Transcription of Representative ID # Office ID # REPRESENTATIVE …
1 REPRESENTATIVE ID # _____ Office ID # _____ REPRESENTATIVE agreement F150 1 1 12 LPL FINANCIAL LLC Page 1 Member FINRA / SIPC This agreement is entered into between LPL Financial LLC ( LPL ) and _____ ( REPRESENTATIVE ). REPRESENTATIVE shall hereinafter be defined as an individual who has been accepted as a Registered REPRESENTATIVE and, upon election and licensing, as an Investment Advisor REPRESENTATIVE and Insurance REPRESENTATIVE for the limited purposes set forth below. This agreement is effective _____. 1. LPL S OBLIGATION. LPL: (A) Is not obligated to provide any services to REPRESENTATIVE (such as clerical assistance, Office expense, postage, telephone costs, or other expenses) unless LPL and the REPRESENTATIVE agree on such services and REPRESENTATIVE pays for such services. (B) In its capacity as Broker/Dealer: (1) Hereby appoints the REPRESENTATIVE as a limited agent to solicit purchases of securities and investments offered through LPL in its capacity as a broker/dealer.
2 (2) Shall pay the REPRESENTATIVE Commissions from transactions generated by him/her as such Commissions are hereinafter defined and set forth in Schedule A attached. With respect to general securities including stocks, bonds, options, certificates of deposit, government and government agency securities where Commissions are negotiable, Commissions shall be defined as the amount of compensation determined by LPL to be reallowed to the REPRESENTATIVE . With respect to all other securities, Commissions shall be defined as the amount of compensation which LPL is contractually entitled to receive as commissions under the applicable selling agreement and reallows to the REPRESENTATIVE . Payments hereunder shall be made only with respect to Commissions LPL actually receives while REPRESENTATIVE is registered with LPL. No payment shall be made to the REPRESENTATIVE unless he/she was registered with LPL on the date of the transaction.
3 LPL reserves the right to require any Commission payments to be refunded by the REPRESENTATIVE to the customer if it determines that this is appropriate after a review of the circumstances of the sale. (C) In its capacity as an Investment Advisor: (1) Hereby appoints the REPRESENTATIVE as its limited agent to solicit purchases of products and services offered through LPL in its capacity as an investment advisor. (2) Shall pay the REPRESENTATIVE a portion of the fees from accounts generated by him/her as such fees are hereinafter defined and set forth in Schedule B attached. Payments hereunder shall be made only with respect to advisory fees LPL actually receives while REPRESENTATIVE is registered with LPL. No payments shall be made to the REPRESENTATIVE unless he/she was registered with LPL on the date the advisory fee was earned. LPL reserves the right to require any advisory fee payments to be refunded to the customer if it determines that this is appropriate or required by law or contract with the customer.
4 (D) In its capacity as an Insurance Agency: (1) Hereby appoints the REPRESENTATIVE as a limited agent to solicit purchases of insurance products offered through LPL in its capacity as an Insurance Agency. (2) Shall pay the REPRESENTATIVE Commissions from insurance transactions generated by him/her as such. Commissions are defined and set forth in Schedule E attached. Payments hereunder shall be made only with respect to insurance Commissions LPL actually receives while REPRESENTATIVE is registered with LPL. No payments shall be made to the REPRESENTATIVE unless he/she was registered with LPL on the date of the transaction. LPL reserves the right to require any insurance Commission payments to be refunded to the customer if it determines that this is appropriate or required by law or contract with the customer. 2. THE REPRESENTATIVE S OBLIGATION. THE REPRESENTATIVE : (A) Shall pay any balance owing to LPL within ten (10) business days of receipt of LPL s statement unless other arrangements are made in writing with the Chief Financial Officer of LPL.
5 Any balances outstanding after twenty (20) business days from receipt of such statement shall accrue interest at the prime rate plus 2%. LPL shall retain the right to reduce a REPRESENTATIVE s payout of Commissions and/or advisory fees by the amount of any outstanding balance owed to LPL by the REPRESENTATIVE . (B) Shall pay all expenses of the REPRESENTATIVE s business and conduct such business in accordance with the rules and regulations of the Securities and Exchange Commission (SEC), the Financial Industry Regulatory Authority (FINRA), the National Futures Association (NFA), the Commodity Futures Trading Commission (CFTC), the Municipal Securities Rulemaking Board (MSRB), any state agencies regulating the REPRESENTATIVE s activities and the policies of LPL, and shall not conduct business or receive funds until fully licensed as required by such laws. The REPRESENTATIVE shall acknowledge receipt of, read and abide by LPL procedures set forth in writing from time to time.
6 (C) Shall not mail any correspondence, make any communication or use any advertising except in accordance with LPL policies and procedures set forth in writing from time to time. Representatives shall follow the procedures outlined by LPL for proper handling of incoming correspondence. The REPRESENTATIVE shall provide copies of such correspondence, communication and advertising to LPL in accordance with FINRA regulations and LPL procedures set forth in writing from time to time. (D) Agrees that all checks from customers shall be made payable to LPL or to the underwriter, investment company or insurance company designated by LPL in connection with the transactions. No cash payments from customers shall be accepted by a REPRESENTATIVE . REPRESENTATIVE agreement F150 1 1 12 LPL FINANCIAL LLC Page 2 Member FINRA / SIPC (E) Agrees to indemnify LPL and hold it harmless from any loss, cost or liability, including attorney s fees and costs, which result from the REPRESENTATIVE s negligence, violation of securities rules or regulations, including federal and state investment advisory rules and regulations, or other misconduct.
7 Attorney s fees, adverse settlements and/or judgments imposed on the REPRESENTATIVE and/or LPL where fault is not determined by a court of proper jurisdiction or a duly appointed arbitration panel, shall be shared by LPL and the REPRESENTATIVE in the same proportion as the commissions and fees on transactions or accounts such as the one in dispute were shared. The REPRESENTATIVE shall notify LPL promptly of any investigations, proceedings, customer complaints or similar matters. (F) Shall not act in any manner whatsoever as an agent for any individual or company competitive in any respect with LPL. REPRESENTATIVE shall not (a) communicate or divulge or use for his/her benefit or for the benefit of any other, any information concerning the business and accounts of LPL or any of its affiliates; in any way induce, attempt to induce or receive any benefit for inducing any employee or REPRESENTATIVE of LPL (or any affiliate of LPL) or any person, firm, or corporation having any contract or arrangement with LPL (or with any affiliate of LPL), either to leave such employment or association or to breach or terminate the contract or arrangement; and (b) in any way induce or attempt to induce any sponsor of a financial or insurance product offered or to be offered by LPL to cease to have such product offered through LPL or to offer such product through him/her.
8 (G) Shall pay all costs of client reneges, failures to comply with margin calls and all other losses resulting from the failure of a client to meet his financial responsibility; and pay all attorney s fees and other fees and costs incurred by LPL in dispute(s) involving the REPRESENTATIVE s clients in which the dispute(s) arose from actions by the REPRESENTATIVE and not from actions by LPL. (H) Shall review all equity, fixed income, precious metal and commodity orders and confirmations within 24 hours of entry and all mutual fund orders and confirmations within 48 hours of entry and inform LPL immediately if any corrections are required. If notice of an error made by LPL is not brought to LPL s attention within the required time period, the REPRESENTATIVE will be responsible for the additional amount of loss incurred beyond the time period. (I) Agrees that all open and good-til -cancelled orders will remain in effect for 90 calendar days from the date of entry, date of change, or until REPRESENTATIVE cancels the order, whichever occurs first.
9 LPL will provide no notice of cancellation of an open order upon reaching 90 days and assumes no responsibility for failure of the REPRESENTATIVE to renew or cancel open order(s). (J) Shall conduct himself/herself and his/her affairs in a professional manner consistent with the building of a quality reputation for himself/herself and LPL. (K) Shall not engage in any outside business activity without prior written notification and approval from LPL. REPRESENTATIVE shall provide LPL with all relevant documents pertaining to his/her outside activities as an investment advisor independent of LPL, including but not limited to, copies of Form ADV (original and all amendments) and copies of all investment advisory contracts. (L) Agrees that any and all changes to FINRA Form U-4 required as a result of his/her being separately registered as a registered investment advisor or as an investment advisor REPRESENTATIVE of a third-party registered investment advisor will be processed through LPL.
10 REPRESENTATIVE agrees not to make any changes to the Form U-4 directly through the Investment Advisor Registration Depository. Unilateral changes to the Form U-4 by REPRESENTATIVE will subject the REPRESENTATIVE to immediate termination by LPL. (M) Agrees to satisfy all FINRA and LPL continuing education requirements in a timely manner. (N) Agrees to the terms, conditions, and licensing requirements posted for use of all LPL distributed software, as amended from time to time. (O) Acknowledges, understands, and agrees that for our mutual protection, LPL may electronically record telephone conversations. REPRESENTATIVE agrees not to record any telephone conversation without the express written authorization of LPL and the individual(s) engaged in the conversation. (P) Shall immediately (but in no event later than seven (7) calendar days from receipt) report all customer complaints (verbal and written) and regulatory inquiries to LPL s Legal Department.