DISCLAIMER

Appendix D
Verdence Capital Advisers, LLC
2019 Risk Assessment
Website Disclosures

General

1. Registration as an investment adviser does not imply a certain level of skill or training.[1]
2. Some of these organizations are clients of Verdence Capital Advisors.
3. For information on our recognitions, please see the Accolades section below.
4. Accolades – sample disclosure to demonstrate how to frame disclosures for accolades (this is not a VCA accolade, but just an example):
5. Barron’s Magazine: 2019 Top 1,200 Financial Advisors

Barron’s state-by-state ranking of the top financial advisors in the United States. Factors included in the rankings are assets under management, revenues generated by advisors for their firms, and philanthropic work. Barron’s examines regulatory records, internal company documents, and extensive questionnaires filled out by the advisors themselves. Investment performance isn’t explicitly a criterion, because the advisors pursue a wide range of investment goals for their clients. A total of 1,200 advisors were ranked based on data provided by over 4,000 advisors across the nation. In the final list, advisors are ranked by state. The number of advisors included for each state was based on population. [Investment Adviser] did not pay to participate in this ranking.

Website Privacy Policy

Introduction

Verdence Capital Advisors, LLC (“VCA”, “we,” “us,” “Company”, or “Registrant”) is strongly committed to respecting and protecting your privacy. Please carefully read the following Privacy Notice (“Notice”). To ensure your privacy, the information we collect from visitors to this Website (the “Site”) is used only in the manner and for the purposes described in this Notice.

The purpose of this Notice is to explain the type of information that the Company collects, what we do with that information, and with whom the Company shares this information. Anyone who provides personally identifiable information (“Personal Information”) or any other information to the Company consents to the collection, use, and disclosure of such information under the terms of this Notice. This Notice applies to individuals who browse and use our Site (“Visitors”).

Information We Collect from Visitors to our Site

When a Visitor signs up to receive communications from VCA or submit a communication through the “Contact Us” page, the only Personal Information we collect is first name, last name, and email address, which is voluntarily submitted by you. When a Visitor sends an email to VCA via the Site, the Personal Information we collect is your email address and any other information voluntarily submitted by you in the message section of the email.

When you access verdence.com (or any website), your web browser may automatically send information about your computer, e.g., your User agent and IP address, if your computer enables cookies. Cookies are small text files that are stored in your computer’s memory and hard drive when you visit certain web pages. We do not store this information, nor do we run third-party browser cookies on our Site.

Website Links

Internet sites that you link to from the Site may contain privacy provisions that differ from the provisions of our Privacy Notice. To ensure your privacy is protected, we recommend that you review the privacy statements of other Internet sites you visit.

How We Use the Information We Obtain

We may use your Personal Information to email our monthly newsletter and other related communications. Once you have requested information from us, we may communicate with you to provide additional information related to your initial information request. However, we will never ask you to send Personal Information such as account or Social Security numbers by non-secure email. You have the right to unsubscribe when you have provided your consent to receive these communications by clicking on the embedded link to unsubscribe.

We may use aggregated Site data to ensure that content from our Site is presented in the most effective manner and tailored to our Visitors’ interests and the manner in which our Visitors browse our Site.

We will only use your Personal Information for the purposes articulated herein, unless we reasonably consider that we need to use it for another reason and that reason is compatible with the original purpose. If we need to use your Personal Information for an unrelated purpose, we will notify you and explain the legal basis which allows us to do so.

How We Protect Personal Information

We take seriously the obligation to safeguard your Personal Information. We maintain physical, electronic, and procedural safeguards to protect against unauthorized access to your Personal Information. Details of our technology security measures are set forth in our privacy and cybersecurity policies. We endeavor to restrict access to Personal Information about you to those employees of VCA and service providers who need access to that information. All of our employees and service providers are required to maintain the confidentiality of all Personal Information. Employees are educated about the importance of privacy in accordance with our Code of Ethics.

Information We Share

We do not disclose Personal Information we obtain about you through the Site, except as described in this Privacy Notice.  VCA may disclose your information: (1) to our affiliates, individuals and/or entities not affiliated with VCA in furtherance of providing services to you in response to your contact with us; (2) when required to do so by judicial or regulatory process; or (3) when we are otherwise permitted to do so in accordance with the parameters of applicable federal and/or state privacy regulations, or when you have authorized us to share information.

In addition, we may share anonymous/aggregate information with third parties, such as service providers, for any purpose.

We will not disclose or transfer Personal Information to third parties for the purposes of marketing. The disclosure of your information for processing and/or transmittal by VCA in furtherance of your relationship with us shall be deemed as having been automatically authorized by you with respect to the corresponding non-affiliated third-party service provider.

Updates and Contact Information

This Privacy Notice may be updated periodically and without prior notice to you to reflect changes in our information handling practices. We will post the updated version on the Site and indicate when it was most recently updated. We urge you to check this Site periodically to review the most recent Privacy Notice. Your continued use of the Site following any changes to this Privacy Notice will constitute your acceptance of the changes. If you have any questions or comments about this Privacy Notice, please contact Kevin Cuff, Chief Compliance Officer, at kcuff@verdence.com.

Website Disclaimer

Terms and Conditions

Welcome to http://verdence.com/. The information offered by Verdence Capital Advisors, LLC (“VCA”), on this website (the “Site”) is subject to certain terms and conditions (the “Terms and Conditions”). These Terms and Conditions apply to all users. By entering the Site or by transmitting any information to the Site you acknowledge and agree to all of the Terms and Conditions. Please read them carefully. If you do not agree to the Terms and Conditions, please do not use the Site. Any use of the Site in a manner inconsistent with these Terms and Conditions is deemed unauthorized access and may subject the user to civil or criminal penalties. We reserve the right to revise these Terms and Conditions at any time and for any reason, without notice or obligation, by updating this posting. Your continued use of the Site following the posting of any changes to the Terms and Conditions will mean that you accept such amendments. We strongly recommend that you periodically visit this page of the Site to review the Terms and Conditions.

Use of Website

This Site is limited to the dissemination of general information pertaining to VCA’s advisory services, together with access to additional investment-related information, publications, and links. Accordingly, the publication of VCA’s Site on the Internet should not be construed by any consumer and/or prospective client as VCA’s solicitation to affect, or attempt to affect, transactions in securities, or the rendering of personalized investment advice for compensation, over the Internet. Any subsequent, direct communication by VCA with a prospective client shall be conducted by a representative that is either registered or qualifies for an exemption or exclusion from registration in the state where the prospective client resides.

VCA does not make any representations or warranties as to the accuracy, timeliness, suitability, completeness, or relevance of any information prepared by any unaffiliated third party, whether linked to VCA’s Site or incorporated herein, and takes no responsibility, therefore. All such information is provided solely for convenience purposes only and all users thereof should be guided accordingly.

Restricted Use of Site Materials

VCA grants you a limited license to access and make use of the Site. For your personal use only, you may print copies of the information from the Site and you may store information from the Site on your own computer. You may not modify the Site, or any portion thereof, for any reason. Any unauthorized use terminates the permission or limited license granted by VCA. VCA reserves all other rights.

Registration Status

Verdence Capital Advisors, LLC (“VCA”), located in Hunt Valley, Maryland, is an investment adviser registered with the U.S. Securities and Exchange Commission (“SEC”). Registration as an investment advisor does not imply a certain level of skill or training. VCA and its representatives are following the current filing requirements imposed upon SEC registered investment advisors by those states in which VCA maintains clients. VCA may only transact business in those states in which it is registered or qualifies for an exemption or exclusion from registration requirements.

For information pertaining to the registration status of VCA, please contact the SEC or the state securities regulators for those states in which VCA maintains a notice filing. A copy of VCA’s current written disclosure statement discussing VCA’s business operations, services, and fees is available from VCA upon written request.

Projections May Not Materialize

The Site may contain forward-looking statements that involve risks and uncertainties. Actual results may differ materially from expectations discussed in such forward-looking statements. VCA does not assume any obligation to correct or update the historical, forward-looking, or other information contained herein.

Not Investment Advice

Certain portions of VCA’s Site (i.e., newsletters, articles, commentaries, blog posts, etc.) may contain a discussion of, and/or provide access to, VCA’s (and those of other investment and non-investment professionals) positions and/or recommendations as of a specific prior date. Due to various factors, including changing market conditions, such discussion may no longer be reflective of current position(s) and/or recommendation(s). Moreover, no client or prospective client should assume that any such discussion serves as the receipt of, or a substitute for, personalized advice from VCA or from any other investment professional. VCA is neither an attorney nor an accountant. No portion of the content on this Site should be interpreted as legal, accounting or tax advice.

Use of Third-Party Rankings

Neither rankings and/or recognition by unaffiliated rating services, publications, or other organizations, nor the achievement of any designation or certification, should be construed by a client or prospective client as a guarantee that he/she will experience a certain level of results if the Registrant is engaged, or continues to be engaged, to provide investment advisory services. Rankings published by magazines, and others, generally base their selections exclusively on information prepared and/or submitted by the recognized adviser. Rankings are generally limited to participating advisers. No ranking or recognition should be construed as a current or past endorsement of the Registrant by any of its clients.  The Registrant did not pay a fee to disseminate this information, although these publications have a financial incentive (paid subscriptions) to publish such information, and the Registrant may pay a fee to subscribe to such publications. The Registrant’s Chief Compliance Officer, Kevin Cuff, remains available to address any questions regarding rankings and/or recognitions, including providing the criteria used for any reflected ranking.

Linking, Posting and Transmitting

Although VCA provides the information accessible on the Site for your personal, non-commercial use, VCA retains all property rights, including, without limitation, property rights under U.S. and international copyright law, to all such information. Without the prior express written permission of VCA or as set forth under “Restricted Use of Site Materials” above, you MAY NOT do any of the following: (A) hyperlink to the Site, whether to its homepage or to an interior page; (B) include information from the Site on another site, on a server computer, or in documents; (C) modify or re-use the information from the Site; or (D) transmit any commands, codes or information to the Site, with the exception of those commands necessary to view the Site. VCA reserves all other rights.

Although VCA, or other parties involved in creating, producing, or delivering the Site, may monitor or review any transmissions to the Site or to VCA personnel, VCA and such other parties assume no responsibility or liability that may arise from the content thereof, including, without limitation, claims for defamation, libel, slander, obscenity, pornography, profanity, or misrepresentation.

Although the Site may be linked to other sites upon express written permission from VCA, VCA is not, directly, or indirectly, implying any approval, association, sponsorship, endorsement, or affiliation with the linked site, unless specifically stated therein. By entering the Site, you acknowledge and agree that VCA has not reviewed all the sites that may be linked to the Site and is not responsible for the content of any off-site pages or any other site linked to the Site. Such third party may have a privacy policy different from that of VCA, and the third-party site may provide less security than the VCA Site. You acknowledge and agree that when you follow links to pages not maintained on the Site, you do so at your own risk.

Indemnification

Each client and prospective client agrees, as a condition precedent to his/her/its access to VCA’s Site, to release and hold harmless VCA, its officers, directors, owners, employees and agents from any and all adverse consequences resulting from any of his/her/its actions and/or omissions which are independent of his/her/its receipt of personalized individual advice from VCA.

Jurisdictional Limitations

VCA may only transact business or render investment advice in those states and jurisdictions where it is authorized to do so. Any communications with prospective clients residing in states or international jurisdictions where VCA is not registered or licensed shall be limited so as not to trigger registration or licensing requirements.

[1] This is required when an adviser refers to its registered status.