This Managed Account Subscription Agreement (“Agreement”) sets forth the terms and conditions under which ProNvest Inc., dba Future Capital (“Future Capital,” “we,” “our,” “us”), a registered investment advisor with the Securities and Exchange Commission (“SEC”) under the Investment Advisers Act of 1940, as amended (“Advisers Act”), provides investment advisory and management services (“Services”) to you (“Client,” “you,” “your”). To the extent any Services are provided through our website located at https://futurecapital.com, you agree to be bound by the Terms of Use.
You appoint Future Capital to provide discretionary Account management and act as your agent and attorney-in-fact with limited power and authority to act for and on behalf of you to buy, sell, and otherwise effect investment transactions in the name of your Account. No cash or securities or any property will be paid or delivered to Future Capital, except fees as provided in Section 7. The authorizations set forth under this Section 2 will continue until this Agreement is terminated as provided below or we have actual receipt of notice of a Client’s death or judicially determined incompetence.
To use the Services, you permit us to link to your third-party financial accounts. These linked accounts allow us to access relevant information regarding your holdings and balances (“Third-Party Account Information”). Third-Party Account Information may include personally identifiable information, which we process and handle in accordance with our Privacy Policy. It is your responsibility to ensure the truth, accuracy, and completeness of your Third-Party Account Information. We are not responsible for the Third-Party Account Information and your relationship with any third-party provider is governed by the agreement between you and the third-party provider.
You acknowledge each of the following:
To the greatest extent allowed by law, you consent to receive all communications and notices electronically via the email address you provide to us. You agree that all notices, agreements, disclosures, documents, statements, data, records, and other communications that we provide to you electronically satisfy the same legal requirements that would be satisfied if such were provided in a hardcopy form. It is your responsibility to provide us with your correct email address and to update your email address when necessary. All communications we send to your registered email address will be deemed as delivered and will constitute proper and effective notice. You may request a paper copy of any electronic communication by contacting us at 1-866-738-5125 or support@futurecapital.com. We reserve the right to charge a reasonable fee for producing and mailing the paper version. You may also withdraw your consent to receive electronic communications at any time by contacting us at the phone number or email address listed above. You understand that withdrawing your consent could result in your access to certain of our services being restricted or terminated.
This Agreement will become effective when you subscribe to the Services by completing registration through the Future Capital online platform or otherwise accepting this Agreement. You subscription to the Services will automatically renew on a month-to-month basis. You may cancel your subscription at any time upon five (5) days’ advance notice to us by contacting us at 1-866-738-5125 or at support@futurecapital.com. This Agreement will terminate when you cancel your subscription, and you will not be entitled to a refund of any fees already paid. Future Capital, in our sole discretion, may suspend or terminate this Agreement at any time and without notice. You agree that we will have no liability to you for suspension or termination. Cancellation or termination of this Agreement will not affect the validity of any action previously taken by either party under this Agreement or any liabilities or obligations incurred prior to termination, including your obligation to pay fees and expenses incurred before termination.
We will charge you a flat monthly fee determined by the fair market value of the securities in your Account, calculated on the date of your initial subscription and each twelve-month anniversary thereafter. If your balance is $0.00 in any given quarter, you will be notified, and this Agreement may be terminated. Your fee information will be provided to you upon sign up and is available to you at any time in your online Future Capital dashboard. Future Capital may, without obtaining your signature, reduce your existing advisory fee. Our current fees are as follows:
You will be charged your first monthly fee upon subscribing to the Services and you will continue to be charged a monthly fee on the same day each month as your initial subscription date unless this Agreement is suspended or terminated as set forth in Section 6. All fees are charged in advance. You understand that your subscription will automatically renew each month. Unless we agree to an alternative payment method, such as payroll deduction authorized through your employer, all payments must be made via a current credit card on file with Future Capital. You hereby authorize Future Capital, upon monthly subscription renewal and without further notice to you, to collect the then-applicable fees using any credit card we have on record for you. If your payment is declined or otherwise not received by us, we will notify you and may suspend or terminate your subscription unless and until you provide updated credit card information.
Credit card payment processing services are provided by Stripe, Inc. (“Stripe”) and are subject to the Stripe Connected Account Agreement, which includes the Stripe Terms Of Service (collectively, the “Stripe Services Agreement”). By using the Services, you agree to be bound by the Stripe Services Agreement, as may be modified by Stripe from time to time. As a condition to us enabling credit card payment processing services through Stripe, you agree to provide us with accurate and complete information about yourself and you authorize us to share any such information with Stripe, as well as transaction information related to your use of the Stripe payment processing services. We are not responsible for the performance of any third-party credit card processing or third-party payment services.
ALL INVESTMENTS INVOLVE RISKS, INCLUDING BUSINESS, ECONOMIC, MARKET, POLITICAL, AND GEOPOLITICAL RISKS. PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE SUCCESS. YOUR ACCOUNT MAY LOSE MONEY, INCLUDING PRINCIPAL, AND YOUR INVESTMENTS WILL FLUCTUATE DEPENDING ON MARKET CONDITIONS. ASSET ALLOCATIONS AND DIVERSIFICATION DO NOT ELIMINATE RISK OF LOSS OR GUARANTEE SUCCESSFUL PERFORMANCE. FUTURE CAPITAL MAKES NO REPRESENTATIONS OR GUARANTEES REGARDING THE PERFORMANCE OF YOUR ACCOUNT, INCLUDING THE PROFITABILITY OF ACCOUNT ALLOCATIONS OR LIKELIHOOD OF ACHIEVING A PARTICULAR OUTCOME. FUNDS ARE NOT INSURED OR GUARANTEED BY THE UNITED STATES GOVERNMENT OR ANY AGENCY THEREOF, OR BY ANY STATE OR AGENCY THEREOF.
Future Capital and the Independent Adviser each is an investment adviser registered with the SEC under the Advisers Act. To the extent a retirement plan is subject to ERISA or Section 4975 of the Internal Revenue Code, Future Capital acknowledges that it is a fiduciary with respect to the appointment of the Independent Adviser under this Agreement, and the Independent Adviser acknowledges that it is a fiduciary with respect to the investment advice it provides under this Agreement. You understand that the relationship between Future Capital and the Independent Adviser is that of independent contractors. You and Future Capital both agree that the Independent Adviser is a third-party beneficiary of this Agreement, and that your and our agreements hereunder in respect of the Independent Adviser are binding on and legally enforceable by the Independent Adviser against you.
You acknowledge receipt of each of the following: (a) ProNvest dba Future Capital’s Form ADV Part 2A, Form ADV Part 3, and Privacy Notice which are also located at https://www.futurecapital.com/legal; and (b) the Independent Adviser’s Form ADV Part 2A which is also available at www.adviserinfo.sec.gov. When you register for an online account with Future Capital, a copy of each of the aforementioned documents will be placed in your online documents folder. You may contact us to obtain an additional electronic copy of any disclosure document or to request a hard copy be sent to you at no charge.
This Agreement will be deemed to have been made in the State of Tennessee and to the maximum extent allowed by law, and in compliance with the Advisers Act, will be governed by the laws of the State of Tennessee, without reference to principles of conflicts or choice of laws.
To the greatest extent allowed by law, you consent to receive all communications and notices electronically via the email address you provide to us. You may request a paper copy of any electronic communication by contacting us at 1-866-738-5125. We reserve the right to charge a reasonable fee for producing and mailing the paper version. You may also withdraw your consent to receive electronic communications at any time by contacting us at the phone number listed above. You understand that withdrawing your consent could result in your access to certain of our services being restricted or terminated. You agree that your electronic signature, including but not limited to the use of a mouse, keypad, or other electronic device to select any icon, item, or button, constitutes your signature and is the legal equivalent of your manual signature on this Agreement. Your intentional action in electronically accepting the terms of this Agreement and use of the Services are valid evidence of your consent to be legally bound by this Agreement. The use of an electronic version of these documents fully satisfies any requirement that they be provided to you in writing. You may contact us to obtain a record of the documents that you electronically accepted.
If any provision of this Agreement is held invalid or unenforceable by reason of any law, rule, order, or judicial decision, such determination will have no effect on the validity of the remaining provisions of this Agreement.
No provision of this Agreement will be deemed waived, altered, modified, or amended unless agreed to in writing by Future Capital.
This Agreement sets forth the entire understanding of the parties hereto with respect to the services to be provided to you by Future Capital. Any and all previous agreements and understandings between us and you regarding the subject matter of this Agreement, whether written or oral, are superseded by this Agreement. Future Capital may amend this Agreement by providing you with thirty (30) days’ advance notice.
We may not assign our rights and duties under this Agreement to any of our successors, subsidiaries, affiliates, or any other entity without obtaining your consent. You will be deemed to have consented to us assigning our rights and duties under this Agreement if after receiving adequate written electronic notice of a proposed assignment, you do not serve notice of objection to us. You may not assign the rights and obligations under this Agreement without first obtaining our prior written consent. Any purported assignment in violation of this Agreement will be void.
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