EXHIBIT 5 - FORM OF PIPER XXXXXXX XXX PLUS ACCOUNT AGREEMENT
USBANCORP
XXX PLUS ACCOUNTO
Xxxxx Xxxxxxx(R)
---------------
AGREEMENT
PLEASE READ CAREFULLY.
This agreement ("Agreement") sets forth the terms and conditions governing the
U.S. Bancorp Piper Xxxxxxx XXX Plus Account TM ("XXX PLUS ACCOUNT") offered by
U.S. Bancorp Xxxxx Xxxxxxx Inc. ("U.S. Bancorp Xxxxx Xxxxxxx"), for which you
(all such signatories hereto, whether acting in their individual or
representative capacities, are sometimes referred to as "you") are making
application with U.S. Bancorp Xxxxx Xxxxxxx. This Agreement is subject to, and
may be modified from time to time by disclosure in, the prospectuses pertaining
to the money market investment funds from time to time offered by U.S. Bancorp
Xxxxx Xxxxxxx as a component of the XXX Plus Account (the "Funds"), and any
supplement or amendment thereto as of the time of filing or effectiveness
thereof (the prospectuses, as so amended or supplemented, are referred to as the
"Prospectuses").
Subject to the foregoing, it is understood that the XXX Plus Account will
operate as follows:
1. DESCRIPTION OF XXX PLUS ACCOUNT.
The XXX Plus Account is an integrated financial services program that links
together several components:
(1) a U.S. Bancorp Xxxxx Xxxxxxx securities account (the "Securities Account")
with a ready purchase credit feature;
(2) the Funds from time to time offered by U.S. Bancorp Xxxxx Xxxxxxx; and
(3) cash access check-writing privilege provided by Provident National Bank (IF
REQUESTED), a subsidiary of PNC Financial Corp (PROVIDENT NATIONAL BANK AND ITS
AFFILIATES ARE REFERRED TO AS "PROVIDENT" ) or such other bank as U.S. Bancorp
Xxxxx Xxxxxxx from time to time may select.
The principal attributes of each component of the XXX Plus Account and their
relation to one another are described below.
2. SECURITIES ACCOUNT.
The Securities Account is linked to a credit account with a ready purchase
credit feature. You may use the Securities Account to purchase and sell
securities, including options, for cash or on credit. If the ready purchase
credit feature is used, the Securities Account will operate like a credit
account. The Securities Account will be governed by the federal securities laws,
the rules and regulations of the Securities and Exchange Commission, the Board
of Governors of the Federal Reserve System, the Securities Investor Protection
Corporation, the New York Stock Exchange, Inc., other registered national
securities exchanges, the National Association of Securities Dealers', Inc. and
by this Agreement and the policies of U.S. Bancorp Xxxxx Xxxxxxx.
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The amount of available ready purchase credit will vary depending upon the
amount of eligible securities in your XXX Plus Account and applicable regulatory
requirements, but is presently limited to 50% of the current market value of
eligible securities in your XXX Plus Account.
When you purchase securities, U.S. Bancorp Xxxxx Xxxxxxx will first apply any
cash in your XXX Plus Account on the settlement date and then redeem Fund shares
at net asset value to the extent necessary to pay the amounts due in connection
with such transaction, including all costs and expenses of the transaction. If
at the settlement date, such amounts are sufficient to pay all amounts due, the
trade will be treated as a cash transaction.
If on the settlement date, there is not sufficient cash or net asset value of
Fund shares in your XXX Plus Account, U.S. Bancorp Xxxxx Xxxxxxx may extend
credit to you on the terms and conditions set forth in this Agreement. If U.S.
Bancorp Xxxxx Xxxxxxx extends credit to you, such amounts will be automatically
collateralized by eligible securities in your XXX Plus Account. If sufficient
eligible securities are not available in your XXX Plus Account, you must deposit
additional cash and/or eligible securities into your XXX Plus Account within the
allotted timeframes required by the laws, rules, regulations and policies
governing the extension of credit by U.S. Bancorp Xxxxx Xxxxxxx. If sufficient
cash or eligible securities are not deposited into the XXX Plus Account within
the allotted timeframes prescribed by applicable regulatory requirements, U.S.
Bancorp Xxxxx Xxxxxxx is required to liquidate the trade(s) at market risk and
exposure to you.
a. PLACING ORDERS, CLIENT RESPONSIBILITIES. When you place any order to sell
securities that are long in your account, you will designate it as such and
hereby account, you will authorize U.S. Bancorp Xxxxx Xxxxxxx to xxxx such order
as being "long". Any sell order which you shall designate as being for long
account will be for securities then owned by you, and if such securities are not
then deliverable by U.S. Bancorp Xxxxx Xxxxxxx from any account of yours, you
will deliver such securities as soon as you can do so. If you place any order to
sell securities that are short your account, you will designate it as such and
authorize U.S. Bancorp Xxxxx Xxxxxxx to xxxx such order as being "short". In
case U.S. Bancorp Xxxxx Xxxxxxx makes a short sale of any securities at your
direction, or in case you fail to deliver to U.S. Bancorp Xxxxx Xxxxxxx any
securities which U.S. Bancorp Xxxxx Xxxxxxx has sold at your direction, you
authorize U.S. Bancorp Xxxxx Xxxxxxx to borrow the securities necessary to
enable U.S. Bancorp Xxxxx Xxxxxxx to make delivery to the purchaser, and you
agree to be responsible for the cost or loss U.S. Bancorp Xxxxx Xxxxxxx may
incur, or the cost of otherwise obtaining the securities if U.S. Bancorp Xxxxx
Xxxxxxx is unable to borrow them. No settlement of any account for you may be
made by you without all securities in which your account is short being received
by U.S. Bancorp Xxxxx Xxxxxxx and all securities in which your account is long
being paid for in full and the securities then delivered. U.S. Bancorp Xxxxx
Xxxxxxx and its correspondents are designated as your agents to consummate all
such transactions, and are authorized to make such advances and expend such
moneys as may be required.
b. CLIENT'S ORDERS BINDING UNTIL NOTICE OF DEATH; U.S. BANCORP XXXXX XXXXXXX'X
RIGHTS TO PURCHASE OR SELL. Any order you give U.S. Bancorp Xxxxx Xxxxxxx shall
be binding upon you and your personal representative until U.S. Bancorp Xxxxx
Xxxxxxx has actual notice of your death. Your death and notice thereof shall not
in any way affect U.S. Bancorp Xxxxx Xxxxxxx'x rights under this Agreement to
take any action which U.S. Bancorp Xxxxx Xxxxxxx could have taken if you had not
died. Upon your death or failure to comply with any part of this Agreement or
whenever U.S. Bancorp Xxxxx Xxxxxxx deems it necessary for its protection, U.S.
Bancorp Xxxxx Xxxxxxx is authorized (but is not required) to:
o Cancel outstanding orders;
o Purchase, sell, assign, receive and deliver all or any part of the securities
held or carried for you; and
o Close out short sales by purchase upon any exchange board or market or any
public or private sale at U.S. Bancorp Xxxxx Xxxxxxx'x option.
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c. SECURITIES PENDING ISSUE. On transactions in securities when, as and if
issued, U.S. Bancorp Xxxxx Xxxxxxx is entitled to protection against its
contingent liability pending the issue of the securities to the same extent as
in purchases and sales of securities already issued.
d. WAIVER OF NOTICE. U.S. Bancorp Xxxxx Xxxxxxx may take these actions without
demand for credit or notice of purchase or sale, which are expressly waived. No
specific demand or notice shall invalidate this waiver. After deducting all
costs and expenses of any such purchase or sale and delivery, U.S. Bancorp Xxxxx
Xxxxxxx is authorized to apply the residue of the proceeds to the payment of
your liabilities to U.S. Bancorp Xxxxx Xxxxxxx, returning the surplus, if any,
to you, and you shall remain liable for any deficiency. At any such sale at
public auction or on any exchange, U.S. Bancorp Xxxxx Xxxxxxx may become
purchasers for itself or on behalf of anyone else.
3. U.S. BANCORP XXXXX XXXXXXX ACCOUNT FEES
The following fees may apply U.S. Bancorp Xxxxx Xxxxxxx Account Fees depending
on the account's transactions and activity:
o All trades (purchases and sales) will be charged a $5 transaction fee. Some
managed account types are excluded as well as mutual fund trades, syndicate
offerings, annuities, insurance, or tradesxwith a dollar value of less than $5.
o Accounts transferring to other firms are subject to a $50 transfer fee.
o Foreign securities transacted on a foreign exchange (ordinary "ORD" shares)
will be charged the $100 fee at the time of a purchase and sale.
Other fees may apply, depending on additional services desired. U.S. Bancorp
Xxxxx Xxxxxxx will provide you with prior notification of an increase to the
fees payable hereunder.
4. CREDIT EXTENSIONS
PLEASE NOTE - SECTION 3 CONCERNING CREDIT WILL ONLY APPLY WHEN AND IF YOU ARE
CARRYING A SETTLEMENT DATE DEBIT BALANCE IN YOUR XXX PLUS ACCOUNT (U.S. BANCORP
XXXXX XXXXXXX IS LENDING YOU MONEY AGAINST YOUR SECURITIES AS COLLATERAL).
If U.S. Bancorp Xxxxx Xxxxxxx extends a loan based on the ready purchase credit
feature of your Securities Account, U.S. Bancorp Xxxxx Xxxxxxx will begin to
charge interest on the day it extends such credit to you. As with any credit
extension by U.S. Bancorp Xxxxx Xxxxxxx, you must be in compliance with all
current regulations and New York Stock Exchange maintenance requirements.
a. CLIENT OBLIGATION. You will pay interest on all amounts advanced by U.S.
Bancorp Xxxxx Xxxxxxx and on other balances due U.S. Bancorp Xxxxx Xxxxxxx
(including all commissions and such other charges as U.S. Bancorp Xxxxx Xxxxxxx
may impose) as specified under the caption "Credit Terms" in this Agreement. In
addition, you specifically agree that U.S. Bancorp Xxxxx Xxxxxxx may check your
credit references at any time, and authorize anyone to grant that information to
U.S. Bancorp Xxxxx Xxxxxxx. U.S. Bancorp Xxxxx Xxxxxxx may at any time demand
that your account or accounts immediately be taken up and paid, and all amounts
advanced and other balances due, with interest and commissions, shall be due and
payable on demand. Unless demand is sooner made, interest is due and payable
monthly or upon the balances due being paid in full. You will at all times
maintain sufficient collateral for said accounts as from time to time required
by U.S. Bancorp Xxxxx Xxxxxxx.
b. CREDIT TERMS. U.S. Bancorp Xxxxx Xxxxxxx charges in connection with any
credit U.S. Bancorp Xxxxx Xxxxxxx may extend to you are as follows:
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You will be charged interest on any credit extended to you for the purpose of
purchasing, carrying, trading or selling any securities. Such extensions of
credit include but are not limited to:
o prepayment of proceeds of sale prior to settlement;
o payments on "no good delivery" securities prior to clearance;
o specific transactions where interest expenses are incurred.
The annual rate of interest charged on your average debit balance is based on
U.S. Bancorp Xxxxx Xxxxxxx'x announced broker call rate, which is determined by
U.S. Bancorp Xxxxx Xxxxxxx'x cost of borrowing money from banks. To U.S. Bancorp
Xxxxx Xxxxxxx'x broker call rate, U.S. Bancorp Xxxxx Xxxxxxx will add a maximum
2.5% override. U.S. Bancorp Xxxxx Xxxxxxx may charge lower overrides depending
upon factors such as the size of your net balance, U.S. Bancorp Xxxxx Xxxxxxx'x
evaluation of the commission income generated by your account, the service
required for the account, etc.
Your rate of interest will be changed without notice in accordance with changes
in your net balance due and changes in U.S. Bancorp Xxxxx Xxxxxxx'x cost of
borrowing money. When your interest rate is to be increased for any other
reason, at least 30 days' prior written notice will be given.
THE METHOD OF COMPUTING INTEREST IS AS FOLLOWS: Interest is accrued daily on all
funds owed to U.S. Bancorp Xxxxx Xxxxxxx (debit balances). Free credit balances
within an account are used to offset the debit balance each U.S. Bancorp Xxxxx
Xxxxxxx'x interest period runs from the 16th of the previous month to the 15th
of the current month. Therefore, to compute your interest, it will be necessary
to use the prior month's statement as well as the current statement.
Begin with the debit balance on the 15th of the previous month. Starting with
the 16th and each day through the 15th of the current statement, add to that
debit balance any debits and subtract any credits appearing on your statement to
determine each day's debit balance. Free credits within an account are used to
offset the debit balance each day. The average debit balance is determined by
adding the debit balances for each day and dividing by the number of days in the
billing period. Multiply this by the annual rate of interest and then by the
number of days in the billing period. Then divide by 360.
In order to assist you your monthly statements will contain the following
information: annual rate of interest charged to your account, the average daily
debit, and ending debit balance of interest period (lst of the month).
The credit that appears on your statement due to short sales (including short
sales against the box) is offset by a debit of like amount because U.S. Bancorp
Xxxxx Xxxxxxx has to borrow the same security in order to deliver it to the
buying broker. This means that the credit generated by any short sale does not
reduce your debit balance for the purpose of computing interest until the short
position is covered.
If the security which you sold short (or sold short against the box) appreciates
in market price over the selling price, interest will be charged on the
appreciation of the value. If the security which you sold short depreciates in
market price, interest is correspondingly reduced by the drop in value.
Periodically, and depending upon prevailing conditions, this practice of
"marking-to-the-market" is performed.
If you have any further questions about interest charged to your account, you
should contact your U.S. Bancorp Xxxxx Xxxxxxx Investment Executive.
c. LIENS, PLEDGING AND LENDING OF SECURITIES IN ACCOUNT.
PLEASE NOTE -- IN ACCORDANCE WITH SEC RULE I5C3-3(B), WE ARE PROHIBITED FROM
LENDING ANY OF YOUR SECURITIES UNLESS YOU ARE CARRYING A SETTLEMENT DATE DEBIT
BALANCE AGAINST YOUR SECURITIES (U.S. BANCORP XXXXX XXXXXXX IS LENDING YOU MONEY
AGAINST YOUR SECURITIES AS COLLATERAL).
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If you use the ready purchase credit feature of your XXX Plus Account, any
securities in any of your accounts are collateral for any debit balances in your
XXX Plus Account. This means that in accordance with the terms of this
Agreement, securities in your XXX Plus Account or other accounts with U.S.
Bancorp Xxxxx Xxxxxxx can be sold to reduce or to liquidate entirely any debit
balances in your XXX Plus Account.
If you use the ready purchase credit feature of your XXX Plus Account and if
there is a decline in the market value of your securities which are the
collateral for your debit balance, it may be necessary for U.S. Bancorp Xxxxx
Xxxxxxx to request additional funds or collateral. Ordinarily, a request for
additional funds or collateral will be made when the equity in the account falls
below 33 percent of the market value of all securities in the account. (The
equity is the excess market value of the securities in the account over the
debit balance.) However, U.S. Bancorp Xxxxx Xxxxxxx retains the right to require
additional funds or collateral when U.S. Bancorp Xxxxx Xxxxxxx deems it
desirable.
All securities held or purchased by U.S. Bancorp Xxxxx Xxxxxxx for you shall be
subject to a lien for the payment of all your liabilities to U.S. Bancorp Xxxxx
Xxxxxxx. U.S. Bancorp Xxxxx Xxxxxxx is authorized without notice to you,
whenever U.S. Bancorp Xxxxx Xxxxxxx deems it advisable, to transfer
interchangeably between any accounts you have with U.S. Bancorp Xxxxx Xxxxxxx
any or all of the securities so held, and without notice to you and without
regard to whether U.S. Bancorp Xxxxx Xxxxxxx has in its possession or subject to
its control at the time thereof other securities of the same kind and amount,
and in the usual course of business, to pledge, repledge, hypothecate,
rehypothecate (EITHER FOR THE AMOUNT DUE U.S. BANCORP XXXXX XXXXXXX FROM YOU OR
FOR A GREATER OR LESSER SUM) and lend the same to itself as brokers or to others
from time to time, separately or commingled with securities carried for other
clients. U.S. Bancorp Xxxxx Xxxxxxx shall not be required to deliver to you the
identical securities deposited or received but only securities of the same kind
and amount.
5. THE FUNDS.
You authorize U.S. Bancorp Xxxxx Xxxxxxx to invest automatically in shares of
the Fund from time to time designated by you (the "Designated Fund") any cash in
your Securities Account (that is, any cash that does not result from a loan from
U.S. Bancorp Xxxxx Xxxxxxx, and, thus, may be transferred out of your Securities
Account without giving rise to interest charges). Free credit cash balances in
your Securities Account (as determined in accordance with U.S. Bancorp Xxxxx
Xxxxxxx'x normal procedures) of $100 or more (subject to change) will
automatically be invested in shares of the Fund at their current net asset value
at least once a week. Although cash 'II be invested automatically in only the
Designated Fund, you may purchase shares in the other Funds at any time.
Your Designated Fund Option will be changed to First American Funds Prime
Obligations Fund - Class Y, if the value of your account reaches the minimum set
forth in the current prospectus. Your account will not be affected if your
Designated Fund is a tax exempt money market fund. U.S. Bancorp Xxxxx Xxxxxxx
will evaluate accounts on the last business day of each calendar year quarter
end. We will make the change on the first business day of the calendar year
quarter that begins after the value of your account reaches the minimum.
Shares of the Designated Fund and shares of other Funds will be redeemed at
their net asset value and you authorize automatic redemptions, as necessary, to
satisfy debit balances resulting from securities transactions or from use of the
cash access check-writing privilege, as described below. You may also redeem
shares of the Funds directly by written or oral request to U.S.
Bancorp Xxxxx Xxxxxxx.
Orders for the purchase or redemption of Fund shares will become effective as
provided in the Prospectuses. Ordinarily, a purchase order will not be entered
until cash in the form of Federal Funds become available to U.S. Bancorp Xxxxx
Xxxxxxx. U.S. Bancorp Xxxxx Xxxxxxx may, however, without charge, advance
Federal Funds to the XXX Plus Account on your behalf to enable you to purchase
Fund shares and earn Fund dividends prior to final collection of checks or other
instruments deposited in your Securities Account. You
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therefore agree that U.S. Bancorp Xxxxx Xxxxxxx may reasonably withhold access
to the redemption proceeds of Fund shares purchased by checks or other
instruments credited to your XXX Plus Account.
The Funds will declare dividends on each business day as earned, and credit
dividends monthly on shares of the Funds owned by you. You recognize that
dividends are paid in additional Fund shares, unless monthly cash payment is
requested.
6. CHECK-WRITING PRIVILEGES.
If you have requested cash access check-writing privileges, upon approval of
your application by Provident, you may exercise a cash access check-writing
privilege through an account with Provident. Provident will furnish initial
checks to you. In the case of a corporate account, a maximum of six (6)
authorized check signers designated by corporate resolutions may exercise a cash
access checkwriting privilege through an account maintained at Provident.
You must maintain sufficient Available Cash in your Securities Account and Fund
shares ("Combined Asset Value") to pay any checks you write. Payments for checks
will be satisfied from the Combined Asset Value of your XXX Plus Account in the
following order: First, from cash in your Securities Account; second, from the
proceeds of redeeming Designated Fund shares (if any); and third, from the
proceeds of redeeming other Fund shares (if any). Should these assets prove to
be insufficient, U.S. Bancorp Xxxxx Xxxxxxx will be required to return the check
as nonsufficient funds.
7. PERIODIC REPORTS.
Each month U.S. Bancorp Xxxxx Xxxxxxx will send a statement of account (or
quarterly if no activity) to you at the mailing address furnished by you to U.S.
Bancorp Xxxxx Xxxxxxx.
The statement will detail, among other things, reports of execution of
transactions and statements of accounts as required, account interest charges,
if any, dividends received on securities held in your Securities Account, and
checks drawn on Provident. Reports of the execution of orders ("Confirmations")
and statements of your accounts ("Statements") shall be conclusive if not
objected to in writing within a reasonable time. Once a year, the amount of the
annual fee, if any, that U.S. Bancorp Xxxxx Xxxxxxx charges for the XXX Plus
Account will be indicated on the monthly statement, and you authorize U.S.
Bancorp Xxxxx Xxxxxxx to deduct that annual fee from your XXX Plus Account. You
understand that a copy of your monthly statement will be sent to your U.S.
Bancorp Xxxxx Xxxxxxx Investment Executive. Confirmation detailing specific
purchases and redemptions of Fund shares will not be sent to you. Provident will
forward canceled checks to you.
8. CLIENT REPRESENTATIONS.
Until advised by you of a change of address, U.S. Bancorp Xxxxx Xxxxxxx shall
regard as accurate the address provided when you opened your account. All mail
sent by U.S. Bancorp Xxxxx Xxxxxxx to your address shall constitute delivery to
you. You are of legal age. Unless you have otherwise informed U.S. Bancorp Xxxxx
Xxxxxxx, you are not an employee of any exchange or of any corporation of which
any exchange owns a majority of the capital stock, or of a member of any
exchange or of any firm registered on any exchange, or of a bank, trust company,
insurance company or of any corporation, association, firm or individual engaged
in the business of dealing, either as broker or principal, In stocks, bonds or
other securities or any forms of commercial paper and, if any time during the
life of this Agreement you become so, you will notify U.S. Bancorp Xxxxx
Xxxxxxx. No one other than yourself has or will have an interest in any account
governed hereby, except as you advise U.S. Bancorp Xxxxx Xxxxxxx in writing. The
information you have supplied to U.S. Bancorp Xxxxx Xxxxxxx concerning your
financial resources and experience in trading securities is true and accurate.
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9. LIMITATION OF U.S. BANCORP XXXXX XXXXXXX'X AND PROVIDENT'S LIABILITIES.
U.S. Bancorp Xxxxx Xxxxxxx may employ subbrokers and may deal with specialists,
odd lot dealers and others, either as principal or agent, and shall be
responsible only for reasonable care in their selection and may settle contracts
and controversies according to the regulations and customs of the exchange,
board or market where the orders are executed. U.S. Bancorp Xxxxx Xxxxxxx shall
be responsible for executing your orders in a reasonable manner within a
reasonable time in accordance with industry custom and practice. U.S. Bancorp
Xxxxx Xxxxxxx agrees and represents that it has installed equipment necessary to
execute your transactions and that U.S. Bancorp Xxxxx Xxxxxxx will take all
reasonable steps to keep said equipment in good working order and that adequate
personnel have been retained to operate said equipment. U.S. Bancorp Xxxxx
Xxxxxxx shall not be liable to you for the failure or delay of any order to be
executed due to the failure or malfunction or any electronic, electric or
mechanical equipment. For specifically agree not to hold U.S. Bancorp Xxxxx
Xxxxxxx liable for any loss you may incur due to said failures or delays
resulting from the non-operation or malfunctioning of said equipment. By this
Agreement you intend specifically to waive any claim you may have against U.S.
Bancorp Xxxxx Xxxxxxx under this Agreement or against U.S. Bancorp Xxxxx Xxxxxxx
as your agent relating to any loss incurred by you due to the failure or
malfunctioning of said equipment. You agree that neither U.S. Bancorp Xxxxx
Xxxxxxx nor Provident will be liable for any loss you may incur unless they are
negligent in fulfilling this Agreement. IN NO EVENT U.S. BANCORP XXXXX XXXXXXX
OR PROVIDENT BE LIABLE FOR CONSEQUENTIAL, SPECIAL OR INDIRECT DAMAGES OR LOSS.
10. TRANSACTIONS SUBJECT TO APPLICABLE RULES, CUSTOMS OF TRADE AND LAWS.
All transactions made by U.S. Bancorp Xxxxx Xxxxxxx for you shall be subject to
the constitutions, rules, customs and practices of the exchanges, boards or
markets where executed and of their respective clearing houses and shall be
subject to state and federal laws.
11. TERMINATION OF THE XXX PLUS ACCOUNT.
You may terminate the XXX Plus Account, including the Securities Account, at any
time. You understand that such result in the cancellation of the cash access
termination will check-writing privilege. You will remain responsible, however,
for the payment of charges to your Securities Account as well as for any checks
and all charges resulting from use of the cash access check-writing privilege,
in each case whether arising before or after termination. U.S. Bancorp Xxxxx
Xxxxxxx in its discretion may terminate your XXX Plus Account and/or the related
services at any time.
Should your XXX Plus Account be terminated, you authorize U.S. Bancorp Xxxxx
Xxxxxxx to redeem all shares of the Funds owned by your account and to make the
proceeds available to you after all your obligations to U.S. Bancorp Xxxxx
Xxxxxxx are settled. If your XXX Plus Account is terminated, you will not use
and will promptly destroy all unused checks.
12. CLIENT AGREES TO ARBITRATE.
O
ARBITRATION IS FINAL AND BINDING ON THE PARTIES.
O
THE PARTIES ARE WAIVING THEIR RIGHT TO SEEK REMEDIES IN COURT INCLUDING THE
RIGHT TO JURY TRIAL.
O
PRE-ARBITRATION DISCOVERY IS GENERALLY MORE LIMITED THAN AND DIFFERENT FROM
COURT PROCEEDINGS.
O
THE ARBITRATORS' AWARD IS NOT REQUIRED TO INCLUDE FACTUAL FINDINGS OR LEGAL
REASONING AND ANY PARTY'S RIGHT TO APPEAL OR SEEK MODIFICATION OF RULINGS BY
THE ARBITRATORS IS STRICTLY LIMITED.
O
THE PANEL OF ARBITRATORS WILL TYPICALLY INCLUDE A MINORITY OF ARBITRATORS WHO
WERE OR ARE AFFILIATED WITH THE SECURITIES INDUSTRY.
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YOU AGREE TO ARBITRATE ANY DISPUTES BETWEEN U.S. BANCORP XXXXX XXXXXXX AND YOU.
YOU SPECIFICALLY AGREE AND RECOGNIZE THAT ALL CONTROVERSIES WHICH MAY ARISE
BETWEEN U.S. BANCORP XXXXX XXXXXXX, ITS AGENTS, REPRESENTATIVES OR EMPLOYEES AND
YOU CONCERNING ANY TRANSACTION, ACCOUNT OR THE CONSTRUCTION, PERFORMANCE OR
BREACH OF THIS OR ANY OTHER AGREEMENT BETWEEN US, WHETHER ENTERED INTO PRIOR,
ON, OR SUBSEQUENT TO THE DATE HEREOF, SHALL BE DETERMINED BY ARBITRATION TO THE
FULL EXTENT PROVIDED BY LAW. SUCH ARBITRATION SHALL BE IN ACCORDANCE WITH THE
RULES THEN IN EFFECT OF THE ARBITRATION COMMITTEE OF THE NEW YORK STOCK
EXCHANGE, INC. OR THE NATIONAL ASSOCIATION OF SECURITIES DEALERS, INC. AS YOU
MAY ELECT. YOU AUTHORIZE U.S. BANCORP XXXXX XXXXXXX, IF YOU DO NOT MAKE SUCH
ELECTION BY REGISTERED MAIL ADDRESSED TO U.S. BANCORP XXXXX XXXXXXX AT ITS MAIN
OFFICE WITHIN 15 DAYS AFTER RECEIPT OF NOTIFICATION FROM U.S. BANCORP XXXXX
XXXXXXX REQUESTING SUCH ELECTION, TO MAKE SUCH ELECTION ON YOUR BEHALF.
HOWEVER, IT IS UNDERSTOOD, 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; 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;
(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.
13. ENTIRE AGREEMENT AND AMENDMENTS.
All transactions made or entered on your account or accounts . whether before or
after you signed this Agreement, shall be treated as though made under and
governed by the terms of this Agreement. This Agreement shall enure to the
benefit of U.S. Bancorp Xxxxx Xxxxxxx and of any successor firm or firms,
irrespective of any change or changes at any time in the personnel thereof. This
Agreement supersedes any existing agreement you may have with U.S. Bancorp Xxxxx
Xxxxxxx. Except as modified by disclosure in the Prospectuses, this Agreement
may be amended only by an amendment in writing duly signed by you and an
authorized representative of U.S. Bancorp Xxxxx Xxxxxxx. This Agreement shall be
continuous and shall survive any temporary or intermittent closing out of any
account with U.S. Bancorp Xxxxx Xxxxxxx.
14. GENERAL.
This Agreement is governed by laws of the State of Minnesota. The terms and
conditions of this Agreement apply to you, your heirs, executors, administrators
and assigns. If any provision of this Agreement shall be held to be
unenforceable in any Jurisdiction, the remaining provisions of the Agreement
shall be unimpaired. All provisions hereof shall remain in full force and effect
in all other Jurisdictions.
15. CLIENT INFORMATION.
Information regarding you shall be confidential and may be disclosed to third
parties only with your consent or as required by law. U.S. Bancorp Xxxxx Xxxxxxx
is permitted by law to share experience information regarding you with any
affiliate. You hereby acknowledge and consent that U.S. Bancorp Xxxxx Xxxxxxx
may share non-experience information with any affiliate commencing from the date
of this Agreement and at any time during the term of this Agreement. You may
withhold this consent by striking the previous sentence containing consent at
the time of execution or may withdraw such consent at any time during the term
of the Agreement by providing written notice to U.S. Bancorp Xxxxx Xxxxxxx
directing that such information may not be shared with affiliates.
Page 43 of 45
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Account Number V
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Account Number V
------------------------
PR
DESIGNATED FUND AUTHORIZATION (PLEASE "X"CHECK ONE BOX):
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[ ] FIRST AMERICAN PRIME OBLIGATIONS [ ] FIRST AMERICAN GOVERNMENT
FUND - CLASS A (P) OBLIGATIONS FUND - CLASS C (G)
[ ] FEDERATED MINNESOTA TAX-EXEMPT [ ] FEDERAL CALIFORNIA TAX-
EXEMPT MONEY MARKET FUND
[ ] FIRST AMERICAN TAX FREE
OBLIGATIONS FUND - CLASS A (F)
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IMPORTANT NOTICE: INTERNAL REVENUE SERVICE REQUIRES THAT W-9 FORMS BE COMPLETED
WITHIN 30 DAYS OF THE OPENING OF ANY NEW ACCOUNT. IF AN ACCOUNT DOES NOT HAVE A
W-9, 31% OF ANY REPORTABLE PAYMENTS RECEIVED WILL BE WITHHELD FROM YOUR ACCOUNT
AND SENT TO THE IRS. TO RECEIVE CREDIT FOR ANY WITHHELD AMOUNTS, PLEASE CONSULT
YOUR TAX PREPARER.
SUBSTITUTE W-9 VERIFICATION:
(PLEASE "X" ONE BOX My [ ] Social Security Number (or)
AND FILL IN NUMBER) [ ] Tax Identification Number is: >
CERTIFICATION - Under penalties of perjury, I certify by signing below that:
(1) The number shown on this form is my correct taxpayer identification
number (or I am waiting for a number to be issued to me), AND
(2) I am not subject to backup withholding because: (a) I am exempt from
backup withholding or (b) I have not been notified by the Internal
Revenue Service (IRS) that I am subject to backup withholding as a
result of a failure to report all interest or dividends, or (c) the IRS
has notified me that I am no longer subject to backup withholding.
CERTIFICATION INSTRUCTIONS - You must cross out item (2) above if you have been
notified by the IRS that you are currently subject to backup withholding because
of underreporting interest or dividends on your tax return.
Page 44 of 45
FOR SOLE PROPRIETORSHIP ACCOUNTS ONLY: SP
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[ ] By checking this box I certify that Name of Company
the following company is a sole
proprietorship
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BY SIGNING THIS AGREEMENT YOU:
1. ACKNOWLEDGE THAT, IF YOU HAVE BEEN ADVANCED CREDIT, YOUR SECURITIES MAY BE
LOANED TO XXXXX XXXXXXX OR LOANED OUT TO OTHERS.
2. UNDERSTAND THIS AGREEMENT CONTAINS A PRE-DISPUTE ARBITRATION CLAUSE AS SHOWN
ON PAGE 5, PARAGRAPH 12.
3. ACKNOWLEDGE RECEIPT OF A COPY OF THIS AGREEMENT.
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NONDEPOSIT INVESTMENT PRODUCTS ARE NOT INSURED BY THE FDIC, ARE NOT DEPOSITS OR
OTHER OBLIGATIONS OF OR GUARANTEED BY U.S. BANK NATIONAL ASSOCIATION OR ITS
AFFILIATES, AND INVOLVE INVESTMENT RISKS, INCLUDING POSSIBLE LOSS OF PRINCIPAL
AMOUNT INVESTED.
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You consent and agree to the foregoing terms and conditions and acknowledge
receipt of a copy thereof.
|Signature Date | Name (please print) Title (if applicable)
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|Signature (if applicable) Date | Name (please print) Title (if applicable)
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