EFTA Document EFTA01282660

• Deutsche Asset & Wealth Management Account Agreement Southern Trust Company, Inc Ckentlsl Address 8100 Red Hood Quarter B3 St Thorne* City State 00802 Tip Code Account Title (Complete if different from the Chem above) 1\14-G 0,138I& Account NurnberIci IMPORTANT PLEASE. SIGN AND RFT URN 1 H:S ACCOLIN LACREEMENI • This is the account agreement (Account Agreement) between Client and Deutsche Bank Securities Inc. (referred to herein as "DBSI'). It includes the terms and conditions and is the contract that controls each brokerage account in which Client has an interest (each an "Account"). Client agrees to read this Account Agreement and the Appendix to this Account Agreement: Disclosures and Definitions ('Appendix") carefully. If Client is not willing to be bound by these terms and conditions. Client shoulo not sign this Account Agreement. Client's signature confirms that Client has read and agrees to the terms of this Account Agreement and the Appendix annexed hereto. I. CUENT REPRESENTATIONS Client certifies that all of the information provided by Client in this Account Agreement is accurate and complete and that each of the following statements is accurate as to Client and Client's Account: a. Where Client is a natural person, Client is of legal age: b. For all accounts: (a) no one except the person(s) named on the Accounts), or, if signed in a representative capacity, then no one except the beneficial owner(s), has any interest in the Account(s). (b) Client is and will remain compliant with all Applicable Laws, (c) Client is financially capable of satisfying any obligations undertaken through Client's Account(s). (d) Client acknowledges that the purchase and sale of securities entails substantial economic risk, and represents knowingly and willingly that Client can assume such risk and (e) Client has read and understands the terms set forth in this Account Agreement and those agreements or supplements incorporated by reference and understands that Client is bound by such terms: c. Client agrees to notify us in writing if: (a) Client is or becomes an employee, member or immediate famky member of any securities exchange (or corporation of which any exchange owns a majority of the capital stock), Financial Industry Regulatory Authority, Inc. (FINRA)or of any broker dealer, (b) Client is or becomes a senior officer or immediate family member of such a person of an/ bank, savings and loan Institution, Insurance company, investment company. investment advisory firm or institution that purchases securities, or other employer whose consent Is required to open and maintain this Account by regulation or otherwise, unless such consent has been provided to DBSI. Client will promptly notify DBSI in writing if any of the above circumstances change. II. TERMS AND CONDITIONS THAT APPLY TO CUENT'S ACCOUNT(S) The following terms and conditions grivern Client's Account(s): I. Rights of DBSI. All rights granted to DBSI under this Account Agreement are granted with the understanding that it shall be within the sole discretion of DBSI whether, and in what manner, to exercise such rights. The failure of DM to exercise any right granted under this Account Agreement shall not be deemed a waiver of such right or any other right granted hereunder. DBSI retains the right to delegate to its agent, including its clearing agent, Pershing LLC (Pershing). one or more of ()BSI's rights or obligations under this Agreement without nodes to Client. 2. Cash Account. DOS! will classify each Accountas a cash brokerage account. DBSI mutt separately approve the opening of a margin account (Margin Account) and Client must separately sign the Margin Agreement. 3. Order Execution. Orders for the purchase or sale of assets may be routed to or executed through any exchange, market or broker that DBSI selects. 4. Rules and Regulations. Alitrensaotions in Accounts) shall be conducted in accordance with and subject to Applicable Law. W1111111111E! D5 I 3.4t004.0196 012145 032613 SDNY_GM_00038194 CONFIDENTIAL CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0001018 EFTA_OOI 48803 EFTA01282660 5. Purchase of Securities. DBSI requires that cash accounts contain sufficient funds to settle a transaction, but has the right to accept an order without sufficient funds with the understanding that Client will submit payment on or before settlement date for each security purchased. DBSI retains the right to cancel or liquidate any order accepted andror executed withoot prior notice to Client. if 0951 does not receive payment by settlement date. Alternatively, upon Client's failure to pay for purchased and settled securities, DBSI has the right to sell Securities and Other Primary held In any of Client's Account(s). and charge to Client any loss resulting therefrom. 8. Sale of Secarities. Chart agrees that in a cash account: (a) Client will not sell any Security beets it is paid for, (b) Client will own each security sold at the time of sale, (e) unless such security is already held in the Account, Client will promptly deliver such security thereto on or before settlement date, Id) Client will promptly make full cash payment of any antbunt which moy become due ie order to moat necessary reemears for additbnal deposits and (e) with respect to any Securities and Other Property sold, Ckent will satisfy any mark to the market deficiencies. Client must affect all Short Sales in a margin account and designate these sales as 'short." AM other sales will be designated es -Icing' and will be deemed to be owned Of Client In the event that OBSI enters an order to sell Securities and Other Property that Client represents Client owns, but which are not held in the Account at the time of sale, and Client fails to make delivery by settlement date, D651 has the right to purchase or borrow any Securities and Other Property necessary to make the reguired delivery. Client agrees to compensate DBSI for any loss or cost including interest. commission or fees sustained as a result of the foregoing. DBSI charges interest on unpaid balances in cash accounts from the close of business on settlement date. See the Annual Disclosure Statement, at http/fwvwv.pwm.db.eondarnerricasieothenualoisclosurestatementhtml for additional information on interest charges. 7. Restrictions on Trading. DBSI has the right to prohibit or restrict Client's ability to trade Securities and Other Property, or to substitute securities in Client's Account. 8. Restricted Securities. Clieot will not buy, sell or pledge any Restricted Securities without DBSI's prior written approval. Prior to placing any order for Restricted Securities subject to Rule 144 or 145 of the Securities Act of 1933. Client must identify the status of the securities and turnieh DBS1 with the necessary documents (including opinions of legal counsel. if requested) to obtain approval to transfer and regiiter tneee securities. DBSI• will not be liable for any delays in the processing of these securities.or for any losses caused by these delays. DBSI has the right to decline to accept an order for these securities until the transfer and registration of such securities has been approved. 9. Order Placement and CancellatimgModification Row:feats. When Client verbally places a trade witn o Client Advisor, Client will be bound to the oral confirmation repeated back to Client, unless Client objects at the time of the order. Client understands that requests to cancelhnodify an order that DBSI accepts are on a best efforts basis only. 10. Aggregation of Orders and Average Prices. Client authorizes D8510 aggregate orders for Cierlt Account(s) with other orders. Client recognizes that in so doing. Client may receive an average price for orders That may differ from the price(s) Client may have received had the orders not been aggregated. Client understands that this practice may also result In orders being only °fatally completed. 11. Transmission of Instructions. Client understands and accepts responsibikty for the transmission of instructions to DBSI and will bear the risk of loss arising from the method of transmission used in the event of transmission errors, misunderstandings. impersooations. transmission by unautholized persons. forgery or intercepts. Except in toe ones of gross negligence. Client agrees to release end indemnify 0651..its affiliates, employees and directors froth any and all liability arising from the execution of transactions based on such instructions. 12. Role of Certain Third Parties. C1851 engages e third-party cleatieg agent, Pershing. Client understands that Pershing is the custodian of Client's assets, clears and settles all transactions, and eittends credit on any margin purchases. where applicable. Client further understands that Pershing may accept from DBSI, without inquiry or investigation: (i) orders for the purchase or sale of Semites and Other Property on margin or otherwise, and (ii) any other instructions concerning Account(s). Client further understands that the contract between DBSI and Pershing. and the services rendered thereunder, are not intended to create a joint venture, partnership or other form of business organization of any kind. Pershing shall not be responsible or liable to Client far any acts or omissions of D8SI or ifs employees. Pershing does not provide investment advice, nor offer any opinion on the suitability of any transaction or order. DBSI is not acting as the agent of Pershing. Client cannot hold Pershing, its affikates and its officers. directors and agents liable for any trading losses that Client incurs. 13. Liens. Client hereby grants to DBSI and its Affiliates a security interest in and lien upon all Securities and Other Property in the possession or control of DWI, any of itsAffiliates or Pershing, in which Client has an interest (held individually, jorntly or otherwise) teekactively all such Securities and Other Property ate referred to herein as 'Collateral') in order to secure any and all indebtedness or any other obligation of Client to DBSI and its Affiliates or Pershing (collectively, all sucn obligations am referred to herein as the 'Obligations,. Clients who are joint accountholders (Joint Accountholders) acknowledge and agree that pursuant to the lien to OBSI and Affiliates. the Colateral shall include Securities and Other Property held in the Account or any other account held by either Joint . Accountholder with OBSI or its Affiliates or Pershing (whether individually. jointly or otherwise) and shall secure any and all Obligations of each Joint Accountholder to DBSI and its Affiliates or Pershing. With respect fo the lien granted to 0651 and its Affiliates, OBSI (or Pershing, at OBSIS instruction) may, at any time and without prior notice, sell, transfer, release, exchange, settle or otherwise dispose of or deal with ar.y or all such Collateral in order to satisfy any Obligations. In enforcing this lien, DBSI shall have the discretion to determine what and how much Colateral to apply for the purposes of the.toregoing. Notwithstanding the foregoing, nothing herein shall be deemed to grant an interestin any Account or assets that would give rise to a prbhioited transaetion under Section 4975(c)(1) (B) of the Internal Revenue Code of 1986, as amended, or Section 406(e)(0(B) of the Employee Retirement Income Security Act of 1974, as amended. Securities and Other Property held in Client's retirement accounts) maintained by D8SI, which may include IRAs or qualified plans. are not subject to this lien and such Securities and Other Property may only be used io satisfy Client's Indebtedneils or other obligatiuns related to Client's rethement eccountis). 13.AWm.0196 2 CONFIDENTIAL 012145 432813 SDNY_GM_00038195 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0001019 EFTA_00 148804 EFTA01282661 14. Satisfaction of Indebtedness and Assignment of Rights. Client agrees to satisfy, upon demand, any Indebtedness, including any interest and commission charges and to pay the reasonable costs and expenses of collection of any amount Client owes to 0851. including reasonable attorneys' fees and court costs. Client agrees that DBSI or Pershing may execute or assign to each other or any third party any rights or obligations Client granted under this Account Agreement, including but not limited to the right to collect any Obligations. or liquidate any Securities and Other Property held in Account(s). 15. Fees. Client understands that DB91 charges an Annual Account Fes for certain accounts and may charge service fees, processing fees and/or other tees or commissions, for the transactions and other services provided, more fully described in the Annual Disclosure Statement, at http://www.pwm.db.com/americas/en/annualdisclosurestatement. html. Client untlerstande that these fees will he charged to Account(s) and authorizes D851 to deduot such fees from Client's Account(s). 18. No FDIC Insurance. Not Obligations of Any Bank. Client understands that the assets in Client's Account are subject to the risk of Genial or total loss doe to market flucthations or the insolvency of the issuer(s). The assets in Client's Account (including all related cash balances and shares of any Mutual Fund) are not deposits or other obligations of OBSI, Deutsche Bank AG, Pershing or any other bank, are not guaranteed by D851. Deutsche Bank AG. Administrator. Bank or any other bank, and are not insured by the Federal Deposit Insurance Corporation (FDIC). Monies held in the Insured Deposit Program (IDP) may be FDIC insured while those monies are held in a depository account at a participating bank as described in the IDP Terms and Conditions. Client may from time to time be offered investment products for which DBSI or Deutsche Bank AG is an obligor. These products may be complex. may not provide for the return of the full amount of principal invested or for the payment of a fixed rate of interest (or any interest) and will not usually be covered by FDIC insurance, unless otherwise disclosed in the written offering documents for such products. 17. Cash Sweep Selection. Client agrees to contact DBSI regarding the selection of Cash Sweep Options and understands that Client's choice of Cash Sweep Options,may be limited to money market mutual funds or deposit produots that are unaffiliated with DBStif Client's Account is en individuar retirement account nr an ERtSA account, or if DBSI is acting as Client's investment adviser. Client understands that any funds Client has on deposit with the banks participating in IDP will be allocated among such banks in a manner described in the IDP Terms and Conditions. 18. Credit Information end Investigation. Client authorizes bESI and Pershing to obtain reports concerning Client's credit standing and business conduct at their discretion without notifying Client. Client also authorizes OBSI to share among service providers (es set forth horeiol end DBSI Affiliates such credit•related and business conduct information and any other confidentialinformation DEISI, Deutsche Bank AG and such Affibetels) may have about Clint and Client's Account, in accordance with DI3S1's Privacy Policy and Applicable Law. DBSI and Pershing will provide Client with a copy of each of their Privacy Policies shortly after execotion by Client of this Agreement. Client may request a copy of Client's credit report, and upon request, DBSI will Identify the name and address of the consumer reporting agency that furnished it. 19. Confirmations, Statements and Other Communications. Client agrees to notify DBSI in writioa, within ten (Kt) days after transmittal to Client of a confirmation, of any objection Client has to any transaction in Client's Account(s). In the absence of such written notification, Client agrees that all transactions in Client's Account(s) will be final and binding. Client understands objections must he directed to the Bronch Supervisor in writing, at the address on Client's account statement or confirm. For more information on how confirmations and account statements are delivered, please refer to the Appendix to this Account Agreement. 20. Recording Conversations. Client consents to DBSI recording any or all telephone calls with Chant 21. Joint Accounts. a. Unless Clients specify 'tenants in common" or 'community property," Clients authorize DBSI to designate a joint account as "joint tenants with right of survivorship," or as "tenants by the entireties" if Clients are married and reside in a state that recognizes said designation for, personal property. Clients agree that joint accounts will be carried by DBSI on Pershing's books in the form reflected by the Account name appearing on the account statement. In the event that /he Account Is e joint tenancy with right of survivorship of e tenancy by the entireties, the entire interest in the joint Account shill be vested in the survivor or survivors on the same terms and conditions es before the death. The survivors and the estate of the deceased Accountholder will indemnify DBSI for any loss incurred through treatment of the Acccunt es provided herein. b. Clients agree that each party to the joint account shall have authority to deal with DBSI as if each were the sole Account owner, al without notice to the other Acts:Writ owner(s). Clients agree that notice to any Account owner shall be deemed to be notice to off account owners. Eaob Account owner shall be jointly and severally liable for • this Account. DBSI may follow the instructions of any owner concerning this Account and make deliveries to any owner, of any or all property and payment, even if such deliveries and/or payments shall be made to one owner personally and not to ell of the Acconnt owners. OBSI shall be under no obligation to inquire into the purpose of any such demand for delivery of securities or payment and shall not be bound to see to the application or disposition of the securities and/or monies so delivered or paid to any Account owner. Notwithstanding the foregoing, DB51 may require joint action by all account owners with respect to ony matter concerning the account, including the giving or cancellation of orders and the withdrawal of monies, Securities and Other Property. In the event OBS! receives conflicting intimations from any owner, it may in its sole discretion: (a) follow any such instructions, (b) require written or verbal authorization of both, all or any owner before acting on the instructions from any one owner. (c) send the assets of the Account to the address of the account, or (dl file an interpleeder action in an appropriate court to let the court decide, the dispute. 13•AWM-0196 3 012145 032813 SDNY_GM_00038196 CONFIDENTIAL CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0001020 EFTA_00 148805 EFTA01282662 c. In the event of the death of any owner, the survivor(s) shall immediately give DBSI written notice thereof. DBSI may. before or after receiving such notice, take such action, require such documents, retain such securities and/ or restrict transactions in the Account as necessary Wits protection against any tax, hability, penalty or loss under any present or future laws or otherwise. Any cosi resulting from the dearh of any owner, or through the exercise by any decedent's estate. survivors (including other Account owners) or representatives of any rights in the Account shall be chargeable against the interest of the survivor(s) as well as against the interest of the estate of the decedent. The estate of me decedent and each survivor (including other Account owners) shall connote) to be jointly and severally liable to D851 for any obligation of the joint account or net debit balance or loss in said account until such time as DBSI distributes the assets in accordance with Clients' instructions. 22. Non-disclosure of Confidential and Material, Non-public Information. During the course of business, employees of 0681 may come into possession of confidential and material non-public irdormation. Under Aprdicabie Law, suoh employees are prohibited from improperly disclosing or using such information for their personal benefit or for the benefit of any other person, regardless of whether such other person is a Client of DBSI. Client understands that under Applicable Law. 0951 employees are prohibited from communicating sueh infermanen to Client and that 0851 shall have no responsibility or liability to Client for failing to disclose such information. 23. Third Party Authorization; No Agency. Client agrees that it Client authorizes third party(ies) (including, without limitation, any investment advisor or money manager) toilet on Clients Account• such third party(es) shall be bound by the Terms and Conditions of this Account Agreement. Client further agrees that unless otherwise agreed to in writing by DBSI, third party(ies) aumorized by Client to act for Client, whether or not referred to Client by DBSI, is/are not, and shall not be deemed agents of DBSI and DBSI shall have no responsibility or liability to Clientfor any acts or omissions of such third party, or any officers, employees or agents thereof. 24. No Legal, Tax or Accounting Advice. Client acknowledges and agrees that: (a) neither OBSI, nor Pershing, provide any legal, tax or accounting advice, (b) neither 0651 nor Pershing employees era authorized to give any such advice and (c) Ckent will not solicit such advice or rely upon such advice given in error, whether or not in connection with transactions in or for any of Client's Account(s). In making legal, tax or accounting decisions with respect to transactions in or for Client's Account(s) or any other matter, Client will consult with and rely upon Client's own advisers, and not 0651. Client acknowledges that DBSI shall have no liability therefore. 25. Limitation of Liability. Client agrees that, unless otherwise provided in any other agreement between Client and DBSI or under Applicable Law. DEIS1 shell not be hablo for am' loss to Client amulet in tho case of DBSI's gross negligence or willful misconduct. 0BS1 shall not be liable for loss caused directly or indirectly by government restrictions, exchange or market rulings, suspension of trading, war, strikes• act of foreign or domestic terrorism or other conditions beyond DBSI's control. DBSI shall not tie liable for any damages caused by equipment failure. communications line failure, unauthorized access. theft, systems failure and other occurrences beyond DBSI's control. 26. Customer Inquiries/Customer Complaints. For general inquiries, Client will contact the Client Advisor or Branch Supervisor assigned to Client's Account(s) for questions,or assistance on any matter relating to these Account(s). Client must direct all formal complaints against DBSI or'any of its employees to Deutsche Bank Securities Inc., Compkance Department • Client Inquiries, 60 Wall Street. 23rd Floor. Mad Stop NYC60-2330, New York, NY 10005-2836 or Client may call (212) 250-1085. 27. Entire Understanding. This Account Agreement contains the entire understanding between Client and DB51 concerning the subject matter of this Account Agreement and there are no oral or other agreements in conflict herewith. The Terms and Conditions of this Account Agreement shall apply to onch end every account and, collectively, any and all funds, money, Securities and Other Property that Client has with (inland supersedes any prior Account Agreement Client may have signed with DBSI. Client acknowledges that Client may be required to enter into separate agreements with respect to products or services offered by or through DBSI or its affiliates. 28. Right to Terminate or Amend. Client agrees that DBSI has the right to terminate this Account Agreement and close any related accounts or amend the Terms and Conditions of this Account Agreement at any time and for any reasun by sending written notice of such termination or amendment to Client. Any such termination or amendment shall be effective as of the date that DBSI establishes. Client cannot waive, alter, modify or amend this Account Agreement • unless agree° in wnting and signed by 0881. No failure or delay oo the part of OBS! to exercise any right or power hereunder or to insist at any time upon strict compliance with any term contained in this Account Agreement. shall operate as a waiver of that right or power or term. 29. Controlling Law. This Account Agreement shall be deemed to have been made in the State of New York and shall be construed, and the rights of the parties determined, in accordance with the laws of the State of New York and the United States, as amended. without giving effect to:the choice of law or conflict-of-laws provisions thereof. 30. Headings. Paragraph headings are for convenience only and shall not affect the meaning or interpretation of any provision of this Account Agreement. 31. Assignment, Separability, Survivability. This Account Agreement shall be binding upon Client's heirs, executors, • administrators, personal representatives and permitted assigns. It shall inure to the benefit of DBSI's successors and assigns, or any successor clearing broker• to whom DBSI may transfer Client's Account(s). DBSI may. without notice to Client, assign the rights and duties under this Account Agreement to any of its Affiliates, or to any other non- affiliate entity upon written notice to Client. If any provision or condition of this Account Agreement shall be held to be invalid or unenforceable by any court, administrative agency or regulatory or self-regulatory agency or body. such invalidity or unenforceability shall attach only to such provision or condition. The validity of the remaining provisions and conditions shall not be affected thereby and this Account Agreement shall be osrried outas if any such invalid or unenforceable provision or condition were not contained herein. 32. The provisions of this Account Agreement governing aibitration (Section III). controlling law (Section 11.29) and limitation of liability (Section 11.25) will survive the termination of this Account Agreement. 13,AWIA-0196 4 012145 032013 SDNY_GM_00038197 CONFIDENTIAL CONFIDENTIAL — PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0001021 EFTA_OOI 48806 EFTA01282663 III. ARBITRATION 1. This section of the Account Agreement contains the pre-dispute arbitration agreement between Client and DBSI and Pershing. as applicable, who agree as blows: a. All parties to this Account Agreement (being Client. DBSI and Pershing) are giving up the right to sue each other in court, including the right to a trial by jury. except as provided by the rules of the arbitration forum in which a claim is tiled, or as prohibited by Applicable Law: b. Arbitration awards are generally final and binding; a parry's ability to have a court reverse or modify an arbitration award is very limited: c. The ability of the parties to obtain documents, witness statements and other discovery is generaNy more limited in arbitration than in court proceedings: d. The arbitrators do not have to explain the reasun(s) for their award, unless, in an eligible case, a joint request for an explained decision has been submitted by all parties to the panel at least 20 days prior to the first scheduled hearing date; e. The panel of arbitrators will typically include a Mioority of arbitrators who were or are affiliated with the securities industry; f. The rules of some arbitration forums may impose time limits for bringing a claim in arbitration. In some cases, a claim that is inatipible for atbitration.may be brought in coin; end The rules of the arbitration forum in which the claim is filed, end any amendments thereto, shall be incorporated into this Account Agreement. 2. Subject to the preceding disclosure, Chant agrees to arbitrate any controversies dr disputes that may arise with DBSI or Pershing, whether based on events occurring prior to, on or subsequent to the date of this Account Agreement. and including any controversy arising out of or relating to any Account with DBSI, the construction, performance or breach of any agreement, or any duty arising from any agreement or other relationship with DBSI. to transactions with or through DBSI, or any controversy as to whether any issue is arbitrable. My arbitration under this Account Agreement shall be determined only before an arbitration panel set up by FINRA in accordance with its arbitration procedures or an exchange of which 0851 is a member in accordance with the rules of that particular regulatory agency then in effect. Client may oiect in the first instance whether arbitration shell be by FINRA or a specific national securities exchange of which DBSI is a member. but failure to make such election by registered letter to Deutsche Bank Securities Inc., Compliance Department - Attention: Director of Compliance, 60 Wall Street, 23rd Floor, Mail Stop NYC60-2330: New York. NY 10005.2836 within five days alter receipt of a written request from DBSI for such election, gives DOS' the right to elect the arbitration forum that will have jurisdiction over the dispute. Judgment upon arbitration awards may bo entered in any court, state or federal. having jurisdiction. Any arbitration under this Account Agreement will be conducted pursuant to the Federal Arbitration Act and the laws of the State of New York. 3. Neither DBSI, Pershing nor Client(s) waive any tight tri seek equitable relief pending arbitration. 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 crass 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: (a) the class certification is darned, or (b) the class is decertified, or (c) the Client is excluded from the class by the court. Such forbearance to onion]. an agreemerit to amitrate shall not constitute a waiver of any rights under this agreement except to the extent stated herein. g. [THIS SPACE INTENTIONALLY LEFT BLANK] 13AVAA -0198 5 012145032813 CONFIDENTIAL SDNY_GM_00038198 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0001022 EFTA_00 I 48807 EFTA01282664 Form W-9 (Rev. Direemeer 2011) Deanna:a of to 'Newer Intend Revalue Simla Name (a shoal on you: ammo tax /earl Southern Trust Comps Inc Busmen nanottfannerded entity name. 0 deter um Iron atc n5 I Request for Taxpayer Identification Number and Certification Give Form to the requester. Do not °end to the IRS. Chew opproortate boa for leant tax camel:aeon: IndhictuaVsole propflatty 0 C Connor, S Corponuon n Pwswip n numhertreo O tanked aetn y oompriy. Enter me lax elaallIcalian (CC wearies.. SS corporation erpartnershiPI O Other Poe neructions)► Mabee plantar. area, and apt. or sure no) 6100 Red Hook Quarter 83 City. net., aid 21P cede St. Thomas. USV1 00902 LW account numbeasi here opeippap Erna payee neciainer a cane end actress topuonsp Taxpayer Identification Number (TIN) Enter yet TIN in the appopiate boa The TIN provided must match the name even on the Name Ins to avoid backup withhaking. For old...ideals. this h yew seal seetrily number (SSN). However, for a Madan! alai, Sale Proprietor, or deregarded entity, see the Pen I Instructions on page 3. For other entitles, kis your ampbyer Idemlfication number (Elisi). If you do not have a number. see Noe to get a TIN on page 3. Note. If the account is in more than one name, see the chart an page 4 Is. guidelines on vMOSO number to enter. Sada seciater Employer klerailicalee meth. eie - 0 7 7 Lalal Certification Uncle, pennies of perjury, I certify that: 1. The number shown on Us form is my cane taxpayer identification number Swaim waiting fora number to be Issued to me), and 2 I am not subject to backup withholding because: (a) I am exempt from backup Withhoiativr, a (b) I have not been notified by the Memel Revenue Service ORS) that tam subjeCt to backup withholding as a man of a failure to report of interest or dividends, p(e) the IRS his nalfied me than am no longer subject to backup withlitiding, end 3. I tarn a U.S. citizen or other U.S. person (defined below). Certification instructions. You must cross out item 2 above it you have been notified by the IRS that you are Potently subject to backup withholding because you have failed to report as Interest and dividends on your tax return. For real estate transactions. hem 2 does not apply. For mortgage interest paid, acquisition or abandonment gl property, cane:Salto of debt, coeuibutions lo an indwiduel reirement feraragement ORA), and PanentaY. Payments other than mere d di you we not sir the enetiecation, but you must prate yew correct TIN. See the instructions on Page 4. Sign eleneiwe ef Here us. person. / General Instructiot Section references are to the tenet Revenue naiad. Purpose of Form A mewl who Is required to Ste an inlantatICCI Marl) with the IRS must obtain your bOrreCt taxpayer Identilsoatkan number mm to report fa exempla Income paid to you, real estate transactions, mortgage interest you part acquisition a abandonment of Vituted property, oencalet ten of debt. a contributions you made to an IRA. Use Form W-9 only If you we a U.S. person Oncluding a reddern alien), to provide your correct TIN to the person requesting k (the requested are. When aPPlicable. to: 1. Certify that the TIN you ale giving is correct (or you are walling for number to be issue, 2. Coney met you we not subtext to backup wthholctirg. or 3. Claim exemption from backup melba:leg if you are a U.S. exempt payee. If appllctfe. you are also certifying that es • U.S. person, your allocable share of any partnership (come from a U.S. trade or business is not subject to the withholding lex on foreign partners' Share Of effectively connected income. Ilia 6 1 -a-r- vellaelyel na lriso / Note. If a requester gives you e loran other than Form W-9 to request your TIN, you must use the requester's form t k* substantially dmilar to INS Form W-9. Defintdoit of • U.S. person. For federal tali Purecass, you are considered a U.S. person if you are: • An individual who Is a U.S. citizen or U.S. resident Wen. • A mane-Olio corporation. company, or association Created or organized in the United States or under the laws of the United States, • An estate forcer than a foreign estate), a • A domestic Mat (as defined In. Regulations section 301.7701.7). Special rules for pattnerships. PartnersNps that conduct a trade or business hi the United States are gravelly required to pay a withholding tax on any foreign partners' share of Income from such business. Further, in certain cases where a Form W-9 has not been received, a partnership IS required to presume that a partner al a foreign person, We pay the withhading tax. There, oreof you ere a U.S. person that is a partner in a partnership conducting a trade or business in the United States, provide Form W-9 to the partnership to establish your U.S. status and avoid wahhokang on your share of partnership income. Ca. No. 10231% CONFIDENTIAL ram W-9 paw. 12-2011) SDNY_GM_00038199 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0001023 EFTA_00148808 EFTA01282665 IV. TAX ELECTION/DECLARATION OF TAX STATUS This Account Agreement is designed for use by both U.S. Poisons and Non-US Persons. Please check the box next bathe appacabio nom below. awl certifies that Client will notify 0851 in writing immediately if the representation certified to below ceases to be true and correct. 1.O U.S. Citizen or V.S. Resident A/ren Patin W9 Substitute Request for Taxpayer Identification Number and Certification Name (ore shown on your Income tax return) Business nerriddisregarded entity name, *different tram stove Check appropriate box for federal tax classification (required) Exempt Mee • Individualise:4e proprietor O C CorporatIon O S Corporation O Partnership. Trust/estate • K Limited liability company. Enter the tax classification (Gee corporation. 5=5 corporation, PePliniilinthiP) le Other y Adities (number, street. tad apt. err suite no.) City, State, and ZIP code 'Taxpayer Identification Number (TIN) Part II Sign Hero Enter your TIN in the appropriate box. The TIN provided must match the name given on the "Name" line to avoid backup withholding. For indNiduds. this is your social security number ISSN). For other entities. It is your employee identification number ((IN). Social Security Number I 1 1- (miaow Idamfication Number DO-M=0 Certification Under penalties of perinlY. I cififtilv that: 1. The number shown on Otis form is my correct taxpayer identification number (Or I am wailing for a number to be issued to me). and 2 I am not subSeoct to backup withholding because: (a) I ant exempt from backup withholdings or tts I have not been notified by the Internal Revenue Service ORS) that I ern subject to backup inithholdng as a result of a failure to report an interest or dividends. or li t the IRS has notified me that I am no longer subiect to backup withholding. and 3. I am a U.S. edition or other U.S. person (defined In the instructions). Certification instructions. Yo si cross • kern 2 above if you have • ., , . med by the IRS that you are aurently subject to backup withholding because you have failed port all Interest a d dividends Signature of U.S. person 2 NoriO S Pathan Dale --fr a--1L— t 3 I am not a U.S. Person enduring a U.S. resident alien).i ant submitting the applicable Form/N-8 with this form to certify my foreign status and. despicable. Claim tax linty benefits. For example: Client is not a U.S. person (Including a U.S. retident alien). Client agrees to provide OBSI with this medication the applicable Internal Revenue Service (IRS) Form W43 to catty the client's foreign status. W-I3 forms and instructions are available on the IRS website at www.irs.gov. 13AWM.Olee 6 012145032813 SONY_GM_00038200 CONFIDENTIAL CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0001024 EFTA_00 148809 EFTA01282666 BY SIGNING BELOW CLIENT ACKNOWLEDGES THAT: (1) CLIENT HAS RECEIVED. READ AND AGREES TO THE TERMS AND CONDITIONS OF THIS ACCOUNT AGREEMENT, INCLUDING THE APPENDIX WHICH CONTAINS IMPORTANT INFORMATION: AND (2) THE INFORMATION CONTAINED IN THIS ACCOUNT APPLICATION IS ACCURATE. CLIENT ACKNOWLEDGES THAT THIS ACCOUNT AGREEMENT CONTAINS A PRE-DISPUTE ARBITRATION CLAUSE AT SECTION III. PAGE 5. AND CLIENT AGREES TO ITflf RMS (ALL ACCOUNT AGREEMENT SIGNATORIES MUST INITIAL). INITIAL HERE' THE INTERNAL REVENUE SERVICE DOES NOT REQUIRE CLIENTS CONSENT TO ANY PROVISION OF THIS DOCUMENT OTHER THAN THE CERTIFICATION REQUIRED TO AVOID BACKUP WITHHOLDING. AND. IF APPUCABLE. THE CERTIFICATION REQUIRED TO ESTABUSH CLIENTS STATUS AS A NON•U.S. PERSON AND OBTAIN A REDUCE() RATE OF WITHHOLDING. Important Information for ERISA employee benefit plan clients. U.S. Department of Labor regulation') require DBSI to disclose to a responsible plan tiducialY certain talorrnatoo in connection with the tautest that DOS' provides to a plan. to assist the fiduciary in evaluating the reasonableness of CIBSI's services and related compensation. The disclosure is available online, at http://www.pwm.db.comfamericasferVerisa_disciosure_ixs.Mml. By signing below, you acknowledge that you ere a fiduciary responsible for the procurement of DEISI's senAces to the plan you have read the disclosure and you understand the disclosure. Individual Or joint account (IF THIS IS A JOINT ACCOUNT. ALL ACCOUNT OWNERS MUST SIGN) CONFIRMATION OF TAX AND COMPLIANCE RESPONSIBILITIES Client acknowledges having sole responsibility to fulfill arty tax obligations and any other regulatory reporting duties applicable in any relevant jurisdictions that may arise in connection with assets. income or transactions in Client's accoumIsYand business relationship with DBSI. CHECK A BOX BELOW ONLY IF CLIENTS DO NOT WANT JOINT TENANTS WITH RIGHTS OF SURVNORSHIP OR TENANTS BY THE ENTIRETIES. CLIENTS SPECIFY INSTEAD: OTenants in common: or OCommunity Property Ito. married couples in certain states; each spouse retake 50% interest in the corrinwnity property upon death of the first spouse). Signature Date Print Name SSIWEIN Signature Date Print Name SSWEIN Signature Date Print Name SSNIEIN Cornier:in, partnership, trust or other entity: CONFIRMATION OF TAX AND COMPLIANCE RESPONSIBILMES Client eclmowledges having sole responsibility to fulfill any tax obligations and any other regulatory reporting duties applicable Wham/ relevant lonedicfionT that may arise in Connection with assets. income or transactions n Client's accountis) and business relationship with DBSI. Furthermore. Client Confirms that the necessary Information lto the best of Clients knowledge and capabilities) is made available no less then annually to the relevant benefirial owner(s). riettlorad. beneficlaryfies), partneffs), etc. to enable such panonls) to fulfill any respective tax obligations that may arise for such person(s) n connection with Clients famines., relationship with DBSI. utti So ern Trust Company Inc 66-0779861 Name of Entity Employer ID No Signature of Officer, Partner. Trustee, Authorized P. Print Name/TifieJeffriT EPI/lein Signature of Officer. Partner. Trustee, Authorized Party Date Print Nameilltle Signature of Officer. Penner, Trustee. Authorized Party Dote Print Narnerrid• 13AWM.0196 .7 012145032813 SDNY_GM_00038201 CONFIDENTIAL CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0001025 EFTA_00148810 EFTA01282667 APPENDIX TO THIS ACCOUNT AGREEMENT: DISCLOSURES AND DEFINITIONS •IlyIPORTANTI;PLEASE',READ THIS APPENDIX DISCLOSURES 1. Confirmations. Confirmations of transections. as well as other communications will be sant to the address Client has provided, or to such other address as Client may hereafter give to DBSI in writing. and all communications so sent, whether by mail, private carrier, facsimile, messenger, electronically or otherwise, shall be deemed delivered to Client when sent, whether actually received or not. 2. Consent to Loan or Pledge of Securities and other Property. Within the limitations imposed by Applicable Law, all Securities and Other Property now or hereafter held; carried or maintained by or in the possession of DBSI that have not been fully paid for may be lent to DBSI, to Pershing or to others. end may be pledged. (splodged. hypothecated or rehypothecated without notice to Client, either separately or In common with other Securities end Other Property of ()BSI's other Chants for any amount due in any account with DBSI in which Client has an interest. or for any greater amount, and OBSI may do so without retaining in its possession or control for delivery a like amount of similar Securities and Other Property. Client understands that while securities held for Client's Account(s) are loaned out, Client will lose voting rights attendant to such securities. For additional terms that apply to margin accounts only, see the Margin Addendum. Neither Penning, nor DBSI, will lend or plaque fully paid for securities without Client's written peimissiorc 3. Corrected and Late Trade Reports. 0851 may receive late and/or erroneous trade reports from the marketplace where Client's order is executed: Any such reports may result in an adjustment to Client's order or the information on a trade execution reported to Client. 4. Effect of Attachment or Sequestration of Acconnts. D851 shall nth be liable for refusing to obey any orders given by or for Client with respect to any Account which is or has been subject to an attachment or sequestration in any legal proceeding against Client, and DBSI shall be under no obligation to contest the validity of any such attachment or sequestration. 5. Foreign Securities. With respect to debt or equity securities of foreign issuers or debt or deposit instruments of foreign banks ("Foreign Securities"), Client acknowledges and understands that: (a) Foreign Securities are, In most cases. not registered with the Securities and Exchange Commission er listed on any U.S. securities exchange. ft)) Foreign Securities, particularly those of issuers in the so-called "emerging markets" are often illiquid, are sometimes subject to legal andtor contractual transfer restrictions and it may be difficult or impossible to dispose of such Foreign Securities prior In the maturity thereof or to determine the market price thereof for valuation purposes, (c) Foreign Securities, and the issuer, guarantors or other obligors with respect thereto ("Foreign Issuers! Obligors") are subject to a variety of risks in aduition to tease typically tuned in the case of U.S. sororities and issuers, including, among other things, currency risk. exchange controls, confiscatory taxation, withholding, limitations on the rights of security holders, civil unrest hyperinflation. discriminatory treatment of foreign investors, etc., (d) there is often less information available regarding Foreign Issuers/Obligors, and such information may be more difficult to interpret, than is the case with U.S. issuers whose securities are subject to the periodic reporting requirements under U.S. securities laws, (e) there may be no effective means to determine if a Foreign Issuer/Obligor is in default of its obligations in respect of its debt securities nr other financial obligations (and Client specifically acknowledges that Foreign Secuhties Which Client purchases may be in default at the time of purchase). (1/ Foreign Securities In question may be urirated, and (g) such Foreign Securities are not suitable for all investors. Client authorizes DBSI to purchase Foreign SeCurities (and, in the case of Foreign Securities denominated In foreigo currencies, the relevant foreign currencies) from or sell Foreign Securities (and foreign exchange) to an Affiliate of DBSI. In dealing with such Atliviates. such Affiliates may take and retain their normal commissions. spreads or other fees without regard to 0651's relationship with Client. 6. Freeriding Prohibited (Not Applicable to Margin Accounts). Paying for the purchase of securities in a cash account with the proceeds of their subsequent sale. known as freeriding, violutes Reguialion T of the Federal Reserve Board, is prohibited arid may, among other things, result In Client's Account being restricted or clotted. 7. Impartial Lottery ANocetion System. When DBSI holds Securities and Other Property that are callable (all or in part) on Client's behalf. Client will participate in 0851's impartial lottery allocation system for the called Securities and Other Property. 8. Non-Investment Adviser Capacity. Unless D851 agrees otherwise in writing. 0851 is not acting as en 'investment adviser' (as such term is defined in the Investment Advisers Act of 1940. as amended) with respect to the Client's Account(s). 9. Non•United States Fffitident Additional iMeelosure and Understanding. Tnis disclosure applies to non-United States residents and non-United States domiciled entities. Client's Account is based in the United States; and not in Client's country of residence. OBSI accountsr products and services may not have been registered, reviewed or approved by any governmental, banking nr securities reguietor in Client's country of residence or domicile. Not all of 08SI accounts, products, services or investments are available to residents of all countries. Many countries have various laws, rules and regulations that may apply to opening and maintaining accounts, products or services outside Client's country or residonde or domicile, including reporting arid filing requirements and laws, rules and regulations regarding taxes, exchange or capital controls. Client is responsible for knowledge of end adherence to any such laws, rules and regulations and reporting or tiling requirements in Client's country or dotnicile of residence that mlgln apply as a result of Clients Anonent with D8SI lh the United States. These nay include but are not limited to. lax, foreign exchange or capital controls, and reporting or filing requirements that may apply as a result of Client's country of citizenship, domicile or residence. Client currently complies end will continue to comply with any such laws, rules, regulahons ano reporting nr filing requirements as required by Ole nib country of citizenship, resieence or domicile 13-AMA-Otto& 0121460321313 SDNY_GM_00038202 CONFIDENTIAL CONFIDENTIAL — PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0001026 EFTA_0014881 I EFTA01282668 10. Notices. Notices end other communications may also be provided to Client verbally. Such notices and other COmmunications left for Client on Client's answering machine. voice mail, electronic mail or otherwise, are considered to have been delivered to Client whether actually received or not. Transactions entered into Client's Account shall he confirmed by DBSI in writino where required by law or regulation. DBSI will not send separate confirmations for the following transactions: (a) dividends or distributions credited or reinvested, or transactions effected pursuant to a Dividend Reinvestment Plan, (b) shares of money market funds that are purchased or redeemed, or are part of the Cash Sateen Options, or (c) transactions attained pursuant to a periodic plarr or an investment company plan. Client's periodic amount statements will reflect these transactions. Notices concerning all matters related to Accounts) usually will go through DBSI although Pershing may send notiCe(S) directly to Client with a duplicate to Deg should marmot conditions, timeicooatraints or other circnmstences so reeuite. 11. Possible Conflicts of Interest. Services and recommendations that DBSI provides to Client may differ from the services and recommendations provided to other Clients or by other individuals or groups at DBSI and/or affiliates of Deutsche Bank AG, whether ailing as principal or agent. DBSI provides investment advice, portfolio management and execution services for many Clients and, in addition, acts as principal in various markets. Given these different roles, individuals and groups at DBSI and affiliates of Deutsche Bank AG are seldom of one view as to an investment strategy and may porsoe dtfedng or conflicting srrategies. Employees of DBSI shad have no obligation In recommend to Client, or inform Client of, strategies being pursued by DBSI or other Clients. Further, (a) DBSI and its affiliates may provide services for a fee to or solicit business from companies whose securities are recommended by O851. (b) ()BSI sod its affiliates may be paid fees by investment companies registered under the Investment Company Act of 1940 or other investment vehicles. including without limitation, fees for acting as investment advisor, administrator, custodian and transfer agent, and (C) 0851 and its affiliates act as brokers, principals and/or market makers in pertain markets and may do SD in transactions with Client. laBS1 may reconiniond securities er strategies that are issued, underwritten, implemented or advised by O851 or one or more of its affiliates. DBSI may receive compensation, in addition to the compensation Client pays DB51, in the form of Rule 12b-1 fees, distribution fees, finder's tees. fees based uprin Lund management fees and cash or non-cash payments the/ ere paid by mutual funds (out of fund assets in the case of Rule 12b-1 fees) or by the managers and other service providers to the funds (not out of fund assets). DBSI also participates in a program offered by Pershing, under which O851 shares in revenue received by Pansiiihg from mutual funds offered on the Petshing platform. All of these payments may vary based on sales volume or assets under management and may give DBSI a financial incentive to recommend certain funds or strategies and to include those funds in models and programs. In addition, DBSI may receive trail compensation in eonnection with sales of euchon rate seourities. • 12. Securities Investor Protection Corporation (SIPC). OBSI provides SIPC coverage through Pershing and/or as a member of SIPC. For additional information on this coverage see www.SlPC.org or call the SIPC public information nurnber (201) 371.8300. CUM will refer to the Annual Discinsure Statement, at http://wwwwwm.db.tonaamericas/ enlannualdisclosurestatement.html for additional information regarding 51PC and excess of SIPC coverage. 13. Tax-Exempt Entities. Charitable remainder trusts, foundations, pension plans and other tax-exempt entities may be deemed to receive unrelated business taxable income (UBT1) as a result of investing in certain securities, borrowing monies under a margin loan, investing in a partnership or limited liability company that generates UBTI or other leverage or loan arrangements. Tax-exempt entities should consult with their tax adviser before making an investment or entering into such ananaernont If Client's periodic Aocuunt Statement indicates mat any Securities were forwarded to Clem and Client has not received them, Client should notify Dt3S1 immediately. If notification is received within 120 days after the mailing date, as reflected on Client's Account Statement, replacement will be made free of charge. Thereafter, a fee for replacement may apply. DEFINITIONS The following are definitions of certain terms that are used within this Account Agreement. As required. the singular shall be plural and the plural shall be singular. 1. *Account Agreement' means The written agreement entered into between Client(s) and DBSI regarding Client's)' Account(s). The Account Agreement includes the Terms and Conciticns, Arartration, Tax Emetion/Doclaratrun of Tax Status, and the Appendix to the Account Agreement, as well as any other applicable disclosure documents related to Client's Account(s), together with any amendments or supplements to such documents. There may be disclosures. agreements end terms apaheable tee parecular feature, program, occnunt or service provided de a result of o Client election, modification of or addition to the Account Agreement, change in service or otherwise. 0651 will provide to • Client such disclosures, agreements and terms, which shall be incorporated into this Account Agreement by reference. From time to nme, DBSI may require that Client sign other agreements or doeuments tor certain services or instructions and such additional agreements and documents shall become part of this Account Agreement. 2. "Affiliale(s)* means any entity that is controlled by, controls or is under common control with DBSI. DBSI is a subsidiary of Deutsche Bank AG. Each affiliate is a separate legal entity. 3. 'Applicable Law" means the constitution, rules, regulations, customs and usages of the exchange or market, and its clearing house, if any, where a transaction is executed and applicable federal and state laws and regulations, including but not limiteo to securities laws and regulations (includiog tne rules and regulations of the Secunties end Exchange Commission and the Federal Reserve Beard or foreign securities regulator, as applicable), end the rules and regulations of FINRA, or any other sett-regulatory agencies or organizations having governing authorityto a transaction in an Account in effect from time to time. 'Applicable Law' shall also include the rules of any national securities association, registered securities exchange or of the Options Clearing. Corporation or other clearing 'organization applicable to the trading of option contracts. 13.AWM-0196 la CONFIDENTIAL 012145 032813 SDNYGM_00038203 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0001027 EFTA 00148812 EFTA01282669 4. 'Branch Supervisor means tho manager of the branch office at which Client's Account(s) is/are maintained. 5. 'Cash Sweep Options" means the program through which certain uninvested cash balances in eligible Account(s) will be deposited automatically each day into interest-bearing, FDIC-insured depository accounts through DEtSts IDP or into an available money market mutual fund until Client invests these balances or balances are otherwise needed to satisfy obligations arising in connection with Client's Account(s). The Cash Sweep Options are described more fully in the Cash Sweep Options Disclosure Statement, which will be provided to Client under separate cover after the Account is opened, 8. 'OBS, Privacy Statement" means the statement of DI3SI's policies pertaining to gathering. protecting and maintaining the confidentiality of Client information and, in certain limited situations, providing Client information outside of DBSI. 7. tatty" or "Parties' means Client(s) and DBSI, together with its affiliates, collectively. 8. 'Restricted Securities' means securities of a corporation Of which Client is a director, executive officer or 10% stockholder, or otherwise classified as a control person or insider, or securities that are subject to any restrictions on resale (whether by Applicable Law, contract or legend on the security). or are not traded on or through a national securities exchange, automated quotation system or other nationally recognized published interdealer quotation system. 9. 'Securities and Other Property" means, but is not limited to. money, securities, financial instruments and commodities of every kind and nature and related contracts and options (whether for present or future delivery), distributions, proceeds, products and accessions of all property owned by the Client or in which the Client has an interest. (THIS SPACE INTENTIONALLY LEFT BLANK) 10 CONFIDENTIAL 13.AWM-0196 012145(42813 SDNY_GM_00038204 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0001028 EFTA_00148813 EFTA01282670 MARGIN DISCLOSURE I INIPORTANT:tPLEASERFAD THIS MARGIN DISCLOSUREPRIOR TO OPENING .AMARGIN ACCOUNT AND RETAIN A COPY FOR YOUR RECORDS • Deutsche Bank Securities Inc. (DBSI) is furnishing this document to you, the Client, to provide some basic facts about purchasing securities on margin, and to alert you to the risks involved with trading securities in a margin account. Before trading in securities in a margin account, please review this Margin Disclosure carefully (which is to be read in conjunction with the entire Account Agreement). Please call your Client Advisor with any questions or concerns regarding the use of margin. When you purcnese securities, you may pay for the securities in full or you may borrow part of the purchase price from DBSI (via a margin loan offered by Pershing). You may also borrow for purposes other than the purchase of securities • based on the value of fully paid securities held in the Account. If you choose to borrow funds from DBSI, you must open a margin account and sign the Swooned Margin Agreement alcng with the Account Agreement. If the securities in your account decline in value, so does the valuo,of the collateral supporting your loan, and, as a result, DBSI can take action, such as issuing a margin call and/or selling securities or other assets in any of your accounts (as provided In the Margin Agreement) in order to maintain the required equity in the account. It is important to fully understand the risks involved in trading securities on margin. These risks include the following: 1. You can lose more funds than you deposit In the Margin Account. A decline in the value of securities that are purchased on margin may require you to provide additional funds to DBSI to avoid the foroed sale of those securities ar other securities or assets in your eocount(s). 2. DBSI can force the sale of securities or other assets in your account(s). If the equity in your account falls below the maintenance margin requirements, or 0851's higher 'house' requirements, DBSI can sell the securities or other assets in any of your accounts held at DBSI to cover the margin deficiency. Ynu also will be responsible for any shortfall in the account after such a sale, including costs and interest accrued. 3. DBSI can sell your securities or other assets without contacting you. Some investors mistakenly believe that a firm must contact them for a margin call to be valid, and that the firm cannot liquidate securities or other assets in their accounts to meet the call unless the firm has contacted them first. This is not the case. Generally, 0851 does attempt to notify its Clients of margin calls, but it is not required to do so. However, even if DBSI has contacted a Client and provided a specific date by which the Client can meet a margin call, DBSI can stilt take necessary steps to protect its financial interests, including immediately selling the securities without notice to the Client. 4. You are not entitled to choose which securities or other assets in your account(s) ere liquidated or sold to meet a margin call. Because the securities are collateral for the margin loan, DBSI has the right to decide which security to sell in order to protect its interests. 5. DBSI can increase Its "house' ataintononce margin merdrernencs at any time and le not mquirod to provide you advance written notice. These changes in firm policy often take effect immediately and may result in the issuance of a maintenance margin call. Your failure to satisfy the call may cause DBSI to liquidate or sell securities in your account(s). 6. You are not entitled to an extortalon of time nn a margin call. While an extension of time to meet margin requirements may be available to clients under certain conditions, *client does not have a right to the extension. 7. Short Sales are margin transactions end involve the risks described above. A short sale means any sale of securities that you do not own or whioh are borrowed for your account ("Short Sales"). Because short sales are margin transactions, such transactions are subject to the same risks and terms and conditions of margin transactions. 8. DBSI and/or Pershing may loan any securities which collateralize your margin loan. Securities held in a margin account may bn lent, to DBSI, to Pershing or to othnrs, and may be pledged. repledged, hypothecated or rehypothecated by DBSI and/or Pershing. without notice to you. DBSI and/or Pershing may do so without retaining in its possession or control for delivery a like amount of similar Securities and Other Properly and in doing so, are authorized to retain certain behefits, including iotereet on your oelleteral posted for such loans. While your securities are loaned out, you will lose voting rights attendant to such securities. Pershing and/or DESI may receive compensation in connection with these transactions. Fnr additional information oo rehypothecation, pleas° refer to the Margin Addendum. 13-AWM•01913 11 012705.032813 SDNY_GM_00038205 CONFIDENTIAL CONFIDENTIAL — PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0001029 EFTA_00 I 488I4 EFTA01282671 MARGIN ADDENDUM TO ACCOUNT AGREEMENT Supplemental Terms and Conditions that Apply to Client Margin Account Any capitalized terms not otherwise defined herein or in the Margin Disclosures shall hove the meaning specified in the Account Agreement and/Or its Appendix annexed thereto. By signing this Agreement Client agrees to be bound by the Terms and Conditions in this Margin Addendum as well as those terms and conditions contained in the Account Agreement all of which are incorporated herein by reference. 1. Mechanics and Risks of Margin. Client represents that Client understands the mechanics and risks of using margin as explained in the attached Margin Disclosure which is incorporated herein by referent*. 2. Financing. Client understands that the margin transactions in the.Account may be financed by Pershing or OBSI. 3. Interest and Costa. Client agrees to pay interest on all sums borrowed and other balances due and costs incurred by Deutsche Bank in maintaining the Margin Account on Client's behnlf. DBSI will deduct all interest charges from Client's Account. Interest charges will be reflected on Client's account statement. For additional information on interest charges, please refer to fhe Annual Disclosure Statement at http://www.pwm.db.corn/amaricasterd annualdisclosurestatement.html. To obtain the current schedule of rates visit: http://pwm.db.00m/pwirderd alexbrown_legal overview.html and click on "DBAB Call Rate' orcontact the Client Advisor. 4. Client's Margin Loan Is a Demand Loan. As such, DBSI or Pershing has the right to demand at any time the immediate payment of all or any portion of a margin balance. 5. Liens. Client hereby grants to 0851 and its AffiNates a security interest in and lien upon all Securities and Other Property in the possession or control of D6SI. any of its Affiliates or Pershing, in which Client has an interest (held individually, jointly or otherwise) (collectively all such Securities and Other Property are referred to herein as 'DB Collateral") in order to secure any and all indebtedness or any other obligation of Client to DBSI and Its Affiliates or Pershing (collectively, all such obligations are referred to herein as the -DB Obligations"). Client further grants to Pershing a security interest in and lien 'the 'Pershing Lien') upon all Securities and Other Property held in Client's Margin Account(s) and any associated case account(s) ("Margin Collateral") to secure the indebteoness or any other obligation of Client to Pershing in this Margin Account (the "Margin Obligations"). Clients who are joint account holders Pont Accountholders) acknowledge and agree that DB Collateral shall include Securities and Other Property held in the Account or arty other account held by either Joint Accountholder with DBSI or its Affiliates (whether individually, jointly or otherwise) and shall secure any and all DB Obligations of each Joint Accountholder to DBSI and its Affiliates. With respect to the lien granted to DBSI end its.Affiliates, 0851 (or Pershing. at DBSI's inetruction) may, at any time and without prior notice. sell, transfer, release. exchange, settle or otherwise dispose of or deal with any or aN such DB Collateral in order to satisfy any DB Obligations. In enforcing this lien, DBSI shall have the discretion to determine which Securities and Other Property to apply for the purposes of the foregoing. With respect to the Pershing Lien, Pershing may, at any time and without prior notice, sell, transfer, release, exchange, settle or otherwise dispose of or deal with any or all Margin Collateral' in ardor to satisfy any Margin Obligations. In enforcing this Pershing lien, Pershing shall have the discretion to determine what and how much Margin Collateral to apply for the purposes of the foregoing. Notwithstanding the foregoing. nothing herein shall be deemed to grant an interest in any Account or assets that would give rise to r prohibited transaction under Section 4975(c)(1)(8) of the Internal Revenue Code of 1986, as amended, or Section 406(a)(i)(B) of the Employee Retirement Income Security Act of 1974, as amended. Securities and Other Property held *Client's retirement account(s) maintained by OBS!, which may include IRAs or qualified plans. are not subject to this lien and such Securities and Other Property may only be used to satisfy Client's indebtedness or other obligations related to Client's retirement account(s). 6. Consent to Loan or Pledge of Securities and Other Property. Within the limitations imposed by Applicable Law, all Securities and Other Property now or hereafter held, carried or maintained by or in the possession of DBSI that have not been fully paid fer, or ere held Ina margin account as collateral for a margin loan, may be lent to 08SI. to • Pershing or to others, and may be pledged, repiedged, hypothecated or rehypothecated by DBSI and/or Pershing without notice to Client, either separately or in common with other securities, commodities and other property of DBSI's or Pershing's other clients for any amount due in,any account with 0851 in which Client has an interest, or for any greater amount, and ()BSI and/or Pershing may do so without retaining in its possession or control for delivery a like amount of similar Securities and Other Property. Client understands that while securities held for Client's AccouM(s) Ito loaned out, Client will lose voting rights attendant to such securities. Margin securities in Client's account may be used for, among other things. settling short sales and lending the securities for short sates. As a result Pershing and/or OBSI may receive compensation in connection with these transactions. Neither Pershing, nor DBSI, will lend or pledge fully peid for securities without Client's written permission. 7. Margin Maintenance, Calls for Additional Collateral. Liquidations and Covering Short Positions. In order to engage in margin transactions, Client will be required to maintain such Securities and Other Property In Client's.Margln Account(s) for margin porposes as shall be required under Applicable Law or otherwise by DBSI or Pershing for any reason. Client may be required to post. deposit or maintain additional collateral at any time. In addition to the rights otherwise set forth in this Agreement, DBSI and Pershing also shall have the tight to liquidate any Securities and Other Property heid in the Margin Account whenever DBSI or Pershing deems it necessary fbr its protection. Circumstances that may resuit in collateral oails or liquidations include, but are not limited to, the failure to promptly meet any call for additional collateral, the filing of a petition in bankruptcy, the appointment of a receiver by or against Client, or the attachfnent or levy against any account with DBSI in which Client has an interest. 'MAW/A-019e 12 012145.032913 SDNY_GM00038206 CONFIDENTIAL CONFIDENTIAL — PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0001030 EFTA_00148815 EFTA01282672 The rights of DBSI and Pershing shall include the right to buy all Securities and Other Property which may be short in such account, to cancel any open orders and to close any or all outstanding contracts, all without demand for margin or additional margin, notice of sale or purchase or, other notice or advertisement, each of which is expressly waived. Upon a default Client will also bear the cost of piesenring the value of eollateral, including hedging transactions that may be executed at DBSI or Pershing's discretion. Any sales or purchases hereunder may be made at on any exchange or other market where such businesstis usually transacted, or at public auction or private sale, and DBSI or Pershing may be the purchaser for its own account. Client understands that ony prior demand, or call or prior notice of the time and place of such sale or purchase shall not be considered a waiver of the right to sell or buy without demand or notice as provided herein. Client further understands and agrees that if DBSI or Pershing permits Client a period of time in which to satisfy a call, the granting of that period of time shall not in any way waive or diminish the right of DBSI or Pershing to shorten the time period in which Client must satisfy the cal. including an outstanding call, or to demand that a call be satisfied immediately. Client further understands that liquioations may involve sales ot positions in Client's Aocount(s) that era as great as the fuN indebtedness owed by Clime. 8. Reg T Extenitions. Client authorizes DBSI, at its discretion, to request and obtain extension(s) of Client's time to make payment for securities Client purchases. as provided for by Federal Reserve Bank Regulation T. 9. Short Sales of Securities. Client understands that before executing a Short Sale, DBSI or Pershing is generally required to make en affirmative determinaten es to whether OBSI or Pershing will receive delivery et the securities from the Client or that the securities can be borrowed by,tho settlement date. This process is Commonly referred to as 'obtaining a locate.' If a sufficient quantity of securities is not available from inventory, DBSI or Pershing may, among other things, sontact third-party lendersito ascertain wheeler they have s880118es available tor lowing. If a sufficient quantity of securities appears borrowable, DEISI or Pershing may proceed to execute the short sale on Client's behalf. A locate is simply an indication that, as of the time the locate is obtained, it appears that securities will be available for borrowing on the settlement date. A locate is not a guarantee that securities will actually be available for lending and delivery on the settlement date or that the lender will not thereafter require the return of the borrowed securities. If the securities ere not available fon borrowing for auy reason by the settlement date. Client las the seller) will "fail to deliver" to the purchaser. In that circumstance, a buy-in of the securities that were not timely delivered will occur on the morning ot the third business day after normal settlement dale and Client will be responsible for all losses and costs of the buy-in. See 'Mandatory Close-Out of Short Sales" below. Client is ultimately responsible for the delivery of securities on me settlement date and for the consequences of a failure to deliver and the timely return of eecorities borrowed on Client's behalf incluolng any losses incurred by DBSI or Pershing relating to such short sales. Short positions will be "marked to the market' weekly. If the aggregate value of all securities sold by Client appreciates, an amount equal to such appreciation will be transferred from Client's Margin Accnunt to Client's snort Acoouot resulting in a debit entry in the Margin Accouht. If the aggregate yelue of all the securities sold short depreciates. an amount equal to such decline wit be transferred from the cash account to the Margin Account resulting in a credit entry in the Margin Account. The closing price from the previous business day is used to determine any appreciation or depreciation io the merkot value of any security sold short. Please note, from time to time. DBSI or Pershing may be prohibited from effecting a short sale in accordance with Applicable Law whether or not a "locate" is obtained. 10. Mandatory Close-Curt of Short Sales. Applicable Law generally requires that short sales of equity securities be closed by nc later than the beginning of regular trading hours on the first business day following the Settlement date if delivery of the securities has not occurred. The close-out is effected by DBSI or Pershing purchasing the securities for cash or guaranteed dernery of like kind and quantity. The requirement generally applies to undelivered equity securities that, on the date of the short sale, appeared on the 'restricted list' of HNRA or a national securities exchange of which DBSI or Pershing is a member (i.e. those securities that have a clearing short position of 10,000 shares or more and that are equal to at least 1/2 of 1% of the issue's total shares butstandlhg) ("Threshold Securities"). DB51 or Pershing will be required to effect a close-out mandated by Applicable Law whether or not a locate* was obtained and whether or not a buy-in notice was issued by a purchaser or securities lender. 11. Tax Treatment of Earnings on Pledged Municipal Securities. Client will consult with a tax adviser prior to depositing municipal eacurities to satiety margin roounements as there may be tax consequences of doing so. 12. Rehypothecation and Tax Treatment of Payments in Lieu of Dividends. the Internal Revenue Code generally provides that. subject to certain requirements, dividends paid to a U.S. individual shareholder from domestic corporations and eertain foreign corporation's are subject to tax at tne reduced rates applicable to long-term capital gains. Payments in lieu of dividends are not eligible for the reduced rate of tax for dividends and are taxed at ordinary income tax rates. DBSI and Pershing have the right to rehypothecate margined shares in Client's Margin Account. Accordingly. Client hereby agrees that Client's Account may receive payments in lieu of dividends, whicn unlike actual dividends are taxed at ordirWry income tax:raies. Client further agrees that neither DBSI nor Pershing shall be responsible to Client for any additional taxes or other costs Client incurs for receipt of such payments in lieu of dividends. Ghent also agrees to consult with Client's tax adviser if Client has any questions relating to payments in lieu of dividends. . 13. Additional Risks. The use of margin may enable Client to increase the size of the trades and/or volume of trading in the account which may result In an increase in the tintoont of commissions being paid to DBSI or Pershing by Client. 14. Restricted Securities. Client will tat cost Restricted Securities as collztetal for reargue transactions without the prior approval of 0851. 15. Collection Remedies. DBSI reserves the right to assert any other remedies available under Applicable Law to collect any and all amount(s) due to DBSI or Pershing. 16. Receipt of Merlin Diselosnre. Client hereby acknowledges receipt of the Margin Disclosers and Client acknowledges Client's understanding of and agreementto the contents thereof. 1344WM•0196 13 012146.032813 SDNY_GM_00038207 CONFIDENTIAL CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0001031 EFTA_00148516 EFTA01282673 • BY SIGNING BELOW, CLIENT ACKNOWLEDGES THAT CLIENT HAS RECEIVED. READ AND AGREES TO THE TERMS OF THIS MARGIN AGREEMENT, INCLUDING 1 HE MARGIN DISCLOSURE This Agreement is subiem to the Pre-Dispute Art itration Clause in Section III, page 5, of the Accent Aflerffffit AaC" Numb" N9 . 6f O38Or- boNvidudowjelno °mounter THIS IS AXIOM' ACCOUNT. All ACCOUNTOWNERS MLISTSIGOES Signature Date Print Name SSN/EIN Signature Date Print Name SSN/EIN Signature Date Print Name SSNOEIN Corperetforaperfnership, nun or other netts CONFIRMATION OF AUTHORITY 10 BORROW: U this is en agreement for a most other fiduciary scorer or other non-natural persOnff I account. Me authorized person hereby certifies and represents that the we dams:gin accooM and specifics/1y the borrowing. tending and pledging of Securities and Other Property as described herein and in the Margin Seaton is in accordance with and authorized by We provisions of the trust or t and Applicable Una governing the trust a other entity. Name of EntitySouthern Trust Company, Inc ~nhfW Thrrit) 4f-0779361 Signature of Officer. Partner. Trustee, Authorized Pa Prim tiamenteJeffrey Epstein Date 7--a-e--(3 Signature of Officer. Partner. Trustee. Authorized Party Date Print Nameff rde Signature of Offices Partner, Trustee. Authorized Party Date Print Name/Thle FOR OFFICE USE ONLY Brand, Manager approval tor margin accounts: Signature 8 13.AWM.0196 . 012145 032813 SDNY_GM00038208 CONFIDENTIAL CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0001032 EFTA 00148817 EFTA01282674 Terms and Conditions Corporate Accounts Deutsche Bank Securities inc. (referred to herein aa -DBSI") accepts the ACcount of the client descried in the attached certificate (the "Chem"). The tern: DBSI includes its affiliates, offices, directors, agents and employees. Client understands that Pershing (LC is the conic of the Account as clearing broker pursuant to a clearing agreement with 0951. Deutsche Bank Securities Inc. is a subsidiary of Deutsche Dank AG. As )used herein, the tern "affiliate of Deutsche Bank" or "Deutsche Bank affiliates" means Deutsche Bank AG and its subsidiaries and affiliates Each of Deutsche Bank AG and its affiliates is a seeerately moomorated legal entity, none of which is responsible for the obligations of the others. "Seamed and Other Property" shall include, but shell not be irnited to. money and securities, financial instruments, commodities of every kind and nature, and all contracts and options relating to any thereof, owned by the Client or in which the Client has an interest. These teems and *editions shall bacon/trued in accordance with the laws of the State of New York and the United States, as amended. By opening the Account, Client agrees to the following terms and conditions. 1. Confirmations, and Transmission of Instructions . Client agrees to notify DBSI in writing. within ten (10) days of sending Client a confirmation, of any objection Client has to any transaction in its Account. In the absence of such written notification, Client agrees that all transactions for its Account will he final end binding oo it. Client understands that it is responsible for tranamiuion of instnictions to ;DOS( and that Client bears the risk of lass arising from the method of transmission that Client uses in the event of transmission errors, misunderstandings. impersonations, transmission by unauthorized persons or forgery. Client agrees to release and indemnify DEIST from any and at liability arising from the execution of transactions based on such instructions except if ()BSI's gross negligence caused the transmission error. 2. Cash Account With respect to the Account. (i) Client will make full cash payment on or before settlement date for each security purchased unless funds sufficient therefor are already held in the Account (ii) Client does not contemplate selling any security before it is paid for as provided in the preceding clause; (iii) Client will own each security sold at the time *of sale and, unless such security is already held in the account, will promptly deliver such security thereto on or before settlement date; and (iv) Client will promptly make fun cash payment of any amount that may become due in order to meet necessary requests for additional deposits or. with respect to any unissued security purchased or sold, to mark to the market 3. Short and Long Orders; Deliveries and Settlements Client agrees that m giving orders to eel, all "short" soles will be designated by it as "short" and all other sales will be designated by DBSI as 'long." Client also agrees that DBSI may, at to discretion immediately cover any short sake in the Account. without prior notice. In case of non delivery of a security, DBSI is authorized to purchase the security to cover Client's position and charge any loss. commissions and fees to the Account. Client agrees that if DBSI fails to receive payment for sedeffies Client has purchased, DOSI may; without prior demand or notice, see those securities ot other property held by DBSI in the Account and ant loss resulting therefrom will be charged to the Account. Client authorizes ()BSI. at its discretion, to request and obtain extansion(s) of Clients time to make payment for securities Client purchased, as prodded for by Federal Reserve Bank Regulation T. 4. liens Client hereby grants to DBSI and its Affiliates a security interest in and lien upon all Securities end Other Property in the possession or contra/ of DBSI, any of Its Affiliates or Pershing, in which Client has an interest-I :dd individually. Faintly or othenvisel (collectively all such SeauriteS and Other Property are referred to herein as "Collators") in order to secure any and all indebtedness or any other obligation of Client to OBSI and its Affiliates or Pershing (provided that such indebtedness a obligation to Pershing arises in connection with this Agreement) (collectively. all such obligations ere tattered to heroic ells the 'Obligatince). Clients who are mint accountholders ("Joint Accountholders') ockixiwledge and scree that pursuant to this lien, the Collateral shall include Securities and Other Property held in the Account or any other account held by either Joint Accountholder with 0851 or its Affiliates (whether individually, jointly or otherwise) and shell secure any and all Obligations of each Joint Accountholder to 0851 and as Affiliates. DBSI (or Pershing, at 0951's instruction) may, at any time end without prior notate, sell, trarsfer, release, exchange, settle a °titivate dispose of or deal with any or all such Collator& in order to satisfy any Obligations. In enforcing this lien, DBSI shall have the discretion to determine which Securities and Other Property to apply for the purposes of the foregoing. Notwithstanding the foregoing, nothing herein shall be deemed to grant an interest in any Account dr assets that would give rise to a prohibited transaction under Section 4975(c) (1$B) of the Internal Revenue Code of 1966, as amended, or Section 4064101161 of the Employee Retirement Income Security Act of 1914. a: wielded. Securities and Other Property held in Client's retirement aceoungs) maintained by 0851, which may include IRAs or qualified plans, are not subject to this lien and such Sec-vines and Other Property may Only be used to satisfy Client's indebtedness or other obligations related to Client's retirement accountls) 6. Authority to Borrow In case of the sale of any simony or other property by DBSI at Clienriditectionend DBSte inability to timely deliver the same to the purchaser by reason of Client's failure to supply DBSI therewith, Client authorizes DBSI to purchase or borrow any security or other property necessary to make the required delivery, and Client agrees to be responsible tor any kiss or cost, including interest. which DBSI sustains as a result of Client's failure to make delivery to DBSI. 6. Interest Charges Client acknovAedges that debit balances in the Account. including, but not limited to, those slicing from its failure to make payment by settlement date for securities purchased, will be charged interest at the then current rale, in scoordance with DOSI's usual custom. Interest will be computed on the net daily debit balance. which it computed by combining all debit balances and credit balances in each account with the exceptior of credit balances associated with short security politions. 7. Credit Information and Investigation Client authorizes DBSI to obtain reports concerning its cede standing and business conduct at OBSI's disrnrtion. Client also authorizes DBSI and any affiliate of Deotsehe Bank, including, without limitations Deutsch. Bank AG, to sham among such affiliates such information and any other confidential information DBSI and such affiliate. may have about Client and the Account. 09.PWM-0186 Corp Ace Auth a 1&C (02/12) CORP 008420.022212 SDNY_GM_00038209 CONFIDENTIAL CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0001033 EFTA_00148818 EFTA01282675 8. Satisfaction of Indebtedness Client agrees to satisfy. upon demand, any indebtedness. including any interest and commission charges. Chant further agrees to pay the reasonable costs and expenses of collection of any amount it owes DB51. including reasonable attorneys fees and court costs. Client agrees that CiBSI and its clearing broker newish° right to creleet any denn balance or other obligations owing in Claus Account, and that such rights may be assigned to each other. 9. Leen or Pledge of Securities and Other Property Within the limitations imposed by applicable law, all Securities end Other Property now or hereafter held, caned, or maintained by D851 in its possession that have rot been fully paid for, may be lent, either tn OBSI or to others, pledged, ono repredged by 0651. wit? out notice to Client. Client understands that while securities held for its Account are loaned an. Client wil lose voting rights attendant to such securities. 10. Aggregation of Orders and Average Price Client authorizes DBSI, at its discrete., to aggregate orders for the Account with tither customer orders. Client recognizes that in so doing, it may receive an average price for its orders that may be dfferent from the labels) it might have received had its orders not been aggregated. Client understands that Ibis practice may alsO result In its order' oeing only parlay completed. 11. Arbitration - This section of the Agreement contains the eradrepute arbitration agreement between us. By signing this Agreement. we agree es follows: Id All patties to this Agreement ere giving up the right to sue each other in court, including the right to a tnsl by jury, except as provided by the rules of the arbitration forum in which a claim is filed; lie Arbitration swards ore generally final ere binding. A nwty's ability to have a eeurt newts or modify en arbitration award Is very United; gig The ability of the parties to obtain documents, witness ataterdinte and other discovery is generally limited in arbitration its compered to coon proceedings; IM The arbitrators do not have to explain the rowor(el for their award, unless. in on eligible case. • joint request for an explained decision hes been submitted by all patties to the panel at least twenty (20) days prior to the first hearing date: (v) The panel of athittmere will typically Include a minority of arbitrator, who meow,...) affiliated with the securities industry; be The rules of some arbitration forums may impose time limits for bringing a claim in arbitration. In acme cases, a claim thet Is ineligible for arbitration new he brought Si coon; end (vii) The rules of the arbitration forum In Which the claim is flee and any amendments thereto shell be incorporated into this Agreement. - Client agrees t arbitrate with DEtS1 any controversies which may arise. whether or not based on events occurnng prior to the date of this agreementinduding any controversy arising out of or relating to any account with 0851, to the construction, performance or breach of any agreement or any duty arising from any agreement or other relationship with- DBSI, a to transactions with or through DBSI, only before the Financial Industry Regulatory Authority. Inc., or any exchange of which DBSI is a member, at Client's election. Client agrees that Client shall make Client's election by registered mail to Deutsche Bank Securities Inc.. Compliance Deportment - Attention: Director of Compliance. 60 Wall Street 23rd FlOor, Marl Stop NYC60-2330, New York, NY '10006.2836. If Client's election is not received by DBSI within ten 110) calendar days of receipt of a written request from DBS1 that Client make an election, thon OBSI may slap the forum before ‘vhich the arbitration shall bo held. - Neither DBSI nor Client waive any right to seek equitable relief pending arbitrator. No person shall bring a putative or certified class action to arbitration, nor seek to enforce any prectsputs arbitration agreement against any person who hoe initiated in court a putative cleat action: er who is a member of a putative Gass who has not opted out of the class With respect to any claims encompassed by the putative clew action until fil the class certification is tbniee. or (ii) the class is decertified; or (iii) the customer Is excluded frbm the doss 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 heroin. Important Disclosures for Your Records Deutsche Bank Securities Inc. "DBSI" is furnishing tnie document to you to avert you it important matters regarding your account. Securities investor Protection Corporation ('SIPC) Secuntws held by our clearing broker, Pershing LLC. for your account aro protected up to the total net equity held in the account. 01 this total, SIPC provides $500,000 of coverage, including SI 03,003 for chirps tin cash 'awaiting reinvestment The remaining coverage is provided by Pershing through a commercial insurer. SIPC protection applies when the SIPC member firm through which you hold your investments fails financially and is unable to meet its obligations to securities clients, but SIPC protection fides not protect against losses attributable to the rise and fall in the market value of investments. A small number of client accounts ere not carried on Pershinq's books due to specific account factors. These accounts are covered under DBSI's SIPC membership DBSI dpes not provide coverage in excess el SIPC coverage Certain investments. such as commodity futures contracts and currency, are ineligible for SIPC protection. For additional information on SIPC. see www.SlPC.org or call the SIPC public information number, 1202)371.8300. Payment for Order Flow DRAB receives payment when its routes for exeeutipn certain orders in certain secouritioe. The determination as le where to roota orders is based on several factors, consistent with DBSI's obligation to provide best execution for all client orders. Because several fathers are considered with respect to such determinations, 0851 could potentially secure price improvements:on such orders by routing them in a different manner and all such orders potentially could be executed at prices superior to theta:et bid a best offer. Payment is received by DBSI in the form of rebates, or credits against exchange fees, and specialist foes. Details wit be furnished upon written request. ORPWthei IX Corp Ara Auth 8 TIC (0202) CORP Creil3430-022212 SDNY_GM_00038210 CONFIQENTIAL CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 8(e) DB-SDNY-0001034 EFTA_00148819 EFTA01282676 t;3: N P. EPSTEIW 3EFFREY E. ,T LITTIgST..)AMES StrnONAS, v10002 • -IssuS:1115/26i;ik,Vi gi V2012015 00passffi-ta' *.0ooporbo299.13 S?6 hl 741.72 in D0131/20/(1953 wgt Hair GRY Eris SW Class K.;.Ffl0oti.Type . Allergies' toOrIE Endcrsernents Restrictions CONFIDENTIAL - PURSUANT TO FED R. CRIM. P. 6(e) SDNY_GM_00038211 CONFIDENTIAL DB-SDNY-0001035 EFTA_00148820 EFTA01282677