Common use of Disciplinary Information Clause in Contracts

Disciplinary Information. As an investment advisor and broker-dealer regulated by the SEC, LPL has been subject to the following SEC orders: • The SEC found that LPL willfully violated Rule 30(a) of Regulation S-P, which requires broker-dealers and registered investment advisors to have written policies and procedures that are reasonably designed to safeguard customer records and information. The SEC ordered LPL to cease and desist from committing future violations of Rule 30(a), censured it for its conduct, and ordered it to pay the $275,000 penalty (2008). • The SEC found that LPL willfully violated Section 17(a)(2) of the Securities Act of 1933 and Rule 10b-10 under the Securities Exchange Act of 1934 in connection with the SEC’s finding that LPL sold mutual fund shares as a broker- dealer without providing certain customers with breakpoint discounts. In connection with the SEC’s order, LPL agreed to pay a fine of $1,116,402 (2004). LPL, as a broker-dealer, is a member of the Financial Industry Regulatory Authority (“FINRA”) and has found to be in violation of FINRA’s rules related to its brokerage activities. In particular, LPL consented to the following sanctions related to the following matters: • LPL’s procedures regarding its review of e-mail communications, resulting in a censure and fine of $100,000 (2011). • LPL’s procedures on transmittals of cash and securities from customer accounts to third party accounts, resulting in a censure and fine of $100,000 (2011). • Allegations that LPL failed to ascertain the best inter-dealer market and buy or sell in such market so that the resulting price to customers was as favorable as possible under prevailing market conditions, resulting in a censure and fine of $20,000 (2011). • LPL’s procedures on supervision of variable annuity exchanges, resulting in a censure and fine of $175,000 (2010). • Allegations that LPL failed to reasonably supervise a registered representative regarding his use of strategies and recommendations involving UITs, resulting in a censure and fine of $125,000 (2008). • LPL’s procedures on supervision of variable annuity exchanges, resulting in a censure and fine of $300,000 (2006). • LPL’s procedures regarding mutual fund Class B and Class C shares, resulting in a censure and fine of $2,400,000 (2005). • LPL’s procedures on supervision activities of its registered representative in connection with wire transfers, resulting in a censure and fine of $75,000 (2005). • Allegations that LPL maintained revenue sharing programs in which mutual fund complexes paid a fee for preferential treatment, resulting in a censure and fine of $3,602,398 (2005). • Allegations regarding late filings to FINRA reporting obligations, resulting in a censure and fine of $450,000 (2004). • Allegations regarding failure to provide customers mutual fund breakpoint discounts, resulting in a censure and fine of $2,232,805 (2004). LPL, as a broker-dealer, is regulated by each of the 50 states and has been the subject to violation of state laws and regulations in connection with its brokerage activities. In particular, LPL has been the subject to the following orders: • From the state of Illinois regarding allegations that LPL failed to reasonably supervise a registered representative in connection with the sale of oil and gas limited partnerships, resulting in a fine of $167,796 (2010). • From the state of Missouri regarding allegations that LPL failed to supervise a registered representative in the sale of a variable annuity, resulting in a fine of $37,540 (2010). • From the state of Montana regarding allegations that LPL failed to supervise a registered representative to ensure compliance with the Montana Securities Act, resulting in a fine of $150,000 (2009). • From the state of Pennsylvania regarding allegations that LPL failed to maintain and enforce procedures for supervision of one of its registered representatives, resulting in a fine of $230,000 (2007). For more information about disciplinary and legal events involving LPL and its IARs, client should refer to Investment Advisor Public Disclosure at xxx.xxxxxxxxxxx.xxx.xxx or FINRA BrokerCheck at xxx.xxxxx.xxx.

Disciplinary Information. As an investment advisor and broker-dealer regulated by the SEC, LPL has been subject to the following SEC orders: • The SEC found that LPL willfully violated Rule 30(a) of Regulation S-P, which requires broker-dealers and registered investment advisors to have written policies and procedures that are reasonably designed to safeguard customer records and information. The SEC ordered LPL to cease and desist from committing future violations of Rule 30(a), censured it for its conduct, and ordered it to pay the $275,000 penalty (2008). • The SEC found that LPL willfully violated Section 17(a)(2) of the Securities Act of 1933 and Rule 10b-10 under the Securities Exchange Act of 1934 in connection with the SEC’s finding that LPL sold mutual fund shares as a broker- broker-dealer without providing certain customers with breakpoint discounts. In connection with the SEC’s order, LPL agreed to pay a fine of $1,116,402 (2004). LPL, as a broker-dealer, is a member of the Financial Industry Regulatory Authority (“FINRA”) and has found to be in violation of FINRA’s rules related to its brokerage activities. In particular, LPL consented to the following sanctions related to the following matters: • LPL’s supervisory systems to monitor and ensure the timely delivery of mutual fund prospectuses, resulting in a censure and fine of $400,000 (2012). • LPL’s procedures regarding its review of e-mail communications, resulting in a censure and fine of $100,000 (2011). • LPL’s procedures on transmittals of cash and securities from customer accounts to third party accounts, resulting in a censure and fine of $100,000 (2011). • Allegations that LPL failed to ascertain the best inter-dealer market and buy or sell in such market so that the resulting price to customers was as favorable as possible under prevailing market conditions, resulting in a censure and fine of $20,000 (2011). • LPL’s procedures on supervision of variable annuity exchanges, resulting in a censure and fine of $175,000 (2010). • Allegations that LPL failed to reasonably supervise a registered representative regarding his use of strategies and recommendations involving UITs, resulting in a censure and fine of $125,000 (2008). • LPL’s procedures on supervision of variable annuity exchanges, resulting in a censure and fine of $300,000 (2006). • LPL’s procedures regarding mutual fund Class B and Class C shares, resulting in a censure and fine of $2,400,000 (2005). • LPL’s procedures on supervision activities of its registered representative in connection with wire transfers, resulting in a censure and fine of $75,000 (2005). • Allegations that LPL maintained revenue sharing programs in which mutual fund complexes paid a fee for preferential treatment, resulting in a censure and fine of $3,602,398 (2005). • Allegations regarding late filings to FINRA reporting obligations, resulting in a censure and fine of $450,000 (2004). • Allegations regarding failure to provide customers mutual fund breakpoint discounts, resulting in a censure and fine of $2,232,805 (2004). LPL, as a broker-dealer, is regulated by each of the 50 states and has been the subject to orders related to the violation of state laws and regulations in connection with its brokerage activities. In particular, LPL has been the subject to the following orders: • From the state of Illinois regarding allegations that LPL failed to reasonably supervise a registered representative in connection with the sale of oil and gas limited partnerships, resulting in a fine of $167,796 (2010). • From the state of Missouri regarding allegations that LPL failed to supervise a registered representative in the sale of a variable annuity, resulting in a fine of $37,540 (2010). • From the state of Montana regarding allegations that LPL failed to supervise a registered representative to ensure compliance with the Montana Securities Act, resulting in a fine of $150,000 (2009). • From the state of Pennsylvania regarding allegations that LPL failed to maintain and enforce procedures for supervision of one of its registered representatives, resulting in a fine of $230,000 (2007). For more information about those state events and other disciplinary and legal events involving LPL and its IARs, client should refer to Investment Advisor Public Disclosure at xxx.xxxxxxxxxxx.xxx.xxx or FINRA BrokerCheck at xxx.xxxxx.xxx.

Disciplinary Information. ‌ As an investment advisor and broker-dealer regulated by the SEC, LPL has been subject was found by the SEC to the following SEC orders: • The SEC found that LPL have willfully violated Rule 30(a) of Regulation S-P, which requires broker-dealers and registered investment advisors to have written policies and procedures that are reasonably designed to safeguard customer records and information. The SEC ordered LPL to cease and desist from committing future violations of Rule 30(a), censured it for its conduct, and ordered it to pay the $275,000 penalty (2008). • The SEC found that LPL willfully violated Section 17(a)(2) of the Securities Act of 1933 and Rule 10b-10 under the Securities Exchange Act of 1934 in connection with the SEC’s finding that LPL sold mutual fund shares as a broker- dealer without providing certain customers with breakpoint discounts. In connection with the SEC’s order, LPL agreed to pay a fine of $1,116,402 (2004). LPL, as a broker-dealer, is a member of the Financial Industry Regulatory Authority (“FINRA”) FINRA and has found to be in violation of FINRA’s rules related to its brokerage activities. In particular, LPL consented to the following sanctions related to the following matters: • LPL’s various brokerage supervisory procedures, including those related to the sale of complex non-traditional ETFs, variable annuity contracts, REITs and other products in brokerage accounts, as well as LPL’s failure to monitor and report trades and deliver trade confirmations, resulting in a censure and fine of $10,000,000, and restitution of $1,664,592 (2015). • LPL’s processing and supervision of the sale of alternative investments, including non-traded real estate investment trusts, resulting in a censure and fine of $950,000 (2014). • LPL’s systems and procedures related to the review and retention of email, resulting in a censure, fine of $7.5 million, and establishment of a fund of $1.5 million to cover payments to eligible former brokerage customer claimants who may not have received all emails in connection with their claim (2013). • LPL’s supervisory systems to monitor and ensure the timely delivery of mutual fund prospectuses, resulting in a censure and fine of $400,000 (2012). • LPL’s procedures regarding its review of e-mail communications, resulting in a censure and fine of $100,000 (2011). • LPL’s procedures on transmittals of cash and securities from customer accounts to third party accounts, resulting in a censure and fine of $100,000 (2011). • Allegations that LPL failed to ascertain the best inter-dealer market and buy or sell in such market so that the resulting price to customers was as favorable as possible under prevailing market conditions, resulting in a censure and fine of $20,000 (2011). • LPL’s procedures on supervision of variable annuity exchanges, resulting in a censure and fine of $175,000 (2010). • Allegations that LPL failed to reasonably supervise a registered representative regarding his use of strategies and recommendations involving UITs, resulting in a censure and fine of $125,000 (2008). • LPL’s procedures on supervision of variable annuity exchanges, resulting in a censure and fine of $300,000 (2006). • LPL’s procedures regarding mutual fund Class B and Class C shares, resulting in a censure and fine of $2,400,000 (2005). • LPL’s procedures on supervision activities of its registered representative in connection with wire transfers, resulting in a censure and fine of $75,000 (2005). • Allegations that LPL maintained revenue sharing programs in which mutual fund complexes paid a fee for preferential treatment, resulting in a censure and fine of $3,602,398 (2005). • Allegations regarding late filings to FINRA reporting obligations, resulting in a censure and fine of $450,000 (2004). • Allegations regarding failure to provide customers mutual fund breakpoint discounts, resulting in a censure and fine of $2,232,805 (2004). LPL, as a broker-dealer, is regulated by each of the 50 states and has been the subject to orders related to the violation of state laws and regulations in connection with its brokerage activities. In particularAs part of a global settlement with certain members of the North American Securities Administrators Association (NASAA), LPL has been submitted to consent orders with various state regulatory authorities regarding the subject sale in brokerage accounts of non-traded real estate investment trusts (REITs) in excess of prospectus standards, state concentration limits or LPL’s internal guidelines, resulting in an aggregate civil penalty of $1,425,000, reimbursement of certain investigative expenses and remediation of losses to impacted customers. Separately, LPL submitted to a consent order with the following orders: • From the state State of Illinois regarding allegations that LPL failed to reasonably supervise a registered representative New Hampshire Bureau of Securities Regulation in connection with the sale of oil non-traded REITs in excess of prospectus standards, state concentration limits or LPL’s internal guidelines, resulting in an administrative fine of $250,000, reimbursement of investigative costs of $250,000, a $250,000 contribution to an investor education fund and gas limited partnershipsremediation of losses to impacted customers. In 0000, XXX submitted to a consent order with the State of Delaware and an assurance of discontinuance with the Commonwealth of Massachusetts in connection with the sale of leveraged and inverse leveraged exchange-traded funds (“Leveraged ETFs”), resulting in an administrative fine of $50,000 (DE), a penalty of $200,000 (MA), restitution to Delaware customers in an amount up to $150,000, restitution to Massachusetts customers in an amount up to $1,600,000, and an agreement to make certain changes in its supervisory system with respect to Leveraged ETFs. In 0000, XXX submitted to a consent order with the Massachusetts Securities Division in connection with findings that LPL failed to implement procedures related to the use of senior-specific titles by LPL representatives as required under Massachusetts law. LPL agreed to a censure and fine of $250,000. In 0000, XXX submitted to two consent orders with the Illinois Securities Department in connection with (i) findings that LPL failed to detect improper and fraudulent conduct by one of its IARs, resulting in a censure, fine of $167,796 500,000, and restitution to impacted customers; and (2010). • From the state of Missouri regarding allegations that LPL failed ii) certain variable annuity exchange transactions, in particular, relating to supervise a registered representative in the sale of a variable annuityfailure to adequately enforce supervisory procedures and maintain certain books and records required under Illinois law, resulting in a censure, fine of $37,540 (2010)2,000,000, and restitution to impacted customers. • From the state of Montana regarding allegations that LPL failed In 0000, XXX submitted to supervise a registered representative to ensure compliance consent order with the Montana Massachusetts Securities ActDivision in connection with the sale of non-traded real estate investment trusts to Massachusetts residents in excess of Massachusetts concentration limits. LPL agreed to a censure, resulting in a fine of $150,000 (2009). • From the state of Pennsylvania regarding allegations that LPL failed 500,000, and restitution to maintain and enforce procedures for supervision of one of its registered representatives, resulting in a fine of $230,000 (2007)impacted customers. For more information about those state events and other disciplinary and legal events involving LPL and its IARs, client should refer to Investment Advisor Public Disclosure at xxx.xxxxxxxxxxx.xxx.xxx or FINRA BrokerCheck at xxx.xxxxx.xxx.

Disciplinary Information. As an investment advisor and broker-dealer regulated by the SEC, LPL has been subject was found by the SEC to the following SEC orders: • The SEC found that LPL have willfully violated Rule 30(a) of Regulation S-P, which requires broker-dealers and registered investment advisors to have written policies and procedures that are reasonably designed to safeguard customer records and information. The SEC ordered LPL to cease and desist from committing future violations of Rule 30(a), censured it for its conduct, and ordered it to pay the a $275,000 penalty (2008). • The SEC found that LPL willfully violated Section 17(a)(2) of the Securities Act of 1933 and Rule 10b-10 under the Securities Exchange Act of 1934 in connection with the SEC’s finding that LPL sold mutual fund shares as a broker- dealer without providing certain customers with breakpoint discounts. In connection with the SEC’s order, LPL agreed to pay a fine of $1,116,402 (2004). LPL, as a broker-dealer, is a member of the Financial Industry Regulatory Authority (“FINRA”) FINRA and has found to be in violation of FINRA’s rules related to its brokerage activities. In particular, LPL consented to the following sanctions related to the following matters: • The effectiveness of LPL’s anti-money laundering program, LPL’s failure to amend certain Forms U4 and U5, and LPL’s systems and supervisory procedures relating to Forms U4 and U5 reporting requirements, resulting in a censure and a fine of $2,750,000 and an undertaking to review the process used to disclose customer complaints on Forms U4 and U5 (2018). • LPL’s brokerage supervisory and disclosure procedures related to the sale of certain brokered certificates of deposit in brokerage accounts, resulting in a censure and a fine of $375,000 (2018). • LPL’s systems and supervisory procedures relating to the creation and distribution of certain required account notices, resulting in a censure, a fine of $900,000, and an undertaking to review affected processes (2016). • LPL’s systems and supervisory procedures relating to the format in which certain electronic records were retained, resulting in a censure and a fine of $750,000 (2016). • LPL’s various brokerage supervisory procedures, including those related to the sale of complex non-traditional ETFs, variable annuity (“VA”) contracts, real estate investment trusts (“REITs”) and other products in brokerage accounts, as well as LPL’s failure to monitor and report trades and deliver trade confirmations, resulting in a censure and a fine of $10,000,000, and restitution of $1,664,592 (2015). • LPL’s processing and supervision of the sale of alternative investments, including non-traded REITs, resulting in a censure and a fine of $950,000 (2014). • LPL’s systems and procedures related to the review and retention of email, resulting in a censure, a fine of $7.5 million, and establishment of a fund of $1.5 million to cover payments to eligible former brokerage customer claimants who may not have received all emails in connection with their claim (2013). • LPL’s supervisory systems to monitor and ensure the timely delivery of mutual fund prospectuses, resulting in a censure and a fine of $400,000 (2012). • LPL’s procedures regarding its review of e-mail communications, resulting in a censure and a fine of $100,000 (2011). • LPL’s procedures on transmittals of cash and securities from customer accounts to third party accounts, resulting in a censure and a fine of $100,000 (2011). • Allegations that LPL failed to ascertain the best inter-dealer market and buy or sell in such market so that the resulting price to customers was as favorable as possible under prevailing market conditions, resulting in a censure and fine of $20,000 (2011). • LPL’s procedures on supervision of variable annuity VA exchanges, resulting in a censure and a fine of $175,000 (2010). • Allegations that LPL failed to reasonably supervise a registered representative regarding his use of strategies and recommendations involving UITs, resulting in a censure and a fine of $125,000 (2008). • LPL’s procedures on supervision of variable annuity exchanges, resulting in a censure and fine of $300,000 (2006). • LPL’s procedures regarding mutual fund Class B and Class C shares, resulting in a censure and fine of $2,400,000 (2005). • LPL’s procedures on supervision activities of its registered representative in connection with wire transfers, resulting in a censure and fine of $75,000 (2005). • Allegations that LPL maintained revenue sharing programs in which mutual fund complexes paid a fee for preferential treatment, resulting in a censure and fine of $3,602,398 (2005). • Allegations regarding late filings to FINRA reporting obligations, resulting in a censure and fine of $450,000 (2004). • Allegations regarding failure to provide customers mutual fund breakpoint discounts, resulting in a censure and fine of $2,232,805 (2004). LPL, as a broker-dealer, is regulated by each of the 50 states and has been the subject of orders related to the violation of state laws and regulations in connection with its brokerage activities. In particular, LPL has been the subject entered into consent orders related to the following ordersmatters: • From the state of Illinois regarding allegations that LPL failed LPL’s brokerage supervisory procedures relating to reasonably supervise a registered representative in connection with the sale of oil email review and gas limited partnershipsannual branch office examinations, resulting in a fine civil penalty of $167,796 450,000 and an undertaking for third-party review of related processes (2010Indiana, 2018). • From the state of Missouri regarding allegations that LPL failed to supervise a registered representative in the The sale of unregistered, non-exempt securities in violation of state registration requirements, resulting (upon entry of the individual consent order) in payment to each participating state or jurisdiction of a variable annuitycivil penalty of $499,000, reimbursement of certain investigative expenses, remediation through repurchase of certain securities and payment of losses to certain affected customers, and certain additional undertakings (Settlement with up to 53 members of the North American Securities Administrators Association (NASAA), 2018). • The sale of non-traded alternative investments in excess of prospectus standards or LPL’s internal guidelines and the maintenance of related books and records, resulting in a censure, a fine of $37,540 950,000, a $25,000 contribution to an investor education fund and remediation of losses to impacted customers (2010New Jersey, 2017). • From LPL’s supervisory practices for LPL representatives located on the state premises of Montana regarding allegations that LPL failed to supervise a registered representative to ensure compliance with the Montana Securities Actcredit union, resulting in a censure, a fine of $150,000 1,000,000, and an undertaking to avoid investor confusion specific to the name under which the credit union does business and review LPL’s related policies and procedures (2009Massachusetts or “MA,” 2017). • From the state LPL’s oversight of Pennsylvania regarding allegations that LPL failed to maintain and enforce procedures for supervision of one of its registered representativescertain VA transactions, resulting in a censure, a fine of $230,000 975,000, restitution to clients and former clients of an LPL representative, disgorgement of commissions retained by LPL in connection with such representative’s VA sales, and an undertaking to review such representative’s brokerage and advisory activities and LPL’s related policies and procedures (2007MA, 2017). • The sale in brokerage accounts of non-traded REITs in excess of prospectus standards, state concentration limits or LPL’s internal guidelines, resulting in an aggregate civil penalty of $1,425,000, reimbursement of certain investigative expenses and remediation of losses to impacted customers (Global settlement with certain members of NASAA, 2015). • The sale of non-traded REITs in excess of prospectus standards, state concentration limits or LPL’s internal guidelines, resulting in an administrative fine of $250,000, reimbursement of investigative costs of $250,000, a $250,000 contribution to an investor education fund and remediation of losses to impacted customers (New Hampshire, 2015). • The sale of leveraged and inverse leveraged ETFs (“Leveraged ETFs”), resulting in an administrative fine of $50,000 (Delaware), a penalty of $200,000 (MA), restitution to Delaware customers in an amount up to $150,000, restitution to MA customers in an amount up to $1,600,000, and an agreement to make certain changes in its supervisory system with respect to Leveraged ETFs (2015). • Failure to implement procedures related to the use of senior-specific titles by LPL representatives as required under MA law, resulting in a censure and a fine of $250,000 (2015). • Failure to detect improper and fraudulent conduct by an LPL representative, resulting in a censure, a fine of $500,000, and restitution to impacted customers; and failure to adequately enforce supervisory procedures and maintain certain books and records required under Illinois law in connection with certain VA exchange transactions, resulting in a censure, a fine of $2,000,000, and restitution to impacted customers (2014). • The sale of non-traded REITs to MA residents in excess of MA concentration limits, resulting in a censure, a fine of $500,000, and restitution to impacted customers (2013). For more information about those state events and other disciplinary and legal events involving LPL and its IARs, client should refer to Investment Advisor Public Disclosure at xxx.xxxxxxxxxxx.xxx.xxx or FINRA BrokerCheck at xxx.xxxxx.xxx.