweep Vehicle, you will pay interest on available cash in
Day preceding the date of withdrawal from the IDA. Interest will
Page 6 of 9 AMTD 182 F 03/21
my Account, the rate of which may be changed without prior notice. 6. Iam not entitled to an extension of time on a margin call. While
Interest will be accrued daily and credited on the last Business an extension of time to meet margin requirements may be available
Day of each month. You may vary interest rates among clients in to clients under certain conditions, I do not have a right to any
connection with special offers or combinations of services or in extension. You will determine whether to provide an extension.
other circumstances. TD Ameritrade Cash represents balances b. Initial Margin and Margin Maintenance Requirements. There are
pending investment and is not maintained solely for receiving rules and regulations covering margin loans, including the initial and
credit interest. You segregate customer cash consistent with the margin maintenance requirements for margin Accounts. You may impose
Securities and Exchange Commission rules and regulations. more stringent margin requirements, which may change without notice to
3. Money Market Funds. Investments in money market funds are me.
subject to eligibility and other restrictions, as well as charges, and To trade on margin, my Account must maintain at least $2,000 in
expenses, all as further described in the prospectus. Money market minimum equity. I will meet the margin requirement in my margin Account
funds are securities that may increase or decrease in value. They before entering any order and will satisfy any additional requirements
are not insured or guaranteed by the FDIC, any other government you may require. You may apply all premiums received from options
agency, or you, and there can be no assurance that such funds writing against my margin requirements. I have the obligation to
will be able to maintain a stable net asset value of $1 per share. monitor the balances in my margin Account to ensure that I maintain
I understand that I will receive period statements for sweep sufficient amounts to meet margin requirements at all times. I agree to
transactions involving money market funds in lieu of immediate read carefully the TD Ameritrade Margin Handbook before purchasing
confirmations. securities on margin.
k. Callable Securities. I consent to your lottery system for allocation of You may decline to extend credit to me for any reason, subject to
partial redemption or calls. A description of your procedures for callable Applicable Rules. There may be times when you have extended credit on
securities is available on your website, or hard copies are available upon certain securities, but due to market or other conditions, you may require
request. additional cash or securities.
9. MARGIN TRADING c. Margin Interest. I will pay interest on any credit provided to me for the
a. Margin Account. When I purchase securities on margin, I am purpose of purchasing, carrying, or trading in any security.
borrowing money from you and pledging all securities and other property d. Margin Interest Rates. You utilize a base rate (“Base Rate”) to set
in my Account as collateral for these loans. I agree to evaluate my own margin interest rates. My margin interest rate will vary based on the Base
financial situation, resources, investment objectives, and other relevant Rate and the margin balance (“Balance”) in my margin Account during the
circumstances to determine whether margin transactions are appropriate interest period. The Base Rate may be changed without prior notice to me.
for me. You will not make this determination. Even if I determine that You will post on the websites any changes to the Base Rate.
margin is appropriate for me, you determine whether to make such loans e. Interest Calculation. For each day there is a debit balance in my
to me. I also understand that trading securities on margin involves a Account, the interest charged for that day is calculated by multiplying the
variety of risks, including the following: applicable interest rate by my debit balance, with the result divided by 360.
1. Ican lose more funds than I deposit in the margin Account. A The sum of the daily interest charges is totaled at the end of each Account
decline in the value of securities that I purchase on margin may statement period and is posted to my Account on the last Business Day of
require me to provide additional funds to you to avoid the forced the Account statement period. I will not earn interest on credit balances in
sale of those securities or other securities or assets in my Account. I my short Account.
could lose more than the amount I deposit in my Account. f. Short Sales. Sales designated as “short” are done in my margin
2. You can force the sale of securities or other assets in my Account, and are subject to different margin maintenance requirements
Account. If the equity in my Account falls below the maintenance than securities purchased on margin. Short sales are subject to certain
margin requirement, or any higher “house” requirements, you can regulatory rules and cannot be executed under certain market conditions.
sell the securities or other assets in any of my Accounts to cover the You may not always have the securities available to facilitate my short
margin deficiency. I also will be responsible for any shortfall in the sale. You may, without notice, “buy-in” securities to cover any short
Account after such a sale. security position in my Account. I will reimburse you for any losses that
3. You can sell my securities or other assets without contacting you may incur. You may require me to deposit Collateral if the Collateral
me. Some investors mistakenly believe that a firm must contact in my Account becomes insufficient. Short sale proceeds are part of the
them for a margin call to be valid, and that the firm cannot liquidate Collateral that secures your loan to me. I am also liable for all dividends
securities or other assets in their accounts to meet the call unless paid, and all other distributions of cash or property, on securities that I
the firm has contacted them first. This is not the case. Although you have sold short.
may attempt to notify me of margin calls, you are not required to g. Pledge of Securities and Other Property. You may pledge, repledge,
do so, and even if you have contacted me and provided a specific hypothecate, or re-hypothecate, without notice to me, all securities and
date by which I can meet a margin call, you can still take necessary other property that you hold, carry, or maintain or for any of my margin
steps to protect your financial interests, including immediately selling or short Accounts. You may do so without retaining in your possession
securities without notice to me. or under your control for delivery the same amount of similar securities
or other property. The value of the securities and other property that you
4. Iam not entitled to choose which securities or other assets
may pledge, repledge, hypothecate, or re-hypothecate may be greater
in my Account are liquidated or sold to meet a margin call.
than the amount I owe you, and any losses, gains, or compensation that
Because the securities are collateral for my margin loan, you have
result from these activities will not accrue to my Account.
the right to decide which securities to sell in order to protect your
interests. h. Loan of Securities/Dividend “Payments in Lieu”. You are
authorized to lend to yourself or others any securities you hold in my
5. You can increase your “house” maintenance margin
Account and to carry all securities lent as general loans. In connection
requirements at any time, and you are not required to provide
with such loans, you may receive compensation and retain certain
me advance written notice of the change. These changes to your
benefits that I will not be entitled to, such as interest on Collateral posted
policy often take effect immediately and may result in the issuance
for such loans. In certain circumstances, such loans may limit my ability
of a maintenance margin call. My failure to satisfy the call may
to exercise voting rights with respect to the securities lent. I may request
cause you to liquidate or sell securities in my Account.
Page 7 of 9 AMTD 182 F 03/21
that fully paid securities not be used in connection with short sales. I as provided by the rules of the arbitration forum in which a
understand that in certain situations including when you have borrowed claim is filed.
my securities or when trades or securities loans are in the process of • Arbitration awards are generally final and binding; a party’s
settling, I may receive a “payment in lieu” of the dividend issued (see ability to have a court reverse or modify an arbitration award
Margin Handbook for more details). is very limited.
10. OPTIONS TRADING • The ability of the parties to obtain documents, witness
statements, and other discovery is generally more limited in
If I elect to engage in options transactions, I will be bound by the following arbitration than in court proceedings.
additional terms:
• The arbitrators do not have to explain the reason(s) for
a. Suitability. Options are not suitable for all investors. Options trading their award unless, in an eligible case, a joint request for an
has inherent risks and I am prepared financially to undertake such risks explained decision has been submitted by all parties to the
and to withstand the losses that may be incurred. I acknowledge I have panel at least 20 days prior to the first scheduled hearing
received or have been given access to the “Characteristics and Risks of date.
Standardized Options” by the Options Clearing Corporation (OCC).
• The panel of arbitrators may include a minority of arbitrators
b. General Terms. who were or are affiliated with the securities industry.
• I am responsible for knowing the rights and terms of all options • The rules of some arbitration forums may impose time limits
in my Account. I agree to be bound by the FINRA, OCC, and for bringing a claim in arbitration. In some cases, a claim
exchange rules applicable to the trading of options contracts. that is ineligible for arbitration may be brought in court.
• If my options trading occurs in a margin Account, it is subject to • The rules of the arbitration forum in which the claim is filed,
the terms and conditions applicable to margin trading. and any amendments thereto, shall be incorporated into this
• Settlement on options cleared through the OCC is the Business Agreement.
Day after the trade date. I shall not exceed the position and • No person will bring a putative or certified class action to
exercise limits imposed by the rules of the OCC. arbitration, nor seek to enforce any predispute arbitration
agreement against any person who has initiated in court
• I am responsible for instructing you as to my intention to exercise
a putative class action; or who is a member of a putative
options contracts before the expiration date. Absent proper and
class who has not opted out of the class with respect to any
timely exercise instructions from me, you have no obligation to
claims encompassed by the putative class action until: (1)
exercise any right, privilege or obligation of any option for my
the class certification is denied; (2) the class is decertified;
Account. I agree that my failure to provide you with proper and
or (3) the client is excluded from the class by the court.
timely instructions may result in the option expiring worthless,
Such forbearance to enforce an agreement to arbitrate will
even though it may have a monetary value on the expiration
not constitute a waiver of any rights under this Agreement
date. I agree to read carefully the Margin Handbook for additional
except to the extent stated herein.
terms and important information regarding options exercise.
• You collect information only to establish option trading permission I agree that any controversy between you and your affiliates, any
and not for the purpose of monitoring Account holdings or option of their respective officers, directors, employees, or agents and
positions. me (including any of my officers, directors, employees, or agents)
arising out of or relating to this Agreement, our relationship, any
• You and Clearing are authorized to take steps to protect their Services provided by you, or the use of the Services, and whether
position and any obligation they have assumed at my request arising before or after the date of this Agreement, shall be arbitrated
without notifying me. and conducted under the provisions of the Code of Arbitration
• If I write (short) a call options contract that requires the delivery of the FINRA. If any party unsuccessfully resists confirmation or
of securities to be sold, I may be required to keep the securities enforcement of an arbitration award rendered under this Agreement,
in my Account until the expiration of the options period and may then that party shall pay all costs, attorneys’ fees, and expenses
not be allowed to sell or withdraw the securities. incurred by the other party or parties in confirming or enforcing the
award. Arbitration must be initiated by service upon the other party
• If I write (short) a put options contract that requires payment for of a written demand for arbitration or notice of intention to arbitrate.
securities to be purchased, I may be required to keep sufficient Judgment, upon any award rendered by the arbitrator, may be entered
funds in my Account to make the payment until the expiration in any court having jurisdiction.
of the options period, and may not be allowed to withdraw the
funds or use them for any other purpose. If I am assigned on
13. ADVICE
the options, Clearing may use the funds for the purchase of the
securities without prior notice to me. a. Unless otherwise noted by you in writing, you will act only as broker-
dealer and not as an investment advisor governed by the Investment
• All short equity and some index options positions are available Advisers Act of 1940.
for assignment. Exercise assignment notices for equity or index
options are randomly allocated among all clients’ short positions. b. When I act as a self-directed investor, I am responsible for determining
the suitability of any particular investment strategy, transaction, or
11. INITIAL PUBLIC AND FOLLOW-UP OFFERINGS security. You have no responsibility for any such determination unless
you otherwise agree in writing, or you or your representative gives advice
You may participate as underwriter or a member of the selling group directly to me that is identified clearly as a recommendation by you
of, and provide access to, Initial Public Offerings (IPOs) and follow-up to enter into a particular transaction or to buy, sell, or hold a particular
offerings. If I participate in such, I will be bound by additional terms. security or securities.
12. ARBITRATION c. From time to time, in connection with my Account, you may provide
This Agreement contains a predispute arbitration clause. By signing investment-related guidance or recommendations to me. In the event that
an arbitration clause, the parties agree as follows: a recommendation is made, you and/or your representative shall have
my informed consent to deliver the Form CRS Customer Relationship
• All parties to this Agreement are giving up their right to sue Summary forTD Ameritrade or its affiliates, as required (“Form CRS”) - as
each other in court, including the right to jury trial, except well as any other notices, disclosures, or communications - to any mailing
Page 8 of 9 AMTD 182 F 03/21
address, email address or facsimile number that I provide in connection of the Agreement will be posted on the websites and my continued Account
with either the Account, or any other accounts that I open or otherwise activity after such amendment constitutes my agreement to be bound by
maintain with you. I understand that I can also access the Form CRS all amendments to the Agreement, regardless of whether I have actually
by visiting tdameritrade.com/regbi. I understand and acknowledge reviewed them. You are not bound by any verbal statements that seek to
that it is incumbent on me to provide you with current and accurate amend the Agreement.
contact information for the delivery of these documents. I acknowledge f. Termination. You may terminate this Agreement, or close, deactivate, or
that I shall read and understand the Form CRS - as well as any other block access to my Account. If you decide to close my Account and I fail
notices, disclosures, or communications - prior to acting upon any such to transfer it to another broker, you may liquidate my Account and send me
recommendation. I agree that when you make a recommendation to me, the proceeds. I will remain responsible for the payment of all obligations
you determine whether it is suitable and in my best interest at the time incurred in my Account or otherwise. I may terminate this Agreement after
of the recommendation. If the recommended transaction is not effected paying any obligations owed upon written notice. The Agreement survives
contemporaneously with your recommendation, I agree you will have no termination of the Account.
liability if I choose to effect such transaction in the future. Furthermore, g. Force Majeure. You will not be liable for loss caused directly or
when you are acting as broker-dealer for my Account, I agree that you indirectly by conditions beyond your reasonable control, including but
have no ongoing duty to ensure a recommendation continues to be not limited to Force Majeure events. “Force Majeure” means events that
suitable for me. Rather, I have an affirmative duty to monitor profits and are beyond the reasonable control of a party, including but not limited to
losses in my Account, along with my investment goals and risk tolerance the following: disasters, extraordinary weather conditions, earthquakes
and to modify my trading decisions accordingly. or other acts of God, war, insurrection, riot, labor strikes, terrorist acts,
d. Unless otherwise agreed to in writing, you do not have discretionary government restrictions, exchange or market rulings, suspension of
authority over my Account or an obligation to monitor, review or make trading, computer or communication line failure, or failure of market
recommendations for the investment of securities or cash in my Account. centers or transmission facilities.
e. Any research, analysis, news, or other information made available by h. Indemnification. I agree to indemnify and hold harmless you, your
you does not constitute an individualized recommendation by you to buy, affiliates, and Third-Party Providers and your and their respective officers,
sell, or hold a particular security. directors, employees, agents, and representatives from any and all
liabilities, losses, costs, judgments, penalties, claims, actions, damages,
f. You do not provide legal, tax, or estate planning advice.
expenses, or attorney’s fees (collectively “Losses”) resulting or arising
14. MISCELLANEOUS directly or indirectly from use of the Services or transactions in my
a. Severability. If any provision of this Agreement is held to be illegal, Account, except to the extent that such Losses are the direct result of
invalid, or unenforceable under present or future laws, such provisions shall your gross negligence or willful misconduct.
be fully severable. In such event: (1) this Agreement shall be construed i. Waiver. Your failure to insist on compliance with this Agreement will not
and enforced as if such illegal, invalid, or unenforceable provision has constitute a waiver of any of its rights.
never comprised a part of this Agreement or was modified to be legal, valid, j. Admissibility of Documents in Proceedings. All documents in
and enforceable; and (2) the remaining provisions of this Agreement shall any format are considered to be true, complete, valid, authentic, and
remain in full force and effect and shall not be affected by the illegal, invalid, enforceable records of the applicable document, admissible in judicial or
or unenforceable provisions or by its severance from this Agreement, to the administrative proceedings to the same extent as if the documents and
extent permitted by Applicable Rules. records were originally generated and maintained in printed form. I will not
b. Account Handbook. The Account Handbook provided to me upon contest the admissibility or enforceability of your copy of the documents in
account opening, and available on your websites, contains important any proceeding arising out of this Agreement.
information about my Account. I will refer to the Account Handbook k. Governing Law, Jurisdiction, and Venue. This Agreement will be
to learn additional information about the handling of trade orders, the governed by the laws of the State of Nebraska, but not its conflicts of
receipt and delivery of funds, account policies, and other general account law provisions. I hereby consent to the jurisdiction of and venue within
information. the State of Nebraska for all disputes arising out of or relating to this
c. Entirety of Agreement. This Agreement, any attachments hereto, Agreement.
the addenda and other agreements referred to in this Agreement and l. NJ State Law. New Jersey law prohibits contractual provisions that
the terms and conditions contained in the Account statements and violate the legal rights of a NJ consumer or responsibility of a seller. No
confirmations contain the entire agreement between you and me; and it provision in this Agreement shall apply to any NJ consumer if it violates
supersedes all prior or contemporaneous communications and proposals, any such right or responsibility, including grounds for redress based
whether electronic, oral, or written, between me and you, provided, on: (i) your tortious actions; (ii) the NJ Punitive Damages Act; (iii) the
however, any and all other agreements if any, between me and you and NJ Uniform Commercial Code; or (iv) your failure to protect reasonably
your affiliates, not inconsistent with this Agreement will remain in full force against criminal acts of third parties.
and effect, and if there are any conflicts between this Agreement and any m. Worthless Securities. You may remove a worthless security from my
attachments or other agreements, this Agreement shall prevail. account including, and without limitation to, the following circumstance:
d. Assignment and Escheatment. I may not assign this Agreement your primary custodian, the Depository Trust Company, has deemed the
or any rights or obligations under this Agreement without first obtaining security eligible for removal and you have reviewed and determined, to
your prior written consent. You may assign, sell, or transfer my Account the best of your ability, that the security has no market value. I agree to
and this Agreement, or any portion thereof, at any time, without my prior waive any claim to any future distribution from the security and agree to
consent. The assets in my Account may be transferred to the appropriate indemnify and hold you harmless from any claims, liability, or damages
state if no activity occurs in my Account within the time period specified resulting from the removal of such security. If I provide you with evidence
by state law. of the value of the security from an independent third party within 60 days
e. Amendment. You reserve the right to amend this Agreement without of receiving your account statement noting the removal, you will review
prior notice to me or as required by Applicable Rules. The current version and, if able to, reinstate my position.
Investment Products: Not FDIC Insured * No Bank Guarantee * May Lose Value
TD Ameritrade, Inc. and TD Ameritrade Clearing, Inc., members FINRA/SIPC, are subsidiaries of The Charles Schwab Corporation.
TD Ameritrade is a trademark jointly owned by TD Ameritrade IP Company, Inc. and The Toronto-Dominion Bank.
© 2021 Charles Schwab & Co. Inc. All rights reserved.
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