Max Advisor Account Addendum

Last Revised: May 9, 2022

YOU SHOULD PRINT OR SAVE THIS ADDENDUM BY USING THE “PRINT” OR “FILE SAVE” OPTIONS ON YOUR INTERNET BROWSER.

You (“you” or the “Advisor”) and Six Trees Capital LLC, a Delaware limited liability company (“Max”), agree to enter into this Max Advisor Account Agreement (the “Addendum”) as an addendum to the Max Terms of Use (the “Terms of Use”) that are binding on you as a user of MaxMyInterest.com (the “Site”). You may access the Terms of Use here. Capitalized terms used but not defined in this Addendum have the meanings set forth in the Terms of Use. This Addendum is effective as of the date that you first accept this Addendum (the “Effective Date”) through the Site.

This Addendum is an addendum to, and supplements and forms part of, the Terms of Use entered into between you and Max with respect to, among other services, your access to personal and financial information of other Max users for whom you serve as their financial advisor.

By accepting this Addendum, you acknowledge and agree that you are bound by all the terms of the Terms of Use, including without limitation those terms relating to limitations of liability, disclaimers of warranties, arbitration and indemnification; provided that the terms of the Addendum shall govern in the event of any conflict with the Terms of Use.

1. Sharing of Customer Information

This information sharing service (the “Service”) allows your clients (each a “Client” and collectively “Clients”) who have a Max account to share certain portions of their User Information and User Financial Information (collectively, the “Client Information”) with you and your (and if applicable, your firm’s) directors, officers, employees, contractors, subcontractors, affiliates, representatives, service providers and agents (collectively, your “Representatives”). In order to access Client Information for one of your Clients, your Client must first identify you as their personal financial advisor to Max through the Site.

By viewing Client Information of any Client, you hereby represent to Max that you are such Client’s actual financial advisor with authority to access such Client’s Client Information, and where applicable, to make such Client Information available to your Representatives. If at any time you cease to be the Client’s actual financial advisor, or the Client revokes your authorization to access their Client Information (whether or not through the Site), you and your Representatives must immediately cease to use this Service and you must notify Max immediately of the change.

By entering into this Addendum to use the Service on behalf of your Client, you agree and consent that:

• (i) Client Information is provided as-is, for informational purposes only, and is only provided to you and your Representatives as of the last date it was updated by Max. Max assumes no responsibility for its timeliness or accuracy.
• (ii) You and your Representatives are solely responsible for complying with the terms of all agreements and laws applicable to your relationship with your Client.
• (iii) You may not charge any markup or additional fees to your Client for your Client’s use of Max, the Service or the Site without the express written permission of Max (it being understood that the foregoing will not prohibit you from charging your standard advisory fees to your Client). Without limiting any other remedy that may be available to Max, any violation of this provision will constitute grounds for immediate termination of your access to the Service.
• (iv) Before your Client may share their Client Information with you through the Site, your Client must establish a Max account and enter into an account agreement with Max. Max may accept or reject any request to enter into an account agreement in its sole and absolute discretion.
• (v) Except as expressly authorized in this Addendum or in another written agreement entered into between you (or your firm) and Max, you shall refrain from making any statements or taking any actions that may reasonably lead any person to believe that you or your firm and Max are affiliated in any way.
• (vi) Max may terminate this Service, or refuse to provide Client Information to you and/or your Representatives at any time or from time to time, in its sole and absolute discretion (it being understood that the foregoing restriction will not prevent your Client from directly sharing personal financial information with you and/or your Representatives).
• (vii) You will only provide Client Information to those of your Representatives who are providing services to the Client, and only to the extent needed for such Representatives to provide those services.
• (viii) You are liable for any action or omission by your Representatives that would be deemed a breach of this Addendum or the Terms of Use if you had committed such action or omission, and you hereby assume all liability for damages relating to or arising out of any such action or omission by your Representatives.

2. Revocation of Access

Your Client may revoke their consent to Max’s sharing of Client Information with you at any time, at which time you and your Representatives will lose access to any of that Client’s Client Information. You agree that upon revocation of your access to Client Information by a Client, you and your Representatives will no longer seek to access such Client’s Client Information through the Site. In addition, you agree to voluntarily withdraw your and your Representatives’ access to Client Information if at any time you cease to be the financial advisor of a Client (whether or not the Client revokes your access through the Site). You can voluntarily withdraw your access to Client Information by contacting Max Member Services at member.services@maxmyinterest.com.

3. Representations and Warranties

By entering into this Addendum, you hereby make each of the representations and warranties set forth in Section 3 of the Terms of Use (as supplemented hereby) as of the Effective Date.

In addition, by entering into this Addendum, you hereby represent and warrant that:

• You are duly authorized to enter into this Addendum and perform your obligations hereunder.
• You are one or more of the following: a) an investment adviser representative of a registered investment adviser in good standing with the United States Securities and Exchange Commission and/or otherwise legally registered under a state’s securities agency; b) a registered representative of a broker-dealer subject to Financial Industry Regulatory Authority and/or other agencies and self-regulatory organizations; c) member of a family office; or d) an advisor providing financial planning services. If at any time you cease to be so registered and in good standing; cease to provide family office services; or cease providing any financial planning services, as applicable, you must cease to use this Service and notify Max immediately of the change. Furthermore, if you change your affiliation or business email, you will notify Max immediately of the change.
• You are currently retained by Client as their financial advisor.
• You and your Representatives are accessing Client Information for the sole direct benefit of your Client, in your capacity as their authorized legal agent and financial advisor.
• Your and your Representatives’ use of the Service and the provision of your services to your Client will comply with all applicable law.

4. Protection of Client Information

You and your Representatives will hold all Client Information in strict confidence. Without limiting the generality of the foregoing, you agree to, and to cause your Representatives to, comply with all applicable laws and regulations relating to the privacy of Client Information, including, without limitation, the data privacy and security requirements arising from the Gramm-Leach-Bliley Act, Regulation S-P, the FACT Act, and all applicable state laws dealing with nonpublic personal data and information.

You shall require your Representatives with access to Client Information to execute (or have executed within the preceding six (6) months) a confidentiality and nondisclosure agreement with you having terms and provisions prohibiting use and disclosure of Client Information substantially similar to and no less restrictive than the terms and provisions in this Addendum.

5. Indemnification for Client Information

Without limitation of your indemnification obligations under the Terms of Use, you agree to defend and indemnify the Max Parties (as defined in the Terms of Use) and to hold them harmless from and against any and all claims, liabilities, damages, losses, and expenses, including without limitation reasonable attorney’s fees and costs, arising out of or in any way connected with (i) your or your Representatives’ access to Client Information or use of this Service; (ii) your or your Representatives’ violation of this Addendum, including breach of any of your representations and warranties contained in this Addendum; (iii) your or your Representatives’ loss, misuse or unauthorized disclosure of any Client Information; and (iv) your or your Representatives’ violation of any applicable law or regulation in connection with the Service or Client Information. Max reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will assist and cooperate with Max in asserting any available defenses. You agree not to settle any such matter without the prior written consent of Max. Max will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it. Each of the Max Parties is an express third party beneficiary of this Section 5 with full rights to enforce its terms.

6. Changes to this Addendum

This Addendum may be amended or modified by Max at any time upon notice to you in the same manner as the Terms of Use may be amended or modified. You are responsible for notifying your Representatives of any such changes. This Addendum will remain in effect notwithstanding any amendments or modifications to the Terms of Use made after the Effective Date, in which case this Addendum will supplement and form a part of the Terms of Use as so amended. You may not amend this Addendum without the prior written agreement of Max.