Transcription
Client AgreementIn consideration of your opening one or more accounts for me (“we”, “us” and“our” are each substituted for “I”, “me” and “my”, respectively, in the case ofmultiple account holders, corporations and other entities), and your agreeingto act as introducing broker/dealer for me in the purchase or sales ofsecurities, commodities, options and other property and Pershing LLC(“Pershing”) agreeing to act as clearing broker for my securities account(excluding commodities account) and where applicable for the extension ofcredit; it is agreed in respect to any and all accounts, whether upon margin orotherwise, which I now have or may at any future time have with CitigroupGlobal Markets Inc. or its direct or indirect subsidiaries and affiliates or theirsuccessors or assigns (referred to as “you”, “your”, “CGMI”), that:1. All transactions entered into under this Agreement shall be subject to anyapplicable constitution, rules, regulations, customs and usages of theexchange or market and its clearinghouse, if any, where such transactions areexecuted by CGMI or its agents and to all applicable laws, rules and regulationsof governmental authorities and self-regulatory agencies. Such reference tothe “constitution, rules, regulations, customs and usages of the exchange”shall in no way be construed to create a cause of action arising from anyviolation of such constitution, rules, regulations, customs and usages. If anyprovision is enacted that would be inconsistent with any of the provisions ofthis Agreement, the provision so affected shall be deemed modified orsuperseded by the enactment, but the remaining provisions of this Agreementshall remain in effect. This Agreement constitutes the full and entireunderstanding between the parties with respect to the provisions herein andthere are no oral or other agreements or understandings in conflict herewith.CGMI may amend this Agreement by providing written notice to me. This mayinclude adding to or changing certain provisions in whole or in part. I will bedeemed to have accepted and agreed to these amended terms by maintainingmy CGMI account after receiving such notice, CGMI may provide this notice byletter, an entry on or accompanying my CGMI statement, electronic message orany other means chosen by CGMI. CGMI retains sole discretion in determiningwhether any terms and conditions of this Agreement may be otherwise waivedor modified as well as how such waiver or modification will be documented.I understand that Pershing is the carrier of my securities accounts (excludingcommodities accounts) as clearing broker and the lender of margin if thisaccount has margin privileges pursuant to a clearing agreement with CGMI.Until receipt from me of written notice to the contrary, Pershing may acceptfrom CGMI, without inquiry or investigation, (i) orders for the purchase or saleof securities and other property (excluding commodities) on margin orotherwise, and (ii) any other instructions concerning said accounts. Notices tome concerning margin requirements or other matters related to my accountsusually will go through CGMI although direct notice to me with duplicate noticeto CGMI may occur if market conditions, time constraints, or othercircumstances require it. Pershing shall not be responsible or liable for anyacts or omissions of CGMI or its employees. I understand that Pershingprovides no investment advice, nor does Pershing give advice or offer anyopinion with respect to the suitability of any transaction or order. I understandthat CGMI is not acting as the agent of Pershing and I agree that I will in no wayhold Pershing, its other divisions, and its officers, directors, and agents liablefor any trading losses incurred by me.Unless I enter into a separate investment advisory agreement with you thatmodifies the services provided to me, I understand that the account(s) subjectto this Agreement are non-discretionary brokerage account(s), which meansthat I (or my duly authorized agent) must authorize all transactions, includingthe purchases and sales of securities in the account(s). I further understandthat CGMI, as my introducing broker/dealer, may from time to time makerecommendations to me (or my authorized agent) regarding account types,investment strategies involving securities and/or particular securities or otherinvestments to be purchased or sold in the account, which I (or my authorizedagent) must approve in order for such recommendations to be implemented. Iacknowledge that any such recommendation from CGMI, including anyrecommendation with respect to the type of account I select, including, but notlimited to, rollover recommendations, or the decision to continue to hold anyor all existing investments, will be explicitly stated to me (or my authorizedagent). I further acknowledge that CGMI not making an explicitrecommendation to me (or my authorized agent) with respect to any suchexisting investments or account is not, and shall not be construed as, animplicit recommendation by CGMI to continue to hold such investments in myaccount(s) or to maintain the account type. I agree that CGMI, in acting as myintroducing broker/dealer, and Pershing, in acting as clearing broker for mysecurities account(s), does not undertake any responsibility to monitor myaccount on an ongoing or periodic basis for any purpose. I acknowledge thatCGMI may, from time to time and in its sole discretion, review my account(s) forthe purpose of determining whether to make a recommendation to me, andthat any such voluntary review of my accounts is not an agreement by CGMI toundertake responsibility for monitoring my account(s).Depending on the options I was given when I applied for my CGMI account, Iagree to select an FDIC insured Citibank checking or money market account , amoney market mutual fund or one or more insured deposit accounts ofFDIC-insured banks including those that are affiliated with CGMI, which are partof the Bank Deposit Program (“BDP”) (“Program Bank”), as the settlement orsweep option of my account(s). Certain account types and internationalaccounts may not be eligible for BDP. I can also choose to have no sweepoption. The availability of these settlement options is subject to certainconditions. Cash balances in my account(s) will be automatically invested ordeposited in the settlement or sweep option of my choice. I authorize CGMI, asmy agent, to deposit into my settlement or sweep vehicle monies that itreceives from me, and any proceeds from my redemption, withdrawal or saleof investments. I also authorize CGMI to make redeem shares of the moneymarket mutual fund or withdrawals from the bank account(s) to pay debits inmy account(s) including but not limited to those arising from securitiestransactions, checks written on my account(s), and all related fees. CGMI mayperform these activities without giving me prior notice.If I select a Citibank Money Market account, I understand that it is subject toRegulation D of the Federal Reserve Board which restricts the number ofwithdrawals to six per statement cycle.If I am eligible to designate a taxable or tax exempt money market mutual fundto be the sweep vehicle for my account(s) a prospectus will be made availableto me in paper form or electronically, and I understand that shares will bepurchased in accordance with the terms of the prospectus and at theapplicable net asset value per share. I understand that transactions in themoney market mutual fund will be detailed in my periodic statement in lieu ofa confirmation for each transaction. I also understand that (i) an investment inshares of a money market mutual fund is not equivalent to a bank deposit, andis not insured by the Federal Deposit Insurance Corporation (“FDIC”), (ii)certificates for shares will not be issued, and (iii) access to proceeds fromredeemed shares may be withheld until CGMI is satisfied that any checksforwarded to it by me have been collected. An investment in a money marketmutual fund is not insured or guaranteed by the U.S. government. If I selectBDP, I agree to review and be bound by the terms of the Bank Deposit ProgramDisclosure Statement for information about the program, which is contained inthe Welcome Book or other disclosures I received at the time my account wasopened, receipt of which I acknowledge. I understand that you may amend thelist of the Program Banks and that I may eliminate any non-affiliated ProgramBank from the list at anytime.Funds will not be swept into my settlement option until CGMI receives mywritten authorization in the form of my signed application or separate letter ofauthorization.My initial deposit and all subsequent activity will be reflected on my periodicaccount statement in lieu of transaction confirmation.I acknowledge (i) that I am responsible to monitor the total amount of depositsI have at each Program Bank in order to determine the extent of FederalDeposit Insurance Corporation insurance coverage available to me, and (ii)INVESTMENT AND INSURANCE PRODUCTS: NOT INSURED BY THE FDIC NOT INSURED BY THE FEDERAL GOVERNMENT OR ANY OTHER FEDERALGOVERNMENT AGENCY, BY THE BANK, OR BY ANY AFFILIATE OF THE BANK NOT A DEPOSIT OR OTHER OBLIGATION OF, OR GUARANTEED BY, THEBANK OR AN AFFILIATE OF THE BANK SUBJECT TO INVESTMENT RISK, INCLUDING POSSIBLE LOSS OF THE PRINCIPAL INVESTED.Citi Personal Wealth Management is a business of Citigroup Inc., which offers investment products through Citigroup Global Markets Inc. (”CGMI”), member SIPC. Citigroup Life Agency LLC (“CLA”) offersinsurance products. In California, CLA does business as Citigroup Life Insurance Agency, LLC (license number 0G56746). Citibank, CGMI, and CLA are affiliated companies under the common control ofCitigroup Inc. 2020 Citigroup Inc. Citi, Citi and Arc Design and other marks used herein are service marks of Citigroup Inc. or its affiliates, used and registered throughout the world. Accounts carried by Pershing LLC,member FINRA, NYSE, SIPC.The products and services mentioned in this application are not offered to individuals resident in the European Union, European Economic Area, Switzerland, Guernsey, Jersey, Monaco, San Marino, Vaticanand The Isle of Man. Your eligibility for a particular product and service is subject to a final determination by us. This application is not, and should not be construed as an offer, invitation or solicitation tobuy or sell any of the products and services mentioned herein to such individuals.3026-CPWM2/21Page 10 of 19
that CGMI is not responsible for any insured or uninsured portion of mydeposits at any of the Program Banks.I acknowledge that I have the option to decline having a settlement or sweepoption for my account. In that case, my free credit balances would earn nointerest or other income. I understand that it would be my obligation toinstruct my advisor each time I wish to invest my free credit balances in myaccount, including if I wish to invest such free credit balances in an availabletaxable or tax free money market fund. I acknowledge that if I decline asettlement or sweep option that CGMI has no obligation to monitor or adviseme concerning free credit balances which may be in my account. I can selecta sweep option at anytime thereafter.2. I agree that all property which I own or in which I have an ownershipinterest, whether owned individually, jointly or in the name of another personor entity, which at any time may be in your possession or control for anypurpose, including safekeeping, shall be subject to a continuing securityinterest, lien and right of set-off for the discharge and satisfaction of anydebts or obligations however arising that I may owe to CGMI and/or Pershingat any time and for any reason. This includes any of my Citibank accounts,including those which may be linked to my account. CGMI and/or Pershing mayat its discretion hold such property until my debts or obligations to CGMIand/or Pershing are fully satisfied or CGMI and/ or Pershing may apply suchproperty and the proceeds of the liquidation of such property toward thesatisfaction of my debts and obligations and I will remain liable to CGMI and/orPershing for any deficiency. In enforcing your security interest, you and/orPershing shall have the discretion to determine which property is to be soldand the order in which it is to be sold and shall have all the rights andremedies available to a secured party under the New York UniformCommercial Code. Without your prior written consent, I will not cause or allowany of the collateral held in my account(s), whether now owned or hereafteracquired, to be or become subject to any liens, security interests, mortgagesor encumbrances of any nature other than your security interest. Securitiesand other property held in my retirement account(s) maintained by Pershing,which may include IRAs or qualified plans, are not subject to this general lienand such securities or other property may only be used to satisfy myindebtedness or other obligations to CGMI and/or Pershing related to myretirement account(s).Without limiting the generality of the foregoing, I hereby authorize CGMIand/or Pershing to automatically withdraw any bank deposit balancesavailable to my account(s) (either from my linked bank account or BDPaccounts) from time to time to cover any of my indebtedness or obligations toCGMI and/or Pershing including non-trade related debts. You and/or Pershingare further authorized to liquidate any other property held in my account(s) tosatisfy any such indebtedness or obligations whenever in your discretion youconsider it necessary for your protection.“Property” as used anywhere in this Agreement shall include, but not belimited to, investment property, securities and commodities accounts,securities of all kinds, money, savings deposits, certificates of deposit,bankers’ acceptances, commercial paper, options, commodities, and contractsfor the future delivery of commodities or relating to commodities orsecurities, and the distributions, proceeds, products and accessions of any ofthe above. All property held in a securities account shall be treated as afinancial asset under Article 8 of the New York Uniform Commercial Code.3. If I instruct you to sell an equity security that you designate as a “long” sale,and you are unable to deliver the security to the purchaser as a result of myfailure to provide the security to you, I acknowledge that you are required bylaw to purchase (i.e., “buy-in”) a security of like kind and quantity from a thirdparty in order to deliver the security to the purchaser. I understand that inthese circumstances, you will not borrow the security to make delivery to thepurchaser unless: (i) in advance of such sale, you knew, or I informed you, thatI owned the security and would deliver it to you prior to the scheduledsettlement for the sale, and I failed to make such delivery, or (ii) a securitiesexchange or securities association permits you to borrow the security. I agreeto be responsible for any loss which you may sustain through a buy-in orborrowing and any premiums, interest or other costs which you may berequired to pay as a result of such buy-in or borrowing, or the inability to makea buy-in or borrowing.I agree that if I utilize any services to receive or issue funds by wire (wiretransfers), I am responsible for the issuance of accurate and completeinstructions in relation to said wire transfers and I will hold you and Pershingharmless from all liabilities if I fail to fulfill this responsibility. I further agreethat should I incur a loss in connection with a wire transfer as a result ofnegligence or other activities on the part of you or Pershing, the liability ofCGMI or Pershing as applicable will be limited to the actual amount of themisdirected or misapplied funds and no other damages of any other natureincluding consequential damages will be recoverable.3026-CPWM2/21Page 11 of 19You may charge my account(s) with such usual and customary charges as youmay determine to cover your services and facilities, including, but not limitedto, custody, transaction and termination fees. In addition, you may charge aninactivity fee which once charged, shall be nonrefundable. I will promptly payCGMI any deficiency that might arise in my account(s). I understand and agreethat a finance charge may be charged on any debit balance in any cash accountI have with CGMI in accordance with terms described in the CGMI literaturepreviously provided to me and any subsequent modifications thereto whichwill be provided to me. You may transfer excess funds between any of myaccounts (including commodity accounts) for any reason not in conflict withthe Commodity Exchange Act or any other applicable law. If any transactionsare effected on an exchange in which a foreign currency is used, any profit orloss as a result of a fluctuation in the exchange rate will be charged or creditedto my account(s).4. Communications may be sent to the mailing or e-mail address on file withyou, or at such other address as I have given or may hereafter give in writingor by other means acceptable to you, and all communications so sent, whetherby mail, e-mail or otherwise, shall be deemed given to me personally, whetheractually received or not. I acknowledge that CGMI reserves the right to changeyour address for both mailing and records purposes if you receive informationfrom the United States Postal Service or any other third party who you believein your sole discretion is authorized to make such changes or who has actualknowledge of my current address. I acknowledge that the rules of theSecurities and Exchange Commission require that certain communications besent to me rather than an agent acting on my behalf. I warrant that the addresscurrently on file with you is an address where I personally receivecommunications unless it is the address of a qualified custodian as defined bythe Securities and Exchange Commission. Transactions entered into for myaccount(s) shall be confirmed in writing to me where required by applicablelaw or regulation. In addition, CGMI shall provide me with periodic statementsreflecting activity in such account(s). I agree that transactions reflected onsuch confirmations and statements shall be conclusively deemed accurate asstated unless I notify CGMI in writing within three (3) days and ten (10) days ofreceipt, respectively, that the information contained in such confirmation orstatement is inaccurate. Such notice must be sent by me to CGMI by letter toCitigroup Global Markets Inc., 111 Wall Street, New York, NY 10043, ATTN:Service Center. Failure to so notify CGMI shall also preclude me fromasserting at any later date that such transaction was unauthorized.To the extent permitted by law, CGMI may monitor and/or record my telephoneconversations between me and CGMI, its employees or agents, and to monitormy electronic communications with CGMI.I authorize you at your discretion to obtain reports and to provideinformation to others concerning my credit standing and my business conduct.You may ask credit reporting agencies for consumer reports of my credithistory. Upon my request you will inform me whether you have obtained anysuch consumer reports and if you have, you will inform me of the name andaddress of the consumer-reporting agency that furnished the reports to you.5. I hereby represent that I am of the age of majority. Unless I advise you to thecontrary, in writing, and provide you with a letter of approval from myemployer, where required, I represent that I am not an employee of anyexchange, or of any corporation of which any exchange owns a majority of thecapital stock, or of a member of any exchange, or of a member firm or membercorporation registered on any exchange, or of any corporation, firm orindividual engaged in the business of dealing, either as a broker or as principal,in securities, bills of exchange, acceptances or other forms of commercialpaper. I further represent that no one except those signing this agreement hasan interest in my account.If my account has been introduced to you and Pershing by an introducingbroker, neither you nor Pershing shall be liable for the acts or activity of theintroducing broker.If I am the custodian of an account established under the Uniform Gifts toMinors Act (UGMA) or the Uniform Transfers to Minors Act (UTMA), I representand agree that all transactions, trading and disbursements made pursuant tomy instructions are in compliance with the applicable UTMA/UGMA state lawand are solely for the benefit of the custodial beneficiary including, withoutlimitation, any transfer to me. As custodian, I acknowledge that I amresponsible for providing, and have provided, accurate information regardingthe custodial beneficiary, the applicable age of majority, the state where thegift was given, and the nature of and other information about the gift or theassets in the UGMA or UTMA account, in each case in compliance with theapplicable laws in the state I designated. I acknowledge that in the event I havenot designated a state in which the gift was given, then the UTMA laws of NewYork state shall apply. I acknowledge that the assets in the account are ownedby the custodial beneficiary and that once the custodial beneficiary hasreached the applicable age of majority, that as Custodian, I will be restricted
from providing instructions regarding transactions, trading or distributionsfrom the UGMA/UTMA account and that, if the account is linked to any otheraccount, such linkages may be disabled. I also acknowledge that, as custodian,I am responsible for the transfer and delivery to the custodial beneficiary ofthe assets in the account promptly upon the custodial beneficiary reachingsuch age of majority. I agree on my own behalf and on behalf of the custodialbeneficiary (i) that CGMI is not responsible for damages of any nature resultingfrom delays, failures, omissions or errors relating to any transactions, tradingor disbursements in such account and (ii) to indemnify and hold harmless CGMI,its officers, employees, agents, successors and assigns against any and allclaims or liabilities in connection with any instruction, transaction, trading ordisbursement from any UTMA or UGMA account for which I am the custodian,including, but not limited to, liability resulting from any claim by the custodialbeneficiary. I agree that this indemnity is unlimited and shall be binding uponmy and the custodial beneficiary’s heirs, successors and assigns.I further represent and warrant that in conjunction with this account and anyother account(s) that I maintain at CGMI at any time, that I will utilize saidaccount(s) solely for lawful purposes and will remain aware of, and fullycomply with, all applicable laws, rules and/or regulations governing the use ofsaid account(s) including, but not limited to, laws, rules and/or regulationsrelating to taxation, exchange or capital controls and reporting or filingrequirements. I agree that CGMI and Pershing cannot advise or counsel me asto the existence or applicability of any particular law, rule and/or regulationand that I am solely responsible for remaining aware of, and complying with, allsuch laws, rules and/or regulations. I agree that nothing in this or any otheragreement entered into between me and CGMI or any written or oralcommunications between me and CGMI, Pershing or their respective affiliates,affiliates, constitutes advice relating to tax or to the suitability from a taxplanning perspective of any strategy or investment or to my compliance withany applicable laws, rules and/or regulations.I further represent and warrant that I am applying for one or more accounts withCGMI of my own volition, that I have requested the necessary account openingdocuments to be forwarded to me from CGMI and that CGMI has taken no actionin my country of residence to induce me to open an account unless throughproperly licensed or qualified personnel or entities.I am aware that there may be investment opportunities that are not available tome in my local markets and that I am not likely to learn of theseopportunities unless informed of them by you. By signing this agreement Iconfirm that I wish you to inform me at the mailing address I have specified, orsuch address as I may notify you from time to time, of such opportunitieswhenever you deem appropriate and provide me with periodic global marketinformation, research and wealth structuring strategies that you mayconsider to be of interest to me.6. ArbitrationThis agreement contains a pre-dispute arbitration clause. By signing anarbitration agreement the parties agree as follows: All parties to this agreement are giving up the right to sue each otherin court, including the right to a trial by jury, except as provided bythe rules of the arbitration forum in which a claim is filed. Arbitration awards are generally final and binding; a party’s ability tohave a court reverse or modify an arbitration award is very limited. The ability of the parties to obtain documents, witness statement andother discovery is generally more limited in arbitration than in courtproceedings. The arbitrators do not have to explain the reason(s) for their awardunless, in an eligible case, a joint request for an explained decisionhas been submitted by all parties to the panel at least 20 days priorto the first scheduled hearing date. The panel of arbitrators will typically include a minority of arbitratorswho were or are affiliated with the securities industry. The rules of some arbitration forums may impose time limits forbringing a claim in arbitration. In some cases, a claim that is ineligiblefor arbitration may be brought in court. The rules of the arbitration forum in which the claim is filed, and anyamendments thereto, shall be incorporated into this agreement.I agree that all claims or controversies, whether such claims orcontroversies arose prior, on or subsequent to the date hereof, betweenme and CGMI and/or me and Pershing and/or any of your or Pershing’spresent or former officers, directors, or employees concerning or arisingfrom (i) any account maintained by me with CGMI and/or Pershingindividually or jointly with others in any capacity; (ii) any transactioninvolving CGMI and/or Pershing or any predecessor firms by merger,acquisition or other business combination and me, whether or not suchtransaction occurred in such account or accounts; or (iii) the3026-CPWM2/21Page 12 of 19construction, performance or breach of this or any other agreementbetween us or me and Pershing, any duty arising from the business ofCGMI or Pershing or otherwise, shall be determined by arbitrationbefore, and only before the Financial Industry Regulatory Authority(“FINRA”).No person shall bring a putative or certified class action to arbitration,nor seek to enforce any pre-dispute arbitration agreement against anyperson who has initiated in court a putative class action; or who is amember of a putative class who has not opted out of the class withrespect to any claims encompassed by the putative class action until: (i)the class certification is denied; (ii) the class is decertified; or (iii) theperson is excluded from the class by the court.Such forbearance to enforce an agreement to arbitrate shall notconstitute a waiver of any rights under this agreement except to theextent stated herein.7. Unlawful Internet Gambling Enforcement Act of 2006 (UIGEA). Thisagreement contains the UIGEA Affirmation clause. By signing thisAgreement I/we agree as follows:I/we represent that neither I/we nor any other person who has an ownershipinterest in or authority over this Account knowingly owns, operates or isassociated with a business that uses, at least in part, the Internet to receive orsend information that could be used in placing, receiving or otherwiseknowingly transmitting a bet or wager in violation of the UIGEA.8. (a). The provisions of this Agreement shall be continuous, shall coverindividually and collectively all accounts which I may open or reopen with CGMI,and shall inure to the benefit of CGMI’s and Pershing’s presentorganizations, and any successor organizations or assigns including by anymerger, consolidation, or otherwise, and CGMI and/or Pershing may transfermy accounts to their respective successors and assigns; and shall be bindingupon my heirs, executors, administrators, assigns or successors in interest.Should any term or provision of this Agreement be deemed or held to be invalidor unenforceable, the remaining terms and provisions shall continue in fullforce and effect. Except for statutes of limitation applicable to claims, thisAgreement and all the terms herein shall be governed and construed inaccordance with the laws of the State of New York without giving effect toprinciples of conflict of laws. The statute of limitations applicable to any claimshall be that which would be applied by the courts of the state in which I resideor if I do not reside in the United States, the statute of limitations shall be thatwhich would be applied by the courts in the state where the CGMI officeservicing my account(s) is located. The heading of each provision hereof is fordescriptive purposes only and shall not be deemed to modify or qualify any ofthe rights or obligations set forth in each such provision.(b). By signing this Agreement, I consent to electronic delivery of CGMI’s ClientRelationship Summary (“Form CRS”); and any and all disclosure documentsregarding your obligation to act in my best interest when makingrecommendations (“Regulation BI Disclosure Statement” and together withForm CRS, “Regulatory Disclosure Documents”). I agree that, as a result ofconsenting to electronic delivery of Regulatory Disclosure Documents, I willonly receive electronic copies of Regulatory Disclosure Documents and will notreceive paper copies of Regulatory Disclosure Documents at any time duringthe term of this Agreement unless and until I revoke my consent to electroni
Jun 24, 2021 · Citi Personal Wealth Management is a business of Citigroup Inc., which offers investment products through Citigroup Global Markets Inc. (”CGMI”), member SIPC. Citigroup Life Agency LLC (“CLA”) offers insurance products. In California, CLA does business as Citig
