1. LIMITATIONS ON SCOPE OF SERVICES. It is expressly understood and agreed between the parties of this Agreement that our firm will not provide accounting or legal advice no prepare any accounting or legal documents for the implementation of the financial planning objectives. You are urged to work closely with your attorney and/or accountant in implementing the recommendations set forth in the financial plan.
2. ACKNOWLEDGEMENT. Client acknowledges receipt of Part 2 of Form ADV; at or before the time of signing this agreement in accordance with Rule 204-3 under the Investment Adviser’s Act of 1940. If Part 2 of the Form ADV is not provided to Client at least 48 hours prior to signing this contract, Client has five business days to cancel the contract, without penalty. You further acknowledge and consent that our firm may send any of its notices including our ADV Part 2 and Privacy Policy to your email address last provided by you.
3. ARBITRATION. This agreement contains a provision, which requires that all claims arising out of transactions or activities affecting the provision of services by our firm to you (i.e. the Client) (collectively referred to as “the parties”) be resolved through arbitration in Hamilton County, OH. The parties acknowledge, understand and agree that:
(i) Pre-arbitration discovery is generally more limited than and potentially different in form and scope from court proceedings.
(iii) The Arbitration Award is not required to include factual findings or legal reasoning and any party’s right to appeal or to seek modification of a ruling by the arbitrators is strictly limited.
(iii) The panel of arbitrators will typically include a minority of arbitrators who were or are affiliated with the securities industry.
To the extent permitted by law, all controversies which may arise between the parties or any of their affiliated companies concerning any transaction arising out of or relating to this agreement, or the construction, performance, or breach of this or any other agreement between us whether entered into prior to, on or subsequent to the date hereto, shall be submitted to arbitration conducted under the Rules of the American Arbitration Association.
Arbitration must be commenced by service upon the other party, of a written demand for arbitration or a written notice of intention to arbitrate. Judgment upon any award rendered by the arbitrator(s) shall be final and may be entered in any court having jurisdiction. Any arbitration proceeding pursuant to this Agreement shall be determined pursuant to the laws of the State of Ohio or the state in which the client resides. This Agreement supersedes any and all preexisting agreements and/or understandings. 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 is a member of a putative class who has not opted out of the class with respect to any claims encompassed by the putative class action until: (i) the class certification is denied; or (ii) the class is decertified; or (iii) the customer is excluded from the class by the court. Such forbearance to enforce an agreement to arbitrate shall not constitute a waiver of any rights under this agreement except to the extent stated herein.
The parties hereby submit to the in personam jurisdiction of the courts of the State of Ohio or the state in which the client resides and the local courts located therein (and expressly waive any defense to personal jurisdiction of the Client by such courts) for the purpose of confirming, vacating or modifying any such award or judgment entered thereon. To the extent any controversy as above described is to be resolved in a court action, the parties expressly agree that such action shall be brought only in State or Federal courts in Ohio or the state in which the client resides and service of process in such action shall be sufficient if served on the parties by certified mail, return receipt requested, at the parties last address known to the other party. In this connection the parties expressly waive any defense(s) to personal jurisdiction of the parties by such court; to service of process as set forth above; to venue; and in addition, expressly agree that Ohio or the state in which the client resides is a convenient forum for any such action.
Nothing herein shall be enforceable to the extent that you waive any of your rights under state or federal securities laws.
4. SEVERABILITY. Any term or provision of this Agreement which is invalid or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such invalidity or unenforceability without rendering invalid or unenforceable the remaining terms or provisions of this Agreement or affecting the validity or enforceability of any of the terms or provisions of this Agreement in any other jurisdiction.
5. CLIENT CONFLICTS. If this Agreement is between our firm and related clients (i.e. husband and wife, etc.), our services shall be based upon the joint goals communicated to us. We shall be permitted to rely upon instructions from either party with respect to disposition of the Assets or the Account, unless and until such reliance is revoked in writing to our firm. We shall not be responsible for any claims or damages resulting from such reliance or from any change in the status of the relationship between the clients.
6. GOVERNING LAW. All services shall be in compliance with the Investment Advisers Act of 1940 regulating the services provided by this Agreement. This agreement shall also be governed by and construed in accordance with federal law and the laws of the State of Ohio.
7. CONFIDENTIALITY. All analysis and recommendations are based solely on the information which you submit to us. Copies of documents, papers, or other useful information will be retained by us in your client file for future use, unless you specifically tell us otherwise. Any information give to us will be kept confidential to the extent allowed by law.