FIN2 Customer Account Agreement

Last Updated February 8, 2023

This FIN2 Customer Account Agreement (this “Agreement”) contains the terms and conditions related to your brokerage account (“Securities Account”) with FIN2, LLC, an SEC-registered broker-dealer, member FINRA/SIPC (“FIN2”, “we”, or “our”, or “us”).

This Agreement explains how your Securities Account works, including how to review market data and news and transact in securities through your Securities Account (the “Stock Trading Service”), and the policies, terms and conditions that govern your use of the Stock Trading Service.

By accepting this Agreement, submitting an application for a Securities Account, or using the Stock Trading Service, you agree that you have carefully read, understood and accepted the terms and conditions of this Agreement and the other FIN2 Terms, that such action is the legal equivalent of manually signing this Agreement and the other FIN2 Terms and that you will be legally bound by their terms and conditions. Furthermore, you acknowledge the receipt of all regulatory notices and disclosures required by law, including all items provided in the Fierce Stock – FIN2 Disclosure Library.

“FIN2 Terms” means: all disclosures and documents posted in our Fierce Stock – FIN2 Disclosure Library and any attachments thereto, any terms contained in your FIN2 Account statements and confirmations.

It is your responsibility to check for updates to the FIN2 Terms and you agree to be bound by the FIN2 Terms as they are in effect at the time of your use.

This Agreement contains a pre-dispute arbitration clause below.

Brokerage Products: Not FDIC Insured · Not Bank Guaranteed · May Lose Value

Amendments to this Agreement

We may change the terms of this Agreement from time to time and at any time, with notice that we deem to be reasonable under the circumstances, by communicating it to you through the Stock Trading Service. All such changes to this Agreement will appear on the App (defined below). You agree that by continuing to maintain your Securities Account with FIN2 after any revision to the terms of this Agreement, you are accepting the terms of the revised Agreement and will be legally bound by its terms and conditions.

The App

Access to your Securities Account and the Stock Trading Service under this Agreement is available only on a mobile device through the Fierce Technology, Inc. (“Fierce”) mobile software application (“App”). You may access your Securities Account and use the Stock Trading Service by logging in to your Fierce Account at any time. By using the App to access your Securities Account, you acknowledge that you have read, understand, and agree to the Fierce Terms of Use and the Fierce Privacy Policy.

Fierce is the operator of the Fierce Platform which includes the interface that allows users to connect to and utilize certain financial and investment products and services through the App, including the Stock Trading Service provided pursuant to this Agreement.

Fierce is also responsible for providing certain technical and customer services to your Securities Account, on our behalf, in connection with your use of the App. Specifically, Fierce will provide, or our behalf, setup, onboarding, delivery of processing instructions and queries, customer care and other administrative services in connection with your Account. We will direct you to Fierce for all technical support questions related to your Securities Account, including, but not limited to questions about how to navigate the App, whether your orders were received by us, whether your instructions to transfer funds or receive funds were received by the intended recipients, or the availability of account information. Unless otherwise expressly stated in this Agreement, Fierce has no authority to act or represent us in any way.

All capitalized terms not defined in this Agreement shall have the meanings ascribed to them in the Fierce Terms of Use.

Your Securities Account

Securities Account Overview. Your Securities Account is separate from your Fierce Account. Brokerage services for your Securities Account are provided by FIN2, through the Stock Trading Service on the App. Fierce is not a registered broker-dealer. The Stock Trading Service is being provided for your personal, non-commercial, non-professional use subject to all terms and conditions specified in this Agreement, and any additional terms and disclosures that may be published from time to time by FIN2 or its affiliates.
U.S Residents Only. Securities Accounts may only be opened by U.S. residents. FIN2 does not open or maintain Securities Accounts for residents of foreign countries. Non-U.S. citizens with a social security number who are legally residing in the U.S. may open a Securities Account. FIN2 does not represent that materials accessible through the Fierce Platform are appropriate or available for use outside of the U.S.
Compliance with Applicable Law. Your Securities Account and any transactions conducted using your Securities Account are subject to applicable federal, state, and local securities laws and regulations, the rules of any self-regulatory organization of which FIN2 is a member and the rules, regulations, customs and usages of the exchange, market, or clearing house, if any, where the transactions are executed. FIN2 is not obligated to effect any transaction we believe would violate any applicable law, regulation, or rule.

Customer Identification Program Notice

We are required by law to obtain, verify and record information that identifies each person who opens a Securities Account. When you open a Securities Account, we will request, and you must provide certain information, including your name, address, date of birth, employment status, and other identifying information (“Account Information”). Opening a Securities Account is your option and you may choose to not open a Securities Account if you do not wish to provide Account Information or other identifying documents. You may also be asked to provide copies of your driver’s license, passport or other identifying documents. You represent that all Account Information is accurate, complete, and current. You must provide prompt notification to us of any changes to the Account Information.

We may take steps to independently verify the accuracy of the Account Information, including through the use of third-party vendors or third-party consumer reports. You will cooperate fully with any follow-up requests for information that we may make. We may restrict access to your Securities Account pending such verification.

FIN2 may refuse to open any Securities Account at any time for any reason, in our sole discretion.

Representations and Warranties

You represent and warrant to us that the following are true:

All information provided by you to us from time to time, including Account Information, is accurate, true and complete.
You are the only person with any interest in the Securities Account and the Securities Account is solely for your benefit and not the benefit of others.
You are of legal age under the laws of the state where you reside and are authorized to enter into this Agreement.
Neither you, nor any member of your immediate family, is an employee of (i) any exchange, (ii) any corporation of which any exchange owns a majority of the capital stock, (iii) a member of any exchange or self-regulatory organization, (iv) a member of any firm or member corporation registered on any exchange, (v) a bank, trust company, insurance company or any corporation, firm or individual engaged in the business of dealing either as a broker-dealer or as principal in securities.
Neither you, nor any member of your immediate family, are registered persons of a broker-dealer.
Neither you, nor any member of your immediate family, are an officer, director or 10% stockholder of any publicly traded company.
You are not a Securities Professional (as defined below).
You are not a “politically exposed person” or otherwise on any restricted list under applicable Office of Foreign Assets Control rules and regulations.

Data and Information We Provide

We may provide you data and information through the Stock Trading Service regarding securities, including Market Data (as defined below), stock quotes, historical price data, index, company, and market information, news articles, and any other publicly available information that derives from such information (“Financial Information”) through the App. Financial Information may be made available by third party sources, including the New York Stock Exchange (NYSE), NASDAQ, or other U.S.-registered national securities exchanges and national securities associations (“Third Party Content”).

Third Party Content is for informational purposes only. Price quotes may be delayed fifteen (15) minutes or longer. We do not guarantee the timeliness, accuracy, completeness, reliability, or content of Third Party Content or of other market information or messages disseminated to or by any party. Neither we nor any Third Party Provider warrants that the Third Party Content provided by any such entity will be uninterrupted or error-free. We or any Third Party Provider, in our or their sole discretion and without notice, may modify, remove, suspend or stop providing any category of Third Party Content.

Third-Party Content is not reviewed, controlled, or examined by us in any way and we are not responsible for the content, availability, advertising, products or other materials of any such Third-Party Content, or any additional links contained therein. Links to Third Party Content in the Fierce Platform do not imply our or our affiliates’ endorsement of or association therewith.

In no event shall we be liable, directly or indirectly, to anyone for any loss or damage arising from or occasioned by the creation or use of Third Party Content or the information or material accessed through Third Party Content. You should direct any concerns to that site’s administrator.

Prohibited Uses of Your Securities Account

You may not use your Securities Account for any of the following uses, which may result in the suspension, termination, or closure of your Securities Account: (i) any use in violation of applicable federal, state, or local law or regulation or the rules or regulations of any self-regulatory organization (such as FINRA), or (ii) investing on behalf of a company, corporation, or other entity.

Privacy Notice

We are committed to protecting your privacy and security. Please refer to our Privacy Notice for more information.

Carrying Broker

FIN2 is an introducing broker who arranges for clearing, execution, settlement, and custodying of your Securities Account with DriveWealth, LLC (the “Carrying Broker”). To use the Stock Trading Service, you must open a Securities Account and you must also open an account with the Carrying Broker and agree to any separate terms and conditions required by the Carrying Broker. For important disclosures regarding your Securities Account provided by the Carrying Broker, can be found here.

FIN2 will not execute your orders, but rather will introduce your Securities Account to the Carrying Broker, who will clear, execute and settle all transactions for your Securities Account on a fully-disclosed basis. You will be required by the Carrying Broker to enter into a standalone contractual agreement that will govern your interactions with the Carrying Broker – FIN2 is not a party to any such agreement and has no control over its content. The Carrying Broker holds your Securities Account and is responsible for the clearance, settlement and maintenance of books and records related to all transactions for your Securities Account, including the delivery of all trade confirmations and Securities Account statements to you. Furthermore, the Carrying Broker holds all assets in your Securities Account on its own books, and are subject to the control of the Carrying Broker in accordance with applicable law. FIN2 does not hold your securities after you acquire them. It is important to note that FIN2 will not be responsible for safeguarding your securities and we cannot do so as a matter of law. While we have exercised all due care, skill and diligence in appointing the Carrying Broker, we are not liable to you for any loss or damage caused by the actions of the Carrying Broker, except where such loss or damage arises as a result of our fraud, willful default or negligence. Further detail on about how your assets are held can be found here.

You agree that the Carrying Broker may accept from us, without inquiry or investigation, (i) orders for the purchase or sale of securities, and (ii) any other instructions concerning your Securities Account. The Carrying Broker will look solely to us unless otherwise directed by us, and not to you, with respect to any such orders or instructions; except that the Carrying Broker will be responsible for delivering confirmations, statements, and all written or other notices with respect to your Securities Account directly to you by making them available to you through the App.

TRADING

Appointment and Authorization. Securities Accounts are solely self-directed brokerage Securities Accounts. You appoint FIN2 as your agent for the purpose of carrying out any instructions provided for transactions conducted through your Securities Account. FIN2 may rely on any instructions for actions taken through your Securities Account that we believe are authorized, regardless of how those instructions have been transmitted to us. You hereby authorize and issue a standing instruction to FIN2 and the Carrying Broker to follow any instructions provided for transactions conducted through your Securities Account.
Acknowledgement. You must use your CRB Cash Account to pay for your purchases of securities and receive any cash proceeds derived from the sale of securities in your Securities Account. You hereby acknowledge and agree that you have issued a standing instruction to Cross River Bank to transmit your funds availability verification to FIN2 and DriveWealth and follow your Payment Instructions for any transactions conducted through your Securities Account.
Orders. You authorize us to place, withdraw, or modify orders in accordance with the instructions submitted to us through your Securities Account, or take any other such actions as we deem reasonable to carry out those instructions. You are solely responsible for orders placed through your Securities Account. Granting access to your Securities Account or ability to submit instructions to us to any third party is done solely at your own risk. You understand and acknowledge that when you place orders through us, those orders may be sent directly to a market center without being viewed by any FIN2 or Carrying Broker representative. Due to many factors, including changing market conditions or technical or operational limitations, we cannot guarantee that orders will be placed, withdrawn, or modified as instructed. We and the Carrying Broker has the final say on whether or not an order submitted by you is accepted. Your order might not be accepted if, amongst other reasons, you do not have a sufficient Available Balance in your CRB Cash Account to pay for that order, if it gives rise to too much risk for the Carrying Broker or if trading is no longer available or is suspended in the securities your order relates to, etc. If we or the Carrying Broker rejects an order, we will not have to explain to you why that order has been rejected, but we will notify you if any of your orders are rejected. The Carrying Broker also maintains various limits and tolerances that govern whether or not it will accept an order, and we have no control over such procedures. If we accept your order, we will transmit it onto the Carrying Broker for execution. It is important for you to note that we are not responsible for the execution of the orders that you submit through your Securities Account and once we have transmitted your orders to the Carrying Broker, we cannot control when and how the Carrying Broker will execute your orders. Furthermore, while the Carrying Broker will do its best to execute your order as quickly as we can, the prices of Securities can move quickly. This means that the price at which you submitted your order may not be the price that your order is in fact executed at. In some circumstances, your order may be executed at a “better” price and in other circumstances it may be executed at a “worse” price than the price quoted to you through your Securities Account. If your order is executed at a “worse” price than the price of the securities at the time you submitted the order, neither we nor the Carrying Broker will have any liability to you to provide you with the difference in those prices.
Order Type. The Carrying Broker will be subject to certain rules and regulations relating to how it executes your orders. For information regarding how your order is marked for execution purposes by the Carrying Broker and the resulting implications to you, please refer to the Carrying Broker’s trading disclosures, available here.
Modification or Cancellation of Orders. Once you have placed an order, you are entering into a binding commitment to buy or sell securities, and you will not be able to cancel or modify that order. Notwithstanding any of the foregoing, there may also be circumstances in which we or the Carrying Broker are required by a third-party, such as by the underlying market on which a security is listed or by a regulatory authority, to cancel your orders. You should also be aware that there may also be instances where we or the Carrying Broker are required by a third-party to cancel the positions you hold in your Securities Account. In such circumstances, we will seek to notify you of any such request and you agree that you will use all reasonable endeavors to cooperate with us and, to the extent necessary, the Carrying Broker to comply with any such request relating to the cancellation of your positions, including in relation to the taking of all actions that may be communicated to you by us to comply with any request from a third-party in relation to your positions.
Securities Offered. You understand that FIN2 may, for any reason and at any time in its sole discretion, change the list of securities available for purchase or sale through the App without any prior notice to you. You understand that in the event a security held in your Securities Account is no longer offered through the App, you may need to liquidate and/or transfer your holdings in such security.
Purchases. It is your obligation to pay for all securities ordered for purchase by your Securities Account in full immediately or on demand. We may, in our discretion, require full payment in cleared funds prior to accepting any order. If you do not have a sufficient Available Balance in your CRB Cash Account to pay for any order to purchase securities, such order may be rejected. If you do not provide a sufficient Available Balance to cover a purchase of securities, we may, in our sole discretion and without notice to you, liquidate any assets in your Securities Account and/or your Carrying Broker account to cover the purchase price of such securities. To initiate a “Buy” you will tap “Buy” and choose the security and the USD amount of such security you wish to buy using your Available Balance. Once settlement of the trade is complete, the purchased security will be reflected in your Securities Account.
Sales. You may only sell those securities that are owned by you and held by your Securities Account at the time of sale, and we will only accept orders to sell securities if you own and hold such securities. You will deliver any securities sold from your Securities Account. If the security is not received on or before the settlement date, or as market conditions warrant, FIN2 , in our sole discretion and without notice, may purchase the security on the open market for your Securities Account (commonly known as “buying in”) and may pull funds from your CRB Cash Account or liquidate any assets in your Securities Account or Carrying Broker account in order to pay for such purchase. In the event a security is bought in, you will be responsible for all resulting losses incurred by FIN2, if any. To initiate a “Sell” transaction, you will tap “Sell” and choose the security and the number of shares of the security you wish to sell from your Securities Account. In the event the “Sell” feature is available, the amount of the security you selected will be sold and the cash proceeds of such shares will be deposited in your Securities Account; when we have received the security and the settlement of the trade is complete.
Settlement of Funds. Settlement of funds for transactions typically takes two (2) business days or more. Prior to settlement of funds for a transaction you may be limited from accessing funds (in the case of a sale transaction) or selling any purchased securities (in the case of a buy transaction) until the transaction has fully cleared and the respective funds and securities have settled. FIN2 may arrange for funds to be provided to you by DriveWealth for immediate use in advance of fund settlement. Any such funds provided in advance are not proceeds from the sales of securities. FIN2 may suspend, cease, or refuse to provide such advance funds at any time in its sole discretion and without notice.
After-Market Orders. We do not offer after-hours trading and you will not be able to place an order in your Securities Account during hours when applicable U.S. stock markets and exchanges are not open for trading.
Order-Routing. You understand that we and the Carrying Broker have sole discretion over the market center to which an order is routed and the manner in which the order is handled. In determining the market center to which an order is directed, we and the Carrying Broker consider a variety of factors, including the speed of execution, price improvement opportunities (executions at prices superior to the then prevailing inside market), automatic execution guarantees, liquidity enhancement, the availability of efficient and reliable order-handling systems, the level of service provided, the cost of executing orders, the availability and amount of payments for routing order flow to the market center, and reciprocal business arrangements. Certain orders may be subject to manual review and entry, which may cause delays in the execution and may cause the orders to be executed at prices that are significantly different from the quotes provided at order entry. In accordance with Exchange Act Rule 606, the Carrying Broker makes available a report detailing the material market centers to which it routes orders and any material relationships with those market centers. Our Carrying Broker may receive and share with us certain amounts as compensation for directing orders in securities to particular market centers for execution.
House Rules. Additional trading rules and limitations may be published (“House Rules”). It is your responsibility to review the House Rules prior to trading. We may modify the House Rules at any time with or without notice to you. Any changes to the House Rules are effective immediately and it is your responsibility to review the latest version prior to trading.
Discretion over Trading Platform. You have chosen to use FIN2 as your trading platform and acknowledge that FIN2 has sole discretion over the rules and operation of this trading platform. We may, in our sole discretion and without notice to you, make changes to the trading platform and operations and are not responsible for any losses as a result of any such changes.

Self-Directed Securities Account; No Recommendations

Your Securities Account is entirely self-directed, and you are solely responsible for the suitability of your investments. You are solely responsible for any and all orders placed in your Securities Account. You acknowledge that all orders placed in your Securities Account are unsolicited and based on your own investment decisions and evaluation of the benefits and risks associated with trading in your Securities Account.

You acknowledge that FIN2 only introduces you to the Carrying Broker and does not:

provide any investment advice in connection with your Securities Account;
recommend any security, transaction, strategy, or order;
solicit orders;
act as a market maker in any security; or
make discretionary trades on your behalf.

We and our representatives, affiliates, and agents are not authorized to provide investment advice or recommendations. Any assistance provided by us about your Securities Account, use of the App, and the features available is limited to technical and administrative guidance. Such assistance does not constitute investment advice, an opinion with respect to the suitability of any transaction, or solicitation of any orders.

You acknowledge that none of FIN2, our representatives, affiliates, and agents, provide tax or legal advice.

Risks Of Investing

Losses May Occur. You acknowledge that all investments involve risk, that losses may occur, and that past performance is not a guarantee or indication of future results or returns. The greatest risk in buying securities is the potential for the value of the security to decrease significantly or entirely. You are solely responsible for any gains or losses in your Securities Account. You should invest carefully, considering your available resources, investing experience, and risk tolerance. You should only trade with money you can afford to lose. While diversification may help spread risk it does not assure a profit, or protect against loss, in a down market. There is always the potential of losing money when you invest in securities.
Not Insured. Stock investments are not federally insured by the FDIC.
Market Conditions Vary. The price you receive for a transaction may not be the price shown to you at or prior to your confirmation of such transaction, due to fluctuations in the price, available volume, or other prevailing market conditions. We cannot guarantee that any order you place will be fulfilled.
Electronic Trading. The Stock Trading Service is provided through an electronic trading platform. Electronic trading poses unique risk to investors, as system response and access times may vary due to market conditions, system performance, and other factors. Market volatility, volume, and system availability may delay access to your Securities Account and trade executions. We cannot guarantee that our system will be accessible or function adequately to execute a trade in any particular security or at a particular time. Our system depends on services provided by various third parties, including your internet service provider, mobile phone carrier, and other providers of hardware and software that are needed to access your Securities Account. We do not control the products or services provided by these third parties and we cannot guarantee they will operate adequately at all times.
Differences Between Stocks. Not all stocks are the same, and each carries a unique profile of many factors including the condition and prospects of the underlying issuer, fees, dividend and voting rights, and trading volume. Some securities cannot be easily sold or converted to cash.
ETFs. Investors should consider the investment objectives and unique risk profile of Exchange Traded Funds (ETFs) carefully before investing. ETFs are subject to risks similar to those of other diversified portfolios. Although ETFs are designed to provide investment results that generally correspond to the performance of their respective underlying indices, they may not be able to exactly replicate the performance of the indices because of expenses and other factors. A prospectus contains this and other information about the ETF and should be read carefully before investing.

FRACTIONAL SHARES

Overview. FIN2 allows you to purchase securities in dollar amounts rather than share quantities and you understand that you may receive fractional shares as a result of any purchase or sale of securities. Trading in fractional shares has unique risks and limitations, and you acknowledge that you understand these prior to investing through the Stock Trading Service.
Rounding. We may round the amount of fractional shares in a transaction, which may affect your purchase of a fixed dollar amount order. Rounding may also affect your ability to be credited for cash dividends, stock dividends and stock splits, as you will not receive dividends in denominations under one cent.
Transferability. Fractional shares are not transferable. If you close your Securities Account or transfer your Securities Account to another firm, the fractional shares will need to be liquidated, resulting in potential charges, fees, and loss of value. Fractional shares cannot be put into certificate form and mailed. Fees, charges, and loss of value in connection with a liquidation of fractional shares may match or exceed the value of the fractional share depending on your holdings.
Voting Rights. Holders of fractional shares may not have voting rights for the fraction of a share owned. You may need to own the full share of a stock to be able to exercise voting rights.

FDIC, SIPC and BrokerCheck

Your Securities Account is not a bank account (i.e. checking or savings) and therefore any assets held in your Securities Account, including any cash proceeds derived from selling the securities in your Securities Account, are not federally insured by the Federal Deposit Insurance Corporation (“FDIC”). Visit fdic.gov or call 877-275-3342 for more information, including an explanatory brochure on FDIC protection.

We are a member of the Securities Investor Protection Corporation (“SIPC”), which protects securities customers of its members up to $500,000 (including $250,000 for claims for cash from the sale of or for the purchase of securities). SIPC does not guarantee or insure against loss of market value; securities are not federally insured against loss. Visit sipc.org or call 202-371-8300 for more information, including an explanatory brochure on SIPC protection.

More information regarding the difference between FDIC and SIPC protections can be found here.

You can view FIN2’s BrokerCheck profile here. FINRA BrokerCheck allows investors to learn about the professional background, business practices, and conduct of FINRA member firms and their associated persons. The telephone number for FINRA BrokerCheck is 800-289-9999; the website is FINRA.org. An investor brochure that includes information describing FINRA BrokerCheck is also available on request.

You can also visit Investor.gov/CRS for a free and simple search tool to research us and our financial professionals.

Limited Purpose Margin Account; No Extension of Credit

All Securities Accounts will be opened as limited purpose margin accounts. Your Securities Account is a margin account solely for the limited purpose of facilitating settlement of funds. No credit will be extended to you in this limited purpose margin account. All securities, assets and other property held in your Securities Account are subject to a lien in favor of FIN2 for the payment of all trades, debit balances, margin calls or other obligations arising in connection with your Securities Account.

As a holder of a margin account, you may not engage in “pattern day trading”. Pattern day trading occurs when you initiate four or more day trades within five business days, provided the number of day trades are more than six percent of your total number of trades for that same five-day period. A day trade occurs when you buy and sell, or sell and buy, the same security on the same day. Engaging in pattern day trading may result in suspension, deactivation, or closure of your Securities Account. We may institute trade restrictions to prevent pattern day trading at any time without notice to you. As a result, you may be restricted from purchasing or selling securities on a particular day or time that you intend.

Your Securities Account held at the Carrying Broker will be a “zero-balance” Securities Account, meaning all cash proceeds in such Securities Account will be automatically transferred to your CRB Cash Account. You authorize and issue a standing instruction to the Carrying Broker to initiate transfers of cash proceeds out of such Securities Account into your CRB Cash Account on an ongoing basis in order to maintain the “zero-balance” Securities Account.

Confirmations and Statements

Trade confirmations and account statements will be made available to you on the App. Transaction receipts and account statements can be found in the “Documents” section when you log into your Fierce Account on the App. It is solely your responsibility to review trade confirmations and Securities Account statements promptly upon receipt. It is your responsibility to promptly notify us of any error on any confirmation or statement for your Securities Account. You agree that FIN2 will not be liable to you for any losses arising in connection with your delay in reporting an error, including but not limited to, losses resulting from market fluctuations.

Corporate Actions, Reorganizations, and Delisting

If there are any dividend payments made on the securities held in your Securities Account due to corporate actions that are due and payable to you, DriveWealth will credit your Securities Account to be credited to your CRB Cash Account.

Certain securities may give you rights that expire unless you take certain action (e.g. voting rights). You are responsible for knowing the rights and terms of all securities in your Securities Account. We are not obligated to notify you of any upcoming expiration, voting, or other dates or deadlines with respect to these rights or to take any other action on your behalf, except as required by applicable law. FIN2 may arrange for delivery of corporate notices to you for securities held by your Securities Account, but it is your responsibility to review such notices and exercise any rights afforded to the securities held in your Securities Account.

In the event of a spinoff, acquisition or other corporate reorganization of any company whose securities are available for trading thru the Stock Trading Service, it is in our sole discretion whether to support trades or holdings of the reorganized company. In the event a company delists from a major stock exchange, it is in our sole discretion whether to support trades or holdings of the delisted company. Companies who do not trade on major stock exchanges are relatively less liquid, therefore If we offer the ability to trade in delisted companies you may encounter significant delays in stock quotes, trade executions, trade confirmations. In the event of a corporate reorganization or company delisting you may be required to liquidate or transfer any holdings of the reorganized or delisted company. In the event of liquidation, FIN2 may need to use non-market order types.

In the event that a company in which you hold securities becomes insolvent, the ability to trade those securities may be restricted, and the price of your securities may fall, which could result in you losing your investment in those securities. In these circumstances, the relevant securities will be dealt with in accordance with appropriate insolvency procedures maintained by the third-party responsible for safeguarding your Securities, which is the Carrying Broker. You should also be aware that if trading in a security is suspended or if that security is no longer listed on a relevant trading venue, this may affect your ability to sell that security.

Payment For Order Flow

FIN2 may receive a portion of the revenue earned by our Carrying Broker in connection with directing orders to particular market centers for execution (known as “payment for order flow”). Please review the Carrying Broker’s SEC Rule 606 Disclosure in the Disclosure Library for details on order routing. Details on payment for order flow received in connection with your orders will be provided upon request.

Fierce Rewards – Fully Paid Securities Lending

As part of the Fierce Rewards program offered through the Fierce Platform, you have the option to participate in the fully-paid securities lending program (“Securities Lending Program”), which our Carrying Broker operates. “Fully Paid Securities” are securities in your account that have settled and have been completely paid for by you. The Carrying Broker can loan out your shares own to investors and institutions that need or want to borrow them. Securities lending contributes to the liquidity and efficiency of the securities markets. Those parties pay a market-driven interest rate for borrowing the shares and may use the borrowed stock to provide liquidity, hedge a position, arbitrage an opportunity, create a structured product, or bet against the price of the stock. There is no guarantee that your securities will be loaned out. Only those customers who meet certain eligibility requirements will be able to join into the Securities Lending Program. Income that the Carrying Broker earns from lending out a particular stock(s) held in your Securities Account through the Securities Lending Program are split between you, FIN2 and the Carrying Broker. Unless otherwise specified by the Carrying Broker, the Carrying Broker agrees to pay you a loan rebate (a “Loan Rebate”) equal to the greater of 15% of your pro rata share of the weighted average securities-lending fees on the aggregated book of the security received by the Carrying Broker for lending the particular stock, or $.01. The Loan Rebate shall be computed daily on each Loan.

Please be aware of the following for securities that are lent out:

shares on loan are not covered under SIPC
you will lose voting rights
dividends paid out on shares on loan are paid in cash in lieu of qualified dividend
interest rates and demand will vary by the security over time

Please contact your tax professional to understand these specific considerations.

Further details of the risks of the Securities Lending Program are included in the “DriveWealth FPSL – IMPORTANT RISK DISCLOSURES WITH RESPECT TO PARTICIPATING IN FULLY PAID SECURITIES LENDING TRANSACTIONS” and the “DriveWealth Master Securities Lending Agreement for Fully Paid Securities Lending” that all our customers must opt into in order to open an account with FIN2.

Account Suspension or Termination

FIN2 may for any reason, in its sole discretion, prohibit or restrict trading in your Securities Account or terminate, close, or suspend your Securities Account for any length of time or permanently. FIN2 may, in its sole discretion, liquidate all assets in your Securities Account or Carrying Broker account and prohibit any and all current or future use of the Securities Account, and to transfer your Securities Account to another brokerage firm, to the extent permitted by applicable law. In the event of any such action you will remain responsible for all outstanding obligations to Fierce or FIN2, including outstanding fees and cash and securities necessary to execute pending transactions. FIN2 is not responsible for any losses caused by the liquidation of securities, instruments or other property pursuant to this paragraph, including any tax liabilities.

Commissions, Fees and Taxes

Commissions and Fees. We may charge your Securities Account for trade charges, brokerage commissions, mark-ups and other fees for the Stock Trading Service (the “Fees”). Fees will be listed in the FIN2 House Rules. Fees may be implemented or increased from time to time, at our sole discretion. In the event that a Fee is implemented or changed, we will give you prior notice if possible. If not possible, notice will be given to you as soon as practicable after the change is implemented. You acknowledge that you have reviewed the Fees and that they constitute reasonable compensation for the Stock Trading Service. Fees will be debited from your CRB Cash Account at the time at which your orders are ultimately executed by the Carrying Broker and it is your responsibility to review Fees shown to you at or prior to you confirming the transaction
Taxes. You are responsible for and will pay any applicable taxes, duties and fees, including any interest and penalties with respect thereto, which may be assessed under present or future laws in connection with your Securities Account. You are responsible for reporting all proceeds of sale transactions, dividends paid, or other amounts in your Securities Account to the Internal Revenue Service in accordance with applicable law. For tax reporting purposes, FIN2 applies the “First in, First Out” (“FIFO”) method to calculate the gain or loss on the sale of a security.
Deduction of Commissions, Fees and Taxes. We may deduct all Fees, charges, expenses, disbursements and taxes as described above directly from your Securities Account or your CRB Cash Account. You grant FIN2 express legal authority to use, liquidate or transfer any and all securities, assets or other property in your Securities Account or Carrying Broker account as needed to satisfy any amounts owed by you arising in connection with your Securities Account, to the extent permitted by law.

Error Corrections

We may correct any errors that arise in your Securities Account without prior notice to you, including debiting your Securities Account or your CRB Cash Account for any amounts or positions incorrectly existing therein and correcting errors with respect to Securities Account holdings or balances. We may take these actions even if they result in a negative balance in your Securities Account.

Monitoring and Recording

We may view, monitor, and record activity in the Fierce Platform and related to your Securities Account without notice to or permission from you. Any information obtained by monitoring, reviewing, or recording activity is subject to review by law enforcement organizations in connection with investigation or prosecution of possible criminal activity as well as by any regulatory agency or self-regulatory body with supervisory authority over us. We may monitor or record conversations, telephone calls, SMS messages, or electronic communications that you have with our employees or agents for the purpose of verifying transactions, quality control, or for other business reasons. You waive any notice other than this provision that your communications shall or may be recorded at any time.

Account Security

You are solely responsible for keeping your Fierce Account login information and password confidential and for monitoring and safeguarding your Securities Account and access to your Securities Account. You acknowledge that we do not know whether a person that has accessed your Securities Account using your credentials is you.

If you permit a third party to access your Fierce Account or act on your behalf, you do so at your own risk. We will consider any action taken from your Securities Account by a user accessing your Securities Account with proper credentials to be an action taken by you. We are not liable for any losses or damages caused by any third party that you authorize or allow to access your Securities Account.

You will notify us as soon as practicable if you become aware of (i) any loss, theft, or unauthorized use of your Securities Account; (ii) any failure by you to receive any communication from us indicating that an order was received, executed or cancelled, as applicable; (iii) any failure by you to receive an accurate written confirmation of an order, execution, or cancellation; (iv) any receipt by you of confirmation of an order, execution or cancellation, which you did not place; (v) any inaccurate information in or relating to your orders, account status, account balances, deposits, withdrawals, securities positions or transaction history; or (vi) any other unauthorized use or access of your Securities Account. Upon request, you will report any such activity promptly to legal authorities and will cooperate fully with the legal authorities and us in any investigation of the matter.

MARKET DATA

DEFINITIONS

“Market Data” means (a) last sale information and quotation information relating to securities that are admitted to dealings on the NYSE, (b) such bond and other equity last sale and quotation information, and such index and other market information, as United States-registered national securities exchanges and national securities associations (each, an “Authorizing SRO”) may make available and as the NYSE may from time to time designate as “Market Data”; and (c) all information that derives from any such information.

“Nonprofessional Subscriber” means any natural person who receives market data solely for his/her personal, non- business use and who is not a “Securities Professional.”

“Securities Professional” includes an individual who, if working in the United States, is: (i) registered or qualified with the Securities and Exchange Commission (the “SEC”), the Commodities Futures Trading Commission, any state securities agency, any securities exchange or association, or any commodities or futures contract market or association; (ii) engaged as an “investment advisor” as that term is defined in Section 202 (a) (11) of the Investment Advisor’s Act of 1940 (whether or not registered or qualified under that Act), or (iii) employed by a bank or other organization exempt from registration under Federal and/or state securities laws to perform functions that would require him or her to be so registered or qualified if he or she were to perform such functions for an organization not so exempt. A person who works outside of the United States will be considered a “Securities Professional” if he or she performs the same functions as someone who would be considered a “Securities Professional” in the United States.

Generally Applicable Provisions

Proprietary Nature of Data. You understand and acknowledge that each Authorizing SRO and Other Data Disseminator (as defined below) has a proprietary interest in the Market Data that originates on or derives from it or its market(s).
Enforcement. You understand and acknowledge that (a) the Authorizing SROs are third-party beneficiaries under this Agreement and (b) the Authorizing SROs or their authorized representative(s) may enforce this Agreement, by legal proceedings or otherwise, against you or any person that obtains Market Data that is made available pursuant to this Agreement other than as this Agreement contemplates. You shall pay the reasonable attorney’s fees that any Authorizing SRO incurs in enforcing this Agreement against you.
Data Not Guaranteed. You understand that we, any Authorizing SRO, any other entity whose information is made available over the Authorizing SROs’ facilities (an “Other Data Disseminator”) and any information processor that assists any Authorizing SRO or Other Data Disseminator in making Market Data available (collectively, the “Disseminating Parties”) do not guarantee the timeliness, sequence, accuracy or completeness of Market Data or of other market information or messages disseminated by any Disseminating Party. Neither you nor any other person shall hold any Disseminating Party liable in any way for (a) any inaccuracy, error or delay in, or omission of, (i) any such data, information or message or (ii) the transmission or delivery of any such data, information or message, or (b) any loss or damage arising from or occasioned by (i) any such inaccuracy, error, delay or omission, (ii) non- performance or (iii) interruption in any such data, information or message, due either to any negligent act or omission by any Disseminating Party, to any “force majeure” (e.g., flood, extraordinary weather conditions, earthquake or other act of God, fire, war, insurrection, riot, labor dispute, accident, action of government, communications or power failure, equipment or software malfunction) or to any other cause beyond the reasonable control of any Disseminating Party.
Permitted Use. You shall not furnish Market Data to any other person or entity. If you receive Market Data other than as a Nonprofessional Subscriber, you shall use Market Data only for your individual use in your business.
Dissemination, Discontinuance, or Modification. You understand and acknowledge that, at any time, the Authorizing SROs may discontinue disseminating any category of Market Data, may change or eliminate any transmission method and may change transmission speeds or other signal characteristics. The Authorizing SROs shall not be liable for any resulting liability, loss or damages that may arise therefrom.
Duration; Survival. This Agreement remains in effect for so long as you have the ability to receive Market Data as contemplated by this Agreement. Paragraphs 2, 3 and 4 directly above survive any termination of this Agreement.
Miscellaneous. The laws of the State of New York shall govern only this section and it shall be interpreted in accordance with those laws.

Provisions Applicable to Nonprofessionals

Permitted Receipt. You may not receive Market Data as a “Nonprofessional Subscriber” unless the vendor providing that data to you first determines that you fall within the above definition of “Nonprofessional Subscriber.” You may not receive Market Data from us, and we may not provide Market Data to you, on a “Nonprofessional Subscriber” basis unless we first properly determine that you qualify as a “Nonprofessional Subscriber”.
Permitted Use. If you are a Nonprofessional Subscriber, you shall receive Market Data solely for your personal, non-business use.
Personal and Employment Information. If we determine that we need additional information from you to determine whether or not you are complying with the terms of this section, you agree to provide us such additional information upon request, including: (i) your name and address; your occupations; the name(s) and address(es) of your employer(s); your title(s) and/or position(s); and your employment functions (description).
Eligibility. You agree that all the following are true:
1. You use Market Data solely for your personal, non-business use;
2. You do not receive Market Data for your business or any other entity;
3. You are not currently registered or qualified with the SEC or the CFTC;
4. You are not currently registered or qualified with any securities agency, any securities exchange, association or regulatory body, or any commodities or futures contract market, association or regulatory body, in the United States or elsewhere;
5. Whether you are located within or outside of the United States, you do not perform any functions that are similar to those that require an individual to register or qualify with the SEC, the CFTC, any other securities agency or regulatory body, any securities exchange or association, or any commodities or futures contract market, association or regulatory body;
6. You are not engaged to provide investment advice to any individual or entity;
7. You are not engaged as an asset manager;
8. Except as otherwise permitted under this Agreement, you do not use the capital of any other individual or entity in the conduct of your trading;
9. You do not conduct trading for the benefit of a corporation, partnership, or other entity;
10. You have not entered into any agreement to share the profit of your trading activities or receive compensation for your trading activities;
11. You are not receiving office space, and equipment or other benefits in exchange for your trading or work as a financial consultant to any person, firm or business entity.

You shall notify us promptly in writing of any change in your circumstances that may cause you to cease to qualify as a Nonprofessional Subscriber or that may change your responses to any of the preceding questions.

Consent to Electronic Delivery

By agreeing to the terms and conditions of this Agreement, you agree to have Securities Account Communications transmitted to you electronically.

Definition. “Securities Account Communication” include notices, disclosures, current and future Securities Account statements, regulatory communications (such as prospectuses, proxy solicitations, and privacy notices), trade confirmations, tax-related documents, and any other information, documents, data, and records regarding your Securities Account, this Agreement (including amendments to this Agreement), and the services delivered or provided to you by us, the issuers of the securities or other property in which you invest, and any other parties. You acknowledge that you have carefully read and fully understand the implications of this section, and agree to all conditions outlined herein with respect to electronic delivery of any Securities Account Communication.
Consent. You consent and agree to have all Securities Account Communications transmitted to you electronically.
Forms. Electronic delivery of Securities Account Communications may take one of the following forms: (i) providing information through the Fierce Platform; (ii) push notifications to your mobile device, (iii) sending emails to your email address of record, and (iv) as may be required by applicable law, providing you with notice to the Fierce Platform where the information may be accessed. You agree that all Securities Account Communications provided in any of the foregoing manner is considered delivered to you personally when sent or posted by FIN2, whether or not you actually receive such information.
Updated Information. All email notifications will be sent to your email address of record. You agree to maintain the email address that you have provided us until such time as you have provided us with a new or alternate email address. Email messages may fail to transmit promptly or properly, including being delivered to SPAM folders. It is your sole responsibility to ensure that any emails from us are not marked as SPAM. Regardless of whether or not you receive an email notification, you agree to check Fierce Platform regularly to avoid missing any information, including time-sensitive or otherwise important communication. If you authorize someone else to access the email Securities Account you have provided us, you agree to accept the risk that they will see your sensitive information. You understand that if you use a work email address or computing or communications device, your employer or other employees may have access to communications regarding your Securities Account.
Delivery; Authentic Copy. All communications provided to you electronically shall be deemed delivered to you when sent, whether actually received or not. You agree that FIN2 fulfills its legal obligation to deliver to you any document if sent via electronic delivery. You agree that the electronic copy of any Securities Account Communication is considered to be the authentic, complete and enforceable record of such document. Such document is admissible in a judicial, administrative or arbitration proceeding just as if the document were in printed form.
Withdrawing Consent. This consent will remain in effect until you revoke your consent in writing and such revocation is processed by us. You may request paper delivery of any Securities Account Communication for any Securities Account Communication we are required by law to make available in paper form. FIN2 may charge a service fee for the delivery of communications that would otherwise be delivered electronically. We will not treat your request for paper copies as a withdrawal of your consent to electronic delivery of Securities Account Communications. If you revoke or restrict your consent to electronic delivery of Securities Account Communications or request paper delivery of same, we may, in our sole discretion, restrict or close your Securities Account. Your revocation or restriction of consent, your request for paper delivery, or our delivery of paper copies of Securities Account Communications will not affect the legal effectiveness or validity of any electronic Securities Account Communication provided while your consent was in effect. You may withdraw your consent to electronically receive documents at any time by giving notice to FIN2 support.
Tax Documents. Your consent to electronic delivery herein also applies to all applicable tax documents related to your Securities Account, including any applicable federal tax reporting forms.
Required Technology. You understand that to receive electronic delivery of notifications, you must have access to a computer or mobile device with internet access, a valid email address, and the ability to download applications and information and a printer if you wish to retain paper copies of the communications. All email sent to and from us is subject to archival, monitoring, review by, and disclosure to, someone other than the recipient, such as our compliance personnel and applicable regulators. Potential costs associated with electronic delivery of Securities Account Communications may include charges from internet access providers and telephone companies, and you agree to bear those costs.

Trusted Contact

You are able to provide FIN2 with the name and contact information for a trusted contact person to be contacted regarding your account (your “Trusted Contact”). You authorize FIN2 to contact the Trusted Contact Person and to disclose information about your Securities Account to address possible financial exploitation, to confirm the specifics of your current contact information, health status, or the identity of any legal guardian, executor, trustee or holder of a power of attorney, or as otherwise permitted by applicable law. You release and discharge FIN2 from all claims, causes of action, damages, losses, expenses, costs, and liabilities of any kind that may arise out of, relate to, or are in connection with the release of, or failure to release, personal or account information to the Trusted Contact.

No Warranty

YOUR USE OF THE STOCK TRADING SERVICE, FIERCE PLATFORM OR ANY OTHER SERVICE PROVIDED BY US OR ANY OF OUR AFFILIATES IS SOLELY AT YOUR OWN RISK. ALL SERVICES PROVIDED BY US AND OUR AFFILIATES, INCLUDING THE FIERCE PLATFORM, ANY DATA OR INFORMATION, GRAPHICS, TEXT, LINKS TO OTHER WEBSITES, OR OTHER INFORMATION AND CONTENT IS PROVIDED ON AN “AS IS,” “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES CONCERNING THE TIMELINESS, TRUTHFULNESS, SEQUENCE, COMPLETENESS, ACCURACY, OR FREEDOM FROM INTERRUPTION, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR APPLICATION, OTHER THAN THOSE WARRANTIES WHICH ARE REQUIRED BY APPLICABLE LAW.

WE DO NOT GUARANTEE THAT YOU WILL BE ABLE TO ACCESS OR USE THE STCOK TRADING SERVICE, FIERCE PLATFORM OR ANY OTHER SERVICE PROVIDED BY US OR ANY OF OUR AFFILIATES AT ANY PARTICULAR LOCATION OR FOR ANY CONTINUOUS PERIOD OF TIME.

Limitation of Liability; Indemnification

Limitation of Liability. Except as otherwise provided by applicable law, FIN2, our affiliates, our respective officers, directors, and employees, or agents (the “Indemnified Parties”), are not liable for:

Any expenses, losses, costs, damages, liabilities, demands, debts, obligations, penalties, charges, claims, causes of action, penalties, fines and taxes of any kind or nature (including legal expenses and attorneys’ fees) (whether direct or indirect, related or not related to a third party claim, or otherwise) (collectively, “Losses”) by or with respect to any matters pertaining to your Securities Account, the Stock Trading Service, the Fierce Platform, or any other services provided under this Agreement, except to the extent that such Losses are actual Losses and are determined by a court of competent jurisdiction or an arbitration panel in a final non-appealable judgment or order to have resulted solely from FIN2’s or any of its affiliates’ gross negligence or willful misconduct;
Losses incurred as a result of: (i) any error, omission, deletion, untimeliness, incorrect sequencing or defect in your Securities Account, the Stock Trading Service, the Fierce Platform, or any other services provided under this Agreement; (ii) any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communication line failure, theft or destruction of your Securities Account, the Stock Trading Service, the Fierce Platform, or any other services provided under this Agreement; (iii) any inaccuracy, error or delay in, or omission of, (a) any Provided Information, information or message, or (b) the transmission or delivery of any such Provided Information, information or message; (iv) any access, authorized by you, of a third party of your Fierce Account, your Securities Account, including access provided through any other third party systems or sites; (v) the performance or non-performance by any exchange, clearing organization, market data provider, or other third party (including other broker-dealers and clearing firms, and banks) or any of their respective agents or affiliates, of its or their obligations relative to you or any securities; (vi) any Losses caused by anything over which the Indemnified Parties do not have direct control, including the failure of mechanical equipment, unauthorized access, theft, operator errors, government restrictions, market data availability or quality, exchange rulings or suspension of trading; and (vii) any “force majeure” ”(including flood, extraordinary weather conditions, earthquake or other act of god, fire, war, insurrection, riot, labor dispute, accident, action of government, or communications or power failure, equipment or software malfunction); or
Any special, indirect, incidental, consequential, punitive or exemplary damages (including lost profits, trading losses and damages) that incurred in connection with your Securities Account, your use of the Stock Trading Service, the Fierce Platform, or any other services provided under this Agreement.

Indemnification

In addition to, and in no way limiting, your indemnification obligations elsewhere in the FIN2 Terms, you agree to indemnify, defend and hold harmless the Indemnified Parties from all Losses, whether claimed by your or a third party, resulting from: (i) your or your agent’s use of your Securities Account, the Stock Trading Service, the Fierce Platform, or any other services provided under this Agreement; (iii) any breach by you of any of the terms and conditions of this Agreement; (iii) any third party use of your Securities Account authorized by you; (iv) any third-party actions related to your receipt and use of any information, Provided Information, Third Party Content, or other such information obtained through your Securities Account, the Stock Trading Service, the Fierce Platform, or any other services provided under this Agreement, whether authorized or unauthorized under this Agreement; (v) any third-party actions related to your use of the your Securities Account, the Stock Trading Service, Fierce Platform, or any other services provided under this Agreement; (vi) your or your agent’s misrepresentation or alleged misrepresentation, or act or omission; (vi) Indemnified Parties following your or your agent’s directions or instructions, or failing to follow your or your agent’s unlawful or unreasonable directions or instructions; (viii) any activities or services of the Indemnified Parties in connection with your Securities Account, the Stock Trading Service, Fierce Platform, or any other services provided under this Agreement (including any technology services, reporting, trading, or other services); or (ix) the failure by any person not controlled by the Indemnified Parties and their affiliates to perform any obligations to you.

Pre-Dispute Arbitration

Arbitration. This Agreement contains a pre-dispute arbitration clause. By signing an arbitration agreement, the Parties agree as follows:
1. All parties to this Agreement are giving up the right to sue each other in court, including the right to a trial by jury, except as provided by the rules of the arbitration forum in which a claim is filed.
2. Arbitration awards are generally final and binding; a party’s ability to have a court reverse or modify an arbitration award is very limited.
3. The ability of the parties to obtain documents, witness statements and other discovery is generally more limited in arbitration than in court proceedings.
4. The arbitrators do not have to explain the reason(s) for their award unless, in an eligible case, a joint request for an explained decision has been submitted by all parties to the panel at least 20 days prior to the first scheduled hearing date.
5. The rules of some arbitration forums may impose time limits for bringing a claim in arbitration. In some cases, a claim that is ineligible for arbitration may be brought in court.
6. The rules of the arbitration forum in which the claim is filed, and any amendments thereto, shall be incorporated into this Agreement.
FINRA Arbitration. Any claim, controversy, or dispute between you and the Indemnified Parties, including any claims relating in any way to your Securities Account, the Stock Trading Service, or the FIN2 Terms (“Disputes”) will be resolved by arbitration in accordance with the rules of FINRA Dispute Resolution, Inc. (“FINRA DR”). For any such Dispute, you agree to arbitrate any controversy or claim before FINRA DR in the State of New York.
Waiver. This agreement to arbitrate constitutes a waiver of the right to seek a judicial forum unless such a waiver would be void under applicable law. If you are a foreign national, non-resident alien, or if you do not reside in the United States, you agree to waive your right to file an action against us in any foreign venue.
Class Action Claims. No person shall bring a putative or certified class action to arbitration, nor seek to enforce any pre-dispute arbitration agreement against any person who has initiated in court a putative class action; or who is a member of a putative class who has not opted out of the class with respect to any claims encompassed by the putative class action until: (a) the class certification is denied; or (b) the class is decertified; or (c) 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.
Foreign Accounts. If you are not residing in the United States at the time a Dispute arises, you agree: (a) that any arbitration hearing will occur in New York, New York, unless FINRA designates another hearing location; (b) to the personal jurisdiction of the courts of the state of New York to interpret and enforce this arbitration provision; and, (c) that all arbitrations will be held in the English language unless otherwise agreed to by the parties.

Miscellaneous Provisions

You may not assign this Agreement or any rights or obligations under this Agreement without prior written consent of FIN2 . FIN2 may assign, sell, or transfer your Securities Account and this Agreement, or any portion thereof, at any time, without your prior consent.

If any provision of the FIN2 is invalid or unenforceable under applicable law, then it will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law, and the remaining provisions will continue in full force and effect.

The FIN2 Terms contain the entire agreement between FIN2 you regarding your Securities Account and the Stock Trading Service. No waiver of any term of the FIN2 Terms will be deemed a further or continuing waiver of such term or waiver of any other term. This Agreement and all transactions made in your Securities Account shall be governed by the laws of the State of New York.

SUPPORT

Please contact FIN2 support at: [email protected] or call us at 650-628-8290, with any questions or complaints.

FIN2 CUSTOMER ACCOUNT AGREEMENT