MML INVESTORS SERVICES ADVISORY SERVICES CLIENT AGREEMENT

Transcription

1 MML INVESTORS SERVICES ADVISORY SERVICES CLIENT AGREEMENT This Agreement ( Client Agreement ), is entered into between (the Client or You or Your ) and MML Investors Services ( We or Us ), a registered investment adviser. Client has retained MML Investors Services to deliver to Client one of the advisory services (the Advisory Services ) indicated in Section 1. Because the advice We provide will be based on the information that You provide to Us, the completeness and accuracy of the information that You provide in connection with this advice is very important. 1. Advisory Services (check applicable box). A. Financial Plan. You have retained Us to prepare a written financial plan (the Financial Plan ), based on Your individual financial needs and circumstances. You agree to complete a detailed questionnaire that We provide, discuss Your current financial resources and projected needs with Us, and provide copies of any financial documents that We may reasonably request as necessary to evaluate Your financial circumstances and prepare the Financial Plan. Financial Plans that We prepare may be comprehensive or focused on Your particular needs. You should be aware that a Financial Plan focused on selected areas is more limited than a comprehensive Financial Plan. Type of Financial Plan. You have retained Us to prepare the following type of Financial Plan (check one): Comprehensive Financial Plan: includes financial position, investment planning, tax management, protection planning, retirement planning and estate planning. Financial Plan focused on the following area(s): Financial Position Protection Planning Investment Planning Tax Management Retirement Planning Estate Planning Once You have received the written Financial Plan, You will have the sole responsibility for determining whether to implement the recommendations in the Financial Plan. The Financial Plan may include general recommendations about investment strategies, but does not recommend the purchase or sale of specific products. B. Individual Consulting Services. You have retained Us to provide investment advice and consultation (the Individual Consulting Services ) related to the following area(s): Asset Allocation/Investment Advice Accumulation Goals Retirement Planning Education Funding You agree to discuss Your current financial resources and projected needs with Us, and provide copies of any financial documents that We may reasonably request as necessary to evaluate Your financial circumstances and provide the Consulting Services.

2 Subsequently, MML Investors Services will provide Client with a written summary of MML Investors Services recommendations. C. Business Consulting Services*. You have retained Us to provide advice and consultation (the Business Consulting Services ) related to the following areas(s): Business Continuation Strategies Business Exit Strategies Executive/Key Person Compensation Strategies Nonqualified Deferred Compensation Strategies You agree to discuss Your current financial resources and projected needs with Us, and provide copies of any financial documents that We may reasonably request as necessary to evaluate Your financial circumstances and provide the Consulting Services. Subsequently, MML Investors Services will provide Client with a written summary of MML Investors Services recommendations. * MML Investors Services does not provide business valuation services. If required for Your Business Consulting Services to be completed, You are solely responsible for providing a reasonable valuation for Your business. The specific value placed on your business may trigger tax implications. D. Plan Update. You have retained Us to provide an update to a previous Financial Plan (the Plan Update ). A Plan Update will require Client to provide updated information regarding Client s financial needs and circumstance. You agree to complete a detailed questionnaire that we provide, discuss your current financial resources and projected needs with us, and provide copies of any additional documents that We may reasonably request as necessary to evaluate Your financial circumstances and prepare a Plan Update. We will prepare a Plan Update document that will indicate if any changes to your original Financial Plan are warranted. Once You have received the written Plan Update, You will have the sole responsibility for determining whether to implement the recommendations in the Plan Update. The Plan Update may include general recommendations about investment strategies, but does not recommend the purchase or sale of specific products. 2. Fees. Client has agreed to pay the fees for providing Client with the Advisory Services detailed in Section 1. The fees for such Advisory Services are set forth in Schedule A of this Client Agreement. 3. Other Services. We are also registered as a broker-dealer, and are affiliated with Massachusetts Mutual Life Insurance Company. The investment adviser representative providing You this advice ( Adviser ) on Our behalf is licensed to sell securities and insurance products. However, You are under no obligation whatsoever to purchase any products through Us or Our affiliates as a result of this advice. After these services are provided, Your advisory relationship with Us will end. Any additional services that You may choose to obtain from Us or Our affiliates, including any Plan Update, if applicable, or implementation of Our generic recommendations through purchases of insurance or securities products or other investment advisory services, will be separate and distinct services and will involve a separate relationship between You and Us or Our affiliates. If You choose to purchase products from Our affiliates or Us or obtain future advisory services, MML Investors Services and/or its affiliates and Adviser may receive commissions and/or fees separate from the advisory fee in Section 2. 09/23/2011 mf1128 Page 2 of 7

3 4. Non-Exclusive Relationship. You acknowledge and agree that We may provide services to other clients and may receive fees for such services. The advice given and the actions taken with respect to such clients and Our own account may differ from advice given to You. 5. Assignment. This Client Agreement cannot be assigned or transferred in any manner by either You or Us without the written consent of both You and Us. 6. Termination. You or We may terminate this Client Agreement at any time upon written notice to the other party. Such termination shall not, however, affect liabilities or obligations incurred or arising from transactions initiated under this Client Agreement prior to such termination, including the provisions regarding arbitration that shall survive any expiration or termination of this Client Agreement. If You terminate this Client Agreement within five business days of its signing, You will receive a full refund of any fees paid. If You terminate this Client Agreement after five days, any fees already paid to Us pursuant to this Client Agreement will be refunded to You, less a fee charged for any time spent preparing the advice prior to notice of termination of the Client Agreement. 7. Risk. You recognize that the advice provided to You pursuant to this Client Agreement involves Our judgment and that Our views regarding the economy and the securities markets, like all predictions of future events, cannot be guaranteed to be accurate. You represent that neither of Us has made any guarantee, either oral or written, that Your investment or other financial objectives will be achieved. We will not be liable for any action performed or omitted to be performed or for any errors of judgment or mistake in preparing the Advisory Services, in the absence of malfeasance, negligence, or violation of applicable law. Nothing in this Client Agreement shall constitute a waiver or limitation of any rights that You may have under applicable state or federal law, including without limitation the state and federal securities laws. 8. Notice. Any notice or other communication required or permitted to be given pursuant to this Client Agreement shall be deemed to have been duly given when delivered in person, or sent by fax, sent by overnight courier, three days after mailing by registered mail (postage prepaid) or other means to which we both agree. All notice or communications to Us should be sent to: MML Investors Services 1295 State Street Springfield, MA Attn: President All notices or communications to You will be sent to the address contained at the end of this Client Agreement. 9. Applicable Law. This Client Agreement will be interpreted under the laws of the Commonwealth of Massachusetts, without reference to principles of conflict of laws, provided that there is no inconsistency with federal laws. 10. Entire Agreement. This Client Agreement and the attached Schedule(s) represent Client and MML Investors Services entire understanding with regard to the matters specified herein. No other agreements, covenants, representations, or warranties, express or implied, oral or written, have been made by any party to any other party concerning the subject matter of this Client Agreement. 11. Validity. If any part of this Client Agreement is found to be invalid or unenforceable, it will not affect the validity or enforceability of the remainder of this Client Agreement. 09/23/2011 mf1128 Page 3 of 7

4 12. Disclosure Document. You acknowledge receipt of MML Investors Services Form ADV, Part 2A, which includes MML Investors Services privacy policy, and Form ADV Part 2B(s) for each investment adviser representative(s) on the case. You also acknowledge that You have reviewed and understand the limitations of, and the fees and charges associated with, the Advisory Services provided to You. You will receive a copy of this Client Agreement after MML Investors Services has executed it. 13. Amendments. MML Investors Services shall have the right to amend this Client Agreement by modifying or rescinding any of its existing provisions or by adding new provisions. Any such amendment shall be effective ten (10) days after We have notified You in writing of any change or such later date as is established by Us; provided however that in no event would any new fee arrangement apply without Your written consent if You have already retained Us to provide Advisory Services. 14. Representations. We represent that We are registered as an investment adviser under the Investment Advisers Act of 1940 and are authorized and empowered to enter into this Client Agreement. You represent that You are authorized and empowered to enter into this Client Agreement. If this Client Agreement is being signed on behalf of a corporation, partnership, trust or other business or legal entity, You represent that applicable law and governing documents authorize and permit this Client Agreement. You agree to notify Us of any material change in Your authority or the propriety of participation in this advisory program. You represent that all financial and other information that You provide Us is true and correct and that We may rely upon such information in providing Advisory Services under this Client Agreement. 15. Limitations. The information provided by MML Investors Services as part of the Advisory Services performed under this Agreement is not written or intended as specific legal or tax advice and may not be relied on for purposes of avoiding any federal tax penalties. MML Investors Services, as well as its employees and representatives, are not authorized to give legal or tax advice. It is important that you obtain advice from your own independent tax or legal counsel during the delivery of Advisory Services, and that you rely solely on that advice as to all tax and legal issues in connection with the Advisory Services provided. To the extent any Business Consulting Services concerning employee benefits are performed under this Agreement, neither MML Investors Services, nor its employees or representatives, are providing investment advice or otherwise serving as a fiduciary to an employee benefit plan, as those terms are defined under the Employee Retirement Income and Security Act (ERISA). 16. Confidentiality. Except as otherwise agreed to in writing or as required or permitted by law, We will keep confidential all information concerning You in accordance with MML Investors Services privacy policy. You hereby grant Us authority to discuss, disclose or to otherwise communicate any and all information received from You or developed by Us under the terms of this Client Agreement to any outside consultants, other professional firms or other entities that We may retain to assist in this Client Agreement. 17. Arbitration Clause. This Agreement contains a pre-dispute arbitration clause. By signing an arbitration agreement the parties agree as follows: a. All parties to this agreement are giving up the right to sue each other in court, including the right to a trial by jury, except as provided by the rules of the arbitration forum in which the claim is filed. 09/23/2011 mf1128 Page 4 of 7

5 b. Arbitration awards are generally final and binding; a party s ability to have a court reverse or modify an arbitration award is very limited. c. The ability of the parties to obtain documents, witness statements and other discovery is generally more limited in arbitration than in court proceedings. d. The arbitrators do not have to explain the reason(s) for their award. e. The panel of arbitrators will typically include a minority of arbitrators who were or are affiliated with the securities industry. f. The rules of some arbitration forums may impose time limits for bringing a claim in arbitration. In some cases, a claim that is ineligible for arbitration may be brought in court. g. The rules of the arbitration forum in which the claim is filed, and any amendments thereto, shall be incorporated into this agreement. h. No person shall bring a putative or certified class action to arbitration, nor seek to enforce any pre-dispute arbitration agreement against any person who has initiated in court a putative class action or who is a member of a putative class who has not opted out of the class with respect to any claims encompassed by the putative class action until: (i) the class certification is denied; 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 right under this agreement except to the extent stated herein. I agree that all controversies that may arise between me and any party to this agreement, including, but not limited to those arising out of any transaction or any agreement between us, whether entered into prior, on, or subsequent to the date hereof, shall be determined by arbitration. Any arbitration under this clause shall be conducted before, and pursuant to, the arbitration procedure then in effect of the Financial Industry Regulatory Authority, Inc., except that if this agreement is executed in Florida, then I may elect arbitration before the American Arbitration Association. Any award the arbitrator makes will be final, and judgment on it may be entered in any court having jurisdiction. This arbitration provision shall be enforced and interpreted exclusively in accordance with applicable federal law, including the Federal Arbitration Act. * * * * * 09/23/2011 mf1128 Page 5 of 7

6 If more than one, all principals for whom the Advisory Services are provided must sign. If any signatory is a fiduciary, the capacity in which he/she is acting should be indicated. NOTE: THIS AGREEMENT CONTAINS A PRE-DISPUTE ARBITRATION CLAUSE, WHICH IS LOCATED AT SECTION 17 on pages 4 and 5. Client(s) / Business Name & Address (all fields must be completed) (Signature) (Date) (PRINT Name & title if applicable) (Signature) (Date) (PRINT Name & title if applicable) (Business Name) (Business Name) (Social Security # or Tax ID #) (Date of Birth) (Social Security # or Tax ID #) (Date of Birth) (Street) (Street) (City, State, ZIP) (City, State, ZIP) Client(s) Identification (all fields must be completed) Type of Identification (Circle one): Other(specify): Driver s License Passport Type of Identification (Circle one): Driver s License Passport Other(specify): ID Number: ID Number: Expiration Date: Expiration Date: State / Country of Issue: State / Country of Issue: Issue Date (if available): Issue Date (if available): Advisor(s) (PRINT Name) (PRINT Name) (ID #) (ID #) (Agency #) (Agency #) MML Investors Services Authorized Signature (Signature) (PRINT Name) Title: Date: Case # 09/23/2011 mf1128 Page 6 of 7

7 SCHEDULE A: FEE TABLE I. THE FEE SCHEDULE A. Flat Fee of $ _. B. Hourly Rate Estimated Hours/Plan Cost/Hour Estimated Total Fees* * Please note that fees are estimated based on information provided by the Client. Reasonable adjustments may be made, if required. II. THIRD-PARTY PAYOR (if applicable) Individual Plan ( Payor ) will be billed for a portion of the Total Fees indicated in Section I above. The portion of the Total Fees that Payor will be billed for on behalf of Client is: (Percentage or Dollar Amount). Client understands that the Payor is only listed here for billing purposes, has not reviewed the Advisory Services provided by MML Investors Services, and is not receiving Advisory Services under this Agreement. III. PAYMENT SCHEDULE Fees shall be paid: In full, upon the execution of this Client Agreement. One-half upon execution of this Client Agreement and one-half upon the delivery of the Advisory Services. In full, upon the delivery of the Advisory Services. IV. METHOD OF PAYMENT Check - Payment shall be by check made payable to MML Investors Services Credit Card* Confirmation Number # *Please note that the investment adviser representative cannot receive credit card information. One Time EFT Payment from check/savings account *ACH payment form must be completed Brokerage Account I/WE authorize the withdrawal of the fee indicated above from my/our existing MML Investors Services Brokerage Account (Account # ). Note fees may not be withdrawn from a qualified retirement account and can only be redeemed from an account with the same account registration as the purchaser(s) of the Advisory Services described in this Agreement. 09/23/2011 mf1128 Page 7 of 7