This agreement covers our relationship with you. In addition to setting out the terms by which we provide advisory services to you, it also sets out the terms and conditions applicable to your use of our Sites (as defined below). Your electronic signature (hereafter referred to as “E-signature”) to this agreement constitutes your agreement to contract with UNest Advisers, LLC., and its affiliates (“UNest”) which operate under the tradename UNest, under the following terms and conditions.
YOU ACKNOWLEDGE THAT THESE AGREEMENTS MAY BE AMENDED FROM TIME TO TIME AND THAT THE AMENDED AGREEMENTS WILL BE DELIVERED ELECTRONICALLY BY POSTING ON THE UNEST WEBSITE AND THE APPLICATION. YOU AGREE TO CHECK THE UNEST WEBSITE AND/OR THE APPLICATION FOR NEW VERSIONS OF THESE AGREEMENTS. YOU AGREE THAT, BY KEEPING YOUR UNEST 529 ACCOUNT, UNEST UTMA/UGMA ACCOUNT, UNEST BROKERAGE ACCOUNT, OR USING ANY OF THE SERVICES PROVIDED IN THE PROGRAM WITHOUT OBJECTING AFTER UNEST POSTS A NEW VERSION OF ANY OF THE APPLICABLE AGREEMENTS LISTED ABOVE ON THE UNEST WEBSITE, YOU WILL AGREE TO AND ACCEPT ALL TERMS AND CONDITIONS OF ANY AMENDED AGREEMENT, INCLUDING ANY NEW OR CHANGED TERMS OR CONDITIONS.
For purposes of this Agreement, “you” or “your” refers to the person who has signed this Agreement under the person’s own name electronically, i.e., the person opening a college funding account (“Account”) for the benefit of a future student (“Student”). You, the person(s) who has signed this Agreement, is our investment advisory client. Nobody else, e.g., the Student or any person who contributes money to the Account other than you (a “Contributor”), is our client. “We,” “us,” “our” “UNest” refers to UNest Advisers, LLC. and its affiliates which operate under the trade name of UNest, an internet investment adviser registered with the Securities and Exchange Commission.
This Agreement provides us with a limited power of attorney and appoints UNest as your attorney-in-fact and agent, to access and provide your personal information to 529 Plans/UTMA/UGMA account providers and their proper agents, and to retrieve and use your information with the full power and authority to do and perform each thing necessary in connection with such activities as if you were doing them personally. Among other valid things, this Agreement means we are authorized to receive confirmations and statements, initiate contributions, perform investment option changes, make qualified withdrawals, inquire, and have access to your Account. We will not be permitted to change the owner of the Account, and we will not be able to add, change or delete banking instructions, or to transfer assets out or roll assets out of your Account without your permission.
You consent to the electronic delivery of all documents and other information (including our Form ADV, Privacy Notice and any 529 Plan/UTMA/UGMA account disclosure documents). You confirm that you have received our Form ADV Part 2A brochure and our Privacy Notice You understand that UNest does not provide tax, legal, or other professional guidance, and you should seek such advice prior to investing any money.
All of UNest’s clients are advised on a discretionary basis; UNest, rather than the client, will ultimately select the investment based on key information provided by the client. When a client deposits money, UNest constructs purchases to align the client’s account to their investment strategy. You confirm that you do not need, require or desire in-person or other personal investment advice.
You acknowledge that UNest provides investment advice on only one or certain 529 Plans, and on only certain of the investment options available in those 529 Plans. You acknowledge that UNest provides investment advice on portfolios for UTMA/UGMA accounts. These choices, which we refer to as “Investment Choices,” are listed on our website.
You represent that, upon selecting an investment, you will complete any documentation that the investment requires, which currently requires that you provide your name, a U.S. permanent street address, and date of birth, among other things, that will be used to verify your identity.
UNest uses Plaid for bank authorization. Banking credentials are never made accessible to UNest. Plaid takes deliberate steps designed to protect end user information in their possession. These steps include maintaining information security controls such as data encryption, firewalls, logical and physical access controls, and continuous monitoring. These controls are regularly evaluated for effectiveness against industry standards internally and by independent security auditors. (More resources on the security and privacy policies with Plaid: https://plaid.com/security/ https://plaid.com/legal/). You authorize UNest to use account and routing numbers obtained by Plaid, as required on enrollment forms, to open your 529 and/or UTMA/UGMA account. Use may vary by 529 Plan or UTMA/UGMA account and can be transferred to the enrollment/account application form as needed in either physical or digital form. If there are any changes made to your bank account via Plaid or directly with the plan provider, you must submit to UNest proof of account ownership in the form of bank statement before any additional deposits or withdrawals can be made to your account. Any deposits made to your UNest account may be subject to a holding period of no less than 30 days (depending on plan provider) before withdrawals on the account can be made.
We may change our technologies and support services in our discretion at any time. We may change the Investment Choices, or reduce or expand the Investment Choices available, in our discretion from time to time. We reserve the right to implement a minimum investment or a minimum balance in our discretion. In the instance that UNest changes the Investment Choices, you consent to the use of your E-signature on any forms needed for such changes.
By signing this Agreement,
- You confirm that the information provided to us in the Account opening process is accurate, and you agree to update us promptly when the information changes;
- You agree to use our services only for lawful purposes;
- You agree to provide us with a limited power of attorney;
- Before August 6th, 2020* you agree that the Account will be invested in the BrightDirections Advisor Guided 529 College Savings Plan maintained by the State of Illinois
- After August 6th, 2020* you agree that the Account will be invested in either the Unique College Investing Plan (New Hampshire/National) through Fidelity Investments or the BrightDirections Advisor Guided 529 College Savings Plan maintained by the State of Illinois.
- Clients that have New Hampshire as their residential address will be placed in the Unique College Investing Plan.
- Clients who have Illinois as their residential address will be placed in the BrightDirections Advisor Guided 529 College savings plan.
- Clients who do not have either New Hampshire or Illinois as their residential address will be placed in either the Unique College Investing Plan or the BrightDirections Advisor Guided 529 College Savings Plan based on their residential address. Clients who live in Alaska, Tennessee, Florida, New Hampshire, South Dakota, Wyoming, Texas, Washington and Nevada will be placed in the Unique College Investing Plan. Clients who live in all other states or territories will be placed in the BrightDirections Advisor Guided 529 College Savings Plan until August 12th, 2020*.
- After August 12th, 2020* clients will be placed in the Unique College Investing Plan (New Hampshire/National) through Fidelity Investments.
- UNest may, at its discretion, place clients into either of the Plans listed above if it determines it is necessary to do so (i.e. in the event of a technical issue or other material need).
- You agree to the additional representations, warranties and agreements set forth on Exhibit A hereto; and
- You agree, per the TCPA, to receive periodic communication via SMS which you may opt-out of at any time by replying STOP.
*UNest operates on Pacific Standard Time (PST). August 5th cut off time is 5pm PST. August 12th cut off time is 1pm PST.
UNest charges a monthly fee (i.e., service fees) for its services, including the personal use of the UNest web or mobile application. This fee is $3 per month; provided that UNest reserves the right to increase this fee on 30 days’ notice. Accounts that have a balance of $50,000 or greater will be charged based on a percentage of assets under management (i.e., an AUM fee). The AUM fee is 0.25% of the average account balance over the course of a year and is charged monthly; that is, 1/12 of 0.25% of each month’s account balance will be charged. The fee includes advisory services, execution, and account reporting. The fee will be collected by the same method of payment that you selected for your investment contributions to the Account. At its sole discretion, UNest may forfeit the advisory fee for a period of time specified in the promotional materials.
In addition to UNest’s fees, your Account is subject to any distribution or transaction fees charged by a 529 Plan or intermediary and the UTMA/UGMA account or intermediary, the 529 Plan’s and/or UTMA/UGMA account fees and expenses, and the Investment Choices’ fees and expenses, and that those fees and expenses are generally disclosed in their disclosure documents. You understand that, even though UNest does not receive those fees and expenses, the Account’s investment returns will be reduced by this double-layering of fees.
Authorization of Fee Deduction
PREAUTHORIZATION OF MONTHLY ELECTRONIC FUNDS TRANSFER FROM YOUR FUNDING SOURCE: By signing in agreement to enter into this Advisor Agreement, you authorize UNest and any of its agents, for the entire period, if any, in which your Account(s) are subject to a Subscription Fee under Section Fees of the Advisor Agreement, to process a recurring ACH debit from your Funding Source in the amount specified in Section Fees of the Advisor Agreement. Any ACH debit you preauthorize in the preceding sentence will result in an electronic funds transfer from your Funding Source to UNest to pay, if applicable, the Subscription Fee. UNest or any of its agents may charge a fee if your ACH debit fails due to insufficient funds in your Funding Source.
Debit Authorization to Pay Subscription Fee
The normal way you will pay the Subscription Fee specified in Section [Fees] is by a single recurring monthly ACH debit and electronic funds transfer that will deduct money from your primary Funding Source. If UNest is unable to collect your Subscription Fee via ACH payment from your primary Funding Source, you authorize UNest and/or its agents to collect your Subscription Fee by ACH payment from your secondary Funding Source, if any. You authorize UNest and/or its agents to initiate the recurring monthly debit from your primary and/or secondary Funding Source. UNest reserves the right to cease offering you services under the Program Agreement if you revoke your electronic authorization.
You hereby authorize UNest or the Carrying Broker (the “Service Providers”) to make recurring electronic debits and credits to your Funding Source as initiated by you for the amounts and frequencies you identify, and, if necessary, to correct erroneous debits and credits. The Service Providers’ authorization to initiate debit and credit entries to your Funding Source will remain in full force and effect until you notify the Service Providers that you wish to revoke this authorization by emailing firstname.lastname@example.org or making such changes in the Application, if available. You must notify the Service Providers at least three (3) business days before the scheduled debit date in order to cancel this authorization. If the Service Providers do not receive notice at least three (3) business days before the scheduled debit date, the Service Providers may attempt, in their sole discretion, to cancel the debit transaction. However, the Service Providers assume no responsibility for their failure to do so. Please note that withdrawal of your electronic authorization contained in this Section will not apply to ACH transactions performed before the withdrawal of your authorization becomes effective.
In accordance with the Advisor Agreement, you represent that the transfers you hereby authorize comply with applicable law. The Service Providers reserve the right to delay or prevent transfers of funds in accordance with applicable laws.
Your Liability for Unauthorized Transfers
You acknowledge that you could lose the entire value of your Investment Account through any unauthorized change of your Funding Source and/or unauthorized electronic funds transfer, including an unauthorized Withdrawal. If you notify UNest or the Carrying Broker within two Business Days after you learn of an unauthorized electronic funds transfer, you can lose the lesser of $50 or the amount of the unauthorized transfer. If you do not notify UNest or the Carrying Broker within two Business Days after you learn of an unauthorized electronic funds transfer, and the Carrying Broker can prove that it could have stopped someone from making the unauthorized transfer if you had notified it, then you can lose the lesser of (i) $500 or (ii) the sum of $50 or the amount of the unauthorized transfers that occur within the two Business Days plus the amount of the unauthorized transfers that occur after the two Business Days and before you notify UNest or the Carrying Broker, provided that the Carrying Broker can establish that these unauthorized transfers would not have occurred had you notified UNest or the Carrying Broker within the two Business Days. If you do not notify UNest or the Carrying Broker within 60 days after the Carrying Broker sends you the applicable statement, you may not get back any money you lost after the 60 days if the Carrying Broker can prove that it could have stopped the unauthorized transfer had you notified it in time. The Carrying Broker will extend the notification periods for unauthorized transfers in this Agreement if there are extenuating circumstances such as extended travel or a hospital stay.
If you believe that an unauthorized transfer has occurred in your account, please call the UNest immediately at 800-978-1858, email email@example.com, or write UNest at 5161 Lankershim Blvd #250, North Hollywood, CA 92660.
Incompatibility of Fee Structure with Infrequent Small Investments
You acknowledge that UNest designed the Program with frequent investing in mind and that the fee structure might not be economical or appropriate for individuals looking to make few or infrequent small-dollar investments. You acknowledge that the Subscription Fee may exceed the aggregate costs of purchasing separately the individual services that comprise the Advisory Services and Covered Brokerage Services.
Withdrawals and Related Sales
You may, subject to the relevant sections of the Advisor Agreement, withdraw money from your investments in the Program by initiating a Withdrawal request through the Application at any time. You acknowledge and agree that, notwithstanding anything in the Agreements to the contrary, you will not be able to request Withdrawals, or to request Sales relating to fund Withdrawals, unless and until you connect your Funding Source to your Account using the Application in accordance with this Advisor Agreement. You agree that, by requesting a Withdrawal, you authorize UNest to place an order with the Carrying Broker on your behalf for Sales of investments in your Portfolio Account in amounts calculated by the Application such that the resulting holdings in your Portfolio Account after settlement of such Sales will approximate your Selected Portfolio. UNest will undertake good faith efforts to generate and place the Orders for such Sales on the Business Day after you request a Withdrawal, but you acknowledge and agree that such Orders may be placed any time within five Business Days after you request a Withdrawal. UNest will send any Withdrawal request you initiate through the Application to the Carrying Broker or ACH Operator. You agree that, by requesting a Withdrawal, you authorize the Carrying Broker or ACH Operator to request that the Carrying Broker transfer the proceeds of the applicable Sales in the amount you request (or less if the money remaining in your Account after deducted any Subscription Fee or other fee due is less) to your Funding Source. You acknowledge and agree that the Carrying Broker will not initiate a transfer of money for a Withdrawal until the Business Day after the last applicable Sale to settle for such Withdrawal has settled and that it may take up to five Business Days after the Carrying Broker initiates a transfer of money for the proceeds of a Withdrawal to arrive in your Funding Source.
Limited Trading Authority to Modify and Track Portfolios
Generally, you will direct and are responsible for the direction of your investments through the Program by: (i) carefully reviewing the information about investing and the investments available on the UNest Website and through the Application; (ii) carefully considering the recommendation that UNest generates for you through the Application of the Suggested Portfolio; and (iii) choosing your Selected Portfolio. Moreover, it is your responsibility to conduct and monitor the inflows and outflows to and from your Account by using the Application to initiate Deposits at Will, Recurring Deposits, and Withdrawals. However, UNest shall have discretion over assets in your Account to the limited extent that UNest shall have the authority under the Program:
- to determine and modify from time to time which ETFs comprise each of the Portfolios, including your Suggested Portfolio and Selected Portfolio;
- to determine when, how often, and in what amounts to conduct Rebalancings in your Account;
- to determine the timing of Purchases in relation to Deposits; and
- to determine the timing of Sales and Withdrawals in relation to requests for Withdrawals.
Limitation of liability and indemnification. UNest, its personnel, its service providers, and its agents shall not be liable to you for any error of judgment or mistake of law or for any loss arising out of any investment or for any act or omission in advising or administering the Account or the performance UNest’s duties under this Agreement, except for willful misfeasance, bad faith, or gross negligence in its performance of its duties and obligations under this Agreement. In no event shall UNest be responsible or liable, whether in contract, warranty, tort (including negligence), or otherwise, for any indirect, special, incidental, exemplary, liquidated, or punitive damages. To the extent permitted by law, UNest’s liability shall be limited to fees actually received from the account. Notwithstanding the foregoing, nothing contained in this paragraph or elsewhere in this Agreement shall constitute a waiver by you of any of your legal rights under applicable U.S. federal securities laws or any other laws whose applicability is not permitted to be contractually waived. We have no liability for events beyond our control. The Account should be considered a long-term investment, and changes to the Account (such as choosing different Investment Choices) should not be expected to be implemented on any particular timing, even if market events or other occurrences suggest urgency.
You agree that you will, or you will cause the Account to, indemnify UNest, its personnel, its affiliates, its service providers, and its agents, for and to hold them harmless from any loss, claim, or dispute that may arise out of any inaccurate personal or other information that you have provided UNest in connection with this Agreement, during the Account opening process, in updating the Account information; out of any action relating to any tax liabilities to which the Account may become subject; and out of any damage to our website or otherwise due to malware, viruses, cybersecurity breaches, or other harm arising due to your accessing or using of the website.
Intellectual Property. The contents of the Sites, including text, logos, and images, our software, our processes, our business methods, and all of our other materials that may constitute intellectual property are our property, and are protected under national and international copyright, trademark, and other laws.
Amendments to this Agreement. By giving you 30 days’ notice and effective beginning at the end of that 30 day period, we may amend this Agreement in any way, except to change the investment advisory fee structure or if we determine in our fiduciary duty that you, the Student, and/or the minor or the Account would be materially adversely affected by the amendment (unless we determine that the amendment is required for compliance with law). Any other amendments will only take effect upon your and our mutual agreement.
Assignment. Neither UNest nor you may assign this Agreement (as “assignment” is defined for purposes of the Investment Advisers Act of 1940) without the prior consent of the other party. In the event of an assignment of this Agreement by UNest, or a deemed assignment due to a change in control of UNest, UNest agrees to provide at least 30 days’ notice to you, and you agree that, if you continue to accept services under this Agreement after such notice, that shall constitute your consent to the assignment for all purposes.
Governing law and arbitration. This Agreement will be governed by and interpreted in accordance with the laws of the State of California. To the extent permitted by law, any controversy under this Agreement shall be determined by arbitration, in accordance with the rules of the American Arbitration Association.
Miscellaneous. The enforceability or validity of any section, paragraph or provision of this Agreement shall not affect the enforceability or validity of the balance of this Agreement. A party’s failure to insist at any time on strict compliance with this Agreement or with any of the terms of the Agreement or any continued course of such conduct on its part will not constitute a waiver by it of any of its rights or privileges.
Termination. UNest may immediately terminate this Agreement at any time by emailing you written notice or by other appropriate means of notice. You may terminate this Agreement without penalty upon 60 days’ written notice to us, with effect at quarter end, unless otherwise agreed by UNest. If termination is effective on a date other than month end and if UNest has been paid its investment advisory fee in advance, UNest shall refund any portion of its investment advisory fee to which it was not entitled, as calculated by us in good faith based on the pro rata portion of the month during which it provided services. For any investment advisory fee that remains owing, UNest is entitled to invoice you, and you agree to promptly pay the invoiced amount in full. After termination of this Agreement takes effect, the Contributors, the Student, and the Account will lose access to our technology solutions that support investments by family and friends.
Survival. The following provisions shall survive termination of this Agreement: “Limitation of liability and indemnification” and “Termination.
PLEASE READ THESE TERMS AND CONDITIONS OF USE CAREFULLY.
BY USING THE WEBSITE LOCATED AT UNEST.COM, AS WELL AS ANY SUBDOMAINS THEREOF AND THE RELATED MOBILE WEBSITE (COLLECTIVELY, THE “SERVICE”), YOU AGREE TO BE BOUND BY THE FOLLOWING, WHETHER OR NOT YOU BECOME A CLIENT OF UNEST.
These terms and conditions of use apply solely to your access to, and use of, the web sites or mobile applications of UNest (“UNest” “we” or “our”), located at www.UNestapp.com and any other sites or mobile applications operated by UNest that link to these Site Terms (the “Sites”).
UNest reserves the right to change or modify any of these Site Terms or any policy or guideline of the Sites, at any time and in its sole discretion. If UNest makes changes to these Site Terms, we will provide notice of such changes, such as by posting a notice on the Sites or updating the “Last Updated” date above. Your continued use of our Sites following the posting of changes or modifications will confirm your acceptance of such changes or modifications. Therefore, you should frequently review the Site Terms and applicable policies whenever you access the Sites and at least every thirty (30) days to make sure that you understand the terms and conditions that will apply to you and your use of the Sites. If you do not agree to the amended terms, you must stop using the Sites.
Copyright and Limited License. Unless otherwise indicated in the Sites, the Sites and all content and other materials on the Sites, including, without limitation, the UNest logo, and all designs, text, graphics, pictures, information, data, software, sound files, other files and the selection and arrangement thereof (collectively, the “Site Materials”) are the proprietary property of UNest or our licensors or users and are protected by U.S. and international copyright laws.
You are granted a limited, non-sublicensable license to access and use the Sites and electronically copy, (except where prohibited without a license) and print to hard copy portions of the Site Materials for your informational, non-commercial and personal use only. Such license is subject to these Site Terms and does not include: (a) any resale or commercial use of the Sites or the Site Materials therein; (b) the distribution, public performance or public display of any Site Materials; (c) modifying or otherwise making any derivative uses of the Sites and the Site Materials, or any portion thereof; (d) use of any data mining, robots or similar data gathering or extraction methods; (e) downloading (other than the page caching) of any portion of the Sites, the Site Materials or any information contained therein, except as expressly permitted on the Sites; or (f) any use of the Sites or the Site Materials other than for its intended purpose.
Any use of the Sites or the Site Materials other than as specifically authorized herein, without the prior written permission of UNest, is strictly prohibited and will terminate the license granted herein. Such unauthorized use may also violate applicable laws including without limitation copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated herein, nothing in these Site Terms shall be construed as conferring any license to intellectual property rights, whether by estoppel, implication or otherwise. This license is revocable at any time.
Repeat Infringer Policy. In accordance with the Digital Millennium Copyright Act (“DMCA”) and other applicable law, UNest has adopted a policy of terminating, in appropriate circumstances and at UNest’s sole discretion, subscribers or account holders who are deemed to be repeat infringers. UNest may also at its sole discretion limit access to the Sites and/or terminate the accounts of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.
Copyright Complaints. If you believe that anything on the Sites infringes upon any copyright which you own or control you may file a notification of such infringement with our Designated Agent. Please see 17 U.S.C. §512(c)(3) for the requirements of a proper notification. You should note that if you knowingly misrepresent in your notification that the material or activity is infringing, you will be liable for any damages, including costs and attorneys’ fees, incurred by UNest or the alleged infringer as the result of our relying upon such misrepresentation in removing or disabling access to the material or activity claimed to be infringing.
Trademarks. The UNest logo and any other product or service name or slogan contained in the Sites are trademarks of UNest and its suppliers or licensors, and may not be copied, imitated or used, in whole or in part, without the prior written permission of UNest or the applicable trademark holder. You may not use any metatags or any other “hidden text” utilizing “UNest” or any other name, trademark or product or service name of UNest without our prior written permission. In addition, the look and feel of the Sites, including all page headers, custom graphics, button icons and scripts, is the service mark, trademark and/or trade dress of UNest and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names and company names or logos mentioned in the Sites are the property of their respective owners. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by UNest.
Hyperlinks. You are granted a limited, non-exclusive right to create a text hyperlink to the Sites for non-commercial purposes, provided such link does not portray UNest or any of its products and services in a false, misleading, derogatory or otherwise defamatory manner and provided further that the linking site does not contain any adult or illegal material or any material that is offensive, harassing or otherwise objectionable. This limited right may be revoked at any time. You may not use a UNest logo or other proprietary graphic of UNest to link to this Sites without the express written permission of UNest. Further, you may not use, frame or utilize framing techniques to enclose any UNest trademark, logo or other proprietary information, including the images found at the Sites, the content of any text or the layout/design of any page or form contained on a page on the Sites without UNest’s express written consent. Except as noted above, you are not conveyed any right or license by implication, estoppel or otherwise in or under any patent, trademark, copyright or proprietary right of UNest or any third party.
UNest makes no claim or representation regarding and accepts no responsibility for, the quality, content, nature or reliability of third-party Web sites accessible by hyperlink from the Sites, or Web sites linking to the Sites. Such sites are not under the control of UNest and UNest is not responsible for the contents of any linked site or any link contained in a linked site, or any review, changes or updates to such sites. UNest provides these links to you only as a convenience, and the inclusion of any link does not imply affiliation, endorsement or adoption by UNest of any site or any information contained therein.
Third Party Content; No Endorsement of UNest by Third Parties. UNest may provide third party content on the Sites and may provide links to Web pages and content of third parties (collectively, “Third Party Content”) as a service to those interested in this information. UNest does not control, endorse or adopt any Third Party Content and makes no representation or warranties of any kind regarding the Third Party Content, including without limitation regarding its accuracy or completeness. You acknowledge and agree that UNest is not responsible or liable in any manner for any Third Party Content and undertakes no responsibility to update or review any Third Party Content. Users use such Third Party Content contained therein at their own risk. Third parties who are identified on the Sites do not sponsor, endorse or promote UNest or UNest’s business. Third parties and their documentation, whether available by link via the Sites or otherwise, may contain intellectual property of such third parties which is protected by applicable law.
Third-Party Products and Services. UNest may provide or allow users to provide information about or links to third-party products or services on the Sites. Your business dealings or correspondence with, or participation in promotions of, such third parties, and any terms, conditions, warranties or representations associated with such dealings or promotions, are solely between you and such third party. UNest is not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or promotions or as the result of the presence of such non-UNest advertisers or third party information on the Sites.
Feedback. You acknowledge and agree that any questions, comments, suggestions, feedback, ideas, plans, notes, drawings, original or creative materials or other information or materials regarding the Sites, UNest or UNest’s general products or services (but excluding any client information) (the “Feedback”) that are provided by you in the form of email or other submissions to UNest, or any postings on the Sites, are (as between you and UNest) non- confidential and shall become the sole property of UNest. UNest shall own, and you hereby assign to UNest, all exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of such Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
User Content and Interactive Services or Areas. The Sites may include interactive areas or services (“Interactive Areas”), such as forums, chat rooms or message boards, online hosting or storage services, or other areas or services in which you or other users create, post or store any content, messages, materials, data, information, text, music, sound, photos, video, graphics, applications, code or other items or materials on the Sites (“User Content”). You are solely responsible for your use of such Interactive Areas and use them at your own risk. By using any Interactive Areas, you agree not to post, upload to, transmit, distribute, store, create or otherwise publish through the Sites any User Content that (i) is unlawful, libelous, defamatory, obscene, indecent, lewd, suggestive, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory, fraudulent or otherwise objectionable; (ii) that would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party, or that would otherwise create liability or violate any local, state, national or international law; (iii) that may infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party. By posting any User Content, you represent and warrant that you have the lawful right to distribute and reproduce such User Content; (iv) that impersonates any person or entity or otherwise misrepresents your affiliation with a person or entity; (v) that constitutes (a) unsolicited promotions, political campaigning, advertising or solicitations; (b) private information of any third party, including, without limitation, addresses, phone numbers, email addresses, Social Security numbers and credit card numbers; or (c) viruses, corrupted data or other harmful, disruptive or destructive files; and (vi) that, in the sole judgment of UNest, is objectionable or which restricts or inhibits any other person from using or enjoying the Interactive Areas or the Sites, or which may expose UNest or its users to any harm or liability of any type.
UNest takes no responsibility and assumes no liability for any User Content posted, stored or uploaded by you or any third party, or for any loss or damage thereto, nor is UNest liable for any mistakes, defamation, slander, libel, omissions, falsehoods, obscenity, or profanity you may encounter. Your use of Interactive Areas is at your own risk. Enforcement of the user content or conduct rules set forth in these Site Terms is solely at UNest’s discretion, and failure to enforce such rules in some instances does not constitute a waiver of our right to enforce such rules in other instances. In addition, these rules do not create any private right of action on the part of any third party or any reasonable expectation that the Sites will not contain any content that is prohibited by such rules. As a provider of interactive services, UNest is not liable for any statements, representations or User Content provided by its users in any public forum, personal home page or other Interactive Area. Although UNest has no obligation to screen, edit or monitor any of the Content posted in any Interactive Area, UNest reserves the right, and has absolute discretion, to remove, screen or edit any User Content posted or stored on the Sites at any time and for any reason without notice, and you are solely responsible for creating backup copies of and replacing any User Content you post or store on the Sites at your sole cost and expense. Any use of the Interactive Areas or other portions of the Sites in violation of the foregoing violates these Site Terms and may result in, among other things, termination or suspension of your rights to use the Interactive Areas and/or the Sites.
If you post User Content to the Sites, unless we indicate otherwise, you grant UNest and its affiliates a nonexclusive, royalty-free, perpetual, irrevocable and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and display such User Content throughout the world in any media on or in connection with the Sites and the promotion thereof. You grant UNest and its affiliates and sublicensees the right to use the name that you submit in connection with such content, if we choose. You understand and agree that the use of your or other users name, likeness, voice or identity in connection with various features on the Sites does not imply any endorsement of such feature or of the Sites of UNest unless explicitly stated otherwise. You represent and warrant that (a) you own and control all of the rights to the User Content that you post or you otherwise have the right to post such User Content to the Sites; (b) the User Content is accurate and not misleading; and (c) use and posting of the User Content you supply does not violate these Site Terms and will not violate any rights of or cause injury to any person or entity.
Registration Data. Account Security. In consideration of your use of the Sites, you agree to (a) provide accurate, current and complete information about you as may be prompted by any registration forms on the Site (“Registration Data”); (b) maintain the security of your password and identification; (c) maintain and promptly update the Registration Data, and any other information you provide to UNest, to keep it accurate, current and complete; and (d) accept all risks of unauthorized access to the Registration Data and any other information you provide to UNest. You are responsible for maintaining the confidentiality of any account information, user names, logins, passwords, and security questions and answers that you use to access any page or feature on the Sites, and for logging off of your account and any protected areas of the Sites. Further, you are fully responsible for all activities occurring under your accounts, user names, logins, passwords, and security questions and answers that result from your negligence, carelessness, misconduct, or failure to use or maintain appropriate security measures. If you become aware of any suspicious or unauthorized conduct concerning your accounts, user names, logins, passwords, or security questions and answers, you agree to contact UNest immediately. UNest will not be liable for any loss or damage arising from your failure to comply with this paragraph.
International use. The investment advisory services referred to on the Sites are intended to be made available only to U.S. residents. The Sites are not to be a solicitation for or offering of any service or product to any person in any jurisdiction where such solicitation or offering would be illegal.
Because of the global nature of the Internet, you agree to comply with all local rules with respect to your account and your online conduct, including all laws, rules, codes, and regulations of the country in which you reside and the country from which you access the Sites, including without limitation, all laws, rules, codes, regulations, decrees, acts, orders, directives, legislation, bills, and statutes pertaining to tax, contracts, intellectual property, securities, e-commerce, banking, technology, computers, fraud, and privacy. In addition, you agree to comply with all applicable laws, rules, codes, and regulations regarding the transmission of technical data exported from the United States or cross-border transmission of data including under applicable data privacy laws.
Disclaimer. Except as expressly provided to the contrary in a writing by UNest, the sites, the site materials contained therein and the services provided on or in connection therewith (the “services”) are provided on an “as is” basis without warranties of any kind, either express or implied. UNest disclaims all other warranties, express or implied, including, without limitation, implied warranties of merchantability, fitness for a particular purpose, title and non- infringement as to the sites and the services, including the information, content and materials contained therein. UNest does not represent or warrant that materials in the sites or the services are accurate, complete, reliable, current or error-free. UNest does not represent or warrant that the sites or its servers are free of viruses or other harmful components.
UNest is not responsible for typographical errors or omissions relating to pricing, text or photography. While UNest attempts to make your access and use of the sites and the services safe, UNest cannot and does not represent or warrant that the sites or its server(s) are free of viruses or other harmful components; therefore, you should use industry- recognized software to detect and disinfect viruses from any download.
Modifications to the Sites. UNest reserves the right to change any and all content contained in the Sites and to modify, suspend or discontinue the Sites or any Services offered through the Sites or any features or functionality of the Sites or the Services at any time without notice and without obligation or liability to you.
Termination. Notwithstanding any of these Site Terms, UNest reserves the right, without notice and in its sole discretion, to terminate your license to use the Sites, and to block or prevent future your access to and use of the Sites.
Severability. If any provision of these Site Terms shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Site Terms and shall not affect the validity and enforceability of any remaining provisions.
- PLEASE REVIEW THE PROGRAM DESCRIPTION WHICH CAN BE FOUND HERE.
UNest Referral Agreement
By agreeing to the Advisor Agreement, you are agreeing to the UNest Referral Program. By participating in the UNest Referral Program, you are agreeing to the following:
When the following capitalized terms are used above or below in this Agreement, the following definitions apply:
Act means the Investment Advisers Act of 1940, as amended. The Act is in the U.S. Code at 15 U.S.C. §§80b-1.
Brochure means the Wrap Fee Program Brochure that UNest files with the SEC on Part 2A of Form ADV and is available at: https://adviserinfo.sec.gov/
Custodian refers to the financial institution that is holding your securities.
Initial Shares means the shares that are purchased and held at Custodian, that a Referred Client purchases with the Minimum Amount.
Minimum Amount refers to the minimum amount you must deposit in order to open a UNest account. UNest requires referred client to enroll in a recurring plan with at least $25 in securities purchased per month.
Potential New Client means an individual (i) whom a Referring Client invites to open an UNest Account and (ii) who has never opened an UNest Account before being invited by the Referring Client to open a UNest Account
Referred Client means a Potential New Client who has (i) entered into an Advisor Agreement with UNest and (ii) been accepted (and not rejected) by the Custodian as a customer.
Referral means the invitation of a Potential New Client to open a UNest Account by a Referring Client using the links UNest provides in the Application for Referrals.
Referring Client means a client of UNest who has entered into the Advisor Agreement and decides to make Referrals. In addition, this agreement uses the terms “you,” “your” or “yours” to mean a Referring Client or a Referring Client’s.
Reward Amount means the referral incentive amount as indicated in the relevant referral promotion.
Reward Date means the date when UNest credits Reward Shares earned by a Referring Client in accordance with the terms and conditions of this Agreement to the Referring Client’s UNest Account.
Reward Shares are shares earned when a Referred Client enters into an Advisor Agreement with UNest and deposits the Minimum Amount into their UNest account.
Rules means the SEC’s rules under the Act. The SEC’s rules under the Act are in the Code of Federal Regulations at 17 C.F.R. Part 275.
The UNest referral program is open to all United States legal residents or citizens that currently reside in the United States. Exceptions are made for active Armed Services personnel that maintain a U.S. address and are temporarily overseas in connection with their service.
UNest Advisers, LLC. (“UNest”) is an investment adviser registered with the U.S. Securities and Exchange Commission. Referring Client means an investment advisory client of UNest who has entered into the UNest Advisor Agreement and decides to make referrals. In addition, this agreement uses the terms “you,” “your” or “yours” to refer to a Referring Client.
This Agreement is by and among UNest and each Referring Client subject to the terms and conditions of this Agreement.
By participating in the UNest Referral Program, you acknowledge and agree that you are a Referring Client and that you will have the rights of a Referring Client under this Agreement and be bound by the terms and conditions of this Agreement, including without limitation all of a Referring Client’s obligations, duties, covenants, undertakings, representations and warranties below. This Agreement contains a pre-dispute arbitration in Section 9.
Reward Shares for Referrals
After each Referred Client you invited to open an UNest Account deposits the minimum amount of $25 and maintains the Initial Shares in an UNest Account for the minimum time of 30 days, UNest will credit your UNest Account with the amounts and types of Reward Shares that correspond to your Selected Portfolio and are collectively worth the Reward Amount at the time shares are purchased on the Reward Date. You acknowledge and agree that, notwithstanding anything else in this Agreement or the Advisor Agreement, you shall not be entitled to any Reward Shares for a Referral (i) unless and until the Potential New Client is accepted as a Referred Client; (ii) unless and until the Referred Client invests the minimum amount of $25 and maintains the Initial Shares in his or her UNest Account for at least the minimum time of 30 days; (iii) if UNest determines at its sole discretion that you have breached any term, condition, obligation, duty, covenant, undertaking, representation or warranty in this Agreement (see Section 3 below on Compliance; and (iv) unless you invite a client using the links UNest provides in the Application for Referrals. UNest, at its sole discretion, may make available certain promotions with different Reward Amounts to other UNest users or prospective users. These promotions, unless offered to you, shall have no bearing whatsoever on your Agreement or relationship with UNest.
In connection with your participation in the Referral Program, you agree to the restrictions listed below.
- No spam – You agree that you will not “spam” anyone with Referrals to join UNest either by mass emailing, use of automated systems, bots or automatic dialers and to not post Referral links on websites or event or venue pages without express consent from the owner. You agree to not engage in any device or scheme that results in “spam.”
- No misrepresentations – You agree that you will not attempt to mislead anyone in connection with the Referral Program. This includes, but is not limited to, creating fake accounts, profiles, links, or messages.
- No prohibited content – You agree that you will not use any defamatory, offensive, abusive, or obscene content in connection with UNest. This includes, but is not limited to, content that violates someone else’s privacy or harassing content.
- No fraudulent activity – You agree not to defraud or abuse, or attempt to defraud or abuse, anyone in connection with the Referral Program. You agree to not engage in any activity that may be fraudulent, deceptive, or manipulative.
- No misuse of UNest’s content – You agree not to sell UNest Referral links or create websites, email addresses, or social media with UNest’s name, images or content. UNest’s content is not intended for distribution to, or use by, any person or entity in any jurisdiction where such distribution or use would be contrary to law or regulation or which would subject UNestor any of UNest’s products or services to any authorization, registration, licensing or notification requirements within any jurisdictions outside those jurisdictions in which UNest and its affiliates are licensed to operate. Violation of any of these restrictions may result in termination of your eligibility to participate in the Referral Program and may deny you any Referrals earned in violation or suspected violation of these restrictions at UNest’s sole discretion.
- UNest’s Registration. UNest represents and warrants to you that it is registered with the SEC under the Act as an investment adviser.
- Legal and Regulatory History – you represent and warrant to UNest that you are not a person: (A) subject to an SEC order issued under section 203(f) of the Act, or (B) convicted within the previous ten years of any felony or misdemeanor involving conduct described in section 203(e)(2)(A) through (D) of the Act, or (C) who has been found by the SEC to have engaged, or has been convicted of engaging, in any of the conduct specified in paragraphs (1), (5) or (6) of section 203(e) of the Act, or (D) is subject to an order, judgment or decree described in section 203(e)(4) of the Act.
- Dispute Resolution, including Pre-Dispute Arbitration Clause – the arbitration provisions of the Advisor Agreement, which you, as a Referring Client, have already entered into, shall apply to this Agreement to the same extent as they apply to the Advisor Agreement. All controversies that may arise between you and UNest or between you and the Custodian concerning any subject matter, issue, or circumstance whatsoever (including controversies concerning any account, order, or transaction, or the continuation, performance, interpretation, or breach of this, the other Agreements, or any other agreement between you and UNest or the Custodian, whether entered into or arising before, on, or after the date this account is opened) shall be determined by binding arbitration through the Financial Industry Regulatory Authority (“FINRA”). You acknowledge that judgment upon any arbitration award may be entered in any court of competent jurisdiction. No person shall bring a putative or certified class action to arbitration, nor seek to enforce any pre-dispute arbitration agreement against any person who has initiated in court a putative class action; or who is a member of a putative class who has not opted out of the class with respect to any claims encompassed by the putative class action until: (i) the class certification is denied; or (ii) the class is decertified; or (iii) the customer is excluded from the class by the court. Such forbearance to enforce an agreement to arbitrate shall not constitute a waiver of any rights under this Advisor Agreement except to the extent stated herein.
- Termination – you may terminate this Agreement at any time by notifying UNest in writing at firstname.lastname@example.org that you no longer desire to make Referrals or to receive Reward Shares for Referrals. Upon termination, you will no longer be a Referring Client. UNest may terminate this Agreement at any time by notifying you at the email you have provided UNest in connection with your UNest Account. If UNest terminates this Agreement and you have not breached this Agreement, UNest will credit your Account with any Reward Shares you have earned from Referrals in which the Referred Client has, before we notified you that we terminated this Agreement with you, maintained the Initial Shares in the Referred Client’s UNest Account for the Minimum Time.
- Miscellaneous – the provisions of the Advisor Agreement, which you, as a Referring Client, have already entered into, shall apply to this Agreement to the same extent as they apply to the Advisor Agreement.
By participating in the UNest Referral Program, you undertake to perform your duties under this Agreement in a manner consistent with this Agreement, any and all of UNest’s instructions to you, and the provisions of the Act and the Rules. You agree to seek guidance promptly from UNest if you are in doubt about what the Act or the Rules allow or do not allow you to say or do in connection with Referrals.
August 2020 Referral Bonus Terms – $100 for 3 UNest Referrals
Referrals must sign up on or after 08/01/2020 and have a verified account in good standing and make a minimum investment of $25 into their UNest 529 account before 08/31/2020. Bonuses are paid out by 09/15/2020. Referees and Referrers who close their account before 09/15/2020, make an investment that results in a reversal from their bank, or accounts that are otherwise not in good standing will not qualify for the promotion. Referral awards are made at the sole discretion of UNest. All referrals must be made in accordance with the UNest Referral Agreement and Referral Promotion Terms and Conditions.
You may make a withdrawal on principal from your UNest account at any time; however, the $500 bonus will not be eligible for withdrawal for 90 days from the date it was paid. Accounts that are otherwise not in good standing will not qualify for the promotion. This can include not passing AML or KYC requirements or providing invalid banking information. All investments must be made in accordance with the UNest terms and conditions.
Referral bonuses are a limited time offer. Rewards are in the form of a purchase of investments in your UNest account. Investments are purchased once your account is approved and you have completed your first investment. UNest defines an account in good standing as a verified account with a successful investment. UNest reserves the right to restrict or revoke this offer at any time. Reward amount subject to change at the discretion of UNest Advisers, LLC.
These terms were created by UNest Advisers, LLC., an SEC Registered Investment Advisor. UNest does not provide investment advice on investments that are guaranteed by a bank or otherwise, or that are FDIC-insured. Investing involves risk and investments may lose value. Please consider your objectives, 529 plan tax considerations, and UNest pricing before investing. Past performance does not guarantee future results. Investment outcomes and projections are hypothetical in nature. UNest does not provide brokerage services. See UNest Brochure for additional information about risks. Read more important disclosures.