Foresters Equity Services, Inc. Investment Advisor Representative Contract

Transcription

1 Foresters Equity Services, Inc. Investment Advisor Representative Contract Re: Advisory Referral Arrangements We are pleased that you are interested in becoming registered as an Investment Advisor Representative ( IAR ) with Foresters Equity Services, Inc. ( Foresters Equity ) in order to offer Investment Advisory Services and Financial Planning and Consultation Services to clients ( Prospects ). The purpose of this agreement is to describe the terms under which (you) will offer services through Foresters Equity. 1. You will contact Prospects you believe are appropriate for Foresters Equity and, consistent with any fiduciary or other obligations you may owe to those Prospects, will recommend that the Prospects consider proposals for Foresters Equity s Investment Advisory and/or Financial Planning and Consultation Services. You will also help Foresters Equity in establishing relationships with Prospects referred by you. 2. If a Prospect referred by you to Foresters Equity becomes a Client (the Client) of Foresters Equity, Foresters Equity will pay a fee equal to a percentage of the Investment Advisory and/or Financial Planning fees received from time to time by Foresters Equity from the Client (as determined by Exhibit A). Foresters Equity will pay fees within 30 days of the receipt of investment advisory fees from the Prospect. As used in this Agreement, a Prospect referred by you to Foresters Equity means a Prospect that (i) was first identified and contacted by you for Foresters Equity and (ii) has signed and dated the appropriate investment advisory agreement(s) and/or disclosure documents according to Foresters Equity written procedures, and copies of such documents have been delivered to Foresters Equity by you pursuant to Paragraph 6 below. You will bear all expenses incurred by you in soliciting Prospects under this Agreement. Notwithstanding any provision of this Agreement to the contrary, Foresters Equity will not be obligated to pay you any fee if, in the opinion of independent legal counsel mutually agreed upon by the parties, such payment would violate any law, rule or regulation to which Foresters Equity is subject. The cost of such independent legal counsel will be shared equally by the parties. 3. You will perform your services under this Agreement in accordance with this Agreement, Foresters Equity s instructions by its officers and management, Foresters Equity s Registered Investment Advisor Written Supervisory Procedures., Foresters Equity s Broker/Dealer Written Supervisory Procedures, and the Securities and Exchange Commission (SEC) rules and regulations there under, and applicable federal, state or local law. Foresters Equity will supply you, upon request, with all relevant information and materials relating to the obligations imposed on I A R s under federal and state laws and regulations. You agree to read and understand these materials and seek clarification regarding these materials from Foresters Equity if you do not understand them or need clarification. 4. You will not be an employee, agent, or officer of Foresters Equity but will have the status of an Independent Contractor. You will not render any investment advice on behalf of Foresters Equity. You are not authorized to act on behalf of or bind Foresters

2 Equity except as provided in this agreement. You are not authorized to enter into any agreement or undertaking on behalf of Foresters Equity. No investment advisory agreement will become effective until it is accepted by Foresters Equity at its offices in San Diego, California. 5. You will provide to each Prospect who agrees to entertain a proposal for services by Foresters Equity: (a) Foresters Equity s Form ADV Part 2A Firm Brochure, your IAR Supplement, and, if applicable, the Third Party Money Manager s Part II Brochure (b) the appropriate investment advisory agreements (s) and/or disclosure documents according to Foresters Equity written procedures, and (c) the Privacy Policy statements of Foresters Equity and, if applicable, the Third Party Money Manager. You will also obtain from each Prospect and promptly forward to Foresters Equity a signed and dated investment advisory agreement(s) and/or disclosure documents according to Foresters Equity written procedures. You further agree to ensure that all checks will be made payable to the appropriate Third Party Money Manager or its designated custodian. Checks will not be made payable to Foresters Equity or to the IAR. You will not make any representations regarding Foresters Equity or the Third Party Money Manager that are false or misleading or in any way inconsistent with the written materials provided by Foresters Equity, including Part II of Foresters Equity s Form ADV (or a substitute brochure prepared by Foresters Equity), nor will you deliver to Prospects any written materials concerning Foresters Equity and the Third Party Money Manager that have not been specifically approved in advance by Foresters Equity in writing. 6. Foresters Equity represents and warrants that it is registered, and agrees to maintain its registration, as an investment advisor with the jurisdictions in which you currently are authorized and registered to conduct business as an IAR or has been advised by legal counsel that it is validly exempt or excluded from such registration. In the event you attempt to conduct business in a jurisdiction other than those in which you are currently authorized and registered to conduct business as an I A R such representation and warranty by Foresters Equity will no longer apply. 7. You represent that you will maintain or obtain appropriate registration as an IAR through Foresters Equity in each state in which you intend to offer services as an IAR of Foresters Equity prior to offering such services to Prospects. You agree that you will be responsible for paying for all such IAR registration fees. 8. You hereby make, and with the submission of each Disclosure Statement and Acknowledgement of Receipt of Documents (DSARD) and/or Financial Planning and Consultation Agreement (FPCA) pursuant to Paragraph 5 above, you will be deemed to have repeated, the following representations, warranties, and covenants: (A) With respect to any Prospect identified that is a state or municipal entity, neither you nor any of your officers, directors, employees, affiliates or agents (i) has been within the past 2 years a civil servant or an elected official of such entity or has been retained to provide professional services to such entity; or (ii) will share any part of the advisory fee paid pursuant to this Agreement with any person who is, or within the past 2 years has been, a civil servant or an elected official of such entity or a person who has been retained to provide professional services to such entity.

3 (B) With respect to any Prospect identified that is a Retirement Plan (as defined below), neither you nor any of your officers, directors, employees, affiliates or agents is a fiduciary, trustee or administrator of such Prospect or an employer of any employee covered by such Retirement Plan. For purposes of this Agreement, Retirement Plan means any pension plan (including a 401(k) plan) or other employee benefit plan governed by the Employee Retirement Income Security Act of 1974 (ERISA), an account for a tax- qualified retirement plan (including a Keogh plan) under Section 401(a) of the Internal Revenue Code of 1986 (the Code ) and not covered by ERISA, or an individual retirement account under Section 408 of the Code. (C) Neither you nor any of your officers, directors, employees, affiliates or agents is a person who is or has been (a) subject to a SEC order issued under Section 203(f) of the Act; (b) convicted within the previous ten years of any felony or misdemeanor involving conduct described in Sections 203(e)(2)(A)-(D) of the Act; (c) found by the SEC to have engaged, or been convicted of engaging, in any of the conduct specified in paragraphs (1), (4) or (5) of Section 203(e) of the Act; or (d) subject to an order, judgment or decree described in Section 203(e)(3) of the Act (individually or collectively a Statutory Disqualification ). You will promptly notify Foresters Equity in writing if you or any of your officers, directors, employees, affiliates or agents becomes subject to a Statutory Disqualification and you will promptly refund to Foresters Equity any advisory fees previously paid by Foresters Equity after such time you or any of your officers, directors, employees, affiliates or agents becomes subject to a Statutory Disqualification. 9. This Agreement will continue in effect until terminated as described below. Foresters Equity or you may terminate this agreement on 30 days written notice to the other. Foresters Equity or you may terminate this Agreement immediately on written notice to the other if Foresters Equity or you are in breach of any representation, warranty or covenant in this Agreement. This Agreement will terminate automatically if any representation or warranty by you contained in Paragraph 7or8, or by Foresters Equity contained in Paragraph 6, ceases to be true and correct in all respects. Termination of this Agreement will not affect your obligation to refund advisory fees under Paragraph 8(C) above. 10. All notices required to be delivered under this Agreement will be delivered in person or by U.S. mail, overnight courier, , or electronic facsimile (with a hard copy in the U.S. mail), in each case prepaid and addressed as follows (or to such other addresses as the parties may specify to one another in writing): If to Foresters Equity: If to You: Foresters Equity Services, Inc. Name: 6640 Lusk Blvd. Suite A202 Address: San Diego, CA, Phone: Phone: Fax: Fax: Attention: Attention:

4 (A) You will indemnify Foresters Equity and its directors, officers, employees, affiliates and agents and hold them harmless against any loss, liability or expense incurred by any of them arising out of or in connection with any breach by you of this Agreement or any act, omission or violation of law by you or your officers, directors, employees, affiliates or agents, as well as the costs and expenses of investigating and defending against any claim, suit, action or proceeding in which such loss, liability or expense is asserted against Foresters Equity or its officers, directors, employees, affiliates and agents. (B) Foresters Equity will indemnify you and your directors, officers, employees, affiliates and agents and hold them harmless against any loss, liability or expense incurred by any of them arising out of or in connection with any breach by Foresters Equity of this Agreement or any act, omission or violation of law by Foresters Equity or any of Foresters Equity s officers, directors, employees, affiliates or agents, as well as the costs and expenses of investigating and defending against any claim, suit, action or proceeding in which such loss, liability or expense is asserted against you or your officers, directors, employees, affiliates and agents. 11. This Agreement is made and will be governed under the internal laws of California. This Agreement may not be assigned without the written consent of the non-assigning party, and any purported assignment violating this provision will be void. If any provision of this Agreement is or becomes inconsistent with any present or future law, rule or regulation of any governmental or regulatory body having jurisdiction over the subject matter of this Agreement, the provision will be deemed rescinded or modified in accordance with any such law, rule or regulation. In all other respects, this Agreement will continue in full force and effect. No provision of this Agreement may be waived or modified unless in writing and signed by the party against whom such waiver or modification is sought to be enforced. Either party s failure to insist on strict compliance with this Agreement or any continued course of conduct on its part will in no event constitute or be considered a waiver by such party of any right or privilege. This Agreement contains the entire understanding between the parties concerning the subject matter of this Agreement. The representations, warranties, and obligations of the parties hereunder will survive the termination of this Agreement. This Agreement may be signed in one or more counterparts, all of which will be considered one and the same agreement, and will become effective when one or more of such counterparts have been signed by each party and delivered to the other party. 12. Any dispute relating to the validity, enforcement or interpretation of this Agreement will be determined by final and binding arbitration before the San Diego, CA office of the American Arbitration Association (AAA) in accordance with the Commercial Arbitration rules of the AAA then in effect. Judgment upon arbitration awards may be entered in any court, state or federal, having jurisdiction. Please confirm your agreement with the above terms by signing and returning one copy

5 of this Agreement. Very truly yours, Foresters Equity Services, Inc. By: Frank Smith Title: President By: Print Name: Investment Advisor Representative

6 Exhibit A Schedule of Solicitor Fees 1. Investment Advisory Services IAR will be eligible to be paid 80% of the fees received by Foresters Equity from Third Party Money Manager. 2. Financial Planning and Consultation Services IAR will be eligible to be paid 80% of fees received by Foresters Equity from Client, or at the IAR s broker- dealer contract level; whichever is higher.

7 Exhibit B (Specimen Copy) Foresters Equity Services, Inc. Disclosure Statement and Acknowledgement of Receipt of Documents Client Name: Joint Client Name: IAR: I have been advised that the documents listed below contain important information. I should understand I should review the documents and I acknowledge I received these documents at least 48 hours prior to entering into any Advisory Services or Financial Planning or Consulting Agreement. o Third Party Money Manager Form ADV Part II and accompanying Schedule F and Schedule H, as applicable o Foresters Equity Services, Inc. Form ADV Part II and accompanying Schedule F o Foresters Equity Services, Inc. Privacy Policy Client Initials: Joint Client initials: I confirm that I have received the appropriate Prospectuses pertaining to the mutual funds or other investments I have selected and/or it has been explained to me how to obtain them prior to making my investments. Client Initials: Joint Client Initials: In order to comply with applicable state rules and regulations and/or Rule 206(4)-3(b) under the Investment Advisers Act of 1940 as amended, the following written solicitor s disclosure statement is made: 1. The name of the Investment Advisor Representative (IAR) is:. 2. The name of the registered co-investment advisors are and Foresters Equity Services, Inc. (Foresters Equity) (Collectively Co-Advisors.) 3. The Co-Advisors have engaged the IAR to identify and solicit, for the Co- Advisors, clients who will be in a position to take advantage of the types of investment advisory services provided by the third party money manager and financial planning services provided by Foresters Equity. 4. The IAR will be compensated by the Co-Advisors for its, his, or her solicitation services.

8 5. The terms of such compensation arrangement are as follows: The IAR will be paid 80% of the fees that are paid by the client to the Co-Advisors. Fees payable by the client will be calculated using the then current amount of the client s assets that are under the investment management of the third party money manager according to the third party money manager s ADV Part II, Schedule F and Schedule H as applicable. 6. The client will not pay any charge as the cost of obtaining the client s account in addition to the investment advisor s advisory fee and an account set up fee of $. The client hereby acknowledges that the client has received a copy of (a) this Disclosure Statement and Acknowledgement of Receipt of Documents, (b) Form ADV Part II dated, 20, and related schedules F of Foresters Equity, (c) Form ADV Part II and accompanying Schedule F and Schedule H, prepared and provided by the third party money manager as applicable, and (d) the Privacy Policy of Foresters Equity. Client Signature: Print Name: Joint Client Signature: Print Name: Solicitor Signature: Print Name:

9 Exhibit C (Specimen Copy) Foresters Equity Services, Inc. Financial Planning and Consultation Agreement This Financial Planning and Consultation Agreement (the Agreement ) is entered into this day of, 20,: Between Foresters Equity Services, Inc. (Advisor) and (Client); Whereas Client will be provided with investment advisory services preformed through an Investment Advisor representative (IAR). Such investment advisory services shall be performed by, an IAR duly registered with Advisor. I. SERVICES TO BE PROVIDED Advisor, through its IAR, shall make available and/or provide Client with the following service(s): A. B. Hourly Financial Consulting including, but not limited to, assistance to Client in financial planning goals and objectives and recommendations for the allocation of present financial resources among different types of assets. The Services will be provided at an hourly rate of $ for an estimated total of hours. The final fee can not be more than 10% over the estimated fee without client s prior written authorization. Fixed Fee Services to review a Client s financial circumstances and his/her financial goals, written report of recommendations as a one time financial plan, a portfolio analysis, and/or an investment policy statement, to be performed no more than annually. The estimated fee for the Services is $. The final fee can not be more than 10% over the estimated fee without client s prior written authorization. By initialing the following, Client acknowledges that this Agreement includes the following documents: Client Initials Client Initials Client Initials Joint Client Initials Joint Client Initials Joint Client Initials Foresters Equity Services, Inc. Form ADV II Foresters Equity Services, Inc. Form ADV Schedule F Foresters Equity Services, Inc. Privacy Policy II. CLIENT S RESPONSIBILITIES Client agrees to provide timely and honest financial and other information pertinent to investing matters as requested by IAR from time to time. Client also agrees to discuss needs and goals and projected future needs and goals. Client acknowledges that Advisor and its IAR cannot adequately perform its services on Client s behalf unless Client performs their responsibilities and that IAR s analyses and recommendations are based completely on the information provided by Client. Client agrees to permit

10 IAR to consult with and obtain information about Client from Client s accountant, attorney, and other advisors. Advisor and its IARs shall not be required to verify any information obtained from Client, Client s accountant, attorney, or other advisors, and is expressly authorized to rely on the information provided by the Client and shall be entitled to presume that the information being provided is reasonable and truthful. III. VALIDITY OF FINANCIAL PLANNING ADVICE/FINANCIAL PLANNING Client understands the recommendations given during any financial planning consultation or contained in any financial plan or plan update are valid as of the date of the consultation, plan or plan update, and are not valid for any period of time beyond such date. IV. REGISTRATION Advisor represents and warrants that it is registered as an Investment Advisor with either the Securities and Exchange Commission pursuant to the Investment Advisors Act of 1940 as amended or individual states pursuant to the respective state statutes and that such registration is currently effective. Such registration does not indicate or represent any mark of approval by the Securities and Exchange Commission or any state regulator V. COMPENSATION Client shall pay Advisor (Foresters Equity Services, Inc.) an estimated fee of $ for all services furnished under this Agreement. The fees do not include any additional charge for analysis of Client s insurance needs and policies if prohibited by state statute; such analysis will be done at no cost to Client if so prohibited. A. Fees for Hourly Financial Consulting (as listed in I.A.) will be billed to Client after the services are performed, and are due upon receipt of the bill. B. Fees for the Fixed Fee Services (as listed in I.B.) are payable fifty percent (50%) upon signing of this Agreement and the balance is due upon delivery of the financial plan, portfolio analysis, and/or investment policy statement. C. Advisor shall not be compensated on the basis of a share of capital gains upon or capital appreciation of the funds of Client. D. The IAR will be paid 80% of fees paid by Client to the Advisor, or at the IAR s broker-dealer contract level; whichever is higher. VI. CONFIDENTIALITY All information and recommendations furnished by either Client or Advisor and its IARs to the other shall at all times be treated in strictest confidence and shall only be disclosed to third persons as may be required by law or except upon prior written approval of the other party to this Agreement. Advisor is hereby given absolute authority by Client to disclose, provide copies of and communicate information obtained from Client or developed by Advisor and its IARs, to.

11 VII. BASIS OF ADVICE Client acknowledges that Advisor obtains information from a wide variety of publicly available sources and that Advisor has no exclusive sources, and does not claim to have sources, of inside or private information. The recommendation developed by Advisor and its IARs are based upon the professional judgment of Advisor and its individual IARs and neither Advisor nor its individual IARs can guarantee the results of any of their recommendations. Client may at all times elect unilaterally to follow or ignore completely, or in part, any information, recommendations, or counsel given by Advisor and its IARs under this Agreement. VIII. NON-EXCLUSIVE CONTRACT It is understood that Advisor renders investment advisory services for Clients and customers other than Client. Nothing in this Agreement shall be deemed to impose upon Advisor any obligation to recommend for purchase or sale by or for Client any security or other property which the officers, directors, IARs or employees of Advisor may purchase or sell for their own accounts or which Advisor may recommend for any other Client. Similarly, nothing in this Agreement shall be deemed to impose upon Advisor and its IARs any restrictions on the purchase or sale of securities for their own accounts. As a result, Advisor, its officers, directors, controlling persons, employees or IARs may have a position or interest in securities which are recommended for Client to purchase or sell. Furthermore, it is possible that Advisor, its officers, directors, controlling persons, employees or IARs may purchase or sell securities in front of Client and at a better price than obtained for Client or contrary to the recommendations made to Client or may make contrary recommendations to Clients in similar financial circumstances. IX. CONFLICTS OF INTEREST A. There is a conflict that exists between the interests of Advisor and its IARs and the interests of Client. Client acknowledges that he/she understands that: 1. Advisor has an affiliate that is a securities broker-dealer registered with the Financial Regulatory Authority (FINRA) and that various IARs who advise Client are also associated with Advisor s affiliated broker-dealer as securities representatives registered with FINRA; 2. Various IARs are also agents for various insurance companies and/or hold real estate licenses; 3. Advisor and its IARs may recommend to Client that he/she purchase mutual fund securities and that Advisor may recommend mutual funds that have a load or sales commission. B. If Client decides to implement any of the recommendations through Advisor and its IARs in any of the above listed capacities, Client hereby consents to the above-described conflicts of interest and to receipt by Advisor, its branch managers and its IARs of fees for providing financial planning services as provided herein. Additionally, Client consents to the receipt by Advisor and its IARs of any sales commissions attributable to such transactions (as listed previously) as are generated by implementation of any recommendations.

12 C. Client is under no obligation to act on the recommendations of Advisor or its IARs. If Client elects to act on any recommendations, Client is under no obligation to effect any insurance or securities transaction through Advisor or its IARs. X. CONFLICTS OF INTEREST It is expressly understood and agreed that Advisor and its IARs will not prepare accounting or legal documents for the implementation of Client s financial investment plans. Client agrees that Advisor or IAR does not provide tax advice and any tax discussion in the course of financial planning is incidental to the planning services and should not relied on as professional tax advice. Client agrees that his/her personal attorney and/or accountant solely shall be responsible for the rendering and/or preparation of the following: XI. DATA COLLECTION A. All legal and accounting opinions and determinations; and B. All legal and accounting documents. C. Tax planning advice. The person or persons who perform the function of collecting confidential financial data for analysis from Client with Client s permission may not necessarily be IARs of Advisor. Such person or persons may be paid a fee by Advisor for the time expended in the collection of such confidential data. XII. TERMINATION A. Any financial planning consultation services provided to the Client as described in Paragraph I.A. above terminate upon the delivery of such services to Client. B. Any services provided to Client in connection with preparation of the financial plan described in Paragraph I.B. above terminate upon delivery of the financial plan. Either party may terminate this Agreement by registered mail to the address set forth herein except that Client may terminate this Agreement without penalty within five (5) business days from the date hereof. Upon termination, no refund of fees will be made for services completed other than within the first five (5) business days from the date hereof. XIII. ASSIGNMENT This Agreement shall not be assigned by any Advisor without the prior written consent of Client. Subject to the previous sentence, this Agreement shall be binding on the heirs, executors, administrators, legal representatives, successors and assigns of the respective parties. XIV. ACKNOWLEDGEMENT OF DISCLOSURE FORM ADV PART II The document entitled Form ADV is part of this agreement and contains important disclosures about the advisory process, the Advisor s fees, and the background and

13 experience of advisory associates. Additional information about the Advisor is publicly available and may be viewed at By signing this Agreement the Client agrees to its provisions and acknowledges receipt of the Advisor s Form ADV Part II including Schedule F. Client acknowledges and understands that Part II of Form ADV including Schedule F are important disclosure statements as part of this agreement. If the appropriate disclosure statement was not delivered to the Client at least 48 hours prior to the Client entering into any written or oral advisory contract with this investment Advisor, then the Client has the right to terminate the contract without penalty within five business days after entering into the contract. For the purposes of this provision, a contract is considered entered into when all parties to the contract have signed the contract. Client further confirms by initialing below that, if applicable, he/she has received the appropriate Prospectuses pertaining to the mutual funds or other investments selected and/or it has been explained to how to obtain them prior to making any investments. _ Client Initials Joint Client Initials XV. ACKNOWLEDGEMENT OF PRIVACY NOTICE Client hereby acknowledges receipt of Advisor s Privacy Notice attached to this Agreement and incorporated herein by reference. Client can also view the Privacy Policy at XVI. CONSTRUCTION Headings used in this Agreement are for convenience only and shall not affect the construction or interpretation of any of its provisions. This Agreement may be executed in several counterparts, each of which shall be deemed an original. In the event that more than one person executes this Agreement as Client, each person signing as Client agrees to be jointly and severally bound by each obligation assumed by the Client hereunder. Each of the provisions of this Agreement is severable, and the invalidity or inapplicability of one or more provisions, in whole or in part, shall not affect any other provision. This Agreement shall be governed by the laws of the State of California, except where such laws may conflict with the laws of the resident state and in such case the resident state laws will govern. XVII. ARBITRATION Client acknowledges, understands, and agrees that: Although there are other forums for Clients to seek resolution of disputes that may arise between Advisor and Client, including ways to seek restitution and damages, by signing this agreement, Client agrees to waive said rights to alternate forums and submit to mandatory arbitration if requested by Advisor in response to a dispute. (i) 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.

14 (ii) Arbitration awards are generally final and binding; a party s ability to have a court reverse or modify an arbitration award is very limited. (iii) The ability of the parties to obtain documents, witness statements, and other discovery is generally more limited in arbitration than in court proceedings. (iv) The arbitrators do not have to explain the reason(s) for their award. (v) The panel of arbitrators will typically include a minority of arbitrators who were or are affiliated with the securities industry. (vi) 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. (vii) The rules of the arbitration forum in which the claim is filed, and any amendments thereto, shall be incorporated into this Agreement. To the extent permitted by law, all controversies which may arise between the Client, Advisor or IAR or any of their affiliated companies concerning any transaction arising out of or relating to any account maintained by the Client, or the construction, performance, or breach of this or any other agreement between us whether entered into prior to, on or subsequent to the date hereto, shall be submitted to arbitration conducted under the Code of Arbitration Procedure of FINRA. If FINRA will not accept jurisdiction, the Rules of the American Arbitration Association will apply. Such arbitration shall be conducted in San Diego, California or such other location as the Advisor and Client may agree to. An arbitration site shall not be selected that causes undue hardship and/or expense to Client. Such forbearance to enforce an agreement or to arbitrate shall not constitute a waiver of any rights under this agreement or which Client may have under federal or state securities laws (or the Employee Retirement Income Security Act (ERISA)), if customer is a qualified plan under ERISA. Arbitration must be commenced by service upon Advisor or IAR, of a written demand for arbitration or a written notice of intention to arbitrate. Judgment upon any award rendered by the arbitrator(s) shall be final, and may be entered in any court having jurisdiction. This Agreement supersedes any and all preexisting agreements and/or understandings. No person shall bring a putative or certified class action to arbitration, nor seek to enforce any pre-dispute arbitration agreement against any person who has initiated in court a putative class action; or is a member of a putative class who has not opted out of the class with respect to any claims encompassed by the putative class action until: (i) the class certification is denied; or (ii) the class is decertified; or (iii) the Client 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. XVIII. ENTIRE AGREEMENT This Agreement represents the entire agreement between the parties with respect to the subject matter contained herein. This Agreement may not be changed orally, but only by an agreement in writing signed by all parties. THIS AGREEMENT CONTAINS A PRE-DISPUTE ARBITRATION CLAUSE IN SECTION XVII which requires that all claims arising out of transactions or activities affecting the Client's account be resolved through arbitration. Agreed to this on day of, 20

15 Client Signature Joint Client Signature Client Name (Print or type) Joint Client Name (Print or Type) Title (If Client is a corporation, partnership, trust, or other entity) Client Address for Notices: Foresters Equity Services, Inc. By: Its: Investment Advisor Representative Title (If Client is a corporation, partnership, trust, or other entity) Advisor Address for Notices: Foresters Equity Services, Inc. Attention: Compliance Department 6640 Lusk Blvd, #A202 San Diego, CA Foresters Equity Services, Inc. By: Its: Supervising Principal