EFTA Document EFTA01432402

EFTA01432402 EFTA01432403 EFTA01432404 EFTA01432405 EFTA01432406 EFTA01432407 Deutsche Bank Wealth Management Business Deposit Account Opening Application S 0-Uth.ern Einan.cia! LLC — Account Title 02/25/2013 Dale of Incorporation .Southern Financial LLC Entity/Company Name Taxpayer ID Number (TIN) .6.100. Red Hook Quarter B3. Mailing Address St.Thomas . 00802 City State Zip Business Telephone Number Business Fax Number Other Number Legal Address (if different from mailing address) City State Zip Client Relationship o Corporation o Foundation Limited Liability Company (LLC) Attorney Escrow Account ' Partnership Landlord Master Escrow o Non-Profit Organization Limited Liability Partnership (LLP) Trust Estates Private Wealth Premium" DBTCA Accounts Deutsche Bank AG NY Branch Accounts o Checking Account o Checking with Interest o Money Market Deposit o DBTCA Certificate of Deposit • Deutsche Bank AG NY Preferred Banking Account DeLitsche Bank AG NY Preferred Certificate of Deposit APY Term EFTA01432408 Promo term (DBTCA deposit account required, along with a DB AG Preferred Terms and Conditions) Term APY K Cash Master Sweep Account Target Amount Trigger Amount Banking Services K Deluxe Checkbook Debit Cards —Business Debit Card Name Only i Name and Address Duplicate Statement Code Style Color Name Internet Banking Services Address n DB Private Wealth Online Plus K Link to existing online relationship: City State Zip Code WM167245 015624.090816 Page 1 of 3 Notice of Customer Identification Policy Important Information To help the government fight the funding of terrorism and money laundering activities, Federal law requires all financial institutions to obtain, verify and record information that identifies each person who establishes an account, investment or other business relationship with a financial institution. This means that we will ask for your name, address and other information that will allow us to identify you. We may also ask to see identifying documents such as a certificate of formation or good standing (legal entities) or a passport or other photo identification (individuals). Information Sharing You authorize Deutsche Bank to share information about you and your Account as set forth in our Privacy Policy, including any disclosures that (1) Deutsche Bank believes are required by applicable law and regulations that apply to Deutsche Bank or others, including disclosure of information about you and your Account to any government agency or self-regulatory body on request, (2) is necessai"y or appropriate in connection with Deutsche Bank's provision of services under this Agreement, or (3) is requested by a financial institution, financial intermediary, or other third party in order to assist such person with compliance with law applicable to such person in connection with services provided to you or on your behalf. EFTA01432409 3rd EU Notice Governmental rules have also broadened the scope of the Bank's obligations to aid in the fight against money laundering and terrorist financing; these rules call for an active involvement of both asset management firms and their clients. For new and existing clients we currently have a legal obligation to ask our customers questions regarding their identities, addresses, source of funds and, if necessary, legal representatives, authorized signatories, beneficial owners or control structures and to collect requisite documentation to substantiate the information. Also, enhanced anti-money laundering requirements require that should any of the above personal or institutional information change, our clients would be obliged to immediately notify us of the change(s) and provide us with relevant documentation to verify these changes. ATM/Debit Service You agree that the retention or use of the ATM/Debit card constitutes acceptance of the terms and conditions of the Cardholder Agreement contained in the Terms and Conditions of Deposit Accounts. Internet Banking Service If you have selected to receive Internet Banking Services, you understand that you will be required to enter into a separate Internet Banking Services Agreement with DBTCA before you can access the Internet Banking Service. Acknowledgement of Receipt of Privacy Notice By signing below, you acknowledge receipt of DBTCA's Privacy Notice included in the Application Package. Non-U.S. Organizations: Confirmation of Tax and Compliance Responsibilities You confirm that it is your responsibility to fulfill any tax obligations and any other regulatory reporting duties applicable to it in any relevant jurisdictions that may arise in connection with assets, income or transactions in your account(s) and your business relationship with DBTCA. Furthermore, you confirm that the necessary information (to the best of your knowledge and capabilities) is made available no less than annually to the relevant beneficial owner(s), settlor(s), beneficiary(ies), paitner(s), etc., to enable him/her/them to fulfill any respective tax obligations that may arise for him/het/them in connection with your business relationship with DBTCA. Please complete and attach separate W-8 or W-9 documentation as applicable. Terms and Conditions and Representations By signing below, you acknowledge receipt of the Terms and Conditions for Deposit Accounts attached to this Application and agree to be bound by them. In addition, you agree to notify us immediately of any material change to the information provided by you on this Application. You represent and warrant that all of the information provided by you on this Application is accurate. The Terms and Conditions for Deposit Accounts are subject to change EFTA01432410 WM167245 015624.090816 Page 2 of 3 Acceptance You understand that this application is subject to acceptance by DBTCA. Authorized Signer Authorized Signer Darren Indyke Print Name I. - Print Name Date For Bank Use Only Reviewed by: Signature Name Title Date Accepted by DBTCA: Signature Name Title Date Account numbers: DDA NOW MMDA CD/DBAG WM167245 015624.090816 W-9 Request for Taxpayer Identification Number and Certification Give Form to the requester. Do not send to the IRS. Form (Rev, December 2014) Department of the Treasury Internal Revenue Service 1 Name (as shown on your income tax return). Name is required on this line; do not leave this line blank. Southern Financial LLC 2 Business name/disregarded entity name, if different from above CV (i> U) ro 3 Check appropriate box for federal tax classification; check only one of the following seven boxes: 0 Individual/sole proprietor or 0 C Corporation I I S Corporation I I Partnership I I Trust/estate EFTA01432411 single-member LLC I I Limited liability company. Enter the tax classification (C=C corporation, S=S corporation. P=partnership) Note. For a single-member LLC that is disregarded, do not check LLC: check the appropriate box in the line above for the tax classification of the single-member owner. I I Other (see instructions) . 4 Exemptions (codes apply only to certain entities, not individuals: see instructions on page 3): Exempt payee code (if any) Exemption from FATCA reporting code (if any) (Applies lo eccounis malnlBined putsicfa ihoU.SJ E 1.1 .11 a 5 Address (number, street, and apt. or suite no.) 6100 Red Hook Quarter B3 Requester's name and address (optional) •5 CO 6 City, state, and ZIP code St Thomas USVI ,00802 a> 0) CO 7 List account number(s) here (optional) Parti Taxpayer Identification Number (TIN) Social security number Enter your TIN in the appropriate box. The TiN provided must match the name given on line 1 to avoid backup withholding. For individuals, this is generally your social security number (SSN). However, for a resident alien, sole proprietor, or disregarded entity, see the Part I instructions on page 3. For other entities, it is your employer identification number (EIN). If you do not have a number, see How to get a TIN on page 3. Note, if the account is in more than one name, see the instructions for line 1 and the chart on page 4 for guidelines on whose number to enter. or Em toyer Identification number EFTA01432412 Certification Part II Under penalties of perjury, I certify that: 1. The number shown on this form is my correct taxpayer identification number (or I am waiting for a number to be issued to me); and 2. I am not subject to backup withholding because: (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withholding: and 3. I am a U.S. citizen or other U.S. person (defined below); and 4. The FATCA code(s) entered on this form (if any) indicating that I am exempt from FATCA reporting is correot. Certification instructions. You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all interest and dividends on your tax return. For real estate transactions, item 2 does not apply. For mortgage interest paid, acquisition or abandonment of secured property, cancellation of debt, contributions to an individual retirement arrangement (IRA), and generally, payments other than interest and dividends, you are not required to sign the certification, but you must provide your correct TIN. See the instructions on page 3. Sign Here Signature of U.S. person . Date>- • Form 1098 (home mortgage interest). 1098-E (student loan interest), 1098-T (tuition) • Form 1099-C (canceled debt) • Form 1099-A (acquisition or abandonment of secured property) Use Form W-9 only if you are a U.S. person (including a resident alien), to provide your correct TIN. If you do not return Form W-9 fo the requester with a TIN, you might be subject to backup withholding. See What is backup withholding? on page 2. By signing the filled-out form, you; 1. Certify that the TIN you are giving is correct (or you are waiting for a number to be issued), 2. Certify that you are not subject to backup withholding, or 3. Claim exemption from backup withholding if you are a U.S. exempt payee. If applicable, you are also certifying that as a U.S. person, your allocable share of any partnership income from a U.S. trade or business is not subject to the withholding tax on foreign partners' share of effectively connected income, and 4. Certify that FATCA code(s) entered on this form (if any) indicating that EFTA01432413 you are exempt from the FATCA reporting, is correct. See What is FATCA reporting? on page 2 for further information. General Instructions Section references are to the Internal Revenue Code unless otherwise noted. Future developments. Information about developments affecting Form W-9 (such as legislation enacted after we release it) is at www.irs.gov/fw9. Purpose of Form An individual or entity (Form W-9 requester) who is required to file an information return with the IRS must obtain your correct taxpayer identification number (TIN) which may be your social security number (SSN), individual taxpayer identification number (ITiN), adoption taxpayer identification number (ATIN), or employer identification number (EIN), to report on an information return the amount paid to you, or other amount reportable on an information return. Examples of information returns include, but are not limited to, the following: • Form 1099-INT (interest earned or paid) • Form 1099-DIV (dividends, including those from stocks or mutual funds) • Form 1099-MISC (various types of income, prizes, awards, or gross proceeds) • Form 1099-B (stock or mutual fund sales and certain other transactions by brokers) • Form 1099-S (proceeds from real estate transactions) • Form 1099-K (merchant card and third party network transactions) Form W-9 fftev. 12-2014) Cat. No, 10231X Deutsche Bank Wealth Management For Bank Use Only Account Number(s): Certificate of Limited Liability Company Resolutions in favor of Deutsche Bank Trust Company Americas The undersigned (the "Undersigned") hereby certifies that: 1. (a) the Undersigned is the duly appointed manager, member or officer duly authorized to (i) certify as to the Limited Liability Company or consents ("LLC Resolutions") of the member(s) (the "Member(s)") and (ii) to keep the records Qf Southern Financial LLC a Limited Liability Company duly formed, in good standing, and existing under the laws of Virgin Islands , (the "Company"), : and (b) the following is a true copy of the LLC Resolutions of the Member(s), duly adopted in accordance with applicable law and governing formation documents with respect to the account type(s) indicated below ("Account(s)"): Investment Advisory Account(s) (please select all that apply): EFTA01432414 [J. discretionary L], non-discretionary iZ] Deposit Account(s) Custody Account(s) RESOLVED, that it is desirable and in the best interests of the Company, and the Company is authorized, to designate Deutsche Bank Trust Company Americas (the "Bank") as depositary, custodian or investment advisor, as applicable, for such property as designated by the Company from time to lime, and to open and maintain Accounl(s) with the Bank. RESOLVED, that the Company be bound by the terms and conditions set forth in any agreement or contract governing Account(s) (the "Account Agreement(s)") and any other document relating to products or services provided in connection with Account(s), as revised and/or amended from time to time (collectively, the "Agreements"). RESOLVED, that the managers, members, officers, employees and/or agents of the Company (the "Authorized Signer(s)") whose names, titles and signatures appear below, as amended from time to time by the Company, are hereby authorized and directed, for and on behalf of the Company, to open, maintain, manage or close Account(s), to execute the Agreements, and to exercise and direct the exercise of all duties, rights and powers, and to take all actions necessary or appropriate in connection with the opening, maintenance, management or closing of Account(s) in the name of the Company, pursuant to the terms and conditions specified in the Agreements, and any applicable laws, rules and regulations. The Bank is authorized to accept instructions from the Authorized Signer(s) in connection with Account(s), including, but not limited to, endorsements and deposits of negotiable instruments, checks or other orders for the payment of money, and instrLictions to deposit, withdraw, transfer, deliver or assign assets in Account(s), sell any assets in Account(s), including but not limited to assets listed as "held elsewhere," buy any assets for Account(s) and retain the services of an advisor, including the Bank, consultant or broker/dealer to manage all or part of assets in Account(s), all on such terms as the Arithorized Signer(s) direct. RESOLVED, that the Bank may conclusively assume that all actions taken and instructions given by each of the Authorized Signer(s) have been properly taken or given pursuant to authority vested in such Authorized Signer(s) and the Company shall indemnify and hold the Bank harmless from all claims, liabilities, losses, costs, expenses (including attorneys' fees) related to or arising from any action or inaction by any such Authorized Signer(s). RESOLVED, that the omission from these LLC Resolutions of any document, arrangement or action to be taken in accordance with the Account(s) or the Agreements shall In no manner derogate from the authority of the Authorized Signer(s) to take all actions necessary, desirable, advisable or appropriate to consummate, effectuate or carry out the EFTA01432415 transactions contemplated by the foregoing Company Resolutions. RESOLVED, that all actions taken and expenses incurred heretofore by the Authorized Signer(s) in connection with the Account(s) or the Agreements are hereby ratified, approved and confirmed in all respects. RESOLVED, that if indicated below, the Authorized Signer(s) is/are authorized to delegate any and all of the powers enumerated in these LLC Resolutions in connection with the Account(s) to such person(s) as the Authorized Signer(s) may elect. Such delegation shall be made via the execution of the form of Appointment of Agent(s) annexed hereto as "Exhibit A." WM167955 DBTCA 019583,062416 1 AUTHORIZED SiGNER(S): If any Authorized Signer named below is an entity and not a natural person, please attach an Authorized Signatory list. Jeffrey Epstein Print Name Authorized (select one): EZ] Individually K Jointly with Signatory Title Signature K Other K Check only if the above Authorized Signer is authorized to grant powers enumerated in these LLC Resolutions to agents. Darren Indyke Print Name Authorized (select one): 5?1 Individually K Jointly with Signatory b Signature Title K Other K Check only if the above Authorized Signer is authorized to grant powers enumerated in these LLC Resolutions to agents. Harry Beller Print Name Authorized (select one): IZl Individually K Jointly with Signatory Title Signature K Other K Check only if the above Authorized Signer is authorized to grant powers enumerated in these LLC Resolutions to agents. h ^anne Brennan Print Name Signatory Title EFTA01432416 Signature Authorized (select one): IZl Individually iJ Jointly with K Other K Check only if the above Authorized Signer is authorized to grant powers enumerated in these LLC Resolutions to agents. 2. The above LLC Resolutions are in full force and effect as of the date shown below. 3. The Bank may rely conclusively on the instructions of the Authorized Signer(s) in every respect unless or until the Bank receives written notification of the revocation and has had reasonable time to act on such notice. 4. No one other than the Company has any interest in Account(s) opened and maintained in the name of the Company. 5. The titles and names of the Authorized Signer(s) appearing above, whose signatures appear above or on any attached signatory list, are true, correct and genuine. The authorities previously granted to any Authorized Signer not named herein are hereby revoked. In witness whereof, on the date shown below, I have subscribed my signature. 8) ; Signature Print Name and Title Date of this Certificate of LLC Resolutions (Fill in date—this document is not valid if dale is left blank) **lf the manager, member or other authorized officer is one of the Authorized Signers named above, this Certificate of LLC Resolutions must be confirmed below by another manager, member or officer of the Company who is not designated an Authorized Signer above unless the Authorized Signers are the only members of the Company. Confirmation Signature Print Name and Title I 2 WM167955 DBTCA 019583.062416 Deutsche Bank Wealth Management Signature Card Deutsche Bank Trust Company Americas Southern Financial LLC Account Holder Title Individual Account Number /' Limited Liability Corporation Other; . ITF/POD/ATF* , ' Corporate EFTA01432417 Number of Signatures Required: 1 . . . Joint, Tenants ; Partnership in Common : Joint, with Rights of Survivorship Jeffrey Epstein Print Name Darren Indyke Print Name Harry Beller print Name Jeanne Brennan Print Name Signature Signature Signature h Signature Date Approved Power of Attorney Date of Power of Attorney Specimen Signature * For ITF/POD/ATF See Supplemental Terms and Conditions 1111111111111111111 WM167290 006678.010816 EFTA01432418