OnePay IRA Account Agreement
Effective: May 18, 2026
Your IRA Account
Demand Deposit Account
Customer Identification Program Notice
Trusted Contact Person
Representations and Warranties
Data and Information We Provide
Prohibited Uses of Your IRA Account
Privacy Policies
Carrying Broker
Trading
Self-Directed IRA Account; No Investment Advice or Recommendations
Risks of Investing
Fractional Shares
SIPC Membership and FINRA BrokerCheck
Margin Account Limitations; No Extension of Credit; Funding Mechanism
Rollovers
Confirmations and Statements
Corporate Actions, Reorganizations, and Delisting
Payment for Order Flow
Account Suspension or Termination
Commissions, Fees, and Taxes
Error Corrections
Monitoring and Recording
Account Security
Third-Party Content
Market Data
Provisions Applicable to Nonprofessional Subscribers
Consent to Electronic Delivery
No Warranty
Setoff
Amendments
Legal Proceedings
Governing Law; Choice of Forum
Assignment
Severability
Non-Waiver
Interpretation
Entire Agreement
Limitation of Liability; Indemnification
Pre-Dispute Arbitration
Appendix A
Appendix B
THIS AGREEMENT INCLUDES A JURY TRIAL WAIVER AND A BINDING PRE-DISPUTE ARBITRATION PROVISION THAT CONTAINS A CLASS ACTION WAIVER. PLEASE REFER TO SECTION 40 ON PAGE 32 BELOW FOR MORE INFORMATION.
ONEPAY IRA CUSTOMER ACCOUNT AGREEMENT
This OnePay IRA Customer Account Agreement (the “Agreement”) contains the terms and conditions related to your individual retirement account with One Growth Securities LLC, a broker-dealer registered with the Securities and Exchange Commission (“SEC”), and a member of the Financial Industry Regulatory Authority (“FINRA”) and the Securities Investor Protection Corporation (“SIPC”) and your use of the OnePay App (as defined below) to research and transact in securities through such individual retirement account. (Depending upon the context, One Growth Securities LLC is referred to in this Agreement as “OnePay Invest”, or “One Growth”, “we”, or “our”, or “us”.)
One Growth interacts with clients through a website and mobile application (collectively, the “OnePay App”), which is owned and operated by One Growth’s affiliate, One Finance Inc. (“OFI”). In this Agreement, the term “IRA Account” refers to your individual retirement account with OnePay Invest, which may be established as a Traditional IRA under Section 408 of the Internal Revenue Code of 1986, as amended (the “Code”), and/or as a Roth IRA under Section 408A of the Code. By applying for an IRA Account, you acknowledge that you have read, understood, and agree to be bound by the terms of this Agreement. The terms and conditions of this Agreement (including, for the avoidance of doubt, each of the documents 1-4 enumerated in the paragraph below) will control any IRA Account you are opening with us.
This Agreement also refers to and includes by reference the following additional documents:
OnePay Terms of Service
E-Sign Consent Agreement
OnePay Privacy Policy
OnePay Privacy Notice
OnePay IRA Account Custodial Agreement
(These five documents, together with this Agreement, are referred to herein collectively as the “OnePay Disclosures”.)
Other products and services offered by our affiliates through the OnePay App are governed through separate agreements, and current versions of these agreements and the OnePay Disclosures are available at https://www.onepay.com/legal (“Disclosure Library”).
By using the OnePay Services (as defined in Section 1 below), you acknowledge that you have carefully read, understood, and accepted the OnePay Disclosures and all other disclosures and documents related to OnePay Invest and your IRA Account, including any terms, conditions and other disclosures contained in your IRA Account statements and trade confirmations (such disclosures and documents collectively, the “OnePay IRA Terms”). You further agree that your use of the OnePay Services constitutes your legal acceptance of, and commitment to be bound by the OnePay IRA Terms.
You are responsible for reviewing the OnePay IRA Terms for updates, and you agree to be bound by the version in effect at the time of your use.
You also acknowledge receipt of all regulatory notices and disclosures required by law, including those made available in the OnePay Disclosures, the OnePay IRA Terms, the Disclosure Library and in our Privacy Policy and Privacy Notice (such Privacy Policy and Privacy Notice, together the “Privacy Policies”).
YOU UNDERSTAND AND ACKNOWLEDGE THAT ANY AMOUNTS INVESTED WITH OR THROUGH ONE GROWTH AND/OR AS PART OF YOUR IRA ACCOUNT ARE (I) NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION (“FDIC”); (II) NOT A DEPOSIT OR OTHER OBLIGATION OF, OR GUARANTEED BY, ISSUED OR UNDERWRITTEN BY ANY BANK; AND (III) SUBJECT TO INVESTMENT RISKS, INCLUDING POSSIBLE LOSS OF ALL OR PART OF THE PRINCIPAL AMOUNT INVESTED.
OnePay IRA Account Overview. Brokerage services for your IRA Account are provided by OnePay Invest, via the OnePay App, which also provides access to other non-brokerage OnePay services (the brokerage and non-brokerage services provided through the OnePay App, the “OnePay Services”). One Growth and OFI are separate but affiliated entities. OFI is not a registered broker-dealer and other affiliates of OFI and/or One Growth who may provide certain OnePay Services are also not registered as broker-dealers. To the extent the OnePay Services are provided by OFI or any other non-broker-dealer affiliate of One Growth, such provision of services will not be subject to the protections and requirements applicable to services delivered by registered broker-dealers. The OnePay Services are provided solely for your personal, non-business, non-commercial, and non-professional use, and are subject to the terms and conditions set forth in this Agreement and the other OnePay Disclosures, as well as any additional terms or disclosures published from time to time by One Growth or its affiliates.
Your IRA Account is a self-directed retirement brokerage account. You are permitted to maintain only one IRA Account of each type that we support through the OnePay App, subject to applicable law and our operational requirements. If you open multiple IRA Accounts of the same type through OnePay Invest, we reserve the right to take any action permitted under this Agreement and applicable law, including, without limitation, closing one or more of your IRA Accounts, consolidating the assets held across such IRA Accounts into a single IRA Account, or limiting your access to OnePay Services.
U.S. Residents Only. IRA Accounts may only be opened by natural persons resident in the United States, and who have a valid social security number. (A “U.S. resident” is a citizen of the United States, a lawful permanent resident of the United States, or a foreign national meeting the “substantial presence test” as applied by the Internal Revenue Service.) We reserve the right to deny, in our sole discretion, account opening or account maintenance privileges to any person, including any U.S. resident. OnePay Invest does not open or maintain IRA Accounts for residents of foreign countries. Non-U.S. citizens with a valid social security number who are legally residing in the U.S. may open an IRA Account, subject to our eligibility requirements and applicable law. OnePay Invest does not represent that materials accessible through the OnePay App are appropriate or available for use outside of the U.S.
Compliance with Applicable Law. Your IRA Account and any transactions conducted using your IRA Account are subject to applicable federal, state, and local securities laws, rules and regulations, the rules of any self-regulatory organization of which OnePay Invest is a member and the rules, regulations, customs and usages of the exchange, market, or clearing house, if any, where the transactions are executed, as well as the Code and any other laws, regulations, or guidance applicable to individual retirement accounts (such laws, rules, regulations, customs and usages, are together referred to as “applicable law” in this Agreement). OnePay Invest is not required to effect any transaction, open or maintain any account, or take or refrain from taking any action if we, in our sole discretion, believe doing so would violate, or could risk the violation of any applicable law.
Certain financial products, including demand deposit accounts, are offered separately through OFI’s partnerships with unaffiliated FDIC-member banks (each, a “Sponsor Bank”). Any such demand deposit account is governed by its applicable terms and conditions (the “Account Agreement”), as set forth in the Disclosure Library.
Opening a OnePay deposit account is a prerequisite to opening a OnePay IRA Account. You may elect to fund your IRA Account from (1) a linked external bank account established by you in your name or, (2) your OnePay deposit account. For purposes of this Agreement, the term “Funding Account” means the linked external bank account or the OnePay deposit account designated by you and accepted by us for the transfer of funds into your IRA Account. Your Funding Account may be used to make contributions to your IRA Account, to fund the purchase of securities in your IRA Account in accordance with this Agreement and applicable law, and to receive distributions from your IRA Account when instructed by you and subject to applicable law and the separate custodial agreement applicable to your IRA Account. Your Funding Account is not the custodian of your IRA assets, and your IRA assets are not held in your Funding Account.
Note also that once you authorize us to initiate a transfer from your Funding Account to your IRA Account, there will be a delay before these funds are credited to your IRA Account and are available for your use in the IRA Account. We expect that this delay to typically be approximately five (5) business days from the date on which you authorize us to initiate a transfer from your Funding Account to your IRA Account, but this is only an estimate and not a guarantee or an authorization of either the timing of availability or the receipt of these funds in your IRA Account. To the extent we make available to you, and you avail of the Funding Mechanism defined and described in Section 15(d) below, this period between the date on which authorize us to initiate a transfer from your Funding Account to your IRA Account and the date on which the transferred funds become available in your IRA Account (less any applicable fees and charges) will likely be shorter, but this is only an estimate and not a guarantee or an authorization of either the timing of availability or the receipt of these funds in your IRA Account.
You remain solely responsible for any charges, fees, or other amounts that you may be required to pay to your bank or any Sponsor Bank for the use of your Funding Account, including but not limited to for the use of your Finding Account in relation to your IRA Account.
CUSTOMER IDENTIFICATION PROGRAM NOTICE
We are required by law to obtain, verify, and record information that identifies each individual who opens an IRA Account. When you apply to open an IRA Account, you will be asked to provide certain information, including your name, address, social security number, date of birth, employment status, and other identifying details (collectively, “Account Information”). You may also be required to provide supporting documentation, such as a valid driver’s license, passport, or other government-issued identification. However, to the extent you have duly and accurately provided any information required as Account Information during the process of applying for and opening your OnePay deposit account. such information again in order to open your IRA Account.
Providing Account Information is a necessary condition for opening an IRA Account. If you wish to open an IRA Account, you agree to cooperate and comply promptly with any requests for information, including any Account Information. If you do not wish to provide the requested information or documents, you may choose not to open an IRA Account. By submitting any information, including any Account Information, you represent and warrant that all such information is accurate, complete, and current. You agree to promptly notify us of any changes to your information, including any Account Information.
We may take steps to independently verify the accuracy of any information, including any Account Information, including through consumer reporting agencies or other affiliated or unaffiliated service providers. You agree that we may provide or share such information with such service providers and you agree to cooperate fully with any follow-up requests for information. We may restrict access to your IRA Account pending completion of the verification process. Please refer to our Privacy Policies for more information on how we collect, use, and share information from you and your IRA Account.
OnePay Invest reserves the right, in its sole discretion, to decline to open an IRA Account for any reason and at any time. We also reserve the right, in our sole discretion, to require you to close your IRA Account at any time and for any reason. You understand that you or we may close any IRA Account, terminate this Agreement, and terminate any account feature or service at any time for any reason including, without limitation, upon the termination of your Funding Account, your ineligibility to maintain an IRA Account, or the termination of the separate custodial agreement applicable to your IRA Account.
You are encouraged, but not required, to designate a trusted contact person (“TCP”) for your account. A TCP is someone at least 18 years of age we can contact if we suspect the owner of the IRA Account may be subject to financial exploitation or if we have questions about the owner’s mental or physical well-being. Your appointment of a TCP means that you have authorized us to contact the TCP at our discretion and to disclose any information to address possible financial exploitation, to confirm the specifics of your current contact information, health status, or the identity of any legal guardian, executor, trustee or holder of a power of attorney, or as otherwise permitted by applicable federal or state law or the applicable rules of any self-regulatory organization to which we are subject. Designating a TCP does not ensure that financial exploitation will not be attempted or occur and does not obligate us to contact the TCP. You waive any claim for loss or damages against us and our affiliates arising out of or relating to our contacting (or not contacting) a designated TCP.
REPRESENTATIONS AND WARRANTIES
You represent and warrant to us that the following statements are true, accurate, and complete as of the date you open your IRA Account and will remain so for the duration of your use of the OnePay Services:
You are at least eighteen (18) years old, and have the legal capacity to enter into and be bound by this Agreement.
All information provided by you to us from time to time, including Account Information, is true, complete, and accurate and you authorize us to make any inquiry and/or to share or provide such information (with third parties or otherwise) to verify information, including any Account Information.
You are the sole beneficial owner of the IRA Account, and the IRA Account is maintained solely for your benefit and not on behalf of any other person or entity, except as may be permitted under applicable law for a beneficiary IRA following the death of the original owner.
Your IRA Account is maintained solely for your personal purposes and not for any business, commercial, or professional purposes.
You represent that all assets held in your IRA Account belong to you or your IRA, as applicable, and that all trading in your IRA Account is conducted solely for your benefit and in a manner consistent with the requirements applicable to individual retirement accounts.
You are eligible under applicable law to establish and maintain the IRA Account type you selected, to make contributions to that IRA Account to the extent you elect to do so, and to receive distributions as permitted by applicable law, the OnePay Disclosures, and the separate custodial agreement applicable to your IRA Account.
You will not cause your IRA Account to engage in any transaction prohibited by the Code, including any transaction with a disqualified person or any extension of credit or use of IRA assets except as expressly permitted by applicable law.
Neither you nor any member of your immediate family is an associated person of a broker-dealer.
Neither you nor any member of your immediate family is an officer, director, or beneficial owner of 10% or more of the equity securities of any publicly traded company.
You are not a “Securities Professional” (as defined below).
You are not a “politically exposed person” and are not included on any restricted, blocked, or sanctioned persons list maintained by the U.S. Department of the Treasury’s Office of Foreign Assets Control (“OFAC”) or under any other applicable sanctions laws and regulations.
You are not (i) an employee of any securities exchange; (ii) employed by a corporation of which any exchange owns a majority of the capital stock; (iii) a member of any exchange or self-regulatory organization; (iv) employed by or associated with any firm or member corporation registered on any exchange; or (v) employed by a bank, trust company, insurance company, or any other entity or individual engaged in the business of dealing in securities as a broker-dealer or principal.
DATA AND INFORMATION WE PROVIDE
We may provide you data and information via the OnePay App regarding securities, including Market Data (as defined in Section 26 below), stock quotes, historical price data, index, company, and market information, news articles, and any information that derives from such information (“Provided Information”). Provided Information may be made available by third party sources, including the New York Stock Exchange (NYSE), NASDAQ, or other U.S.-registered national securities exchanges and national securities associations (“Data Providers”).
Provided Information is made available to you solely for informational purposes. Price quotes may be delayed fifteen (15) minutes or longer. Neither we nor the Data Providers guarantee or make any representation as to the timeliness, accuracy, completeness, reliability, or content of Provided Information or of other market information or messages disseminated to or by any party. Neither we nor any Data Provider warrant that the Provided Information provided by any such entity will be uninterrupted or error-free. We or any Data Provider, in our or their sole discretion and without notice, may suspend or stop providing any category of Provided Information at any time.
PROHIBITED USES OF YOUR IRA ACCOUNT
You may not use your IRA Account for any of the following uses, which may result in the suspension, termination, or closure of your IRA Account: (i) any use in violation of applicable law, (ii) investing on behalf of a company, corporation, or other entity or any other professional, business, or commercial use of the IRA Account, (iii) any use that would cause your IRA Account to fail to qualify as an individual retirement account under applicable law, including any prohibited transaction, (iv) contributing amounts in excess of applicable limits or contributions you are not eligible to make, (v) pledging, assigning, encumbering, or otherwise using assets in the IRA Account as security for a loan or other obligation except as expressly permitted by applicable law, or (vi) any use in violation of this Agreement or any applicable OnePay Disclosures.
If we in our sole discretion believe that your IRA Account has been involved in any fraud or crime or violation of applicable law, has been accessed unlawfully, or is otherwise involved in any suspicious activity (whether as victim or perpetrator, or otherwise), we may suspend or freeze the account and/or any privileges of the account and/or may freeze, sell or otherwise liquidate funds or assets in the account. We will bear no responsibility for any losses or damages incurred if we sell any of the assets in your IRA Account even if liquidation or distribution would cause taxable consequences or any other adverse legal consequences to you, or for the tax consequences or any other adverse legal consequences of liquidating assets or distributing them to you. You waive any claim for loss or damages against us arising out of or related to our exercising our rights under this paragraph.
Please refer to our Privacy Policies for more information on how we collect, use, and share information from you and your IRA Account.
OnePay Invest arranges for clearing, execution, settlement, custody, and certain custodial and recordkeeping services for your IRA Account with DriveWealth, LLC (the “Carrying Broker”). To open an IRA Account, you must also open an account with the Carrying Broker and agree to any separate terms and conditions required by the Carrying Broker, including the separate IRA custodial agreement and disclosure statement applicable to your IRA Account. For important disclosures regarding your IRA Account provided by the Carrying Broker, please see here: https://legal.drivewealth.com/.
OnePay Invest has entered into a clearing agreement with the Carrying Broker to support your IRA Account. Under this agreement, OnePay Invest will introduce your IRA Account to the Carrying Broker, who will clear and settle all transactions on a fully disclosed basis. The Carrying Broker will maintain your IRA Account and is responsible for clearing, settling, custodying, and maintaining all books and records related to your transactions and the assets in your IRA Account. This includes delivering trade confirmations and account statements directly to you. The separate custodial agreement and disclosure statement required by the Carrying Broker for your IRA Account are incorporated by reference into this Agreement. In the event of any conflict between this Agreement and such separate custodial agreement and disclosure statement with respect to custodial matters, required tax law provisions, beneficiary matters, contribution or distribution processing, or other IRA-specific matters governed by such custodial agreement, the separate custodial agreement and disclosure statement shall control.
You agree that the Carrying Broker may accept from us, without inquiry or investigation: (a) orders for the purchase or sale of securities, (b) instructions regarding the transmission or receipt of funds to and from your Funding Account or your IRA Account, as applicable and as permitted by the terms governing those accounts and applicable law, and (c) any other instructions concerning your IRA Account.
The Carrying Broker will look solely to us unless otherwise directed by us, and not to you, with respect to any such orders or instructions; except that the Carrying Broker will deliver confirmations, statements, tax reporting, and all written or other notices with respect to your IRA Account directly to you. The Carrying Broker holds all assets in your IRA Account on its own books or through its custodial arrangements. If you want to learn more about how your assets are being held, you may contact us or the Carrying Broker directly.
You acknowledge and agree that the Carrying Broker may decline to support your IRA Account, may modify, restrict or terminate services to your IRA Account at any time, for any reason or no reason, and that OnePay Invest has no responsibility for any such decision by the Carrying Broker. You agree to hold One Growth and its affiliates harmless from and against any losses, costs or expenses arising in connection with any action taken by Carrying Broker in accordance with this provision and the terms and conditions you have or will enter into with Carrying Broker. You further understand and agree that OnePay Invest is not responsible, and will not be liable, for Carrying Broker’s actions. You agree to resolve any disputes you have with Carrying Broker directly, except to the extent otherwise required by law.
Through the OnePay Invest platform, you may purchase securities in dollar-based amounts rather than in whole share quantities. As a result, transactions in your IRA Account may result in the acquisition or sale of fractional shares of certain eligible securities. Trading in fractional shares presents distinct risks and limitations, which you acknowledge and agree to understand prior to engaging in such transactions.
For fractional share purchases, OnePay Invest will not accept fractional share orders less than $1.00. Fractional share transactions are executed in notional (dollar) amounts, not in share quantities. Accordingly, the number of shares you receive or sell may be subject to rounding up or down to the nearest supported decimal place. This rounding may reduce the number of shares received in a purchase or the proceeds received in a sale. Rounding practices may also affect your eligibility to receive certain corporate actions, including cash dividends, stock dividends, and stock splits, particularly when the resulting entitlements are less than one cent or otherwise non-divisible.
Fractional shares are not transferable and cannot be certificated. If you initiate a full or partial transfer of your IRA Account to another financial institution, including via the Automated Customer Account Transfer Service (“ACATS”), any fractional shares in your IRA Account must be liquidated. Such liquidation may result in transaction fees, charges, or a potential loss of value depending on the size and market value of the fractional share holdings. In some cases, the cost of liquidation may equal or exceed the value of the fractional shares. We cannot be held responsible for losses arising from such liquidation, including any adverse taxable consequences arising out of such transfer or sale. You waive any claim for loss or damages against us arising out of or related to any such liquidation. Fractional share positions may be illiquid. OnePay Invest does not guarantee that there will be a market for fractional share positions and we make no representations or warranties about our ability or willingness to continue to make available the ability to hold or trade fractional shares.
You may not be entitled to exercise voting rights with respect to fractional shares held in your IRA Account. Voting rights are typically afforded only to holders of whole shares, and the issuer or vote tabulator may not recognize or count votes submitted for fractional positions. You may need to hold a full share of a security to be eligible to vote on shareholder matters.
SIPC MEMBERSHIP AND FINRA BROKERCHECK
OnePay Invest is a member of SIPC, which provides limited protection to customers of its member broker-dealers. SIPC coverage protects securities and cash in your IRA Account held by the Carrying Broker, up to a total of $500,000, which includes a maximum of $250,000 for claims related to uninvested cash resulting from the sale or intended purchase of securities, subject to SIPC rules and limitations.
SIPC coverage does not insure against a decline in the market value of securities, nor does it provide any guarantee of investment returns. Securities held in your IRA Account are not federally insured or guaranteed. For additional information, including an explanatory brochure on SIPC protection, you may visit www.sipc.org or contact SIPC directly at (202) 371-8300.
You may view OnePay Invest’s registration and background information through FINRA BrokerCheck, a service provided by the Financial Industry Regulatory Authority. FINRA BrokerCheck provides information about the licensing, employment history, and regulatory disclosures of FINRA member firms and their associated persons. You may access BrokerCheck by visiting www.finra.org or by calling (800) 289-9999. An investor brochure describing FINRA BrokerCheck is available upon request.
MARGIN ACCOUNT LIMITATIONS; NO EXTENSION OF CREDIT; FUNDING MECHANISM
All IRA Accounts are established and maintained on a fully-funded, non-margin basis. Your IRA Account is not a traditional margin account and does not include margin lending or the extension of credit. OnePay Invest does not extend credit to you under any circumstances in connection with your IRA Account, and you may not borrow funds for the purchase of securities in your IRA Account. Notwithstanding the absence of credit, all securities, cash, and other property held in your IRA Account are subject to a lien in favor of OnePay Invest and/or the Carrying Broker for the payment of obligations arising in connection with your IRA Account, including but not limited to trade settlements, debit balances created by reversal, rescission, correction or chargeback, and any applicable fees or charges, to the extent permitted by applicable law.
Because your IRA Account is not a margin account and does not permit the extension of credit, pattern day trading restrictions applicable to margin accounts do not create any right for you to engage in day trading in your IRA Account. We reserve the right, in our sole discretion and without prior notice, to implement trade restrictions to prevent or limit trading activity that we believe is excessive, inconsistent with the fully-funded nature of the IRA Account, or otherwise inappropriate for the OnePay Services. You acknowledge that such restrictions may result in losses and that OnePay Invest shall not be liable for any such losses.
Your IRA Account at the Carrying Broker is not designated as a “zero-balance” account. Any free credit balance or other uninvested cash in your IRA Account will remain in your IRA Account as custodial cash or otherwise be held in accordance with the separate custodial agreement and disclosure statement applicable to your IRA Account or, if you opt to join the Cash Sweep Program, will be swept into one or more deposit accounts at the Sponsor Banks. Unless you specifically agree in writing to participate in the Cash Sweep Program, your IRA Account will maintain uninvested cash within the IRA structure and such cash will not be automatically swept into your OnePay deposit account. You understand and acknowledge that distributions from your IRA Account are subject to your instructions, our procedures, the separate custodial agreement and disclosure statement applicable to your IRA Account, and applicable law, including withholding, reporting, and penalty rules.
If your Funding Account is your OnePay deposit account, i.e., if you elect to fund your IRA Account from your OnePay deposit ccount, we may, in our sole discretion, at any time and from time to time, extend certain funding privileges to your OnePay Account (the “Funding Mechanism). The Funding Mechanism is intended to permit you to avail of amounts transferred by an ACH from the Funding Account to your IRA Account immediately upon the initiation of an ACH credit to transfer funds from your Funding Account to your IRA Account. If we make the Funding Mechanism available to your IRA Account, you will be informed of such availability and asked to confirm in writing whether you wish to avail of the Funding Mechanism. If we make the Funding Mechanism available to your IRA Account and you have duly elected to avail of the Funding Mechanism, and you have asked Onepay Invest to initiate a transfer from your OnePay deposit Account to your IRA Account, then, once the transfer transaction is created in Onepay Invest’s system, that transfer can no longer be modified, canceled, or withdrawn and you will have access to the amount transferred from your OnePay deposit Account to your IRA Account (less any applicable fees or charges) from the time at which the transfer transaction is created in Onepay Invest’s system. Please note that the Funding Mechanism is not an extension of credit. The Funding Mechanism relies on your use of an account held with an affiliate of OnePay Invest (namely, your OnePay deposit Account) to ensure that you have access to funds transferred from such account immediately upon the creation of the transfer transaction in Onepay Invest’s system. If we make the Funding Mechanism available to your IRA Account and you elect to avail of the Funding Mechanism, we would typically expect any funds in respect of which a transfer transaction has been created in OnePay Invest’s system to become available in your IRA Account the next business day after you have asked Onepay Invest to initiate a transfer from your OnePay deposit Account to your IRA Account. Please note that the foregoing is not intended as guarantee or assurance of either the timing or the availability of funds in your IRA Account following the initiation of a transfer from your OnePay deposit Account, it is intended only to provide you with a description of how we expect the Funding Mechanism to typically function under standard market and technological conditions.
If we make the Funding Mechanism available to your IRA Account and you elect to avail of the Funding Mechanism, and you have asked Onepay Invest to initiate a transfer from your OnePay deposit account to your IRA Account, then, once the transfer transaction is created in Onepay Invest’s system, the Sponsor Bank, acting upon instructions from OFI, will immediately place a hold on your OnePay deposit account in the amount of funds to be transferred from your OnePay deposit account to your IRA Account. OFI will then aggregate all transfers from the OnePay deposit account to the IRA Account and vice versa by our customers into a daily net position for that business day and will then send a daily net wire to the Carrying Broker with the net amount of funds to be transferred for that business day. In connection with these processes, you authorize and instruct each of the Sponsor Bank, OFI and Carrying Broker, as applicable, (i) to place a hold on your OnePay deposit account in the amount of funds to be transferred from your OnePay deposit account to your IRA Account, (ii) that funds for or from your IRA Account may, on a daily basis, be aggregated with and netted against funds of our other customers for these operational processes, and (iii) that certain personally identifiable information about you, as necessary, to effectuate the ongoing transfers of your funds between your OnePay deposit account and your IRA Account may be shared by and among OnePay Invest, OFI, Sponsor Bank, Carrying Broker and their respective affiliates.
You acknowledge and accept that funds in transit are not SIPC protected; your funds are only under the protection of Carrying Broker while in the possession or control of Carrying Broker. You acknowledge and accept that once Carrying Broker delivers your funds to the OnePay deposit account, such funds are no longer in the possession or control of Carrying Broker. Carrying Broker is not responsible for the safeguarding of any funds once successfully delivered to the OnePay deposit account, and neither OnePay Invest nor OFI is responsible for the safeguarding of any funds once successfully delivered to the IRA Account, including by delivery of one or more net cash payments as a result of the netting process. You further acknowledge and accept that you remain solely responsible for any ACH failure, return, error or fraud associated with any transfer from your OnePay deposit account to your IRA Account, that any fees or charges associated with such ACH failure, return, error or fraud imposed by the Carrying Broker, a Sponsor Bank or any other service provider, a regulator or other entity may be passed on to you and you undertake to pay all such fees and charges, to the extent passed on to you.
OnePay Invest has no obligation to make the Funding Mechanism available to you even if your Funding Account is your OnePay deposit account. Irrespective of any pending transactions, One Pay Invest may withdraw the Funding Mechanism at any time, and/or may modify or change any feature or aspect of the Funding Mechanism at any time.
If made available by us as a feature of your IRA Account, your IRA may be rolled over to an IRA of yours, may receive rollover contributions, and may be converted to a Roth IRA, provided that all of the applicable rollover and conversion rules are followed. Rollover is a term used to describe a tax-free movement of cash or other property to your IRA Account from another IRA, or from your employer's qualified retirement plan, 403(a) annuity plan, 403(b) tax-sheltered annuity, or 457(b) eligible governmental deferred compensation plan. Conversion is a term used to describe the movement of Traditional IRA assets to a Roth IRA. A conversion is generally a taxable event. These transactions are often complex. Rollover and conversion features may not be available for all account types or at all times, and we may add, modify, or discontinue these features in our discretion. The availability of these features in your IRA Account will be indicated in the Service or communicated to you separately. If you have any questions regarding a rollover or conversion, please see a competent tax advisor.
You are solely responsible for reviewing all trade confirmations and IRA Account statements promptly upon receipt. These documents provide important information regarding the activity, balances, and holdings in your IRA Account and are made available to you electronically in accordance with applicable regulatory requirements and your consent to electronic delivery.
You agree to notify OnePay Invest immediately of any errors, omissions, or unauthorized activity reflected in any confirmation or statement. Failure to provide timely notice of an error may be deemed a waiver of your right to contest the accuracy of the transaction, and OnePay Invest shall not be liable for any losses, including those resulting from market fluctuations, that may occur as a result of your delay in reporting any error.
CORPORATE ACTIONS, REORGANIZATIONS, AND DELISTING
Certain securities held in your IRA Account may confer rights that are subject to expiration unless specific action is taken by you—such as voting rights or participation in tender offers, exchange offers, or other corporate events. You are solely responsible for understanding the rights and obligations associated with each security you hold and for taking any required action within the applicable timeframes. OnePay Invest is not obligated to notify you of any upcoming deadlines or to act on your behalf with respect to such rights, except as may be required by applicable law or regulation.
OnePay Invest may, at its discretion, arrange for the delivery of corporate action notices or other materials relating to securities held in your IRA Account. You are responsible for reviewing such notices and for making any elections or taking any actions necessary to exercise rights conferred by those securities. You acknowledge and agree that OnePay Invest is not required to arrange for the delivery of corporate action notices or other materials and that OnePay may discontinue supporting any corporate action in any way at any time without prior notice.
In the event of a corporate reorganization—including, but not limited to, mergers, acquisitions, spin-offs, or recapitalizations—or in the event a company is delisted from a national securities exchange, OnePay Invest reserves the sole discretion to determine whether it will support continued trading or holding of the affected securities. Securities of companies that no longer trade on a national exchange may have limited liquidity, reduced transparency, and may experience delays in pricing data, trade execution, and trade confirmation.
If OnePay Invest determines not to support trading or custody of securities subject to a reorganization or delisting, you may be required to liquidate or transfer such positions within a time period designated by OnePay Invest. In the case of liquidation, OnePay Invest may utilize non-standard order types or alternative execution methods to facilitate the sale of such securities. We cannot be held responsible for losses arising from such liquidation or transfer, including any adverse taxable consequences arising out of such transfer or sale. You waive any claim for loss or damages against us arising out of or related to any liquidation or transfer arising out of our decision not to support trading or custody of securities subject to a reorganization or delisting.
You acknowledge and agree that OnePay Invest shall not be liable for any losses, delays, or missed opportunities arising from your failure to monitor or act upon corporate actions or from any limitations related to trading or supporting reorganized or delisted securities.
Exchange Act Rule 607 requires registered broker-dealers to disclose their policies regarding the receipt of “payment for order flow” in connection with the routing of certain customer orders. “Payment for order flow” includes, among other things, any monetary payment, service, property, or other benefit that results in remuneration, compensation, or consideration to a broker-dealer from any broker-dealer or exchange in return for routing orders.
You acknowledge and agree that, as an introducing broker to your IRA Account, OnePay Invest routes your securities orders to its full-disclosed clearing firm, the Carrying Broker. The Carrying Broker then routes your securities orders for execution to various national securities exchanges, alternative trading systems, or other broker-dealers (collectively, “Market Centers”) based on a number of factors. These factors may include: size of order, trading characteristics of the security, favorable execution prices (including the opportunity for price improvement), access to reliable market data, availability of efficient automated transaction processing and reduced execution costs through price concessions from the Market Centers. For clarity, the Carrying Broker is the party responsible for the duty of best execution in relation to your securities orders placed using the OnePay Services. You understand that OnePay Invest may receive a portion of the payment for order flow received by the Carrying Broker based on its placement of customer trades with Market Centers. Certain of the Market Centers may execute orders at prices superior to the publicly quoted market in accordance with their rules or practices. The order routing policies, taking into consideration all of the factors listed above, are designed to result in favorable transaction processing for OnePay customers. Note, however, that the order routing policies do not guarantee that you will receive the most favorable price on any specifc transaction or order or even any specific series of transactions or orders.
Details regarding the Carrying Broker’s order-routing practices, including its disclosures pursuant to Exchange Act Rules 606 and 607, are available in the Disclosure Library. Specific information regarding payment for order flow associated with your orders is available upon written request.
ACCOUNT SUSPENSION OR TERMINATION
OnePay Invest may, in its sole discretion and at any time, restrict or prohibit trading in your IRA Account, or suspend, terminate, or close your IRA Account, either temporarily or permanently, with or without prior notice. OnePay Invest may also liquidate any and all assets held in your IRA Account or with the Carrying Broker, and/or may transfer your IRA Account to another brokerage firm or custodian, subject to applicable law.
In the event of any such action, you remain fully responsible for all obligations related to your IRA Account, including outstanding fees, balances, and the settlement of pending transactions. OnePay Invest shall not be liable for any losses, tax consequences, or other liabilities resulting from such liquidation or transfer.
OnePay Invest does not permit individuals identified by the U.S. Department of the Treasury’s Office of Foreign Assets Control (“OFAC”) as Specially Designated Nationals and Blocked Persons (“Sanctioned Individuals”) to open or maintain an IRA Account. Additionally, individuals located in countries subject to OFAC-administered sanctions programs (“Sanctioned Countries”) are prohibited from accessing IRA Accounts. If OnePay Invest discovers that an IRA Account has been opened or accessed in violation of these restrictions, it may suspend, restrict, or terminate the account immediately, without notice.
Commissions and Fees. You agree to pay all applicable trade charges, brokerage commissions, mark-ups, and other service-related, operational, custodial, or transactional fees (“Fees”) as set forth in Appendix A. OnePay Invest may implement new Fees or modify existing Fees at any time, in its sole discretion. The Fees we charge you may be updated from time to time, or as otherwise indicated by us with notice to you by email, on our website, or other reasonable method. If you are unwilling to accept the Fees, you may close your account at any time, but your continued use of the IRA Account will be deemed acceptance of the relevant Fees. You acknowledge that all Fees are reasonable compensation for the OnePay Services provided.
Taxes. You are solely responsible for all applicable taxes, duties, interest, penalties, withholding obligations, reporting obligations, and similar charges that may arise in connection with activity in your IRA Account. This includes taxes related to contributions, conversions, distributions, sales transactions, dividend payments, unrelated business taxable income, excess contributions, early distributions, missed required minimum distributions, recharacterizations, and any other IRA-related event. You agree to comply with all tax reporting obligations required under applicable law.
Deduction of Fees, Taxes and Expenses. You authorize OnePay Invest to deduct all Fees, charges, taxes or any reasonable out-of-pocket expenses we may incur on your behalf directly from your IRA Account or linked Funding Account, to the extent permitted by applicable law and our procedures. OnePay Invest reserves the right to liquidate securities or other assets in your IRA Account or with the Carrying Broker, as necessary, to satisfy amounts owed in connection with your IRA Account, to the extent permitted by applicable law. We cannot be held responsible for losses arising from such liquidation or transfer, including any adverse taxable consequences arising out of such transfer or sale. You waive any claim for loss or damages against us arising out of or related to any liquidation or transfer to satisfy amounts owed in connection with your IRA Account.
OnePay Invest may correct any errors identified in your IRA Account without prior notice. This includes adjusting account balances or security positions, and debiting your IRA Account for improperly credited funds or assets. Such corrections may result in a negative balance, for which you remain fully liable. We shall not be liable in connection with any errors arising out of or relating to entering, executing, handling, selling, or purchasing securities or orders for your IRA Account except as a result of gross negligence or willful misconduct on our part.
You acknowledge and agree that OnePay Invest may monitor, record, and review activity on the OnePay App and in connection with your IRA Account, including voice calls, text messages, and other electronic communications, without further notice. These recordings may be used for quality assurance, transaction verification, regulatory compliance, or other legitimate business purposes. You understand that message, telephone minute and data rates may apply for calls made to a mobile phone number. You may opt out at any time from receiving these types of calls orally or in writing to [●].
Information obtained through monitoring or recording may be disclosed to law enforcement or regulatory agencies as required by law or in connection with any investigation. By using the OnePay Services, you consent to such monitoring and recording practices. You are encouraged to carefully read the Privacy Policies in this regard.
You are solely responsible for safeguarding the confidentiality of your IRA Account credentials, including your username and password. Any individual who accesses your IRA Account using your credentials will be deemed to have your authorization, and OnePay Invest will not be liable for any losses, damages, or unauthorized transactions resulting from such access.
If you permit a third party to access your IRA Account or act on your behalf, you assume all risk associated with such access. You must notify OnePay Invest promptly if you become aware of: (a) any unauthorized access, loss, or theft of account credentials; (b) failure to receive trade confirmations or expected communications; (c) receipt of confirmations for transactions you did not place; (d) inaccuracies in account information, balances, or transaction history; or (e) any other suspicious or unauthorized activity.
If we in our sole discretion believe that your IRA Account has been involved in the events described above, we may suspend or freeze the account or any privileges of the account or may freeze or liquidate funds or assets in the account and take or refrain from taking such actions as we, in our sole discretion, believe to be reasonably necessary in order to remedy or otherwise address the situation. You waive any claim for loss or damages against us arising out of or related to our exercising our rights under this paragraph.
You agree to cooperate fully in any investigation or legal process resulting from any of the events described above, and to file a report with law enforcement if requested. If, following our investigation, we determine that your IRA Account was improperly accessed and/or liquidated, we may, in our sole discretion, choose to reimburse you in cash for the fair market value of a part or the entirety of the affected assets at the time of the unauthorized transaction or liquidation. Such reimbursement is not a guarantee or standard feature of the OnePay App or the IRA Account, and we may not offer such reimbursement in any given case of such improper access and/or liquidation.
You may be able to access third-party content, data, or services (collectively, “Third-Party Content”) through the OnePay App or website. OnePay Invest does not review, endorse, or control such content and is not responsible for its accuracy, availability, or your reliance on it. Links to Third-Party Content do not imply any affiliation or endorsement by OnePay Invest or its affiliates.
You agree that OnePay Invest shall not be liable for any loss or damage resulting from your use of or reliance on Third-Party Content. Questions or concerns regarding Third-Party Content should be directed to the content provider or site administrator. OnePay Invest reserves the right to remove or modify access to any Third-Party Content at any time and without notice.
Definitions. (i) “Market Data” means (A) last sale information and quotation information relating to securities that are listed on a national securities exchange, (B) such bond and other equity last sale and quotation information, and such index and other market information, as United States-registered national securities exchanges and national securities associations (each, an “Authorizing SRO”) may make available and as the NYSE may from time to time designate as “Market Data”; and (C) all information that derives from any such information. (ii) “Nonprofessional Subscriber” means any natural person who is applying/acting in a personal capacity, as neither a principal, officer, partner, employee, nor agent of any business, nor on behalf of any individual, and who receives market data solely for his/her personal, non-business use and who is not a “Securities Professional.” (iii) “Securities Professional” includes an individual who, if working in the United States, is: (A) registered or qualified with the SEC, the Commodities Futures Trading Commission (“CFTC”), 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 Advisers Act of 1940 (whether or not registered or qualified under that Act), 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 him or her to be so registered or qualified if he or she were to perform such functions for an organization not so exempt. A person who works outside of the United States will be considered a “Securities Professional” if he or she performs the same functions as someone who would be considered a “Securities Professional” in the United States.
Proprietary Nature of Market Data. You acknowledge and agree that each Authorizing SRO and any other entity that provides data through the facilities of an Authorizing SRO (each, an “Other Data Disseminator”) has a proprietary interest in the Market Data that originates from or is derived from its markets.
Enforcement. You understand and agree that (a) the Authorizing SROs are third-party beneficiaries of this Agreement, and (b) the Authorizing SROs or their authorized representatives may enforce this Agreement directly against you or any person who obtains Market Data other than as permitted by this Agreement. You further agree to reimburse any Authorizing SRO for its reasonable attorney’s fees incurred in enforcing its rights under this Agreement.
Data Not Guaranteed. You acknowledge that OnePay Invest, the Authorizing SROs, the Other Data Disseminators, and any data processors acting on their behalf (collectively, the “Disseminating Parties”) do not guarantee the accuracy, completeness, timeliness, or correct sequencing of any Market Data or other market information disseminated. Neither you nor any other person shall hold any Disseminating Party liable in any way for: (i) any inaccuracy, error or delay in, or omission of, (A) any Market Data, information or message or (B) the transmission or delivery of any such data, information or message, or (ii) any loss or damage arising from or occasioned by (A) any such inaccuracy, error, delay or omission, (B) non-performance or (C) interruption in any such data, information or message, due either to any negligent act or omission by any Disseminating Party, to any force majeure event or to any other cause beyond the reasonable control of any Disseminating Party.
Permitted Use. You may not redistribute or furnish Market Data to any third party. If you are not a Nonprofessional Subscriber, you agree to use Market Data solely for your own purposes and in accordance with the terms and conditions of this Agreement, including Section 27 below.
Dissemination Changes. The Authorizing SROs may, at any time and without notice, discontinue or modify the dissemination of any category of Market Data, change transmission methods, or alter transmission speeds or signal characteristics. The Authorizing SROs shall have no liability for any loss or damages resulting from such changes.
Duration and Survival. The provisions regarding enforcement, data accuracy, and permitted use shall survive the termination of this Agreement.
PROVISIONS APPLICABLE TO NONPROFESSIONAL SUBSCRIBERS
Eligibility and Permitted Use. You may receive Market Data as a Nonprofessional Subscriber only if we determine, in our sole discretion, that you meet the criteria defined in this Agreement and are in compliance with the terms and conditions hereof. If you qualify, you may only use Market Data for your own personal, non-business, non-commercial use.
Verification and Personal Information. We may request additional information from you to verify your status as a Nonprofessional Subscriber. You agree to provide upon request your name, address, occupation, employer details, job title, and employment functions.
Eligibility Requirements. By agreeing to receive Market Data as a Nonprofessional Subscriber, you represent and warrant that all of the following are true: (i) You use Market Data solely for personal, non-business, non-commercial use; (ii) You do not receive or use Market Data on behalf of any business or other entity; (iii) You are not currently registered or required to be registered in any capacity with the SEC, CFTC, any securities exchange, or other state or federal regulatory authority in the U.S. or abroad; (iv) You do not provide investment advice or act as an asset manager; (v) You do not trade using another person or entity’s capital; (vi) You do not trade for the benefit of any entity; (vii) You do not receive compensation or share profits for trading activities; (viii) You do not receive office space, equipment, or other benefits in connection with trading or investment advisory activities; and (ix) You agree to promptly notify us in writing of any change to the representations in this Section 27(c) or any changes that may affect your eligibility to be classified as a Nonprofessional Subscriber.
CONSENT TO ELECTRONIC DELIVERY
Consent. By agreeing to this Agreement, you consent to the electronic delivery of all communications related to your IRA Account (“IRA Account Communications”). Your consent includes receiving copies of this Agreement, any agreement, and updates or amendments to either by electronic means. You agree to print a paper copy of or download any electronic communication and retain it for your records.
Definition of IRA Account Communications. IRA Account Communications include, but are not limited to: account statements, confirmations, tax documents, notices, regulatory disclosures, prospectuses, proxy materials, amendments to this Agreement, and any other communications from OnePay Invest or affiliated parties.
Delivery Methods. Electronic delivery may be made via: (i) posting within the OnePay App or website; (ii) push notifications to your mobile device; (iii) email to your address of record; or (iv) a notice directing you to retrieve the document from the OnePay App or website. You agree that these methods constitute valid personal delivery, regardless of whether you actually access or review the communication.
Responsibility to Maintain Updated Contact Information. You are responsible for maintaining an accurate and current email address with us. We are not responsible for undelivered or undeliverable email. You must ensure that emails from OnePay Invest are not filtered or blocked (e.g., directed to spam). Failure to do so may result in missed or delayed communications. If you authorize a third party to access your email account, you assume the risk that they may view sensitive information. Use of work-related emails or employer-issued devices may result in unauthorized access by others within your organization.
Legal Validity. Electronic delivery fulfills all legal obligations for delivery. You agree that electronically delivered documents are the legal equivalent of paper versions and are admissible in any legal or regulatory proceeding.
Withdrawing Consent. You may withdraw your consent at any time by notifying us in writing. If you request paper delivery, we may charge a service fee. Withdrawal of consent may result in restrictions or closure of your IRA Account. Any withdrawal of consent does not affect the validity of documents delivered electronically prior to the withdrawal.
Tax Documents. Your consent also applies to the electronic delivery of tax-related documents for your IRA Account.
Required Technology. To access electronic communications, you must have: (i) a computer or mobile device with internet access; (ii) a valid, functioning email address; (iii) the ability to download and read PDF or HTML documents; and (iv) access to a printer, if paper copies are desired. You are responsible for any costs associated with electronic access, such as internet service or mobile data charges.
YOUR USE OF THE ONEPAY APP, YOUR IRA ACCOUNT, AND ANY RELATED SERVICES OR FEATURES OFFERED BY ONEPAY INVEST OR ITS AFFILIATES IS ENTIRELY AT YOUR OWN RISK. ALL SERVICES, PLATFORMS, TOOLS, FEATURES, AND CONTENT PROVIDED BY ONEPAY INVEST OR ITS AFFILIATES—INCLUDING, BUT NOT LIMITED TO, THE ONEPAY APP, ANY DATA OR INFORMATION, GRAPHICS, TEXT, LINKS TO THIRD-PARTY WEBSITES, OR OTHER MATERIALS—ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, ONEPAY INVEST DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY WARRANTIES REGARDING: (a) THE ACCURACY, COMPLETENESS, TIMELINESS, RELIABILITY, OR SEQUENCING OF INFORMATION; (b) THE UNINTERRUPTED OR ERROR-FREE OPERATION OF THE ONEPAY APP OR SERVICES; (c) THE MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR SUITABILITY OF ANY SERVICE OR CONTENT FOR ANY APPLICATION OR USE; AND (d) THE SECURITY OF THE ONEPAY APP OR THE PREVENTION OF UNAUTHORIZED ACCESS. ONEPAY INVEST DOES NOT GUARANTEE THAT ACCESS TO THE ONEPAY APP OR ANY PART OF THE ONEPAY SERVICES WILL BE AVAILABLE AT ANY SPECIFIC TIME OR GEOGRAPHIC LOCATION, OR THAT SUCH ACCESS WILL BE UNINTERRUPTED OR ERROR-FREE. NOTHING IN THIS AGREEMENT SHALL BE CONSTRUED TO LIMIT OR DISCLAIM ANY WARRANTY OR LEGAL RIGHT THAT MAY NOT BE LAWFULLY EXCLUDED UNDER APPLICABLE LAW.
If you owe us or our affiliates money or are past due on any obligation to us or them, we may debit your IRA Account to repay the amount you owe to the extent permitted by applicable law and not prohibited by the Code or other laws applicable to your IRA Account, without any legal process or court proceeding. To the extent not prohibited by applicable law, and subject to all other remedies available to us, we have the right to set off any amounts owed to us under this Agreement against your IRA Account, without any legal process or court proceeding. We reserve the right to set off liabilities only to the extent consistent with the fully-funded, non-margin nature of your IRA Account and the legal restrictions applicable to individual retirement accounts.
You agree to hold us harmless from any claim arising as a result of our exercise of our right of set-off. We will notify you if we have exercised our right of set-off.
We may at any time change or delete any term of this Agreement or add any new terms to the Agreement.
When required by law, we will give you notice before the effective date of any such change, deletion, or addition that is adverse to you in writing or by any other method permitted by law. If you are unwilling to agree to such amendments, you have the right to close your IRA Account prior to the changes taking effect. Your continued use of the IRA Account after the effective date of the change constitutes your agreement to the amended Agreement. You can also access the most recent version of this Agreement in the OnePay App.
You understand that we may from time to time receive “Legal Process” in connection with your IRA Account. Legal Process includes writs of attachment, execution or garnishment, tax withholding orders, levies, restraining orders, subpoenas, warrants, injunctions, requests for information from government agencies, search warrants, forfeiture orders, or similar documents or proceedings. You agree that we are not required to contest any Legal Process and that we may comply with Legal Process if we reasonably believe it to be valid. We may in our discretion notify you of our receipt of Legal Process, but are not required to do so unless applicable law requires otherwise. We will not notify you of any Legal Process received if we believe the law prohibits us from doing so.
In response to Legal Process we may, in our discretion, (a) freeze the assets in the IRA Account and/or the Funding Account and not allow any payments out of the IRA Account and/or the Funding Account until a final court determination regarding the Legal Process, and/or (b) hold or turn over account funds or other property to a court, creditor, government agency or person named in the Legal Process as required by law. We will not have any liability to you if, as a result of any actions taken pursuant to (a) or (b) above there are insufficient funds to pay your transfers. Any fees or expenses we incur in responding to any Legal Process (including, without limitation, attorneys’ fees and our internal expenses) may be charged against your IRA Account and/or the Funding Account.
GOVERNING LAW; CHOICE OF FORUM
This Agreement and your Account are governed by the laws of the United States and the state of California, without regard to conflicts of laws principles and except to the extent governed by the federal securities laws, FINRA Rules, and the regulations, customs and usage of the exchanges or market (and its clearing house) on which transactions are executed.. To the extent that any dispute arising under this Agreement or relating in any way to your Account is not required to be arbitrated, you consent to the exclusive jurisdiction of, and agree that such dispute may be resolved by, Federal and state courts located in Delaware. If we are successful in any such action, suit or judicial proceeding, you agree that we shall be entitled to recover to the extent permitted by law, our reasonable attorneys’ fees and court costs.
To the extent permitted by applicable law, we may assign this Agreement without obtaining your consent. You may not assign or transfer your IRA Account or this Agreement without our prior written consent.
If any provision of this Agreement is found to be invalid or unenforceable, all remaining provisions will continue in full force and effect.
The fact that we may decide not to enforce, or may delay enforcing, our rights under this Agreement on one or more occasions does not mean that we waive our right to enforce them on any later occasion.
The headings in this Agreement are for convenience or reference only and do not govern the interpretation of the Agreement’s provisions. Unless it would be inconsistent to do so, words and phrases used in this Agreement shall be construed so the singular includes the plural and the plural includes the singular.
This Agreement as well as the documents incorporated by reference herein, including the separate custodial agreement and disclosure statement required by the Carrying Broker for your IRA Account, constitute the entire and sole agreement between you and us with respect to the IRA Account and supersede all prior understandings, arrangements, or agreements, whether written or oral, regarding the IRA Account, provided however that to the extent a customer obtains other products or services offered by our affiliates, those products or services may have additional agreements that govern the terms of such product.
LIMITATION OF LIABILITY; INDEMNIFICATION
Limitation of liability. Except as otherwise required by applicable law, OnePay Invest, its affiliates, and their respective officers, directors, employees, and agents (collectively, the “Indemnified Parties”) shall not be liable for: (i) any expenses, losses, costs, damages, liabilities, demands, debts, obligations, penalties, charges, claims, causes of action, fines, or taxes of any kind (including reasonable attorneys’ fees), whether direct or indirect and whether related to third-party claims or otherwise (collectively, “Losses”), arising out of or relating to your IRA Account or this Agreement, except to the extent such Losses are determined by a court of competent jurisdiction or an arbitration panel in a final, non-appealable judgment to have resulted solely from the gross negligence or willful misconduct of OnePay Invest or its affiliates; (ii) Losses resulting from: (A) any error, omission, deletion, untimeliness, incorrect sequencing, or defect in your IRA Account or any service provided under this Agreement; (B) any failure of performance, interruption, computer virus, communication failure, or unauthorized access to your IRA Account or the OnePay App; (C) any inaccuracy or omission in information, data, or messages provided to you or in their transmission or delivery; (D) any third-party access to your IRA Account authorized by you, including through external systems or platforms; (E) the performance or non-performance of any exchange, clearing organization, Data Provider, Disseminating Party, broker-dealer, bank, custodian, or other third party; (F) any causes outside the direct control of the Indemnified Parties, including system failures, operator errors, market suspensions, or data availability; (G) any force majeure event, including acts of God, flood, extraordinary weather conditions, earthquake, fire, war, insurrection, riot, labor dispute, accident, action of government, communications or power failure, equipment or software malfunction; and (H) any breach by you of the terms and conditions of this Agreement; and (iii) any indirect, special, incidental, consequential, punitive, or exemplary damages (including lost profits or trading losses) arising from this Agreement, your use of the OnePay App, your IRA Account, the OnePay Services or any related services.
Indemnification. In addition to any indemnification obligations elsewhere in this Agreement, you agree to indemnify, defend, and hold harmless the Indemnified Parties from and against any and all Losses, whether brought by you or a third party, arising out of or related to: (i) your or your agent’s use of your IRA Account; (ii) any breach by you of the terms and conditions of this Agreement; (iii) any third-party access to your IRA Account authorized by you or materially attributable to your error, negligence or misconduct; (iv) any third-party actions relating to your receipt or use of any information, market data, or content made available through the OnePay App, whether authorized or unauthorized; (v) any third-party actions related to your use of the OnePay App; (vi) any misrepresentation, action, or omission by you or your agent; (vii) the Indemnified Parties’ actions taken in accordance with or refusal to act on your or your agent’s instructions; (viii) any services provided by the Indemnified Parties in connection with your IRA Account; or (ix) any failure by a third party not controlled by the Indemnified Parties to meet its obligations to you.
Arbitration. This Agreement contains a pre-dispute arbitration clause. By agreeing to this provision, you acknowledge and agree that: (i) all parties are waiving their right to sue in court, including the right to a jury trial, except as permitted by the arbitration forum’s rules; (ii) arbitration awards are generally final and binding, and the ability to have a court reverse or modify an award is very limited; (iii) discovery rights in arbitration are generally more limited than in court proceedings; (iv) arbitrators are not required to explain the reasoning behind their award unless both parties request an explained decision in writing at least 20 days prior to the first scheduled hearing date; (v) the panel of arbitrators may include a minority of arbitrators who were or are affiliated with the securities industry; (vi) certain arbitration forums may impose deadlines for bringing a claim, and some claims may not be eligible for arbitration and must be filed in court; and (vii) the rules of the arbitration forum, including any future amendments, are incorporated into this Agreement by reference.
FINRA arbitration. Any claim, dispute, or controversy between you and the Indemnified Parties arising out of or relating to your IRA Account, the OnePay App, or this Agreement (a “Dispute”) shall be resolved by binding arbitration administered by FINRA Dispute Resolution, Inc. (“FINRA DR”). You agree to arbitrate such Disputes before FINRA DR in the State of California.
Waiver of judicial forum. This agreement to arbitrate constitutes a waiver of the right to pursue claims in court, including the right to a jury trial, unless such waiver is unenforceable under applicable law. If you are a non-resident of the United States, you agree to waive the right to file a legal action in any foreign jurisdiction.
Class action waiver. No person shall 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: (i) the class certification is denied; or (ii) the class is decertified; or (iii) the customer 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 stated herein.
Introduction
Welcome to the Fee Schedule for One Growth Securities LLC. We want you to clearly understand the costs associated with investing with us. These fees are designed to be as minimal as possible, fair, and aligned with the value we provide. These fees do not include the fees associated with your OnePay deposit account, to understand these fees please review https://www.onepay.com/legal/account-rates-fees.
Below, you'll find a detailed breakdown of our fees.
Transaction Fees
Commissions on Equity Purchase & Sales¹
$0
Miscellaneous Fees
Tax Document Request (Hardcopy)
$5.00 per request
1099 Request for Exempt Accounts
$5.00 per request
Trade Confirmation Request (Hardcopy)
$5.00 per confirmation
Monthly Statement Request (Hardcopy)
$5.00 per statement
Inactivity Fee: Charged after 12 months without any login or contact.
$15.00 per year of inactivity
Failed Transaction Fee (applies only to IRAs; may be charged in connection with failed ACH transfers, including ACH returns involving a customer’s OnePay deposit account)
$2.00 per transaction
Transfer Fees
Incoming ACAT
$0
Outgoing ACAT
$90.00 per account
DTC Deliveries & Receives
$35.00 per position
DWAC Transfer
$130.00 per position
DRS Transfers (Incoming & Outgoing)
$55.00 per position
Pass-Through Fees: Equities
SEC Fee - Applies to Sales
$20.60 per $1 million
TAF Fee - Applies to Sales
$0.000195 per share (maximum of $9.79)
ADR Fee
Varies by ADR: Refer to the ADR Prospectus for exact fee.
Fund Fees
Exchange Traded Funds (ETFs): Fund companies charge their own management fees and they vary by fund. Most of these fees are low, but they do reduce the fund’s returns and you should be aware of them. Check out each fund’s prospectus for details.
An investor should consider the investment objectives, risks, charges, and expenses of the Fund carefully before investing. This and other important information are contained in the Fund’s prospectus. For a current prospectus, please click the Prospectus link on the Fund’s respective page. The prospectus should be read carefully prior to investing.
Important Disclosures
Investing comes with risk, including the risk of loss of some or all of your investment.
This should not be construed as an offer or recommendation to buy, sell, or hold any security, investment, or investment strategy.
Fees are subject to change at any time and One Growth’s discretion. The current fee schedule will be available in the documents section of our website.
The Registered Representatives of One Growth do not receive compensation for the sale of products or services available through the One Growth platform.
Appendix B: Penny Stock Disclosure
IMPORTANT INFORMATION ON PENNY STOCKS
This statement is required by the U.S. Securities and Exchange Commission (SEC) and contains important information on penny stocks. You are urged to read it before making a purchase or sale.
Penny stocks can be very risky.
Penny stocks are low-priced shares of small companies not traded on an exchange or quoted on NASDAQ. Prices often are not available. Investors in penny stocks often are unable to sell stock back to the dealer that sold them the stock. Thus, you may lose your investment. Be cautious of newly issued penny stock.
Your salesperson is not an impartial advisor but is paid to sell you the stock. Do not rely only on the salesperson, but seek outside advice before you buy any stock. If you have problems with a salesperson, contact the firm's compliance officer or the regulators listed below.
Information you should get.
Before you buy penny stock, [effective January 1, 1993] federal law requires your salesperson to tell you the "offer" and the "bid" on the stock, and the "compensation" the salesperson and the firm receive for the trade. The firm also must mail a confirmation of these prices to you after the trade.
You will need this price information to determine what profit, if any, you will have when you sell your stock. The offer price is the wholesale price at which the dealer is willing to sell stock to other dealers. The bid price is the wholesale price at which the dealer is willing to buy the stock from other dealers. In its trade with you, the dealer may add a retail charge to these wholesale prices as compensation (called a "markup" or "mark-down").
The difference between the bid and the offer price is the dealer's "spread." A spread that is large compared with the purchase price can make a resale of a stock very costly. To be profitable when you sell, the bid price of your stock must rise above the amount of this spread and the compensation charged by both your selling and purchasing dealers. If the dealer has no bid price, you may not be able to sell the stock after you buy it, and may lose your whole investment. Brokers' duties and customer's rights and remedies.
If you are a victim of fraud, you may have rights and remedies under state and federal law. You can get the disciplinary history of a salesperson or firm from the NASD at 1-800-289-9999, and additional information from your state securities official, at the North American Securities Administrators Association's central number: (202) 737-0900. You also may contact the SEC with complaints at (202) 272-7440.
FURTHER INFORMATION
THE SECURITIES BEING SOLD TO YOU HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION. MOREOVER, THE SECURITIES AND EXCHANGE COMMISSION HAS NOT PASSED UPON THE FAIRNESS OR THE MERITS OF THIS TRANSACTION NOR UPON THE ACCURACY OR ADEQUACY OF THE INFORMATION CONTAINED IN ANY PROSPECTUS OR ANY OTHER INFORMATION PROVIDED BY AN ISSUER OR A BROKER OR DEALER.