This Account Agreement states the terms and conditions of your brokerage account
with MyStockFund Securities, Inc. ("MSFS"). Please read this Account Agreement
carefully. Please retain this Account Agreement for future reference, and note
that it is subject to change upon notice to you via posting on the MyStockFund
website, www.MyStockFund.com (the “web
site”, or the “Site”), or otherwise in writing.
In consideration for MSFS opening and maintaining your brokerage account, you
agree, by your electronic acceptance and signature as indicated below, to all
of the provisions, terms and conditions contained in this Account Agreement
(“Agreement”), as it may be amended from time to time in accordance with
1. Account Registration Form. To participate, you
must go online to the MSFS web site, click on the “Open an Account” icon, and
then complete, electronically sign and submit an Account Registration Form
(including an Automated Clearing House (ACH) Consent Form and Credit Card
Authorization) to MSFS. You will be required to select a purchase plan
(“Plan”), and to provide credit card and or ACH information to pay the fees for
the Plan. You warrant and represent that the information that you supply in
your Account Registration Form (or other information you supply to MSFS) is
accurate and truthful. You may go to the MSFS web site, My Account Tab, then
the Personal Account Information page to review the account information you
2. Consent to Electronic Communication. By
accepting this Account Agreement, and opening an account with MSFS (an “MSFS
Account”), you consent to receive electronically all notices, statements,
documents and other communications from MSFS.
These electronic communications may be made by email, by online posting to the
MSFS web site, or by other forms of electronic communication. This means that
your account statements, trade confirmations, tax documents, notices of
modifications to this Account Agreement, and all other notices will be sent to
you electronically, either to your email address or by posting for you on the
MSFS web site.
You acknowledge that you have provided your current accurate email address to
MSFS on your Account Registration Form. You agree to notify MSFS in advance of
any change to your email address. You may change your email address online by
logging into your account and accessing the Manage My Account tab, then
Personal Account Information page. Alternatively, you may do this by sending an
email to us at the following email address:
You will require ownership of or reliable access to computer equipment and
software with at least the capabilities to access, receive and retain
electronic communications from MSFS, an Internet-compatible computer with
browser software and a functional email account. You will also need access to
You agree to promptly review all electronic communications sent by MSFS to your
email address, or posted for you on the MSFS web site. You agree that all such
electronic communication will be deemed received by you upon MSFS’s
transmission of an email to your email address containing the communication or
stating that it is posted for you on the web site.
Right to Withdraw Consent to Electronic Communication and to Receive
Communication in Writing.
You have the right to withdraw your consent to electronic communication from
MSFS at any time, and to elect to receive communication from MSFS in writing.
To do this, you must provide MSFS with a written request for communication in
writing, signed by you, and sent to MSFS as follows:
MyStockFund Securities, Inc.
If you request communication in writing, MSFS will charge an
administrative fee for paper documents. The fee for statements is $5.00 per
month. MSFS reserves the right to increase, decrease or otherwise adjust these
fees from time to time.
Attention: Member Care
P.O. Box 525
Herndon, Virginia 20172-0525
MSFS also reserves the right, if you request communication in writing, to
terminate your MSFS Account. In such case you will no longer be able to
participate in MyStockFund. MSFS will send you stock certificates for any whole
shares of stock in your account, and will send you the cash equivalent of any
fractional shares, less the transaction and account termination costs.
If you require a written copy of any electronic communication sent to you
during the time you consented to electronic communication, that is not more
than 1 year old, you can request this from MSFS, by sending a written request
to MSFS that specifically identifies and dates the communication, signed by
you, and sent to MSFS at the address set forth above.
MSFS will use reasonable efforts to provide you with the written copy that you
request, but cannot guarantee that this will be possible. MSFS will charge an
administrative fee for this service. The fee is presently set at a minimum fee
of $5 per requested communication, plus $.15 per page of writing. MSFS reserves
the right to increase, decrease or otherwise adjust this fee from time to time.
3. Purchases of Securities.
There are four ways that you can purchase securities: (A) purchases within the
maximum number of trades allowed by your selected Plan, (B) purchases that
exceed the maximum number of trades allowed by your selected Plan, (C) online
purchases that are submitted directly on the Site, and (D) Broker Assisted
purchases over the telephone. See Fees
& Services for the pricing associated with each Plan.
A. Purchases that are covered by your selected Plan.
You will purchase securities by using the MSFS web site. You understand that
any purchase orders you enter will be in dollar amounts (not less than $10 per
security) and not specific numbers of shares. Upon execution, your MSFS Account
may be credited for whole and fractional shares (up to five decimal places).
Funds for stock purchases will be automatically debited from the bank, credit
union, or other financial institution account of your choosing, pursuant to
your ACH agreement, and credited to your MSFS Account no less than three (1)
business day prior to the purchase date. No purchase orders will be executed
unless sufficient funds (equal to or greater than the total requested
investment amount) are in your MSFS Account prior to the purchase date. Funds
are moved electronically via ACH transfer.
Any purchase order inadvertently accepted and/or executed without sufficient
funds in your account designated by your ACH agreement, or in your MSFS
Account, will be subject, at MSFS's discretion, to cancellation or liquidation
without prior notification. In the event your MSFS Account is liquidated, you
will be liable for any resulting losses and all associated costs incurred by
MSFS. If MSFS does not receive credit for an ACH transfer because of
insufficient funds or invalid account information, MSFS is authorized to deem
requested purchases void and immediately remove from your MSFS Account the
previously posted credit of such funds. Fees may apply.
Purchase requests for stock symbols that do not exist at the purchase date will
not be executed. This includes shares in companies that have been merged,
acquired or changed for any other reason.
If the purchase of securities is processed over several transactions at various
prices, the price that you will pay for such securities will equal the average
weighted price of the several purchase orders.
No limit orders will be accepted for stock purchases.
Plan purchase orders are routed to the marketplace for execution once per month
or once per week (on the scheduled purchase date) depending on the Plan you
have selected, except in the case of dividend reinvestments, which may occur on
or about the dividend pay date.
B. Purchases that exceed the number of trades covered by your
If you exceed the maximum number of purchases allowed under your selected Plan,
MSFS may execute these additional trades for you on the applicable purchase
date(s). If so, MSFS will debit the purchase funds from your designated bank or
other financial institution pursuant to your ACH agreement, and will charge to
your credit card account the amount of the associated fees under the terms of
C. Online Purchases.
Buy orders can be submitted on the Site. Buy orders are routed to the
marketplace on the same date and approximate time you submit the order. All buy
orders must specify the security and the number of shares to be purchased.
Currently all buy orders are entered as market orders. All market orders can
only be executed between the hours of 9:30am - 4:00pm (Eastern time) on market
trading days. All Buy orders must be submitted during these times. Buy orders
cannot be placed by email or US mail, or left in voice mail.
You also understand that your security will receive the purchase price at which
your buy order executes in the marketplace, which may be different from the
price at which the security is trading when your buy order is submitted to us
or entered into our system.
The online purchase of securities is limited to the value of the assets in your
MSFS Account. MSFS does not permit margin accounts.
D. Broker Assisted Purchases.
If you want to purchase securities without using the web site, you will need to
telephone MSFS offices and request broker assistance. For Broker Assisted
trades, purchase orders are executed in whole shares and you must have funds in
your MSFS Account to fund the trade. Purchase orders cannot be placed by email
or US mail, or left in voice mail. The only means by which a Broker Assisted
purchase order can be placed is to contact MSFS verbally and place the purchase
order, live and in-person, with a broker. Your ability to place a Broker
Assisted trade may be contingent on the availability of a broker.
You also understand that your security will receive the purchase price at which
your buy order executes in the marketplace, which may be different from the
price at which the security is trading when your buy order is submitted to us
or entered into our system.
Any U.S. listed domestic security can be purchased using a Broker Assisted
E. No Purchase of Securities by Credit Card.
The purchase of securities cannot in any case be funded with a credit card.
Purchase of securities can only be funded through your ACH Agreement, or by
your own personal check or money market funds or other securities in your MSFS
4. Sales and Transfers of Securities.
Sell orders are routed to the marketplace on the same date and approximate time
you submit the order (subject to market hours). All sell orders must specify
the number of shares to be sold.
Currently all sell orders are entered as market orders. All market orders can
only be placed between the hours of 9:30am - 4:00pm (Eastern time) on market
trading days. All Sell orders must be submitted during these times. Sell orders
cannot be placed by email or US mail, or left in voice mail. The only means by
which a Broker Assisted sell order can be placed is to contact MSFS verbally
and place the sell order, live and in-person, with a broker. Your ability to
place a Broker Assisted sell may be contingent on the availability of a broker.
Proceeds from the sale of stock, net the transaction fee, will be deposited in
your MSFS Account. If the proceeds of any sale are less than the commission,
MSFS reserves the right to collect the difference.
Fractional share (less than one full share) will be liquidated at the price at
the close of the market that day. If the order is entered after the close, the
fraction will be liquidated at the close price the next business day.
MSFS requires that stock certificates be in your account and in good
deliverable form prior to the acceptance of a sell order. Any sell order
inadvertently accepted without negotiable certificates in the account will be
subject, at MSFS's discretion, to cancellation, or buy-in, and you agree to be
responsible for any cost or loss MSFS may incur. You also understand that your
security will receive the sales price at which your sell order executes in the
marketplace, which may be different from the price at which the security is
trading when your sell order is submitted to us or entered into our system.
You understand and agree that MSFS does not permit selling securities "short"
or margin accounts.
The proceeds of all sales will be retained in your MSFS Account unless you
request otherwise. You may withdraw cash from your account upon request to
Fractional shares in your MSFS Account cannot be transferred out of the
account. In lieu of transferring fractional shares, you will receive the market
value of such fractional interest in the shares, at the close of the market on
the day of your transfer.
5. Automatic Dividend Reinvestment. Automatic
Dividend Reinvestment. If you elect to participate in the Dividend Reinvestment
option, all cash dividends will be credited to your MSFS Account(s) on the
dividend payment date. Those cash dividends will subsequently be debited from
your account(s) and routed to the marketplace to purchase the appropriate
number of shares. Those shares will then be credited to your account(s) on the
payment date or as promptly thereafter as possible. Any portion of the cash
dividend that is not used for the purchase of additional shares will remain
credited to your account(s). You understand that you can change your choice at
Note that this election is an “all or none.” In other words, you cannot have
dividends of one security reinvested, and have dividends of a separate security
paid to cash. If you should liquidate your entire position of that security
after the record date, the cash dividends will be credited to and held in your
You also understand that all confirmations relating to the reinvestment of
dividends and redemptions will be provided only in your monthly account
statement. You may change your choice regarding participation in the automatic
dividend reinvestment program by clicking on the 'My Investments' button bar,
going to the ‘Account Balance and Holdings’ section, and indicating your choice
on 'Click Here to Change Preference'.
6. Order Change Requests. You may change the
dollar amount to be moved by ACH transfer up to twenty four (24) hours prior to
the MSFS purchase date.
You may change the dollar amount you want to invest per security (as long as
the total investment amount does not exceed the available cash in your MSFS
Account) up to 12:00 midnight, Eastern Time, the day before the purchase date.
You may change the securities in which you want to invest (including adding
more symbols or deleting pending orders) up to 12:00 midnight, Eastern Time, on
the day preceding a Plan purchase date (as long as the total investment amount
does not exceed the funds that will be available from both the cash in your
MSFS Account and ACH transfers scheduled to occur prior to the purchase date).
You may make these changes by indicating your choices in the AutoVest Schedule
section of the Site.
7. Order Cancellation Requests. Canceling a Plan
purchase request may be done by 12:00 midnight, Eastern Time, the day before
the purchase date. Buy and sell orders other than planned purchases are routed
to the marketplace immediately upon your submission of the request, and are
entered as market orders. Therefore, the cancellation of a sell order is not
guaranteed and is on a best efforts basis only.
8. Applicable Rules and Regulations. All
transactions in your MSFS Account are subject to the constitution, rules,
regulations, customs and usages of the exchange or market, and its clearing
house, if any, where the transactions are executed by MSFS or its agents. Also,
transactions are subject to the rules and regulations of the Securities and
Exchange Commission and any applicable self-regulatory organization.
9. Restricted Securities. MSFS does not
participate in the sale of restricted securities. You are responsible for all
costs associated with compliance or failure to comply with all the requirements
of Rules 144 and 145(d) for any such intentional or unintentional sale.
10. MSFS as Agent. You understand that MSFS is
acting as your agent unless MSFS notifies you, electronically or in writing,
before the settlement date for the transaction that MSFS is acting as a dealer
for its own account or as agent for some other person.
11. Transaction Confirmations, Account Statements, Notices
and Other Communications. Transaction Confirmations, Account
Statements, Notices and Other Communications. It is your responsibility to
review all confirmations of transactions and account statements when you first
receive them as set forth in Section 2 hereof. Transactions shall be binding
upon you, if you do not object, either in writing or via electronic mail to
MSFS at [email protected], within five (5) days after MSFS sends an
electronic communication to you regarding that transaction, or in the case of
written communication, within five (5) days after the confirmation or account
statement is first received by you. In all cases, MSFS reserves the right to
determine the validity of your objection to a transaction or information
contained in your MSFS Account statement.
Confirmations will not be issued for the sale of fractional shares (less than
one whole share). Review your Account Activity report on the web site to verify
the execution of your request.
Investors will receive statements, confirmations, proxies and other such
documents bearing Legent Clearing and MSFS logo.
12. Stock Certificates. You are entitled, upon
paying any applicable fees to receive physical delivery of fully paid
securities in your account. Stock certificates cannot be issued for fractional
13. SIPC and Other Insurance Coverage. MSFS is a
member of the Securities Investor Protection Corporation ("SIPC"). SIPC
protects the assets in each of your accounts up to $500,000, of which no more
than $100,000 may be in cash. (Please note that money market balances are not
considered cash; they are securities.) Account protection does not cover the
market risks associated with investing. Explanatory brochure available upon
request or at www.sipc.org.
14. No Investment Advice. You acknowledge that
MSFS will not and does not provide you with any legal, tax or accounting advice
or advice regarding the suitability or profitability of a security or
investment. You assume full responsibility and risk for transactions in or for
your MSFS Account and your investment decisions. MSFS and its officers,
directors, stockholders, employees, agents and affiliates will have no
liability for transactions in or for your MSFS Account and your investment
15. Member's Responsibility. Certain securities
may grant the owner valuable rights that may expire unless the owner takes
action. These securities and rights include, but are not limited to warrants,
stock purchase rights, convertible securities and securities subject to a
tender or exchange offer. Some of these offers may have fees. You are
responsible for knowing the rights and terms of all securities in your MSFS
Account. MSFS is not obligated to notify you of any upcoming expiration or
redemption dates, or to take any other action on your behalf, without specific
instructions from you, except as required by law and applicable rules of
regulatory authorities. However, if any such security is about to expire
worthless or be redeemed for significantly less than its fair market value, and
we have not received instructions from you, MSFS may, at its discretion, sell
the security and credit your MSFS Account with the proceeds.
Similarly, you are responsible for knowing about reorganizations related to
securities, which you own, including but not limited to stock splits and
reverse stock splits. MSFS is not obligated to notify you of any such
16. Commissions and Fees. You agree to pay our
plan subscription fees, brokerage commissions and other fees as they apply to
your MSFS Account, transactions, and services you receive or request under your
Plan. The annual, quarterly and monthly subscription fees and any transaction
or other fees are non-refundable. A fee and commission table is available on
the site, at Fees &Services;
17. Satisfaction of Indebtedness. You agree to
satisfy, upon demand, any indebtedness of you to MSFS, and to pay any debit
balance in any of your MSFS Accounts. The reasonable costs and expenses of
collection of any such indebtedness or debit balance, including but not limited
to attorney's fees, will also be payable by you to MSFS. Note that all MSFS
Accounts are cash accounts, not margin accounts, and all securities must be
paid-in-full prior to any purchase. MSFS reserves the right to not execute a
trade if sufficient funds are not in the account designated by your ACH
Agreement, or in your MSFS Account, prior to the purchase.
If there is a debit balance in your MSFS Account more than 21 calendar days it
will be satisfied by MSFS by selling your securities, and we will also collect
any commission applicable to such sales. MSFS will start by selling the largest
security (by dollar amount) first, and will continue to sell until the debit is
18. Liens. All of your securities and/or other
property in any MSFS Account in which you have an interest will be subject to a
lien for the discharge of any and all indebtedness or any other obligation you
may have to MSFS. In enforcing its lien, MSFS at its sole discretion may
determine which securities and/or other property are to be sold.
19. Restrictions on Trading. You understand MSFS
may at any time, at its sole discretion and without prior notice to you,
prohibit or restrict your ability to trade securities, or to substitute
securities, in your MSFS Account.
20. SEC Rule 14B-1(C). Pursuant to Rule 14b-1(c)
under the Securities Exchange Act of 1934, as amended, MSFS is required to
disclose to an issuer the name, address and position of its members who are
beneficial owners of that issuer's securities unless you notify MSFS in writing
of your objection.
21. Telephone Recording. You understand and agree
that for our mutual protection, MSFS may electronically record any of your
telephone conversations with MSFS. You may place Broker Assisted orders by
telephone and you may contact a member care representative by telephone in
order to ask questions about your MSFS Account or get more information about
22. Joint Accounts. Any joint holder may
individually, without notice to the other joint holders, authorize MSFS to buy,
sell, tender, or exchange securities in the MSFS Account and to transfer any
monies or securities into the MSFS Account. However, separate written
instructions, signed by all account holders, are required to disperse or
transfer any assets out of the MSFS Account in a form or to an account not
bearing the identical registration of the MSFS Account.
Unless the joint owners notify us otherwise and provide us such documentation
as we may require, we may presume that it is the express intention of the joint
owners to hold the MSFS Account as joint tenants with rights of survivorship.
In the event of the death of any of the joint owners, the entire interest in
the MSFS Account shall be vested in the surviving joint owner(s) on the same
Account Agreement as theretofore held, without in any manner releasing the
deceased joint owner's estate from liability.
We reserve the right to require written instructions from all MSFS Account
holders, at our discretion.
23. Professional Affiliation. You agree to
promptly notify MSFS in writing if you are now or if you become: (a) registered
or qualified with the Securities and Exchange Commission, the Commodities
Futures Trading Commission, any state securities agency, any securities exchange
or association, or any commodities or futures contract market or association;
(b) engaged as an "investment advisor" as that term is defined in Section
202(a)(11) of the Investment Advisors Act of 1940; or (c) employed by a bank or
other organization exempt from registration under federal and/or state
securities laws to perform functions that would require you to be so registered
or qualified if you were to perform such functions for an organization not so
24. Subscription Rights. You will be notified of
any subscription rights, which are received by MSFS for your account.
25. Payment for Order Flow. The Securities and
Exchange Commission as well as the National Association of Securities Dealers,
Inc. ("NASD") require that all broker/dealers inform their members, when a new
account is opened, on an annual basis thereafter, and on confirmations, of
payment for order flow practices (compensation received by placing orders
through "market makers" and specialists on registered US exchanges). Certain
execution destinations provide MSFS and/or Legent Clearing LLC (the clearing
broker for MSFS) with remuneration for directing order flow to such
destinations. Further information about the source and nature of the
compensation for a particular transaction will be provided upon written
request. This is an accepted industry practice, and at all times we are
committed to achieving the best execution for our clients.
26. Market Data. You also understand that neither
any participating national securities exchange or association, nor any supplier
of market data, guarantees the timeliness, sequence, accuracy or completeness
of market data or any other market information, nor messages disseminated by
any party. Neither MSFS nor any disseminating party shall be liable in any way,
and you agree to indemnify and hold harmless MSFS and such disseminating party,
for (a) any inaccuracy, error or delay in, or omission of (i) any such data,
information or message or (ii) the transmission or delivery of any such data,
information or message; or (b) any loss or damage arising from or occasioned by
(i) any such inaccuracy, error, delay or omission, (ii) non-performance, or
(iii) interruption of any such data, information or message, due either to any
negligent act or omission by MSFS or any disseminating party or to any "force
majeure" (i.e., flood, extraordinary weather conditions, earthquake or other
act of God, fire, war, insurrection, riot, labor dispute, accident, action of
government, communications, power failure or equipment or software malfunction)
or any other cause beyond the reasonable control of MSFS or any disseminating
party. You understand that the terms of this Section 26 may be enforced
directly against you by the national securities exchanges and associations
providing market data.
27. Online Service and Limitation of Liability. You
will use MSFS only in accordance with this Agreement and any additional
services offered through MSFS in the future will only be used in accordance
with this Agreement. You will be responsible for the confidentiality and use of
your user identification name and sign-on password. You understand that you
will be solely responsible for all orders entered through MSFS using your user
identification name and sign-on password. You further understand and agree
that, as a condition of using MSFS to place orders and/or send information, you
will immediately notify MSFS if: (a) you have received acknowledgment of an
execution for an order which you did not place or any similar conflict; or (b)
you become aware of any unauthorized use of your user identification name or
IN THE EVENT OF OCCURRENCE OF ANY OF THE ABOVE CONDITIONS, NEITHER MSFS NOR ANY
OF ITS OFFICERS, DIRECTORS, EMPLOYEES, STOCKHOLDERS, AGENTS, AFFILIATES OR
SUBSIDIARIES (JOINTLY “AFFILIATES”) CAN OR WILL HAVE ANY RESPONSIBILITY OR
LIABILITY TO YOU OR TO ANY OTHER PERSON WHOSE CLAIM MAY ARISE THROUGH YOU FOR
ANY CLAIMS WITH RESPECT TO THE HANDLING, MISHANDLING OR LOSS OF ANY ORDER.
YOU FURTHER AGREE THAT MSFS AND ITS AFFILIATES WILL NOT BE LIABLE FOR ANY
DIRECT, INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL OR EXEMPLARY DAMAGES
(INCLUDING LOST PROFITS, TRADING LOSSES AND DAMAGES) THAT RESULT FROM
INCONVENIENCE, DELAY OR LOSS OF THE USE OF THE MSFS WEB SITE AND/OR SERVICES
EVEN IF MSFS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
YOU AGREE THAT MSFS AND ITS AFFILIATES WILL NOT BE LIABLE FOR ANY LOSSES
RESULTING FROM A CAUSE OVER WHICH MSFS OR ITS AFFILIATES DOES NOT HAVE DIRECT
CONTROL, INCLUDING BUT NOT LIMITED TO THE FAILURE OF COMPUTER, ELECTRONIC OR
MECHANICAL EQUIPMENT OR COMMUNICATION LINES, THE INTERNET, TELEPHONE OR OTHER
INTERCONNECT PROBLEMS (E.G., IF YOU ARE UNABLE TO ACCESS YOUR ONLINE SERVICE
PROVIDER), UNAUTHORIZED ACCESS, THEFT, OPERATOR ERRORS, SEVERE WEATHER,
EARTHQUAKES, FLOODS AND STRIKES OR OTHER LABOR PROBLEMS.
28. Cash Account (Insured Deposit). Cash in your
MSFS Account will automatically be invested in an interest bearing account that
will be insured by either the Federal Deposit Insurance Corporation (FDIC)
providing up to $100,000 of FDIC insurance, or the SIPC providing up to
$100,000 of SIPC insurance. Each account will be paid a rate of interest, which
may fluctuate daily depending on market conditions. Interest will accrue from
the date of deposit to the last full day before the date of withdrawal and is
compounded and credited monthly. There is no minimum period that money must
remain on deposit and consequently, there is no penalty for withdrawals of your
entire balance or any part thereof at any time without notice. Cash deposits
and proceeds from the sale of securities, will be swept into the interest
bearing account, that will be insured by either FDIC or SIPC insurance provided
that the securities sold have been received in good deliverable form prior to
settlement date unless a check or ACH is requested and no other funds are
available. Credit balances needed to satisfy a settling transaction are not
available for investment or disbursement. Minimum increments may be required
for subsequent investments in the funds. Your monthly account statement will
reflect all cash account activity.
29. Extraordinary Events. MSFS and/or its
affiliates and/or agents will not be liable for losses caused directly or
indirectly by government restriction, exchange or market rulings, suspension of
trading, computer, network or telecommunications failure, war, earthquakes,
floods, strikes or any other cause or conditions beyond MSFS's control.
30. Termination of Accounts. You may close your
MSFS Account at any time by giving us written notice. MSFS may terminate your
MSFS Account at any time and for any reason. Closing an MSFS Account will not
affect rights and obligations of either party incurred or arising from
transactions initiated under the Agreement prior to the termination, including
provisions regarding arbitration, which will survive the
termination of this Agreement.
31. Severability. If any provision of this
Agreement is held to be invalid, void or unenforceable by reason of any law,
rule, administrative order or judicial decision, that determination will not
affect the validity of the remaining provisions of this Agreement.
32. Waiver. Except as specifically permitted in
this Agreement, no provision of this Agreement can be, nor be deemed to be,
waived, altered, modified or amended unless agreed to in writing signed by an
authorized officer of MSFS.
33. Successors. You agree that this Agreement and
all its terms will be binding upon your heirs, executors, administrators,
personal representatives and assigns. This Agreement will inure to the benefit
of MSFS and its successors, assigns and agents. MSFS may assign its rights and
duties under this Agreement to any of its subsidiaries or affiliates without
giving you notice, or to any other entity with notice to you.
34. Member Complaints. You agree to direct member
complaints to MSFS Member Care Department, by email to
[email protected], or by telephone to 703-620-5700. Written complaints
can also be sent by mail to MyStockFund Securities, Inc., Attention: Member
Care, P.O. Box 525, Herndon, Virginia 20172-0525.
35. Amendment of Agreement. You agree that MSFS
may amend or modify the terms of this Agreement at any time or times, in its
sole discretion, upon notice to you by posting on the Site, or by other notice
delivered to you in writing. You agree that your use of MyStockFund or of the
Site after notice of an amendment is posted on the Site constitutes your
agreement to the amendment.
36. Governing Law. This Agreement shall be deemed
made in, and shall be construed under and governed by the laws of the
Commonwealth of Virginia, without regard for its choice of law provisions.
37. Entire Understanding. This Agreement, together
between you and MSFS related to your MSFS Account, and the terms contained on
statements and confirmations sent to you, contains the entire understanding and
agreement between you and MSFS concerning the subject matter of this Agreement.
You may not assign your rights and obligations hereunder without first
obtaining the prior written consent of MSFS.
38. AGREEMENT TO ARBITRATE:
IS FINAL AND BINDING ON THE PARTIES.
PARTIES ARE WAIVING THEIR RIGHT TO SEEK REMEDIES IN COURT.
DISCOVERY IS GENERALLY MORE LIMITED THAN AND DIFFERENT FROM COURT PROCEEDINGS.
ARBITRATORS' AWARD IS NOT REQUIRED TO INCLUDE FACTUAL FINDINGS OR LEGAL
REASONING AND ANY PARTYS' RIGHT TO APPEAL OR TO SEEK MODIFICATION OF RULINGS BY
THE ARBITRATORS IS STRICTLY LIMITED.
PANEL OF ARBITRATORS WILL TYPICALLY INCLUDE A MINORITY OF ARBITRATORS WHO WERE
OR ARE AFFILIATED WITH THE SECURITIES INDUSTRY.
You agree to arbitrate any controversy between you and MSFS or any of its
officers, directors, employees, stockholders, agents, subsidiaries or
affiliates arising out of or relating in any way to this Agreement or to your
MSFS Account, including but not limited to; transactions of any kind, or the
performance, construction, or breach of this Agreement or any other written
agreement between you and MSFS. Such arbitration shall be conducted in
accordance with the Code of Arbitration Procedure of the National Association
of Securities Dealers, Inc. as then in effect. You understand that the judgment
upon any award rendered by the arbitrators may be entered in any court having
For purposes of notice to MSFS of any arbitration, the address of MSFS is as
follows: MyStockFund Securities, Inc., Attention: Brokerage Operations; P.O.
Box 525, Herndon, Virginia 20172-0525.
No person will 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: (1) the class certification is
denied; (2) the class is decertified; or (3) the member 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
If you are not residing in the United States at the time of any controversy
between yourself and MSFS subject to this arbitration agreement, you agree to
the provisions discussed above and the following additional provisions: (1) You
agree that the rules of the organization administering the arbitration, namely
the National Association of Securities Dealers, Inc., specifically provides for
the designation of the place where the arbitration is to take place; (2) You
agree to the personal jurisdiction of the courts of Fairfax County and
Alexandria County located in the Commonwealth of Virginia, U.S.A. to interpret
and enforce these arbitration provisions described in this Agreement; and (3)
All arbitrations shall be held in the English language, unless otherwise agreed
to by the parties.
Date: April 30, 2005