OneDigital - retirement Plan Investment Management Agreement - 06.01.2026 - SIGNED
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3 2026-01-20-ODCONGA– E – 3(38) practical, but in no event more than thirty (30) days from its discovery of the error. Upon Client’s written request, OneDigital will furnish any other information relating to compensation it received in connection with this Agreement that is required for Client to comply with its reporting and disclosure requirements under ERISA. d. Waiver of Limitation. Nothing in this Agreement shall in any way constitute a waiver or limitation of any rights which Client or Plan or any other party may have under ERISA, as well as federal or state securities laws. e. Non-Assignability; Binding Effect. No assignment of this Agreement shall be made without the consent of both parties. This Agreement shall be binding upon and inure to the benefit of the parties and their permitted successors and assigns. f. Delivery of Notices. Any notice, advice, or report provided between the parties under this Agreement will be delivered in person, by U.S. mail or overnight courier (postage prepaid), or by electronic mail to: i. for Client : the address listed on the Client Information Sheet; ii. for OneDigital : the address listed on the cover page of this Agreement; or iii. or at such other address as a party may designate in writing. g. Advice of Counsel . Each party represents and warrants that, in executing this Agreement, it has had the opportunity to obtain independent accounting, financial, investment, legal, tax, and other appropriate advice and that it has carefully read and fully understands the terms and consequences of this Agreement. Each party represents and warrants that its execution of this Agreement is free and voluntary. h. Severability. If any one or more of the provisions of this Agreement shall, for any reason, be illegal or invalid, such illegality or invalidity shall not affect any other provision of this Agreement and this Agreement shall be enforced as if such illegal or invalid p rovision had not been contained herein. i. Interpretation. This Agreement shall be construed in accordance with its fair meaning as if prepared by all parties hereto and shall not be interpreted against either party on the basis that it was prepared by one party or the other. The captions, headings, and subheadin gs used in this Agreement are for convenience only and do not in any way affect, limit, amplify or modify the terms and provisions thereof. Words used herein in the singular shall include the plural, and words used in the plural shall incl ude the singular, wherever the context so reasonably requires. 10. Receipt of Firm Brochure . Client hereby acknowledges delivery and receipt of OneDigital’s Form ADV , which is attached at the end of this Agreement. If Client did not receive this document at least forty-eight (48) hours prior to execution of this Agreement, it may cancel this Agreement by giving written notice to OneDigital within five (5) days after executing this Agreement. 11. Disclosure of Potential Conflicts. The investment adviser representative providing the Services may also be a registered representative of a broker-dealer. However, OneDigital’s investment adviser representatives are not permitted to receive any compensation from a broker-dealer or any investment product providers as a result of the Services including, without limitation, any investment products recommended or sold to the Plan. Therefore, the only compensation the investment a dvisor representative may receive as a result of the Services is a salary and/or portion of the advisory fee payable to OneDigital under this Agreement. OneDigital does not receive any direct or indirect compensation from the providers of the investment products it recommends, except to the extent those sources are used to pay the compensation due under this Agreement or to cover expenses incurred by OneDigital’s employees and agents to attend industry and educational events, as well as to learn about the provider’s products and to host client events . (OneDigital maintains a register of such payments and will make this information available to Client upon request.) Therefore, the only compensation OneDigital derives from its provision of Services under this Agreement are the fees specified herein, and it believes its investment recommendations are free from conflict.