CLIENT FEATURES USER AGREEMENT. The following terms and conditions (the "Agreement") shall govern your access to and use of certain features (the "Client Features") of the ameriprise.com website that are available only to clients of Ameriprise Financial Services, Inc. ("Ameriprise Financial") and its affiliated companies ("Affiliates"), and, where applicable, other authorized users. Client Features are offered and provided by Ameriprise Financial utilizing technology services from third-party service providers ("Service Providers"). In this Agreement, Ameriprise Financial, its Affiliates and its Service Providers are collectively referred to as "we" or "us." The legal owner of the account(s) which may be accessed and/or transacted upon using Client Features, and any person or persons legally authorized by the legal owner to access or use the Client Features (such authorized persons being "Authorized Users"), shall be referred to as "you." For terms and conditions related to the specific products and services Ameriprise Financial and/or Affiliates may provide to you, including related account transactions, please refer to the applicable product or service agreement.
GENERAL. Client Features are generally differentiated from other parts of ameriprise.com by requiring you to initially register and subsequently log in using a username and password. Client Features allow you to access, consolidate and manage information about certain of your online accounts with us, as well as conduct certain transactions and account-related activities. By accessing and using Client Features, you agree to the terms and conditions of this Agreement, as amended from time to time, and to the terms and conditions outlined in the Rules, Regulations, and Disclaimers section of ameriprise.com, which are incorporated by reference and made part of this Agreement (view Website Rules, Regulations and Disclaimers). If you do not accept the terms of this Agreement, you are not authorized to enroll in or use Client Features. In the event of a conflict between this Agreement and the terms and conditions outlined in the Rules, Regulations, and Disclaimers section of ameriprise.com, this Agreement shall govern with regard to your use of Client Features. Client Features are provided for informational and transactional purposes only and should not be construed as an offer to sell, a solicitation to buy or a recommendation of any security by us. You acknowledge that you must perform your own evaluation of any investment based on your investment objectives, financial resources and risk tolerance. Your purchase of any financial products or services from us is governed by the applicable product or service agreements, not by this Agreement.
LICENSE. During the term of this Agreement, we grant you a non-exclusive, revocable, non-transferable, limited license to use Client Features solely in accordance with the terms of this Agreement. Ameriprise Financial retains all right, title and interest, including all intellectual property rights, in and to Client Features.
ELIGIBILITY. To be eligible to enroll in or use Client Features, you must be at all times a resident of the United States.
USAGE, LIMITATIONS, OBLIGATIONS AND AVAILABILITY. You acknowledge and agree that (i) you will use Client Features only for the purpose of accessing, reviewing and managing your financial information and accounts, as allowed; (ii) you will not copy, reproduce, distribute, create derivative works, resell or make commercial use of Client Features (except that you may print a copy of your financial information for your own personal use); (iii) you will not reverse engineer or reverse compile any technology provided in connection with Client Features, including but not limited to any Java applets; or alter or remove any copyright notices, or other proprietary notices or disclaimers; (iv) your right to use Client Features is restricted to you and you will not provide access to Client Features to any other party without our prior written consent; (v) you will not use Client Features for illegal purposes or for the transmission of material that is unlawful, harassing, libelous (untrue and damaging to others), invasive of another's privacy, abusive, threatening, or obscene, or that infringes the rights of others; (vi) to protect the security of your confidential financial information you will log out of ameriprise.com after completing your use and before conducting other online browsing, transactions or downloads; and, (vii) the availability of Client Features may be subject to interruption and delay due to causes beyond our reasonable control, and we are not liable for the timeliness, deletion, mis-delivery or failure to store any of your data, communications or personalization settings.
ORGANIZATIONAL ACCESS. If you are enrolling for Client Features on behalf of an organizational entity, you agree that this Agreement is binding on both you and the entity, and you warrant that (i) you are an agent of the entity, with the authority to bind that entity to the terms of this Agreement; and, (ii) you will only use Client Features to conduct legitimate business on behalf of the entity.
Any third-party information about securities and other investments available through Client Features reflects the independent opinions of the respective author(s) and are not recommendations of Ameriprise Financial or its Affiliates. Ameriprise Financial will not use information provided through Client Features for the purpose of evaluating or determining the suitability of any securities transactions you conduct with Ameriprise Financial, or to update suitability information that Ameriprise Financial currently has on file for you, except when you provide such information directly to your Ameriprise financial advisor expressly for such purpose.
PASSWORDS; AUTHORIZED USERS. When you register to access and use Client Features, you will create an Ameriprise Financial internet username and password, and provide security clues (collectively, your "Access Information"). Each Authorized User is required to register and create his or her own separate Access Information. You will notify us in writing if you wish to revoke authorization for an Authorized User. You are solely responsible for all activities that occur using your Access Information. You agree you will be the only user of your Access Information, you will keep your Access Information secure, and you will notify us immediately of any unauthorized use or any other security concern you may have (see Notices below). We expressly disclaim any liability with respect to the unauthorized use of your Access Information or related unauthorized use of your Client Features. If you think that an unauthorized access, transfer or transaction has occurred related to your Access Information or your accounts with Ameriprise Financial and/or Affiliates, immediately notify Ameriprise Financial or the applicable Affiliate holding your account(s). The financial institution(s) holding your account(s) is/are responsible for resolving any issues related to unauthorized use or misuse of your Access Information.
MODIFICATION; TERMINATION. We reserve the right to modify Client Features, to cease providing certain tools, information, data or features within Client Features, or to cease providing access to Client Features or any of the content or third-party sites available through Client Features at any time, for any reason and without prior notice. We reserve the right to implement service charges or fees for your use of Client Features with prior notification to you. Such notification will describe any steps you must take to continue having access to Client Features. We will notify you of any material changes to this Agreement (see Notices below). If you continue to use Client Features after such notification, your continued use of Client Features shall constitute acceptance of the Agreement as amended. If you do not agree to the changes, you agree to discontinue your use of Client Features, including online trading activity.
AGREEMENT TERM AND TERMINATION. This Agreement shall remain in force until terminated by either party upon electronic notice of termination to the other parties (see Notices below). If you terminate the Agreement, you will immediately cease use of Client Features.
DISCLAIMER OF WARRANTY. You expressly agree that use of Client Features is at your sole risk, and that Client Features and your financial information are provided "as is," with no warranties whatsoever, including without limitation, warranties of availability, reliability, accuracy, timeliness, completeness, usefulness, course of performance, non-infringement, merchantability or fitness for a particular purpose. We expressly disclaim all warranties of any kind as to Client Features and all information, products, capabilities and content (including that of third parties) included in or accessible from Client Features, whether express or implied. Any material downloaded or obtained through the use of Client Features is acquired at your own risk and you are solely responsible for any damage to your computer system or loss of data that may result. No advice or information, in any form, obtained by you through or from Client Features will create any warranty not expressly stated in this Agreement. Some jurisdictions do not allow the exclusion of certain warranties. Accordingly, some of the above limitations may not apply to you. If there is an inconsistency between this section and any other part of this Agreement, then this section will apply.
LIMITATION OF LIABILITY. You agree that neither Ameriprise Financial nor its Affiliates, Service Providers or any of their affiliates will be liable for any damages, losses, or harm, which lawyers and courts often call direct, indirect, incidental, special, consequential or exemplary damages, including, but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses, even if we have been advised of the possibility of such damages, resulting from: (i) the use or the inability to use the Client Features; (ii) the cost of getting substitute goods and services; (iii) any products, data, information, statements, services purchased or obtained, messages received, or transactions entered into, through or from Client Features; (iv) unauthorized access to or alteration of your transmissions, transactions or data; (v) the use, inability to use, unauthorized use, performance or non-performance of any third-party site; or (vii) any other matter relating to Client Features. Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations may not apply to you. You agree to protect and fully compensate us from any and all third-party claims, liability, damages, expenses and costs (including, but not limited to, reasonable attorneys’ fees) caused by or arising from your use of Client Features, or your violation of this Agreement. This paragraph applies only to the Client Features, and not to products or services that we may provide to you under the terms of other agreements.
OTHER PROVISIONS. You may not assign, sublicense or transfer your rights under this Agreement without our prior written consent. Failure of any party to enforce any provision of this Agreement shall not constitute or be construed as a waiver of the right to enforce such provision. This Agreement will be governed by the laws of the United States and the State of Minnesota without regard to conflicts of laws provisions thereof. If any provision of this Agreement, or portion thereof, is held to be unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect.
COMMUNICATIONS. You agree to receive communications and disclosures from us regarding Client Features in an electronic form and you agree not to circumvent receiving any such messages. Ameriprise Financial or its Service Providers may send communications relating to the Agreement, Client Features, or other related matters via the internet and/or through the secure message feature of ameriprise.com. Such communications shall constitute a "writing" for purposes of satisfying legal requirements and complying with the terms of the Notices section of this Agreement. In order to access agreements and communications electronically, you must have a personal computer equipped with a 128-bit Java script enabled Browser, internet access, and a valid electronic mail account supported by software to enable you to receive electronic mail messages.
NOTICES. All notices regarding this Agreement will be sent to you at your most recent electronic mail address and/or through the secure messaging feature of ameriprise.com. You agree to promptly notify us of any changes to your electronic mail address by updating it in your secure profile on ameriprise.com. You agree to send us all notices regarding this Agreement by electronic mail.
FEATURES FOR WORKING WITH YOUR ADVISOR ONLINE. Client Features include certain enhanced capabilities for working with your advisor online (such capabilities being the "Enhanced Features"). The Enhanced Features allow you to share documents and information related to your Ameriprise Financial account(s) with your Ameriprise financial advisor, members of your current Ameriprise account household group(s) and Authorized Users, and to engage in other online and interactive communication activities with those persons. Your use of the Enhanced Features is subject to the following terms:
ENTIRE AGREEMENT. The terms specified herein set forth the entire understanding and agreement between Ameriprise Financial on the one hand and you on the other hand, and supersede any prior or contemporaneous oral or written agreements or representations regarding the subject matter.
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