If Schwab reports a value received from an issuer on your Schwab statement, the value may not match what is provided to you by the issuers of the Non-Publicly Traded Security due to the timing of issuer statements and Schwab's statement production schedule. The amount of additional collateral we require usually is an amount sufficient to raise your equity to Schwab's minimum maintenance requirement. If there are other holders of Accounts of Your Household, you understand and acknowledge that Schwab may use general information about your Household Balance and activities to provide or explain Household Calculations or Services available to you and those other holders of Accounts of Your Household. Risk of Wider Spreads. Longer hold periods of Business Days apply to returned items that are redeposited. You acknowledge that Schwab's obligations are limited to maintaining possession or control and may not include facilitation of transfers, sales, withdrawals, or any other activity related to the Non-Publicly Traded Securities. Verify your identity, creditworthiness and other information (and your spouse's if you live in a community-property state). We reserve the right to reverse the transaction pending receipt of payment from the fund. Note: Clients residing in the EU are not eligible for margin. Schwab may ask you to remove any Non-Publicly Traded Security from your Account at any time and for any reason. Independent investment advisors are not owned by, affiliated with, or supervised by Charles Schwab & Co., Inc. ("Schwab"). Backup withholding may be mandatory in certain circumstances. However, the accuracy, completeness, timeliness or correct sequencing of the market data cannot be guaranteed either by us or by the market data providers. Schwab processes your request to change or cancel an order on a best-efforts basis only and will not be liable to you if Schwab is unable to change or cancel your order. You alone are responsible for the taxes resulting from your trades, including any tax liability arising as a result of foreign legal obligations. We will credit your account with the number of SCHW shares equal to the amount reinvested on your behalf divided by your price per share. The "Money Fund Sweep" feature automatically invests in and redeems shares in a SchwabSweep Money Fund as described in the Cash Features Disclosure Statement. It offers banking, commercial banking, investing and related services including consulting, and wealth management advisory services to both retail and institutional clients. You acknowledge that it is very likely that the "resale" value of the Non-Publicly Traded Securities may be substantially lower than what is on your Schwab statement. If, on any given day, the interest that Schwab calculates for your Account in accordance with the foregoing is less than $0.005, you will not earn any interest on that day. We may reject payment orders. The year range represents most of the records. To banks, mutual funds and other entities that are involved with the products or services we offer or arrange on behalf of our customers; When it is reasonably requested by a third party to complete a transaction; To verify the existence or condition of your account for a credit bureau or merchant; To comply with a subpoena, court order or request from a government agency or law enforcement authority; To evaluate your creditworthiness or the collectibility of any debt you owe us; Pursuant to Rule 14b-1 under the Securities and Exchange Act of 1934, to companies in which you hold securities, unless we receive your written objection; or. Schwab's failure to deduct fees from your account at the time you incur those fees does not waive Schwab's right to deduct those fees from your account at a later time. You may opt out of future emails about products or services by following instructions in our privacy policy, on our website, or contained in an email that you receive from us. For Securities and Other Property that are lent by Schwab, the interest, dividends, or other payments made on such Securities and Other Property will go to the borrower. Schwab Stock Slices offer access to. Only a few localities are included and the time period varies by locality. Schwab reserves the right to remove from your Account any security that is deemed to have been cancelled or otherwise invalidated. The prices of securities traded in extended hours trading may not reflect the prices either at the end of regular trading hours, or upon the opening the next morning. You agree to pay all applicable fees, as well as any applicable federal, state and local taxes. There are no account minimums to open your account. You authorize us to purchase for your account shares of the securities you have selected for the Schwab StockBuilder Plan. For our protection or to satisfy your obligations to us, we can,at our discretion and without prior demand or notice, sell or otherwise liquidate all or any part of the Securities and Other Property, securing your obligations or closing any or all transactions in your Schwab Account. Schwab is not responsible for identifying accounts that are eligible to be linked for purposes of determining the Accounts of Your Household. Commissions, transactions (including mutual funds), and order handling fees; Reports relating to your account requested by you or that are required by law; Fees associated with transactions in Schwab proprietary non-sweep money funds; Charges for failing to maintain minimum balance requirements. There may be lower liquidity in extended hours trading as compared to regular trading hours. For our protection against credit risks and other conditions, we may, without prior notice, decline, cancel or reverse your orders or instructions, or we may place trading, disbursement and other restrictions on your account. A TOA of all the assets in the Account is a "full TOA"; a TOA in any amount less than this is a "partial TOA." Applicable rules, regulations, customs and usage of any exchange, market, clearinghouse or self-regulatory organization; Applicable federal and state laws, rules, regulations and treaties. Cancelled or invalid securities may include, but are not limited to, bankruptcy or charter or registration revocation. This affiliation does not limit the authority of our representatives to provide you with information about any available investment vehicles, including third-party mutual funds that are not affiliated with Schwab. The path to your financial goals begins at your Schwab branch. You agree to the following terms with respect to your use of electronic communications through the Electronic Services: You acknowledge that, in providing you with the Electronic Services, Schwab has relied upon your agreement to be bound by the terms of this Agreement and any user or license agreement(s) related to or accompanying Electronic Services-related software. I understand that account terms for such other account at Schwab, including account fees, other fees and charges, Cash Features, interest rates and returns on cash may be different and either more or less beneficial than comparable terms for my Schwab Account. However, we may provide you with general tax and estate planning information and principles. You are responsible for the confidentiality and use of your access number, password and account number, and for all securities and other transactions initiated through these means. Additionally, while Schwab makes available research, analysis, news and other information prepared by third parties, this also does not constitute an individualized recommendation by Schwab (or any third party) or a solicitation of any offer to buy or sell securities by Schwab (or any third party). Clearly Erroneous Policy:Schwab may be subject to the Electronic Market's "clearly erroneous policies." You agree and acknowledge that Securities and Other Property held in your Margin Account, now or in the future, can be borrowed (either separately or together with the property of others) by us (acting as principal) or by others. Lower liquidity and higher volatility in extended hours trading may result in wider than normal spreads for a particular security. We may process check images electronically or convert them into paper substitute checks based on the information your advisor provides. The equity level in your account falls below required minimums; Sufficient funds or securities are not deposited to pay for transactions in the account; A petition of bankruptcy or for the appointment of a receiver is filed by or against you; An attachment is levied against any of your brokerage accounts with us; You die or become incapacitated or incompetent; or. In other words, if this is a joint account, your TCP will not necessarily apply to your joint account holder. No portion of these fees will reduce or offset the fees otherwise due to Schwab in connection with the Account unless required by law. All market data is protected by copyright laws. Your continued use of your Account or a Service following such a change in fee or new fee will evidence your consent. Fail to receive a message that an order you initiated through the services has been received or executed. If you wish to try to change or cancel your market order, you agree to call a Schwab representative to assist you. Access to Electronic Services may be limited or unavailable during periods of peak demand, market volatility, systems upgrade, maintenance, or for other reasons. Alternatively, you may call1-877-870-7317to request a paper copy of the most current margin rate table. If your equity falls below the applicable maintenance requirement, we may (but are not obligated to) notify you, by mail, telegram, telephone, or electronic or other means, of a margin call for an amount sufficient to bring your account up to the equity level we require. You agree not to hold us liable for taking such action. This may include purchasing or borrowing the securities necessary to make the delivery. Designating one or more TCPs is solely your decision and is optional. The interest rates described in Section 2 do not reflect compounding of unpaid interest charges; the effective interest rate, taking into effect such compounding, will be higher. Any award the arbitrator makes shall be final and binding, and judgment on it may be entered in any court having jurisdiction. In certain circumstances we can, at our sole discretion, liquidate your entire margin loan balance to satisfy a margin call. These client groups may be given preference in reaching a Schwab representative. You further agree not to hold Schwab liable for delays in the buy/sale (or settlement of such buy/sale) of your restricted/control securities resulting from the failure of issuer's counsel to issue or approve any necessary legal opinion, the failure of the transfer agent to process your shares, or any other action or failure to act of a third party. Your Account statements will reflect all transactions in your Cash Feature (including purchases, redemptions, dividends, dividend reinvestments, deposits, and interest). Worthless and Non-Transferable Securities. As security for the repayment of all present or future indebtedness owed to us by any account holder under the Account Agreement or otherwise, each account holder grants to us a continuing security interest in and lien on, and a right of setoff with respect to, all Securities and Other Property that are, now or in the future, held, carried or maintained for any purpose in or through the Schwab Account, and, to the extent of such account holder's interest in or through, any present or future account with us in which the account holder has an interest. Risk of News Announcements. Schwab may suspend or terminate your access to its Electronic Services for reasons including, but not limited to, the unauthorized use of your account access information, breach of this Agreement, discontinuance of Schwab's access to any Information or any other data from any Information Provider or Research Provider or termination of one or more agreements between Schwab and Information Providers, Third-Party Research Providers or Information Transmitters. Schwab does not guarantee or certify the accuracy, completeness, timeliness or correct sequencing of the Information made available through Schwab, the Information Providers or any other third party transmitting the Information (the "Information Transmitters"). The securities in your account may be subject to mandatory and voluntary corporate actions. Failure to provide us with a valid account number could also limit your access to a Schwab representative. You should understand that you can limit the risk of price fluctuations by placing a limit order. When you use the Electronic Services to place a trade order, you acknowledge that your order may not be reviewed by a registered representative before being routed to an exchange for execution, and you also will not have the opportunity to ask questions or otherwise interact with a Schwab representative. We will charge interest on your debit balance according to our Disclosure of Credit Terms and Policies. Risk of Changing Prices. No compensation or other reimbursements will be due to you in connection with such borrowings. If the account is an incorporated organization account, each authorized agent on your account is a TCP. In no event will we be liable for any special, indirect, or consequential damages (even if we have been informed of the possibility of such damages), including, without limitation, loss of profits or revenue, except as may be required by applicable law. Upon receiving a payment order from you by the applicable cutoff time, we will act on the payment order by transmitting payment instructions to the applicable bank. Examples include journaling or wiring assets between: an individual's account and his/her Individual Retirement Account; an individual's account and his/her revocable living trust; a husband/wife's joint account and the same husband/wife's community property account. The distribution check will be written and mailed on the following Business Day. The fee can change on a daily basis. Schwab may accept custody of certain assets not normally available through Schwab; we will charge fees for this service. Amendments will not affect rights or obligations either of us incur before the effective date of the amendment. Schwab can receive and retain certain benefits (including, but not limited to, interest on collateral posted for such loans) to which you will not be entitled. We will not extend credit unless your equity in the Securities and Other Property in your Margin and Short Account is at least $2,000, or such greater amount as may be required by applicable rules or regulations or our house policies. Schwab will notify you if it has removed a cancelled or otherwise invalid security from your Account. Schwab also will inform you from time to time of important disclosures and notices pertaining to your access or use of Schwab products or services, including, but not limited to, our privacy policy and the risks of buying or selling certain securities or trading in an after-hours session. You agree not to hold Schwab liable for any trading losses, lost profits or other damages resulting from your use of any information Schwab may provide, whether it is prepared by Schwab or a third party. If the market value of a security drops below Schwab's per-share minimum, the margin maintenance requirement will be 100%. This arbitration agreement will be binding upon and inure to the benefit of the parties hereto and their respective representatives, attorneys-in-fact, heirs, successors, assigns and any other persons having or claiming to have a legal or beneficial interest in the Account, including court-appointed trustees and receivers. The most recent account agreement information is available atwww.schwab.com/accountagreements. This minimum margin requirement can differ from the minimum amount required to open your Account. This agreement gives you specific legal rights. You agree that Schwab has no responsibility for such tax reporting and filing, and agree to indemnify and hold us harmless from any consequences, including penalties assessed by the IRS and any other tax authorities, resulting from receipt of such unrelated business taxable income. Unless we otherwise agree with you in writing, Schwab does not monitor your Account and has no obligation to update any investment recommendation we give you. Any action we take or do not take to issue a margin call or liquidate collateral is undertaken solely to protect our interest as a creditor. You acknowledge that this Account Agreement and your Schwab Account may be subject to U.S. economic sanctions and embargo laws, including, but not limited to, the Trading With the Enemy Act, the International Emergency Act and similar laws; violations of which may be subject to U.S. civil and criminal penalties. Unless you provide Schwab with evidence of the validity of the security within sixty (60) days of the notice of removal, you agree to waive any claim to any future distribution from the security and agree to indemnify and hold Schwab harmless from any claims, liability, or damages resulting from the removal of such security. If you have an advisor on your account (independent or affiliated with Schwab), you understand that you are authorizing both Schwab and your advisor to contact the TCP and we may share TCP information with each other and may coordinate on any conversations with a TCP and on any follow-up actions. As a brokerage firm, Charles Schwab offers a multitude of investment accounts, but it is also an online. Schwab can charge a fee when you request a transfer of assets from the Account to another financial institution (a "TOA"), as set forth in the applicablePricing Guideor fee schedule. If after your account is closed for any reason, securities or other property from any source are credited to your account, you authorize us to mail to you either certificates for nonfund securities or a check reflecting the cash balance in your account, or both. This can happen for various reasons. You acknowledge that the price you will pay or receive may vary substantially if your order is larger than the number of shares to which a price quote applies. You will verify that deposits have been correctly posted to your Account and notify Schwab immediately of any discrepancy. Schwab will not be liable to you if you are unable to access your account information or request a transaction through the Electronic Services. In addition, if you place a market order in a Fast Market, there may be a significant difference in the quote you receive prior to or at the time you place the order and the execution price you receive. You specifically represent and warrant that you have not been designated by the U.S. Department of Treasury's Office of Foreign Assets Control (OFAC) as a Specially Designated National or blocked person, that you have no reason to believe that you would be considered a blocked person by OFAC, and that you are not acting as agent of any such person. You have the right to liquidate fractional shares anytime, regardless of whether or not a call has been announced. Schwab will notify you in writing of changes to the terms of the Cash Features, changes to the Cash Features we make available, or a change in the Cash Features Program prior to the effective date of the proposed change. Applicable exchange rules and federal regulations; Our Disclosure of Credit Terms and Policies; or. You further acknowledge that Schwab and its affiliates receive certain remuneration for providing services to the Schwab Funds, Laudus Funds, and Schwab ETFs ("Schwab Affiliate Funds") in various capacities, including investment advisory and administrative services, as set forth in the prospectuses of the Schwab Affiliate Funds, as amended from time to time. You agree to use this credit primarily for business and investment purposes. You agree that Schwab can liquidate securities held in your account to cover such fees or other indebtedness in the event that there are no available funds in your account. We also may reject any instruction that is not confirmed in accordance with any other security procedure that you and we agree upon. No commission will be charged for these transactions. Schwab has no responsibility for your advisor's handling of checks, including but not limited to (i)the security or safekeeping of checks, (ii)your advisor's creation of electronic images of checks, (iii)the forwarding or transmission of checks or check images to us, and (iv)any ambiguity, inaccuracy or omission in any check-related information provided to us. 1. Assets awaiting investment or deposit include: (1)amounts deposited by you into your Account; and (2)any other uninvested assets held by your Account caused by an authorized instruction to Schwab to purchase or sell securities (which may, after the period described below, automatically be swept into a SchwabSweep Money Fund or deposited into a Sweep Bank). From time to time, Schwab may perform investment banking or other services for, or solicit such services from, companies mentioned in Information. If you intend to send funds to settle securities transactions, we must receive these funds on the Business Day before the Settlement Date to prevent an automatic redemption. In particular, you agree to notify us: If the Account is opened under either the Uniform Gifts to Minors Act or the Uniform Transfers to Minors Act (UGMA or UTMA), the Custodian represents that all assets in the Account belong to the beneficiary and that the Custodian will only use the assets for the beneficiary's benefit. ET. Any prior demand, call or notice will not be considered a waiver of our right to sell or buy without demand, call or notice. The buying agent may buy such shares through us or through another broker-dealer. If you fail to notify us in writing within 10 calendar days after we send or make available to you the first notice or statement on which the problem or error appears, you agree that the transfer information set forth on the statement or notice will be deemed correct, and that you will be precluded, to the greatest extent permitted by law, from asserting any claim against Schwab in connection with, and waive any right to recover any losses resulting from, any unauthorized or erroneous transfer.
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