TERMS OF USE

THE SERVICES PROVIDED

The SimpliFi^TM Personal Planning Service (the "Service") offers several different modules to help you create a goal-based financial plan. Among these modules are:

Current Situation: This module helps you capture necessary information about your current financial status, including income, assets, and liabilities.
Future Goals: This module helps you identify future life goals with financial implications and enter specific detail about these goals, including type, date, and expected costs.
Tailor Plan: This module generates a probability of success percentage based on inputs to your Current Situation and Future Goals modules, and then helps you customize those inputs to maximize the probability of success percentage.
Goal BluePrint: This is an interactive financial plan that provides a customized asset allocation and savings rate based on the final inputs of the Tailor Plan module, including your current financial situation, your financial goals, retirement age, and retirement income needs. It also provides a goal-by-goal analysis to help you gauge the impact of each goal on your comprehensive plan.

NATURE OF USER RELATIONSHIP

As a Sponsored End User, your access to the Service is being paid for by a third party. This may be your financial institution, employer, or some other entity with whom you have a relationship and who has requested that you be given access to the Service (the "Licensee").

SHARING OF INFORMATION

In exchange for your access to the Service as a Sponsored End User, you agree to allow the Licensee to receive electronic access to your personal information, including the Goal BluePrints created by the Service. The Licensee will not be able to alter your information any way.

The Licensee has a separate agreement with SimpliFi whereby SimpliFi agrees to provide the Service to a limited number of Licensee's Sponsored End Users. Any termination of the separate agreement between SimpliFi and the Licensee will also terminate this Agreement and your corollary right of access to the Service.

LIMITATIONS OF THE SERVICE

The Service's projections and advice are based on inputs you provide about your current financial, personal and family status, as well as on general market and financial conditions existing on the date you use the Service. The Service does not monitor, review or update its recommendations or projections on an on-going basis, nor does it have the capability to monitor or review your investment decisions made in reliance on its recommendations. Because the Service's utility depends on the completeness, accuracy and timeliness of the information you provide it, you are solely responsible for reviewing and updating that information within the Service.

Please note that, while the Service accounts for all assets that you choose to input, it is not designed to provide advice on how to structure your overall goal-based holdings (i.e. your assets both inside and outside of your goal-based plan). Instead, the Service only provides advice on how to structure the holdings within your goal-based plan(s). Because of this, it may be more difficult for you to reasonably achieve your goal-based objectives if the choices in your goal-based plan(s) are not extensive. Consult with your professional financial adviser to discuss how other investment options can be combined with your SimpliFi allocations to best meet your overall goal-based objectives.

THE SERVICE DOES NOT GUARANTEE FUTURE RESULTS

IMPORTANT: The projections or other information generated by the SimpliFi Personal Planning Service regarding the likelihood of various investment outcomes are hypothetical in nature, do not reflect actual investment results and are not guarantees of future results.

The Service is a sophisticated goal-based planning tool that may be able to provide you with valuable guidance in reaching your goals. However, the Service's forecasts and projections are not guarantees of future results because they are derived from mathematical modeling techniques of the economic and financial markets that may or may not reflect actual conditions and events. As with any investment plan, the past performance and historical returns used to select particular investments are not necessarily indicative of the future performance of your investments or the success of any investment allocation plan.

While the Service can give you guidance on investment allocations that appear to best fit your goal-based needs within the limitations of your individual plan, you are solely responsible for using your own best judgment to choose the investments that are most suitable for you. You agree that, except as otherwise required by law, we will not be liable for any losses or damages (direct, indirect, or punitive) that may result from your investment decisions or your use of the Service or any data related to such use.

EVENTS BEYOND OUR CONTROL

You agree that SimpliFi will not be liable for any damages or losses caused directly or indirectly by any circumstance or condition beyond our reasonable control, including, without limitation, government restrictions, exchange or market rulings, suspension of trading, war, strikes, acts of God, extreme market volatility, abnormal trading volumes, technical computer problems, computer system failures and malfunctions, system access issues, system capacity issues, high internet traffic, the interruption of services or information, and other similar problems and defects.

DISCLAIMER OF WARRANTIES

ALL MATERIALS, INFORMATION, PRODUCTS, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE SERVICE (THE "CONTENT") ARE PROVIDED "AS IS" AND "AS AVAILABLE" FOR YOUR USE. THE CONTENT IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT. SIMPLIFI, ITS SUBSIDIARIES, ASSOCIATES, AND ITS LICENSORS DO NOT WARRANT THAT THE SERVICE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE CONTENT IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOUR USE OF THE SERVICE IS SOLELY AT YOUR RISK. BECAUSE SOME JURISDICTIONS DO NOT PERMIT THE EXCLUSION OF CERTAIN WARRANTIES, THESE EXCLUSIONS MAY NOT APPLY TO YOU.

LIMITATION OF LIABILITY

UNDER NO CIRCUMSTANCES SHALL SIMPLIFI, ITS SUBSIDIARIES, ITS ASSOCIATES, OR ITS LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THIS SITE. THIS LIMITATION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF SIMPLIFI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SIMPLIFI'S LIABILITY IN SUCH JURISDICTIONS SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW.

INDEMNIFICATION

You agree to defend, indemnify, and hold harmless SimpliFi and its subsidiary and other affiliated companies, and their employees, contractors, officers, and directors from all liabilities, claims, and expenses, including attorney's fees, that arise from your use or misuse of this site. SimpliFi reserves the right, at it own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with SimpliFi in asserting any available defenses.

You further agree to indemnify and hold harmless SimpliFi and its subsidiaries and other associated companies, and their employees, contractors, officers, and directors from all liabilities, claims, and expenses, including attorney's fees, that arise from SimpliFi's termination of your access to the Service based on the Licensee's request that your access be so terminated.

PROPRIETARY RIGHTS

You acknowledge and agree that the investment research, data, analyses and opinions and all other content (collectively the "Information") provided to you through the Service are protected by copyrights, trademarks, service marks, patents, trade secrets, or other proprietary rights and laws. Except as expressly authorized by SimpliFi, you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publish, adapt, edit, or create derivative works from such materials or content. Systematic retrieval of data or other content from this site to create or compile, directly or indirectly, a collection, compilation, database or directory without written permission from SimpliFi is prohibited. In addition, use of the content or materials for any purpose not expressly permitted in these Terms of Use is prohibited.

You further agree that the Information is provided solely for your personal information purposes and that the Information provided may differ from that obtained elsewhere because of investment policies and procedures mandated by your fund or plan fiduciaries.

As noted above, reproduction, copying, or redistribution for commercial purposes of any materials or design elements on this site is strictly prohibited without the express written permission of SimpliFi.

PAYMENT OF FEES AND EXPENSES

As a Sponsored End User, the fee for your access to the Service is being paid for by either your financial institution, employer, or some other entity who has requested that you be given access to the Service under its separate access agreement (the "Licensee").

DURATION OF AGREEMENT AND CANCELLATION

The term of this Agreement will continue for the period determined by the Licensing Agreement between SimpliFi and the Licensee who has given you access to the Service. If you decline this Agreement, you will not be permitted further access to the Service. However, all other eligible users covered by this Licensee Agreement will be entitled to use the Service.

The Licensee may, in its sole discretion, terminate your access to all or part of the Service, with or without notice to you, by giving written notice to SimpliFi of its intention that your access be terminated. You agree to indemnify and hold harmless SimpliFi and its associates, licensees, and agents from any claims arising out of SimpliFi's termination of your access to the Service under this provision.

SimpliFi also reserves the right to, in our sole discretion, terminate your access to all or part of the Service, with or without notice. This Agreement, and the corollary right to use the Service, will cease upon termination.

All arbitration provisions, indemnifications, and limitations provided for in this Agreement shall survive termination or expiration. This Agreement, and the corollary right to use the Service, will cease upon termination.

ASSIGNMENT

Neither party may assign this Agreement without the prior written consent of the other party.

ARBITRATION AGREEMENT AND DISCLOSURES

You agree that any controversy or claim arising out of or relating to this Agreement, or any breach thereof, shall be settled by arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules ("Rules"). You further agree that you will faithfully observe this Agreement and the Rules, that each party will abide by and perform any award rendered by the arbitrator(s), and that a judgment of the court having jurisdiction may be entered on the award.

GOVERNING LAWS

Both parties further agree that the hearing location of the arbitration shall be the State of Wisconsin. However, nothing in this Agreement shall constitute a waiver of any right provided by the Investment Advisors Act of 1940 or other applicable securities laws.

ACKNOWLEDGMENT OF ELECTRONIC COMMUNICATIONS

You agree that we may communicate information required under this Agreement and under state and federal law to you through the e-mail address you supplied. You agree to notify us of any change in this e-mail address immediately, and SimpliFi may rely on the most recent e-mail address that you provided to us.

COMMUNICATION WITH SIMPLIFI, LLC

You may send notices or other information to us by:

Overnight mail or U.S. mail:
            SimpliFi, LLC
            6201 Towncenter Drive
            Suite 120
            Clemmons, NC 27012

E-mail:
            advice@simplifi.net

Facsimile transmission:
            (336) 766-0823

SEVERABILITY AND INTEGRATION

Unless otherwise specified herein, this Agreement constitutes the entire agreement between you and SimpliFi with respect to the Service and supersedes all prior or contemporaneous communications and proposals (whether oral, written, or electronic) between you and SimpliFi with respect to the Service. If any portion of this Agreement is held to be invalid or unenforceable under applicable law, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions of this Agreement shall remain in full force and effect.

THIRD PARTY SITES

This site may provide links to other sites on the Internet. These other sites are not under the control of SimpliFi, and you acknowledge that SimpliFi is not responsible for the accuracy, copyright compliance, legality, or any other aspect of the content of such sites. The inclusion of such a link does not imply endorsement of the site by SimpliFi or any association with its operators.

BY CLICKING THE "I AGREE" BUTTON BELOW, YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND AGREE TO BE BOUND BY ITS TERMS.

SSL 09/2009