Common use of Client Representations Clause in Contracts

Client Representations. The Client represents to the Firm the following and understands and agrees that the Firm is relying on these representations as an inducement to enter into this Agreement: • The Client affirms to be legally empowered to enter into or perform this agreement. • If this Agreement is established by a legal entity, the undersigned certifies that the Agreement has been duly authorized, executed and delivered on behalf of such entity, and that the Agreement is valid by way of resolution or amendment made by the entity to that effect, and authorizing the appropriate officer or director to act on its behalf in connection with this Agreement. • The Client agrees to provide the Firm with the necessary information to provide the agreed upon services, including, but not limited to current contact information for Client, such as address, email and phone number. • The Client agrees and acknowledges that the responsibility for financial planning decisions is theirs and that the Client has the right to not act upon, either wholly or in part, any recommendation or suggestion provided by the Firm. • The Client affirms that the Firm performs services for other clients and may make recommendations to those clients that differ from the recommendations made to the Client. The Client affirms the Firm does not have an obligation to recommend for purchase or sale any security or other asset it may recommend to any other client. • The Client affirms that the Firm obtains information from a wide variety of publicly available sources and cannot guarantee the accuracy of the information or success of the advice which it may provide. The information and recommendations developed by the Firm is based on the professional judgment of the Firm and the information the Client provides to the Firm. • The Client acknowledges and agrees that the Firm shall not be obligated to provide any services under this Agreement with or for the Client if, in the Firm’s reasonable judgment, this would (i) violate any applicable federal or state law or any applicable rule or regulation of any regulatory agency, or (ii) be inconsistent with any internal policy maintained by the Firm relating to its business conduct with its Clients. • The Client acknowledges all investments involve risks and that some investment decisions will result in losses, including the potential for the loss of Client’s principal that has been invested. The Client is hereby informed that the Firm cannot guarantee Client’s investment goals or planning objectives will be achieved. • If the Client account(s) served by the Firm contains only a portion of the Client’s total assets, the Firm shall not be responsible for the supervision of those Client assets not set forth through this Agreement. • The Client understands and agrees that the Firm will not be liable for any loss incurred as a result of the services provided to the Client by the Custodian of Record via the Client’s instructions.

Client Representations. The Client agrees with and represents and warrants to WAM that: (a) The retention of WAM by the Client as investment manager with respect to the Firm investment of all assets held in the following Account is authorized by the governing documents of the Client. (b) Client represents and understands confirms that: (i) Client has full power and agrees that the Firm is relying on these representations as an inducement authority to enter into this Agreement: • The ; (ii) the terms hereof do not violate any obligation by which Client affirms is bound, whether arising by contract, operation of law, or otherwise; and (iii) this Agreement has been duly authorized and shall be binding according to be legally empowered to enter into or perform this agreement. • its terms. (c) If this Agreement is established entered into by a legal entitytrustee or other fiduciary, such trustee or fiduciary represents that the services to be provided by WAM are within the scope of the services and investments authorized by the governing instruments of, and/or laws and regulations applicable to Client. Such trustee or fiduciary further represents and warrants that he or she is duly authorized to negotiate the terms of this agreement and enter into and renew this Agreement. The trustee or fiduciary shall provide WAM with copies of the governing instruments authorizing establishment of the Account. The trustee or fiduciary undertakes to advise WAM of any material change in his or her authority or the propriety of maintaining the Account. (d) If Client is a corporation, partnership or limited liability company, the undersigned certifies signatory on behalf of Client represents that the execution of this Agreement has been duly authorized, authorized by appropriate corporate action. Client undertakes to advise WAM of any event that might affect this authority or the propriety of this Agreement. (e) This Agreement has been duly authorized by appropriate action and when executed and delivered on behalf will be a legal, valid and binding agreement of the Client, enforceable in accordance with its terms, and the Client will deliver to WAM such evidence of such entityauthority as WAM may reasonably require, and that the Agreement is valid whether by way of a certified resolution or amendment made by otherwise. (f) Client acknowledges receipt of WAM’s Form ADV, Part 2 and WAM’s Notice of Privacy Practices. Client also acknowledges that Client has reviewed and understands the entity to that effect, risk factors and authorizing the appropriate officer or director to act on its behalf in connection with this Agreement. • The Client agrees to provide the Firm fees associated with the necessary information to provide the agreed upon services, including, but not limited to current contact information for Client, such as address, email and phone numberAccount. • The Client agrees and acknowledges that the responsibility for financial planning decisions is theirs and that the Client has the right to not act upon, either wholly or in part, any recommendation or suggestion provided by terminate this Agreement without penalty within five (5) business days after entering into the Firm. • Agreement. (e) The Client affirms that agrees to maintain the Firm performs services for other clients confidentiality of all investment advice and may make recommendations to those clients that differ from the recommendations made to the Client. The Client affirms the Firm does not have an obligation to recommend for purchase or sale any security or other asset it may recommend to any other client. • The Client affirms that the Firm obtains information from a wide variety of publicly available sources and cannot guarantee the accuracy of the information or success of the advice which it may provide. The information and recommendations developed by the Firm is based on the professional judgment of the Firm and the information the Client provides to the Firm. • The Client acknowledges and agrees that the Firm shall not be obligated to provide any services under this Agreement with or for the Client if, in the Firm’s reasonable judgment, this would (i) violate any applicable federal or state law or any applicable rule or regulation of any regulatory agency, or (ii) be inconsistent with any internal policy maintained by the Firm relating to its business conduct with its Clients. • The Client acknowledges all investments involve risks and that some investment decisions will result in losses, including the potential for the loss of Client’s principal that has been invested. The Client is hereby informed that the Firm cannot guarantee Client’s investment goals or planning objectives will be achieved. • If the Client account(s) served by the Firm contains only a portion of the Client’s total assets, the Firm shall not be responsible for the supervision of those Client assets not set forth through this Agreement. • The Client understands and agrees that the Firm will not be liable for any loss incurred as a result of the services provided to the Client by WAM. (f) The representations and warranties herein shall be continuing during the Custodian term of Record via this Agreement, and if at any time during the Client’s instructionsterm of this Agreement any event has occurred which would make any of the foregoing representations and warranties untrue or inaccurate in any material respect, the Client will promptly notify WAM of such event and the parties related thereto. (g) The Client shall hold WAM and its Affiliates harmless from, and shall indemnify WAM and its Affiliates against, any and all liability, loss, cost, expense or damage (including attorney fees and disbursements) which WAM or its Affiliates may incur if and to the extent that such liability, loss, expense, cost or damage was caused by the inaccuracy or breach by the Client of any representations, warranties and agreements set forth in Sections 3(a) through 3(f) hereof and of any representations, warranties and agreements made by WAM or its Affiliates on behalf of the Client in connection with the purchase of securities as provided herein consistent with such representations.

Client Representations. The Client represents You represent to the Firm the following and understands understand and agrees agree that the Firm is relying on these representations as an inducement to enter into this Agreement: • The Client affirms to be legally empowered to enter into or perform this agreement. • If this Agreement is established by a legal entity, the undersigned certifies  You agree that the Agreement has been duly authorized, executed and delivered on behalf of such entity, and that the Agreement is valid by way of resolution or amendment made by the entity to that effect, and authorizing the appropriate officer or director to act on its behalf in connection with this Agreement. • The Client agrees to you will provide the Firm Frim with the necessary information to provide the agreed upon services, including, but not limited to current contact information for Client, such as address, email and phone number. • The Client agrees and acknowledges  You understand that the responsibility for financial planning decisions is theirs yours and that the Client has you always have the right to not act upondecide whether to follow, either wholly or in part, any recommendation or suggestion provided by the Firm. • The Client affirms that the Firm performs services for other clients and may make recommendations to those clients that differ from the recommendations made to the Client. The Client affirms the Firm does not have an obligation to recommend for purchase or sale any security or other asset it may recommend to any other client. • The Client affirms  You understand that the Firm obtains information from a wide variety of publicly available sources and cannot guarantee the accuracy of the information or success of the advice which it may provide. The information and recommendations developed by the Firm is are based on the professional judgment of the Firm and the information the Client provides you provide.  You understand and agree that due to the Firm. • The Client acknowledges and agrees that limited nature of this engagement, the Firm shall not be obligated is under no obligation to provide contact you to recommend changes to your financial plan or any services of the recommendations and advice provided under this Agreement with or for the Client if, in the Firm’s reasonable judgment, this would (i) violate any applicable federal or state law or any applicable rule or regulation of any regulatory agency, or (ii) be inconsistent with any internal policy maintained by the Firm relating to its business conduct with its Clientsfuture. • The Client acknowledges  You understand that all investments involve risks and that some investment decisions will result in losses, including the potential for the loss of Client’s principal that has been invested. The Client is hereby informed You understand that the Firm cannot guarantee Client’s that your investment goals or planning objectives will be achieved. • If the Client account(s) served by the Firm contains only a portion of the Client’s total assets, the Firm shall not be responsible for the supervision of those Client assets not set forth through this Agreement. • The Client understands  You understand and agrees agree that the Firm will not be liable for any loss incurred as a result of the resulting from services provided to the Client you by the Custodian Firm, except in the case of Record via negligence, misconduct, or violation of law or fiduciary duty on the Client’s instructionspart of the Firm or its related persons. Nothing in this Agreement shall in any way limit or waive any rights you may have under federal or state securities laws.  You understand and agree that the Firm performs services for other clients and may make recommendations to those clients that differ from the recommendations made to you. You agree that the Firm does not have any obligation to recommend for purchase or sale any security or other asset it may recommend to any other client.  You understand that Adviser does not provide legal or accounting advice and does not prepare any legal documents for the implementation of any recommendations provided in the financial plan.

Client Representations. The Client represents to the Firm the following and understands and agrees that the Firm is relying on these representations as an inducement to enter into this Agreement: • : a. The Client affirms to be certifies that he/she/it is legally empowered to enter into or perform this agreement. • . b. If this Agreement agreement is established by a legal entitycorporation, the undersigned certifies that the Agreement agreement has been duly authorized, executed and delivered on behalf of such entity, corporation and that the Agreement agreement is valid by way a validly certified copy of a resolution or amendment made by of the entity Board of Directors of the corporation to that effect, effect and authorizing the appropriate officer or director officers of the corporation to act on its behalf in connection with this Agreement. • The agreement. c. Client agrees to that he/she/it will provide the Firm with the necessary information to provide the agreed upon services, including, but not limited to current contact information for Client, such as address, email and phone number. • The . d. Client agrees and acknowledges that the responsibility for financial planning decisions is theirs and that the Client has the right he/she/it is under no obligation to not act uponfollow, either wholly or in part, any recommendation or suggestion provided by the Firm. • The . e. Client affirms understands and agrees that the Firm performs services for other clients and may make recommendations to those clients that differ from the recommendations made to the Client. The Client affirms agrees the Firm does not have an any obligation to recommend for purchase or sale any security or other asset it may recommend to any other client. • . f. The Client affirms that agrees the Firm obtains information from a wide variety of publicly available sources and cannot guarantee the accuracy of the information or success of the advice which it may provide. The information and recommendations developed by the Firm is based on the professional judgment of the Firm and the information the Client provides to the Firm. • . g. The Client acknowledges and agrees that the Firm shall not be obligated to provide any services under this Agreement with or for the Client if, in the Firm’s reasonable judgment, this would (i) violate any applicable federal or state law or any applicable rule or regulation of any regulatory agency, or (ii) be inconsistent with any internal policy maintained by the Firm from time-to-time relating to its business conduct with its Clients. • The . h. Client acknowledges all investments involve risks and that some investment decisions will result in losses, including the potential for the loss of Client’s their principal that has been invested. The Client is hereby informed understands that the Firm cannot guarantee Client’s their investment goals or planning objectives will be achieved. • . i. If the Client account(s) served by the Firm contains accounts under review contain only a portion of the Client’s total assets, the Firm shall not be responsible for any of the supervision of those Client Client’s assets not set forth through in this Agreement. • Agreement or the proper diversification of all of Client’s assets. j. The Client understands and agrees that the Firm will not be liable for any loss incurred as a result of the services provided to the Client by Firm. Nothing in this Agreement shall in any way limit or waive any rights you may have under federal or state securities laws or the Custodian laws pertaining to the Firm’s performance of Record via the Client’s instructionsits fiduciary responsibilities.

Client Representations. The Client represents to the Firm the following and understands and agrees that the Firm is relying on these representations as an inducement to enter into this Agreement: • The Client affirms declares to be legally empowered to enter into or perform this agreement. • Client agrees to provide the Firm with the necessary information to provide the agreed upon services. • Client agrees and acknowledges that the responsibility for financial decisions is theirs and the Client is under no obligation to follow, either wholly or in part, any recommendation or suggestion provided by the Firm. • If this Agreement is established by a legal entity, the undersigned certifies that the Agreement has been duly authorized, executed and delivered on behalf of such entity, and that the Agreement is valid by way of resolution or amendment made by the entity to that effect, and authorizing the appropriate officer or director to act on its behalf in connection with this Agreement. • The Client understands and agrees to provide the Firm with the necessary information to provide the agreed upon services, including, but not limited to current contact information for Client, such as address, email and phone number. • The Client agrees and acknowledges that the responsibility for financial planning decisions is theirs and that the Client has the right to not act upon, either wholly or in part, any recommendation or suggestion provided by the Firm. • The Client affirms that the Firm performs services for other clients and may make recommendations to those clients that differ from the recommendations made to the Client. The Client affirms agrees the Firm does not have an any obligation to recommend for purchase or sale any security or other asset it may recommend to any other client. • The Client affirms that agrees the Firm obtains information from a wide variety of publicly available sources and cannot guarantee the accuracy of the information or success of the advice which it may provide. The information and recommendations developed by the Firm is based on the professional judgment of the Firm and the information the Client provides to the Firm. • The Client acknowledges and agrees that the Firm shall not be obligated to provide any services under this Agreement with or for the Client if, in the Firm’s reasonable judgment, this would (i) violate any applicable federal or state law or any applicable rule or regulation of any regulatory agency, or (ii) be inconsistent with any internal policy maintained by the Firm relating to its business conduct with its Clients. • The Client acknowledges all investments involve risks and that some investment decisions will result in losses, including the potential for the loss of Client’s their principal that has been invested. The Client is hereby informed understands that the Firm cannot guarantee Client’s their investment goals or planning objectives will be achieved. The Firm cannot guarantee results of any recommendation. • If the Client account(s) served by the Firm account contains only a portion of the Client’s total assets, the Firm shall not be responsible for the supervision of those Client assets not set forth through under management or otherwise covered by this Agreement. • The Client understands and agrees that the Firm will not be liable for any loss incurred as a result of the services provided to the Client by the Custodian of Record via under the Client’s instructionsdirection.

Client Representations. The Client represents to the Firm the following and understands and agrees that the Firm is relying on these representations as an inducement to enter into this Agreement: • The Client affirms declares to be legally empowered to enter into or perform this agreement. • If this Agreement is established by a legal entity, the undersigned certifies that the Agreement has been duly authorized, executed and delivered on behalf of such entity, and that the Agreement is valid by way of resolution or amendment made by the entity to that effect, and authorizing the appropriate officer or director to act on its behalf in connection with this Agreement. • The Client agrees to provide the Firm with the necessary information to provide the agreed upon services, including, but not limited to current contact information for Client, such as address, email and phone number. • The Client agrees and acknowledges that the responsibility for financial planning decisions is theirs and that the Client has the right is under no obligation to not act uponfollow, either wholly or in part, any recommendation or suggestion provided by the Firm. • The Client affirms understands and agrees that the Firm performs services for other clients and may make recommendations to those clients that differ from the recommendations made to the Client. The Client affirms agrees the Firm does not have an any obligation to recommend for purchase or sale any security or other asset it may recommend to any other client. • The Client affirms that agrees the Firm obtains information from a wide variety of publicly available sources and cannot guarantee the accuracy of the information or success of the advice which it may provide. The information and recommendations developed by the Firm is based on the professional judgment of the Firm and the information the Client provides to the Firm. • The Client acknowledges and agrees that the Firm shall not be obligated to provide any services under this Agreement with or for the Client if, in the Firm’s reasonable judgment, this would (i) violate any applicable federal or state law or any applicable rule or regulation of any regulatory agency, or (ii) be inconsistent with any internal policy maintained by the Firm relating to its business conduct with its Clients. • The Client acknowledges all investments involve risks and that some investment decisions will result in losses, including the potential for the loss of Client’s their principal that has been invested. The Client is hereby informed understands that the Firm cannot guarantee Client’s their investment goals or planning objectives will be achieved. • If the Client account(s) served by the Firm account contains only a portion of the Client’s total assets, the Firm shall not be responsible for the supervision of those Client assets not set forth through under management or otherwise covered by this Agreement. • The Client understands and agrees that the Firm will not be liable for any loss incurred as a result of the services provided to the Client by the Custodian of Record via under the Client’s instructionsdirection.

Client Representations. The Client represents to the Firm the following and understands and agrees that the Firm is relying on these representations as an inducement to enter into this Agreement: • The Client affirms declares to be legally empowered to enter into or perform this agreement. • If this Agreement is established by a legal entity, the undersigned certifies that the Agreement has been duly authorized, executed and delivered on behalf of such entity, and that the Agreement is valid by way of resolution or amendment made by the entity to that effect, and authorizing the appropriate officer or director to act on its behalf in connection with this Agreement. • The Client agrees to provide the Firm with the necessary information to provide the agreed upon services, including, but not limited to current contact information for Client, such as address, email and phone number. • The Client agrees and acknowledges that the responsibility for financial planning decisions is theirs and that the Client has the right is under no obligation to not act uponfollow, either wholly or in part, any recommendation or suggestion provided by the Firm. • The Client affirms understands and agrees that the Firm performs services for other clients and may make recommendations to those clients that differ from the recommendations made to the Client. The Client affirms agrees the Firm does not have an any obligation to recommend for purchase or sale any security or other asset it may recommend to any other client. • The Client affirms that agrees the Firm obtains information from a wide variety of publicly available sources and cannot guarantee the accuracy of the information or success of the advice which it may provide. The information and recommendations developed by the Firm is based on the professional judgment of the Firm and the information the Client provides to the Firm. • The Client acknowledges and agrees that the Firm shall not be obligated to provide any services under this Agreement with or for the Client if, in the Firm’s reasonable judgment, this would (i) violate any applicable federal or state law or any applicable rule or regulation of any regulatory agency, or (ii) be inconsistent with any internal policy maintained by the Firm relating to its business conduct with its Clients. • The Client acknowledges all investments involve risks and that some investment decisions will result in losses, including the potential for the loss of Client’s their principal amount that has been invested. The Client is hereby informed understands that the Firm cannot guarantee any specific level of performance or that the Client’s investment goals or planning objectives will be achieved. The Client further understands and acknowledges that investment decisions made on behalf of the Client's account by the Firm are subject to various market, currency, economic, and business risks, as well as the risk that those investment decisions will not always be profitable. The Client understands that securities, mutual funds, and other non-deposit investments are not guaranteed by the Firm or any affiliate, are not insured by the Federal Deposit Insurance Corporation ("FDIC") or any other government agency, and are subject to investment risk, including possible loss of principal amounts invested. • If the Client account(s) served by account under the Firm Firm’s supervision contains only a portion of the Client’s total assets, the Firm shall not be responsible for the supervision of those Client assets not set forth through under management or otherwise covered by this Agreement. • The Client understands and agrees that the Firm will not be liable for any loss incurred as a result of the services provided to the Client by the Custodian of Record via under the Client’s instructionsdirection. • Nothing contained in this paragraph constitutes a waiver of any rights that a Client has under federal and state securities laws to pursue a remedy by other means.

Client Representations. The Client represents to the Firm the following and understands and agrees that the Firm is relying on these representations as an inducement to enter into this Performance Fee Agreement: • The Client affirms declares to be legally empowered to enter into or perform this agreementPerformance Fee Agreement. • If this Performance Fee Agreement is established by a legal entity, the undersigned certifies that the Performance Fee Agreement has been duly authorized, executed and delivered on behalf of such entity, and that the Performance Fee Agreement is valid by way of resolution or amendment made by the entity to that effect, effect and authorizing the appropriate officer or director to act on its behalf in connection with this Performance Fee Agreement. • The Client affirms they are a qualified investor as defined by the United States Securities and Exchange Commission (SEC) and its Rule §275.205-3 as of the date of entering into this Performance Fee Agreement. If the Client no longer meets the definition of a qualified investor, the Client acknowledges that this Performance Fee Agreement is to be terminated. • The Client agrees to provide the Firm with the necessary information to provide the agreed upon services, including, but not limited to current contact information for Client, such as address, email and phone number. • The Client agrees and acknowledges that the responsibility for financial planning decisions is theirs and that the Client has the right is under no obligation to not act uponfollow, either wholly or in part, any recommendation or suggestion provided by the Firm. • The Client affirms understands and agrees that the Firm performs services for other clients and may make recommendations to those clients that differ from the recommendations made to the Client. The Client affirms agrees the Firm does not have an any obligation to recommend for purchase or sale any security or other asset it may recommend to any other client. • The Client affirms that agrees the Firm obtains information from a wide variety of publicly available sources and cannot guarantee the accuracy of the information or success of the advice which it may provide. The information and recommendations developed by the Firm is based on the professional judgment of the Firm and the information the Client provides to the Firm. • The Client acknowledges and agrees that the Firm shall not be obligated to provide any services under this Performance Fee Agreement with or for the Client if, in the Firm’s reasonable judgment, this would (i) violate any applicable federal or state law or any applicable rule or regulation of any regulatory agency, or (ii) be inconsistent with any internal policy maintained by the Firm relating to its business conduct with its Clients. • The Client acknowledges all investments involve risks and that some investment decisions will result in losses, including the potential for the loss of Client’s their principal amount that has been invested. The Client is hereby informed understands that the Firm cannot guarantee any specific level of performance or that the Client’s investment goals or planning objectives will be achieved. The Client further understands and acknowledges that investment decisions made on behalf of the Client's account by the Firm are subject to various market, currency, economic, and business risks, as well as the risk that those investment decisions will not always be profitable. The Client understands that securities, mutual funds, and other non-deposit investments are not guaranteed by the Firm or any affiliate, are not insured by the Federal Deposit Insurance Corporation ("FDIC") or any other government agency, and are subject to investment risk, including possible loss of principal amounts invested. • If the Client account(s) served by account under the Firm Firm’s supervision contains only a portion of the Client’s total assets, the Firm shall not be responsible for the supervision of those Client assets not set forth through under management or otherwise covered by this Performance Fee Agreement. • The Client understands and agrees that the Firm will not be liable for any loss incurred as a result of the services provided to the Client by the Custodian of Record via under the Client’s instructionsdirection. • Nothing contained in this paragraph constitutes a waiver of any rights that a Client has under federal and state securities laws to pursue a remedy by other means.

Client Representations. The Client represents to the Firm the following and understands and agrees that the Firm is relying on these representations as an inducement to enter into this Agreement: • : A. The Client affirms to be certifies that he/she/it is legally empowered to enter into or perform this agreement. • . B. If this Agreement agreement is established by a legal entitycorporation, the undersigned certifies that the Agreement agreement has been duly authorized, executed and delivered on behalf of such entity, corporation and that the Agreement agreement is valid by way a validly certified copy of a resolution or amendment made by of the entity Board of Directors of the corporation to that effect, effect and authorizing the appropriate officer or director officers of the corporation to act on its behalf in connection with this Agreement. • The agreement. C. Client agrees to that he/she/it will provide the Firm with the necessary information to provide the agreed upon services, including, but not limited to current contact information for Client, such as address, email and phone number. • The Client . X. Xxxxxx agrees and acknowledges that the responsibility for financial planning decisions is theirs and that the Client has the right he/she/it is under no obligation to not act uponfollow, either wholly or in part, any recommendation or suggestion provided by the Firm. • The . E. Client affirms understands and agrees that the Firm performs services for other clients and may make recommendations to those clients that differ from the recommendations made to the Client. The Client affirms agrees the Firm does not have an any obligation to recommend for purchase or sale of any security or other asset it may recommend to any other client. • . F. The Client affirms that agrees the Firm obtains information from a wide variety of publicly available sources and cannot guarantee the accuracy of the information or success of the advice which it may provide. The information and recommendations developed by the Firm is based on the professional judgment of the Firm and the information the Client provides to the Firm. • . G. The Client acknowledges and agrees that the Firm shall not be obligated to provide any services under this Agreement with or for the Client if, in the Firm’s reasonable judgment, this would (i) violate any applicable federal or state law or any applicable rule or regulation of any regulatory agency, or (ii) be inconsistent with any internal policy maintained by the Firm from time-to-time relating to its business conduct with its Clients. • The . H. Client acknowledges all investments involve risks and that some investment decisions will result in losses, including the potential for the loss of Client’s their principal that has been invested. The Client is hereby informed understands that the Firm cannot guarantee Client’s their investment goals or planning objectives will be achieved. • . I. If the Client account(s) served by the Firm contains accounts under review contain only a portion of the Client’s total assets, the Firm shall not be responsible for any of the supervision of those Client Client’s assets not set forth through in this Agreement. • Agreement or the proper diversification of all of Client’s assets. X. The Client understands and agrees that the Firm will not be liable for any loss incurred as a result of the services provided to the Client by the Custodian of Record via the Client’s instructionsFirm. Nothing in this Agreement shall in any way limit or waive any rights you may have under federal or state securities laws.

Client Representations. The Client represents to the Firm the following and understands and agrees that the Firm is relying on these representations as an inducement to enter into this Agreement: • The Client affirms to be certifies that he/she is legally empowered to enter into or perform this agreement. • If this Agreement is established by a legal entity, the undersigned certifies that the Agreement has been duly authorized, executed and delivered on behalf of such entity, and that the Agreement is valid by way of resolution or amendment made by the entity to that effect, and authorizing the appropriate officer or director to act on its behalf in connection with this Agreement. • The Client agrees to that he/she will provide the Firm with the necessary information to provide the agreed upon services, including, but not limited to current contact information for Client, such as address, email and phone number. • The Client agrees and acknowledges that the responsibility for financial planning decisions is theirs and that the Client has the right he/she is under no obligation to not act uponfollow, either wholly or in part, any recommendation or suggestion provided by the Firm. • The Client affirms understands and agrees that the Firm performs services for other clients and may make recommendations to those clients that differ from the recommendations made to the Client. The Client affirms agrees the Firm does not have an any obligation to recommend for purchase or sale any security or other asset it may recommend to any other client. • The Client affirms that agrees the Firm obtains information from a wide variety of publicly available sources and cannot guarantee the accuracy of the information or success of the advice which it may provide. The information and recommendations developed by the Firm is based on the professional judgment of the Firm and the information the Client provides to the Firm. • The Client acknowledges and agrees that the Firm shall not be obligated to provide any services under this Agreement with or for the Client if, in the Firm’s reasonable judgment, this would (i) violate any applicable federal or state law or any applicable rule or regulation of any regulatory agency, or (ii) be inconsistent with any internal policy maintained by the Firm from time-to-time relating to its business conduct with its Clients. • The Client acknowledges all investments involve risks and that some investment decisions will result in losses, including the potential for the loss of Client’s their principal that has been invested. The Client is hereby informed understands that the Firm cannot guarantee Client’s their investment goals or planning objectives will be achieved. • If the Client account(s) served by the Firm contains only a portion of the Client’s total assets, the Firm shall not be responsible for the supervision of those Client assets not set forth through this Agreement. • The Client understands and agrees that the Firm will not be liable for any loss incurred as a result of the services provided to the Client by the their Custodian of Record via the Client’s instructionsRecord.

Client Representations. The Client agrees with and represents and warrants to WAM that: (a) The retention of WAM by the Firm Client as investment advisor is authorized by the following governing documents of the Client. (b) The terms of this Agreement do not violate or conflict with any obligation by which the Client is bound, whether arising by contract, operation of law or otherwise. Client represents and understands confirms that: (i) Client has full power and agrees that the Firm is relying on these representations as an inducement authority to enter into this Agreement: • The ; (ii) the terms hereof do not violate any obligation by which Client affirms is bound, whether arising by contract, operation of law, or otherwise; and (iii) this Agreement has been duly authorized and shall be binding according to be legally empowered to enter into or perform this agreement. • its terms. (c) If this Agreement is established entered into by a legal entitytrustee or other fiduciary, such trustee or fiduciary represents that the services to be provided by WAM are within the scope of the services and investments authorized by the governing instruments of, and/or laws and regulations applicable to Client. Such trustee or fiduciary further represents and warrants that he or she is duly authorized to negotiate the terms of this agreement and enter into and renew this Agreement. The trustee or fiduciary shall provide WAM with copies of the governing instruments authorizing establishment of the Account. The trustee or fiduciary undertakes to advise WAM of any material change in his or her authority or the propriety of maintaining the Account. (d) If Client is a corporation, partnership or limited liability company, the undersigned certifies signatory on behalf of Client represents that the execution of this Agreement has been duly authorizedauthorized by appropriate corporate action. Client undertakes to advise WAM of any event that might affect this authority or the propriety of this Agreement. (e) The terms of this Agreement do not violate or conflict with any obligation by which the Client is bound, whether arising by contract, operation of law or otherwise. (f) This Agreement has been duly authorized by appropriate action and when executed and delivered on behalf will be a legal, valid and binding agreement of the Client, enforceable in accordance with its terms, and the Client will deliver to WAM such evidence of such entityauthority as WAM may reasonably require, and that the Agreement is valid whether by way of a certified resolution or amendment made by otherwise. (g) Client acknowledges receipt of: (a) WAM’s Form ADV, Part II or similar disclosure document and WAM’s Notice of Privacy Practices. Client also acknowledges that Client has reviewed and understands the entity to that effect, risk factors and authorizing the appropriate officer or director to act on its behalf in connection with this Agreement. • The Client agrees to provide the Firm fees associated with the necessary information to provide the agreed upon services, including, but not limited to current contact information for Client, such as address, email and phone numberAccount. • The Client agrees and acknowledges that the responsibility for financial planning decisions is theirs and that the Client has the right to not act upon, either wholly or in part, any recommendation or suggestion provided by terminate this Agreement without penalty within five (5) business days after entering into the Firm. • Agreement. (h) The Client affirms that agrees to maintain the Firm performs services for other clients confidentiality of all investment advice and may make recommendations to those clients that differ from the recommendations made to the Client. The Client affirms the Firm does not have an obligation to recommend for purchase or sale any security or other asset it may recommend to any other client. • The Client affirms that the Firm obtains information from a wide variety of publicly available sources and cannot guarantee the accuracy of the information or success of the advice which it may provide. The information and recommendations developed by the Firm is based on the professional judgment of the Firm and the information the Client provides to the Firm. • The Client acknowledges and agrees that the Firm shall not be obligated to provide any services under this Agreement with or for the Client if, in the Firm’s reasonable judgment, this would (i) violate any applicable federal or state law or any applicable rule or regulation of any regulatory agency, or (ii) be inconsistent with any internal policy maintained by the Firm relating to its business conduct with its Clients. • The Client acknowledges all investments involve risks and that some investment decisions will result in losses, including the potential for the loss of Client’s principal that has been invested. The Client is hereby informed that the Firm cannot guarantee Client’s investment goals or planning objectives will be achieved. • If the Client account(s) served by the Firm contains only a portion of the Client’s total assets, the Firm shall not be responsible for the supervision of those Client assets not set forth through this Agreement. • The Client understands and agrees that the Firm will not be liable for any loss incurred as a result of the services provided to the Client by WAM. (i) The representations and warranties herein shall be continuing during the Custodian term of Record via this Agreement, and if at any time during the Client’s instructionsterm of this Agreement any event has occurred which would make any of the foregoing representations and warranties untrue or inaccurate in any material respect, the Client will promptly notify WAM of such event and the parties related thereto. (j) The Client shall hold WAM and its Affiliates harmless from, and shall indemnify WAM and its Affiliates against, any and all liability, loss, cost, expense or damage (including attorney fees and disbursements) which WAM or its Affiliates may incur if and to the extent that such liability, loss, expense, cost or damage was caused by the inaccuracy or breach by the Client of any representations, warranties and agreements set forth in Sections 2(a) through 2(i) hereof and of any representations, warranties and agreements made by WAM or its Affiliates on behalf of the Client in connection with the purchase of securities as provided herein consistent with such representations.