EFTA Document EFTA01441112

EFTA01441112 EFTA01441113 EFTA01441114 EFTA01441115 EFTA01441116 EFTA01441117 EFTA01441118 EFTA01441119 EFTA01441120 EFTA01441121 EFTA01441122 Deutsche Asset & Wealth Management ' 0?. W/S Account Agreement Southsm Flnanclat LLC Cl)sni[91 I t Addrvsa 6100 Red Hook Quarter B3 I 00802 St Thomas .NqG,Q25aSo Crty • • Suie Zip Coda Account Title (Complete If different from (ho Client above) Account Numbarls) I 1 This Is the account agraamsnt (Account Agraoment) between Client and Deutsche Bante Securities Inc. (referred to herein as "DBSI"). It includes the terms and conditions and Is the contract that controls each brokarags account In which Client has an interest (each an 'Account'). Client agrees to road this Account Agreement and the Appendix to this Account Agreement: Disclosures and Delinitions ('AppendiK') carofutjy. If Client Is not willing to bo bourtti by these terms and conditions, Client should 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. CLIENT REPRESENTATIONS Client certllies that all of the information provided by Client In this Account Agreement Is accurate and complata and that each of the following steiamenta is accurete as to Client and Client's Account: B. Where Client Is a natural person. Client is of legal age; b. For all accounts; (a) no one except the person(E) named on the Account(s), or, it signed in a rspresemativo EFTA01441123 capacity, then no one except the bsneficlal ownsr(s), has any Interest In the Accountls), (b) Client Is and will remain compliant with ell Applicable Laws, (cj Client Is flnanclallv capable of satisfying any obligations undertaken through Client's Account(s), (d) Client acknowledges that the purchaso and sale of socuiltios entails substantial economic risk, and represents knowingly and willingly that Client can assume such risk and (e) Client has road end understands the terms set forth In this Account Agreement and those agieamants or supplements Incorporated by reforonco and understands that Client is bound by. such terms; c. Client agrees to notify us In vvriting if: (a) Cllani Is or becomes an employee, membet Or immeriliate family mamber of eny securities oxchdngo (or corporation of which any exchange owds a majority of the capital stock). Financial Industry Regulatory Authdrtry, Inc. (FINRA)ior of any btoket- desier, (b) Client is or becomes a saniot officer or immediate family member of sitch a person of any bank, savings and loan Irtstitutlon, insuranoei company, investment company, .Investment advisory fiim or institution that purchases seouritias, or other . uttless such I employer whoso consent Is rartolrod to opab and! malmbln this Account by regulotlon or otherwiaa consent has been provided to DBSI. Client will promptly notify DBSI In writing If any of the above circumstances change. II. TERMS AND CONOfTIONS THAT APPLY TO CLIENTS ACCOUNTS) The following tanrie and conditions goverh Client's Accpunt(a): ■ 1. Rights of DBSI. All rights granted to DBS) underthls Account Agreement are granted with the understanding that it shall be wlthrn the aeln discretion olDBSI whetlter, anriiln what loanner, to exercise such rights, The failure of DBSI to exercise any right granted under thie Acobent Agree rnent shall not bo deemed a waiver df such right or any ether right granted hereunder. DRSI retains tne right to delegate to its agent, including its clearing agani, Pershing LLC (Pershing), one or more of DBSTs rights or obligations under this Agreement without notice to Client. 2. Cash Account. DB3I will classify each Account as a cash brolterega ei;count. DBSI muet aeperetely approve the opening of a margin acdount (Margin Account! and Clldrit must separately sign iha Margin Agreemeirt, 3. Order Execution. Orders for the purchase or sale of assets may be routed to or executed through any exchangn, market or broker that DBSI selects. ■ 4. Rules and Regulations. All trsnsactlens (n Account(s) shall be conducted in eccordance with and eubjecl to Applicable Law. EFTA01441124 iiiTMiiniiinr— D2 13-AWM-019B 01214E.032&13 I I 5. "rchsEfi of Securttlos. D8SI requires that cash accounts contain sufficient funds to settle e transection, but has the right to accept an order without sufficient funds with the understanding that Clioni will submit payment on or before settlement date for eech security purchased. DSSI retains the rtflhi to cencol or liquidate eny order accepted and/or executed without prior notice to Client, If DBSt does not rocoivo peymont by sentemont date. Alternetiuely. upon Clloiit'8 lalluro to pay for purchased and settled securities OQSI has the right to srMl Securities and Othar Pfoporiv hald In any of Cliont's Accoontfst, and oharge;to Client any loss resulting ihoretfom. S, "le of Seoutttlos. Client egfloeo that it* a cosh aacount: (a) Client will not sell any Sacurliy betora II Is paid tor, (b] Clieto will own each security sold et the time of sale, (cl.untess such security Is already held in ihaArurount, Client will promptly deliver such security thereto on or before Battlement dalii. Id) Client will promptly mako full cssb payment of ony amnunt which moy beeome due in ordiir m mdafnecessary requests for addltio/rel depcislis and (a) with rospoct to any Securities end Other Property sold, Client will satisfy any mark to tho markot dotlclencloE. Client must affect all Short Salse in a margin ocoount and dosignatn these sales as 'short." All oUier sales Wlt) be designated as 'tong'';end will be deetnsd to ho owned by Client In tho event.that OBSI orrters an brder to sell Securities and Other Property that Client represents Client owns, but which are not held in the Account et the time of tala, and Client falls to make pelitiBry by sattleatsnt dste, B8SI hen lire right to ouraheso of borrow arry Sseu/itit» and Other Property necessary to make the required delivery. Client agieriB'to oompensate OQSI far any loss or cost Including Interest, commission or fees sustained as a result of .the forsgoirig. OBSI charges interest on unpaid balances In cash accounts from the close of business on settlement deto. See the Annual Otsclosuro Statemant at http://www,pwm.db.ocm/amBrlca9/en/annual6lscro5ii(estateinBnthtml for additiunal information eri tolarast ohargen, 7. Restrlcttone on Trading. DBSI has the tight to prohibit or restrict Client's ability to trade Securities end Other Property, or to substitate ouoti rifles in Client's Acoeom. 8, Restricted Soeuritiao. Client Will not buy, sell or pledge any Restricted EFTA01441125 Securities withoqt DBS1's prior written opprovol. Prior to placing any order for Restrictecl Securities subject to Rule 144 or 145 of the Securities Act of 1933, Diem must Idanfify the status of the securities sid furmsh OBSTwithitrie nooessary doduments (inpturilng oeinions ' of legal counoel. If requested) td Obtain approval to tranafer and legister thofie securitleii. PBSI virill rrot be liable for any delays in the processing of these securities or for any losses caused by these delays. DBSI has tho right to decline to ecceoi an order for those securitior- until tfio regleiretlon of such securitiBS has been approved. 9. Order Placement ernl CanaollBtiari/Modiflcatlon Requeeu. verbally plates a trode witll a Client Advisor, Client will be bound to the oral confirmation repeated back to Client, unless Client objeas at the time of the order. Client undarstaindQ thot requests to ciincet/modity an order thet OBSI accepts ero on a beat affurts basis enly. 10. Aggregation df Orders and Average Pricee, Client eulhorizes DBSI to agg/- ogote orders for Clierti Accounts) with other orders. Client recognizes that In so doing. Client may locewe an average price for orders that may differ from the prieels) Client mny have received hnd the orders rtet been.eggrogeted. Client understands that this oractice may elsorosolHn orders being only partially oomploted. 11. Tranamleaion of tiiatructions. Ctient understands end accepts responsibility for the transmission of Instructions to DBSI and will bear the risk of loss arising from the method of transmission used In thn event of transmission errors, misunderstandings, Impersonations, transmission by oriaurheitzed persons, torgory nr Iniorcspts. Except In the esse of gross rregllgsnce. Client agrees to relesse and Indemnify OBSI, Its affiliates, amptoydes and directors from any end all llobility arising from the axocutiorr of tronsootlrms based on such InstruoUonS. Role of Certain Third Portias. OBSI engages a third-patty cleering agent.' Persning. Client undoretonds that Hershing is the custodian of Cliont's assets, clears and settles ell iiansactions. and extends oiedit on eny nnargin purchases, whore applicable. Olibnt further understands mat I'orshing moy aocopt from OBSI, without inquiry or Investigation: (I) orders foriha purchase or sale of Securities and Other Rroporty an margin or.otherwise, and (ii) any othar _ Instructions concerning Accountjej. Client further understands that the contract between DBSI and Pershing, and the ' services rendered thereunder, are not iotendad to create a joint venture, patrnerehlp or othar foim of business organization of any kind. Pershihg shall not be respotieiUle or liable to Client for any aots or omissions of OBSI or lie Bmployees. Pershing o.oes not provide investment adviie, nor offer any opinion on the'suitability of any transaction or order, DBSI Is not acting as the agent of Porshtng, Client oattnot held transfer end When Client EFTA01441126 Pershing, Itk effilloias end Its blflcers, directors and agems Hablo for any trading losses that Client Incurs. 13. Liana, Client hereby grants to DBSI and its Affiliates a Security interest In and lien upon ell Sacurltlas and Other Proporty In tho irossession or comrol of DBSI, ony of its Atfillaws or Pershing, In which Client bos on ihieraat (held Individually, jotmty or othotwise) (COHectivalv all such Socurltlesend Other Property are referred to herein as "Collaterar) In order to secure any snd all Indebieonsst or uny other obligation of Client to DBSf and its Aftilietes or Pershing (collectively, all auch obligations are referred to heiolrt as the 'Obligotions'l. Clients who ere joint Bccountholdera (Joint Accountholdara) acknowledge and agree that pursuant to the lien to OBSI and Affiliates, the Collaiaral shall iriolude Saauritlas and Othar Property field In the Account or ony other account held by olthar Joint Accountholderwlth DBSI or its Affiliates or Paisning (vihether Ihdivitlually, jointly or Otherwise) end snail secare any and all Obligations of each Joint Accountholder to OBSI end Its Affillaias or Pershing. With respect to the lien granted to OBSPund Its Af'iliotos, OBSI (or Parehing, at OBSI'a Instruciion] may, ec sny time and without prior notice, sell, transfer, release, exchange, settle or otherwise dispose dt or deal witn ony or all such Collateral In order to satisfy eny Obligations. In enforcing this lien. DBSI shall have tho discretion to determine what and how much Collateral to apply tor the purposes nt tho foregoing. Nbtwiilhetanding the foregoing, nothing herein shell baideemed to grant an intarost m onyAccourtt or assets that wonldglva rise tot prohibitod transaction under Seotion 4976(c)(1) <B) of tho Internal Rovenua Coda of 1986, as emandod.'or Seotion 4061a)- (il{B) of the Employee Retirement Income Security Act of 1974, us omandod. Soeiirltiaa end Omar Prbporty hald in Clientis retirement aococmi(9t tnolntaineri by DBSI, which may includailRAs or qualified plans, ate not subject to this lien and such Secuiitiea and Other Property may only be used to satisfy Client's indentedriess or iitlier obligatiens related to Client's retirement account(s). f 12. 13-AWM-0138 012US.D32613 14. Sallsfoctkm of fntfebtednoss and Asslgnmenl of Rights. Cllant agrass to satisfy, upon domand, any Includling any Intoroat and commlaalon charges and to p.ay the roasonablo costs and OKponsas of coiloctlort of any amourit Clteni owoa to DBSI, including rpasonabla attonria^' foes and court coats. Cllartt agrees thet OQSt or Pershing may oxaouto or assign to esob other or any third piirty eny rights EFTA01441127 or eblignrtons Clionf< granted uador this Account Agroomeni. Including but not limited to the right to collect any Obligations, or liquidate any Securities and ' Other Property held fit Acccurd(s). 15. Foes. Client andorstends that 06SI charges ott Annual Account Fee for certain svoountG end may charge aarvice faaa, procassing fees anct/or other fees or cominissiona. for lha Ininsactiofle and other services provided, more (ully described in the Arvioal Dlsclosere Statement, at httoilAvww.pyvig.db.comramotieao/oiVannualdlsclosuraiitatemiint. html. aient umforstands that thoee fees will be chtirged to Acoouni(el and aulborhies OB$l tb dedliot such tees from Client's Account(s). . 16. No FDIC Insureilce, Not ODllgstions of Any Bank. CHorit ondarstands that the assets in CSeni's Account are subject to the risk of partial or total lose dde tomarket lluotuetidns or the Insulveney of the IsBiiflr(s). The assets in Client's Account (including all related cash balances and shares of any Mutual Fund) era not deposits or other ubligatlons of OBSt, Deutsche Bank AG, Pbientng or any othor bank, eta>icoVguinontned by ODSI, Deiiteche Dank AG, Adminletretoi, Back or any other benk, end ah> not insured by-the Federal Oepesit tnsuranco Corporation (FOICj. Monies held In the Insured Deposit Program HOP] may be FDIC Insured while those monies are hold In a depository account at a periicipaiing bunk as desorttiediln ttio KiP Terms end Conditions. Cllant may from time to tHtie be offered investmenr nreducts for which DUSI or Deutsche Benk AG Is an obligor. Thoso products may bo complex, . nrwy not provide for the return of the full amount of principal Invested or for the payment of a fixed rata of ihteresl [or any Interest) end will not osrralty bo covered by FDiC Insunitice, unless otberwiso dlsdcaed in the written oKoring documents foi such producls: 17. Cash Sweep Selection. Client agrees to contsot DBSI regarding the selection of Cash Sweep Options and understands that CHont'a choice of Cash Sweep Qpiloda may oe limited to etonoy ciarket (ouluel hinds or deposit products Ihet aTe.uneffiliated with DBSI if Client'e Account la eri individual fatliernent ecoeunt or an ERISA ■ account, or If DBSI is acting as Client's Investment adviser. Client understands that any funds Olent has on deposit with the banks paiticlpatlnp In IDP will bn sliodatcd among such banks In e tnnotier described in the (DP Terms and Conditions. Credit Information and Invoailoailon. Client authorlzas DBSI and Pershing to obtain reports concerning CHent's credit standing and bnsiness conduct at their discretion without notifying Client. Giierit also authorizes DBSI to ehere among service providers las sot forth heroin) and DBSf Attlliates such credlt-rdaind and business conduct EFTA01441128 ir>forma(ion and any othor confldentltff Information DBSf. Deutsche Bank A6 atvl such Affiliate(s) may have about Client and,Ctlertt's Accniint, in eccondanoe wHh DBSlis Priveoy Potkry and Applicable Law. DBSI end Pershing will provide Client with a copy of each of tbeir Privacy Pdictee ohortly after oxecntiim by Client of this Agieemam, CHont . may request a copy of Client's credit report, and upon request, DBSI will Identify the name end address of the consumer reporting agency fhot tumishod it. 19. Confirntetiona, StatemenM and Othor Comihunicattona. Client agrees to notify OBSI In writing, vtachin ten (10) days after transmittal to Client of a oonfimiatton, of any obta'cilon Client has to any transaction In Client's Account(s). In (ha absence of such writtoo nctificadon, Cllsrlragreoe that «dt ttenseritlans In Cllanr's Accoutiqs) will be final and binding. Client undarsfsnds pbjsctiens mum be dtracthd to the Brooch Suporvisor In writing, at tfie e0dress on Client's account statement or confirm. For more Information on how confirntatlons and account statements are delivered, please refer to the Appendix to this Account Agteembnt, • 20. Recording Conversetkans. Client conseots to PBSI feconling any or all tetephonc cells with Client. 21. Joint Accounts. a. Unless Clients specify "tenants In common" or 'community property." Cliottts authorue DBSI to designate a joint account as "Joint tsnmits with right of survivorshin,' or se "tenants by the entlnatlCB* It Clients ere married and reside in o stote that recognizes said destgnotion fur personal property. Clients agree that joint accourits will bo carried by OBSI on Pershing's books in tho form reflected by the Accaunt name epppsring on the eocount staiomuni. In tho ovoni that lie Account Is e Joint taneocy with right of survivorship or a tenancy by tho ' ontiretiee, tho ervfira Inleroat In the Joint Acedunt shall be vested in the survivor of survivors on the same terms and conditions as bofora the death, the survK/ora and the ostato of thedBcaaced Accouniholdsr will Indiimeify DBSI for any loss Incurred through ireattoont of the Accooni oe provided Irorotn. b. Clients agree ttwt each party to the joint account shell heve eiittioriiy to deal with OBSI as If each were the sole Account owner, all without notice lo the other Account ownarfe). Clients ogroe that notice to env Account ownnr shall be deemed to be notico to oil account owners' Each Apenunt owner shaei be Jointly end severalty liable tor this Account. OBSI moy feilow tho Instruciittns of any owner concerning this Account eno moke defiyertes to any owner, of any or all property and payment, even It such delNertea and/rii payments shall ba made to one owner personally and not to all of the Accoimt ownero. DBSf shall be under oc obligation to inoif ro into the purnosa of EFTA01441129 any such demund tor delivery ot secdiitios or pavniem and shall hot be bound to sea to thb eppllcatian ot disposition df tho socutftles and/or monies so dollvored or paid to eny Account owner. Notwithstanding the foregoing, OBSI may rapira jotet action by all accouot owears whh respom to any metier accoeming tho , account. Including thd giving or crinoollation of ordots akl the withtirawal ot oionles, Securities andi0lher ' Property. In tho event DBSI rocolvos eonflicilng Instructions from any owner, If may In Its sole rlisCTOilan: le) follow eny sooh Ineinrolions, Ih) raqulno wrftlon or voitxit enlhorlzallQH of both, all dr eny owrier befnte acting on the inatructlon<J from uny one ow/tar, Ic) send thb tjstats of the Accouiiiio the aedress ot the account, of Id) filg > an Interpiparler action In an appropriatn court to lot the coert decide the dispute. ' Indebtadnbss, I I 18. 13-AWM4196 (KI21d5.032913 9 • . c. In the event of the death of any owner, the suivlvorfs) shall immediately give 08SI written notice thereof. OBSI may, before or otter receiving such notice, take such sction, require such documents, retain such securities and/ , or restrict transeaions In the Account as necessary for its protection against any tax, liability, penalty or loss under any present or future iaws or olharwlso, Any cost resulting from the.death of any owner, or iitrough the exorcise by any decedent's estate, survivors (including other Account owners! or ropresoniaitves of any righit in the Account shell bij ohacgoablB ogalnst the Inter o<< of Ihp survivor(s) as weitas against the interest of me estate of the decedent, Tho eaieto of the decoount anrt each surviver (Including oilior Account owners) shell corrtlmie to be jointly and saverally liable to DBSl for any obligation of tho Joint account or net debit balance or loss in said account until such tlroe as DBSl distributes the sssota in accordance with Clients' Instructions. 22. Non-dlaclosure of Cortfldentlal and Material, Non>publlq Infcratatien. During the course of business, employees of DBSl may come loto possession pf carttidential and roateriel non-public informatlori. Undrtc Applicable Law. such employees are prohibited from Improperly disclosing or using such information for tnolr porsonol bonolit or for fhe EFTA01441130 benefit of any other person, regardless of whether such oilier norsot) saCliorit of DBS1. Client undarstatids that under Applicable l.aw, DBS! employees are proNblied ffona communicating such information to Client and that DBS1 shall have no respohsiblllty or liability to Client (or failing to disclose such Information. 23, Third Party Auihoriintion; No Aguney. Client agrees that If Client oufhorizes thiod partydes) (Inuluding, witnout limitation, any inyosimont advisor or money manager) to act on Client's Account, such third' party(loE) shall be ■ bound by tho Tontit and Conditions of this Account Agreement. Cllont further agrees lhal unless otherwise agreed (0 In writing by DBS1, third partyjles) authorized by Cllerii to act for Cileoi, whether or not reforroil to Clioot by DBS), Is/sre not, and shall not he deemed agents of DBS1 and DBS1 shall have no responsibility or liability to Client fot ary acts Of omissions of such third patty, or any officers, employees or agenta thereof. . 24, Mo Legal, Tax or Accosnting Advice. Cllairt ockriowlodgos and agrees that: (a) neither DBS1, ncr Pershing, proiiids any legal, tax ur accounting atfvica, jb) neither DBS1 nor, Pershing omployopa ere autherizod to give any such advice and (c) Client will not solicit such advice or roly upon such advicB given in error, whether or not In connection with Iranssctions In or for mvy et Client's AC'^ounils). In maklnn legal, tax or eccmmtirtg decialons Whit respect to transactions In or for Cllent'a Account(s) or any other matrar. Client will consult with and rely upon Client's own advisers, and not OQS1. Client ackhowlodgoa tliitt DBS) shall have ne llebllity thafrefnre. Limitation of Ltebilrty. Cllont agrees lhal, unless othervirise provided in any other egraument between Client end OBSI or under Applicable Law, DBS1 shslfnet ba liable for any toss to Cllont except In tho case of DBSI's gross nogllgonca or willful misconduct. DBS1 shall not ha liable for loss caused directly or indirectly by government rosuicllonB, oxohange or mnrket rulings, suspenolon of trading, wnr, strikes, act of foreign or domestic teimrlsm or. other conditions boyonrf DBSI's cantfoP. DBS1 shelf not bo liable fot any damages caused by equipment failuro, communications line failure, unauthoilzad access, theft, systems failure end other occurrences beyond OSSI's control. , 2B. Customer Inquirios/CustomorCornplainta. For general inquiries. Cllerit tyill contact the Client Advisor or Breaich Supervisor Ossignod to Client's Account(s) for questions or ossistonco on any meltor relating to these Accouni(s). Client must direct all formal cximplalnts against DBS1 or arty of Its employees to Doutacbo Bank Soouritlos Inc., Compliance Departmarit - Client Inquiries. 60 Wall Street, 23td Floor, Mail Stop NYC60-2330, New York, NY 10005-2836 or CKonr may call EFTA01441131 2?, Entire Undorrrtindlng, This Account Agreement contains the entire understanding between Client and DBS1 concerning the oubjoetiraottor of this Aceount Agroament and there are no otat or othar egtoamBtUs in conflict herewith. The Torme end Cnnditions of this Accbiiot Agraarhanl shsiliapply to each and every account and, collectivafy, any and all fqrtds, mitney, Sacurilias and Other Property that Client has with OBSI and supersedas sny prior Account Agreumunt Cllunt may hove signed with DBS1. Client acknowledges that Client may be required in enter Into seperoto egroomrtnts with respect to products or services offered by or througit DBS1 or its affiliates. 28. Right to Terminate or Amend. Client egroos thet DBS) has the right to terminate ihia Account Agreemem and dose any related accounts or amend trie Terms end Conditions of this Account Agreement et ony time end for any reason by sending Writtort notice of such terrrilnation or eotondmont to Client. Any such torminotioa nr amendment shad be effective as of the date tliat DBSi establishes. Client carinotiwaive, alter, modify or emend this Account Agreement unless agreed In writing and signed by DBSL No failure or delay on tho parr of DBS1 to Rxoroteo any righf.or power hereunder or to Insist at apy time upon stHot compliance with any term contained in this Account Agraemant. shall operate as a waiver of that right or powarm term. 28. Controlling Law. This Accouot Agreemem shali bo deemed to have been mads :(n the State of New York and shall be construed, and the rights of the patties detoimlned. In accordepce With the laws of the Stale of New York and the United States, as ameinded, without gMng eflect to the choice of law or conflict.of-latAre provisions theteof. 30. Headings. Paragraph headings are for convenience only end shall not affect tlia moaning or Interpretotlnn of ony provision of this Account Agraemont. 31, Assignment, Soparebllity, SuhrivoblUty. This Aoeount Agree mom shell be binding upon Client's heirs, executors, administrators, personal renresantalivos eod cnmiiitodiassigns. U shall Inure to the benefit of DBSI's successois and assigns, or any successor cleallno broker, to whom D^SI moy Wonslor Client's Account's). DBS1 may, without notice to dienL assign the rights and duties under this Account Agreement to any of its Affiliates, or to any other non- affiliate entity upon written noilco to Cllenl. If ai^ provision dt oondltlon of this Account Agreement shall bo hold to be invalid or unenfotceoblo by eny court, administrative agency or regulatory or self-regulatory agency or body, such itwalldity prannnforoaabilityishBll attach only to such provision orconddion. The' volldity of the roinaining provisions and conditions shall not oe affected thereby and this Account Agreemani shall be carried out as if any such invalid or unapforceable pre/ision or condition ware not contained EFTA01441132 heroin, 32. Tha provisions of this Account Agreement governing arbitration (Section tiff, controlling law (Section 11.29) end limitation of liability (Section 11.25) wilt survive the tbnninetioh of this Account Agreeinant. 25. I I 13rAWM'0}96 012145.032613 4 *s' Ill, ARBITRATION . . I. This section of the Account Agreement contains the pre>dispute arbitration agreement between Client and DBSt and Pershing, as applicable, who agree es follows: a. All parties to this Account Agreement (being Client, OBSI and Pershing) are giving Up the right to sue each other in court, including the right to a trial by jury, BVcept as provided by the rules of the arbitration forum in which a Claim is filed, or as phohibrted by Applicable Law; . b. Arbitratibrt awards are geraraliy final end binding; a party's abilfly to hava a court revarae or modify an arbitration award Is very limited; . c. The ability ol the parties to obtain documenis, witness statements and other discovery is generally more limited In arbitration than Imcduit procaadings; ' d. The erbitrators do not have to explain the reeconfs) for their award, unless, in an eligibte case, a joint request for an explained decision has been submitted by ell parties tc the panel at least 20 days prior to the first scheduled hearing date; e. The panel of arbitrators Will typically include a minority ot'arbitrators who were or are effllietad with the securities industry; ' f. The rules of some arbitration forums mey impose time limits mr bringing a claim in arbitration. In samn casee, a ■ claim that is ineligible for arbitration .moy be brought Irt court; end g. The rules of the erbitrsiion forum in which the cialm'is filed, and any amendments thereto, shall be incorporated Into this Account Agroamanr, 2. Subject to the preoeriing dlsctosura. Client egreoe to arbitrsto eny controversies or disputes thet may diiao with OBSI or Pershing, whether based on events occurring prior to, on or subsequent to the dale ol this Account Agreement, and includlag oPy controversy arising oui of or relating to any Account with OBSI, the construction, performance or breach at any agreement, or any duty arising from any agraemeot or other relatlenship with OBSI, to EFTA01441133 transBctlons with or through DBSI, ot any ceniroversy as to whether any Issue is erbltrable. Any arbifraiion Dnder this Account Agrodmant shall bo deterrnlnad only before an arbliretlon panel sat up by FINHA In accordance with FIs erbitratlon procedures or'an exchange of which DBSI is'e member In accordance with the rules of that particular regulatory agency men In offset. Ctiem may elect iti the -tlret inetanco whether orbitratldn shell be by FiNRA or a specific national securities oxchanga of which DBSI Is o membar. but fellura to make such oloction by roglstorsd letter to Deutsche Bank sacorltioa Ino., Cnimplianca Dopanment - Attention; Director of Compliance. 60 Wall Street. 23rd Floor, Mall Stop NYC6D-2330, New York, NY 10005-2636 within five days efepr receipt ot a written request from DBSI for such olectlon, gives DBSI the right to erect the erbitratlon forum that will have jurbdiction over tno dispute. Judgment unon etbitretion otverdo may be entered In any court, state or federol. having jurisdiction. Any arbitration under this Account Agreement will be conducted pursuant to the Federal Arbhrailoh Act and the lews of the State of New York. 3. Neither OBSI, Porshtng nor Client(s) waive any right tr< ^uek equitabb relief-pending arbitration. No paiaon shall bring a putative or cartifiod oiass atitlen to arbttiaiion, nor seek to onforco any pra-disputa arbitratfon agrooiiiont against er\y pereort who has initieted in court a putorlvo class actlrrrr on whd is a rnumbor of a putsifvD cress who lias not opted out of the class with respect to any cleime et^compassed by the putettvn doss action until: (a) the class certification is deiiletf, or (b) the class Is decertified, or (c) the Client Is excluded from the class by the court. Such ' forbearance to enforce an agreamenl tocarUtrete shall not constitute a waiver of any rights lUndar th'ts agrBoraent except to the extept stated herein. I I I I I [THIS SPACE IISTTENTIONALLY LEFT BLA^NK] I t 'S isAWt/icnss 012146.032813 6 EFTA01441134 5 t } 5 Glwaformtoths requester. Do not «and to the IRS. Request fo;r Taxpayer Identification Number and Certification form (Rov, OoQimVqr 2011) P0Airt<rira d Tradlu^ uuvna) StMoe Hmeim dwwn on your boen>o im cohniV SouUwm Tlrua conipany, Ine. a orMy ntm», iWleiMM liofli AMwa . e) Southern FiiiencLil LLC OWck Bppra(vfMo bon Kk laderM loy olMSHlealkin; G Indlvklusl/Btile piviifWcir Q CCorporaHoti 0 ftCoiponUon TnisVeo<an 8 G portnorstilp I K bempt w** K ilmiiHj liability comiMny. £nt«r in* tax ctwHlcwKin IC:=C poqKnttbn. 6n9 eoiporetion, PciaqiwiihJpJ e n NI D Outer fewl1B1fUcilonil^ Reo>arir'a nun* an) tOdiM (PpHonat AaSSniioraMvSioiriw seio *iioe na} eioo Red Hook Qiurter B3 A xSrTSJiirSSaPcodi St. Thomas. USVIOOS02 ,un KwiuM numMtq Dors (optlooif I Tiuwayer M^nUricotiDn Number fTIN) ;Pni;l:l" Entor your T1N.ln the upprapilate tjo*. The given on Iho 'Name* line to avoid bacttup vdthltotdinB. Tv lodMduelO numbv (SSN), Hcnvuvor, Tar a residenl sittn, lola propitiHor, or {Aerega TIN provldod mutt man* Uw nsms , Uilt b your soddl aoc'uilty rdod enlUy, too the Part I EFTA01441135 kittnictlops on page a. For other emitlss, II b your employer ktentincoilon numtwr (SN]. If you do not havo a numtwr. toe how to get • WonpafleS, ■ Note, If the ecoount.fe In more then one name, see the chart on paged (Or guidelines on whose number to enter. . . - 0799192 V. Pari H i CortmoaUon tinder penaWw of pwluiy. Tcertify that: ' 1. The number ahowrt on this form la my correctitaxpayei Idenllficalloit number (or I em walling for e number to be tosuod to ma),ond 2, I am rtof subject to tutoKup withiioiding because; (a) f am exempt from backup withholding, or (b) I have not been notiflad by the Internal Ravenue Service pflS.c) that I am subject to backup withholding as a result or a failure to report ell Intormi or dlvldende, or the IFIS has noimed me that I arn no longer eubfeet to backup withholding, and 3. I am a U.S.dUzan or other U.S. person (defined beiovg. CeiiHlaation Irn laictlons. You must croea out Item 2 dbo va If you have been notinad by the IRS that you arc cuirently tuhjeol to backuh whlttioidlng use you have felled Id report ell Interest and dividends on your tax return. For toel estate transacttons, Hem 2 does not apply. For mortgage inior^paid. BcqulslUon ofeb3ndonjTunl<il»ecur*dp(op?rty. cencoltBilonot aoltf..contilbuHonitoon IndMdvalrellrement ermngsment (IfW), eira generally, paymente other thanti^ersai amAuvIdunds, you are notjeguirso-^ figh iho oertifiaatlan, but you niusl provide your correct TIN. Sep the Insinictions on page 4. m/' \ ' ; ' ptnatiKitaf^ bam Sign Horo Bignetureol / 1-0.-13 betew Gsnerai Instmctioi^ , Itele. If a lequaater give* you a form other than Form W-9 to request your TIN,'you must use the tequesier'a fbrm II It I* substanUairy almaar to tty* form W'S. - DaflnHton of a U.S. parson. For federal tax piaposea, you are considered a U.S, person It you ere: • fin IndlvMuai who Is a U.8. cldxan or U.S. residant allsn, section rareramiaa are to Via Intentel Revenue noted. Purpose of Form A person who li leiiutred to TTe an Informotkro return wllh the IRS must obtain your corrcol laxpeyor Idonimoatlon nurnbor (TIN) lo report, for ' • A partnenhlp, aorpor&tloil, contpotiy, or SseoclaUon creeled or example, Inooma to you, rear eeuie trans actions, mutt^ga Uitoruat i EFTA01441136 organlred In the United Stales or under the laws of the IMIted States, you paid, tonuhWor or abondwimont of seeurvl propvty. cancellslton . lathy ehon m torelgn aaryfe), or of debt, 01 oomrlbullooi you meoa to an IFtA Use Form W'S only it yoo are 0 U.S. perOon including a reeldant eJloi^. to provide your cceioct TIN to Hto pereon requesUng It (the rsquBsloiand, when apfxJcable. to; 1. Certify that the TIN you are giving la oorrBCt (or yotl ate waiting for a number to be Issued). 2. Certliy that you are not subject to baclojp withholding, or 3.0dm exemption from backup wiuiholdlng If you art t U.S. exompt . Is not subject to the wiVhhoWlrtg tax on lot(*B>i partiwia' share of ' Bffectivaly COD nested (ocoma. I * • A domsst10 toot (ae defined ki RegubUons sacUon 301.T70t-T), Special .rutei (or partoerthlps, Partnershlpa that conduct a Irede or ' biialneM In the United Statee ere genorally required to pay o wlihhoidng ' Uu< on any fortign partners'share of Income trdm such bt^lnesc. . Further, In cwtalncescawtwa a Form W'9 has not been raesfvsd. a pamwtihip la required to prasume that a psmsr U a foreign person, ami pay Ihb wtthholdlng tax. Ttieraloro, II you are 0 U.S. parson that N u potlnsr In o partoorehlp conducting s (redo or businosa (n the Uhtod Stalu, provide Form W-9 to the partnership lo esUBlsh your u.3. ' >> } fwm.W-9(Hsv.i2-20ii) Coil No. ogptx IV, TAX ELECTIONrt)ECLARATION OF TAX STATUS Tils Account'. C110nt certifies Aflreetneot is designed for use by both U.S. Poisons end Noo-U.S. Persons. EFTA01441137 Pleese check the box next to tin eppllcaMo Item below, 1 that a lent will notify DBS1 In writing Immediafoly If the reproiantatlbn oertiflad to below ceases to be Inis and consct. I 1.Q ua. CitisenorU.S. Rwldent Allen FomtWS SubatHute ^ ■rV^ tde^t1^Iootlort Number and Certifioatinin Nemo lee shown on yow Income tax rsfum) - Businsas nwnoroiorogoioso omity nemn, il'dHfenmt tmm obove Chvcic RptuoprtotA box for 1^ml tM cloMtrieoTkm (ra^ufred): r—1 litdlvMuBUenla proBriotor 1-1 C CoimiiBtlen Q S Corporation PartnmhlpQ] Truef/aatiito r—1 Limited llsbllitv company. Ent»r tha tax classK.Icatlon (CaC corpomtlom SOS corporation, Pnpaitnerahlp) k Oetar > I I I Exempt payee 0 I Ad dials Inumbsr, etfaat and apt, or aulta no.) City, SUto, and ZIP coda fTaxpayer Idontfficatlotv Number mW Part I Social Security Nimiboc Enlar your TIN In tha appmprlato box. The TIN provided must match tha name given on the 'Name" to avoid backup wllfiholding, f oi Individuals, this la your social secufity numbar (SSN). For other entitles, tl la your emplaysr UsniHlcaUon number lEINI. line oUKamn EmplDverJcfomihutiof) 1^un^bw II CortlficBtlMT Pfin Uiidor ponahlos of ped'iiy, 1 conitythm: 1, Tha numbei ehomn on this form Is my coitact taxpayer Idanllflcallon number (or I am waiting for a number to bo Issued to me), and 2,1 am not lubjact (0 backup vvtthnolding bacausa: (a) 1 am exempt from backup withholding, oi (b) 1 have net bean noiHlod by tha Intomal flavenue Sanrlce(ins)lhat I am subject to backup withholding aia rcuuHof afallura to leport ad Interest ordividonds. or(c)lhainShas natltlad mo that I am no km pur sikdact to backup wlihholdlng end ' 3,1 am a U,S: chinn oi other U.S, parson fdoflnod In the Instructions), Certificebon htatruefiona, Vou mysHtfoss odbitom 2 above If you hovo boaiwipilftedtiy because you havefened to roBunall Interasi an\i dividends on youtdexesltlWh EFTA01441138 gts'lhs that you are cunently subjsci fo backup vrlthholding Sign sign Hare US, 7 2 nature bt ..person Data b 7 2. oNon-U.S. Person I am not a U.S. paisoit findudlng a U.S. resident alien), I am subntitling the eppllcahta Form W-8 with this form lo certify my foreign status and, H sppllcablo, dalm lax treaty banaflts. . For axampla: Client Is not a U.S. parson (Including a U.S. resident allart). Qlant egiaas to provide DBSI with this appllcstiott the applicebla M Service (IRS) Form W-6 t'o certUy tha dient'a loreign ttatus. W-8 fomts and instructions are available art the IRS wabslta at www.lra.gov. el Revenue n1 r* Da' 1S-AWM-0196 012746.032813 6 . t I ev SIGNING BELOW CLIENT ACKNOWLEDGES THAT; M) CLIENT HAS RECEIVED, READ AND AGREES TO THE TERMS AND CONDITIONS OF THIS ACCOUNT AGREEMENT, INCLUDING THE APPENDIX WHICH CONTAINS IMPORTANT INFORUATIONi 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 IH, PAGE E, AND CLIENT AGREES TOTT^ERMS (ALL ACCOUNT AGREEMENT SIGNATORIES MUST INITIAtJ. EFTA01441139 ■ THE INTERNAL REVENUE SERVICE DOES NOT REQUIRE CUENT'S CONSENT TO ANY PROVISION Of THIS DOCUMENT OTHER THAN THE CERTIFICATION REOUIREO TO AVOID BACKUP WITHHOLDING, AND. IF APPLICABLE, THE CERTIFICATION REQUIRED TO ESTABLISH CLIENT'S STATUS AS A NON-US. PERSON AND OBTAIN A REDUCED RATE OF WITHHOLDING. ' Important Monmation (o> ERISA errvlovoa bwMlt plan cllotin; U.S. Dwartmant of UlMf toQUiiliont roqulra OBSI to dUclow lo olespaiulbia plan lldudarw cartlln infonmsilon In connection whh Iho taivicda that OBSI provitlAi to a plan, (a auM the fiductaiy In nvoluallno llw reuonableneu ol DOSI'j wrvicea mil ttitlod oomponsailon. The dJocloaurc l« evallable online, of httpY/- wwv/,pwni .dl>.conVBnio(taii/»n/ol!e_dl4clo«offij>cs.htnil. By signing twlow, you octmowtodge that you ere a lidudtiy ratponslhlo loi the prociiramont of DOSI's snivlcai lo Iho plan, you Imvo reml Iho diictojure end yo« LaidoMtaod the Oisdosuio. I Individual or iohit a000nnt (IF THIS IS A JOINT ACCOUNT, ALL ACCOUNT OWN ERS MUST SIGN): CONFIRMATION OF TAX AND COMPLIANCE RtSPONSIBILITTES Client ecknowledges having sole raaponsibllltv to hittlll eny toK cbllgatlons and any Other regulatory reporting dutlea applicable In any relevant Iuriadictlona that may arise In connection tvlih aasata, Incdma or iransaotions In Cfieni'a acoountfal and bucinesa relationship vrith OBSI. CHECK A BOX BELOW ONLY IF CLIENTS DO NOT WANT JOINT TENANTS WITH RIGHTS OF SURVIVORSHIP OH TENANTS BY THE ENTIRETIES. CLIENTS SPECIFY INSTEAD: (—ITenanta in commonly. Q Community I I T spouM retain# 50% (merest In the ootiununity propaity Mpon death ol the (Irst spouse). ' (la> married couples in I T-s.v-i?' Osto Slgnstvra rTyCfr SSNIEIN Print Namo Signature. Date SSN/EIN Prim Name Dale EFTA01441140 Signature. Prim Name SSNIEIN Corporatio/i parinpr^hip, Vwt or other entity: . ■ CONFIRMATION OF TAX AND COMPLIANCE RESPONSIBILlTieS ' aieni adcndwtedgea having solo responsBillity to fulfill any tax obUgatlont and any other toBtitaiory reportlno dufla# applloablo to Tn any leksvam Juilidletlona that may arise in cormectlon wUh assets. Income or transectkaii In CHem'» accoum(s) and buslhOM relationship wllh DBSI. Furthermore, Client confirm* that the riecassary Information (to tha beat of Cllam'# knowledoe atid cepabUltlps) lo mode avaVable no less than annually to the rolevonl barillcloi onvnarls). aetUoili), benalldarvties). pattiMr(s). etc. to enahU such ponunls1 to lulIU1 any teapecHve tax chllgoKona that may 0(so for #uph persDrtls} in connection WiU) Clem's business lolatlonahlp vriih OBSI. - I. SG.OT6S102 Southern Flnencial UC Name of Enllly Employer ID No.. Signature of ORlcer, Partner, Trustee, Authorited Par Print Wamn/Thle'^***^ Epstein Signature of Officer, Partner, Trustee, Authoriiad Party Date. Prkil Nameffille. Signature of Officer, Partner, Trualee.Authorfaod Party Dare, Print Nameinila, T3-AWM-0190 Ol2tas.032B13 f7 5 -m* I APPENDIX TO THIS ACCOUNT AGREEMENT: DISCLOSURES AND DERNITIONS DISCLOSURES 1. Confirmations. Confirmations of ironsaotlons, as wall as other communications will ba sent to the address Client has provided, or to such other address as Client may hereafter give to DBSI in writing, and all communications so tent, whether by mail, private carrier, fBCS1mllo,. messenger, electronically or otherwise, shall be deemed delivered to Cltont when eent. whether actually received or not. EFTA01441141 2. Consent to Loan or Pledge of Socuritlea and other Property. Within the HmKatlons imposed by Applicable Lew. all Seoiirliles and Oihoi Property now or hereafter held, crirrled or maintained by or in the possession of DBSI that have not been fully paid fdr may bo lent tb DBSI, fo Pershing or to othbrs, and may be pledged, replertged, hypothecated or rehypothecated without notice to Client, either sepdretely or In common with other Secorhiee end Other Property of OBSI's other Clionte for any amount due In any ecoourtf vvlth D^l in which Client has ao Interest, or for any greotor amount, end DBSI may do so without retaining in its possession or control tor delivery e like amount of similar Sacuritles ano Othar Proporty. Client ondarstands that wliile securities held for Client's Account(s) are loaned out. Client will lose voting rights attendant to such aecurltias. For oddltional terms that apply to margln accounts only, sea the Margin Addendum. Neither Pershing, nor DBSI, Will lend or pledge fiiKy paid fbr securities withoot Client's written permieslon. ' 3. Corrected and Late Trade Reports. DBSI 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 ordilr dr the Inronnailon on B trade exeoiitlnn'iBpe.'tnd to Client. 4. Effact el AttachmoDt or Seqaestratlon of Acconnia, DBSI shall not bo'fiuble for refusing to obey any orders glvan by Qf for Client with respect to any Account which is or has been subject to an attachment or sequestration In any legal proceeding against CSent, and DBSI shall be under no obligation to contest the validity of any such atlachmant or seqoestratioo. ' • 5. Foreign SocurHlas. With respect to debt or equity securities of foreign Issuers or debt qr deposit Insirumonts of foreign banks ("Foreigrt Sectlritius"), Client acknowledges end understaodd that: (a) Foreign Securities are, In most cases, not registered with tha SecuiHies and Exchangs Cemmisaion or lielod on any U.S. securities exchange, (bj Foreign Socurities, particularly those of Issuers In the so-oallcd "emorging markets" are often Illiquid, are sometimes subject tofegal end/ot osnneclual trdirsfer reatrictiens and it maybe difficult or Impossible to dispose of such Foreign Securities prior to tha maturity tboreof or to daiormine the market price thereof for valuation purposes, (c) Foreign Seoraritlas, and the Issuer; guarantors on other obligors who respeot ttferato ("Fonjign lesuere/ Obligors') are subject to a variety of risks in adultion to chose typically faced In the caso of U.S. aecudlios and Issuers, including, Among other things, cunency risk, exchange controls, confisCaCory taxation, withholding, limitations on the rights of aoourity holders, civir onroat, hypennllatien, discriminatory treatment of foreign EFTA01441142 investors, etc., (d) there is often loss information aveiloblo regarding Foraign Issuors/Obelgors, and such information may ba mom difficult to interpret, than Is thS coaa wlin U.S. issumb whose socurlBea are sdblact to thd paoodlo reportbg requirements under U.S, socurlttos laws, (a) tbere may be no affocthre means to dateimlna if a Fnrelgii Issuer/Obligor Is in default of its obligations In toapeci of Its .debt securities or other financial obligations (and Clisnt specifically acknowledges that Foreign Securities which Client purchases may ba in default at the time of jurchaso). (I) Foreign Sacurihes in question may he odratad, and ig) such Foreign Socurities ora not euitable for all nvestors. Client authorizes DBSI to purchase Foreign Securltlos (and, in the case of Foreign Securities donomlnatod hi foreigo cuironcios, ftm relevant fojuign curtonctoa) from or sail Foreign Sacuritles (and foreign exchange) to an Affiliate of DBSI. In dealing with Affillotes mey take ano retain their normal commissions, spreads or other fens without regard with Client. 6. Frearlding Prohibited (Not Applicable toMargIn purchase of sacuritias in a cash account with the proceeds of their eDOsequard sate, known Raguiotlon T of the Foderel Reserve Board, is prohibited and may. among other things, being restricted or closed. 7. Impartial Lottery Allocation System. When 0B9I holds Securities and Other Property that ere callable (all or In part) on Cllonfs bahalf, Client will parficipdte in DDSf's Impartial lotfeiy allocation system for the calioti Securities . and Othei Pioparty. ' D. Non-fnvestment Adviser Capacity. Unless DBSI agrees otherwise ir\ writing, DBSI Is riot acting as an "investment adviser" (as such term is defined n the Investment Advisers Act of 1940, as amended) with respect to the Client's Account(s), . 9. Non-United States Reiiident Additional Dlsolosuro and Understanding. Tills disclosurb apoHes to non-United States rosidants and non-Unitod States domlcilaoentliies. Client's Account lu basbd In the United States, and not In Client's countty of residence. DBSI accounts, products and services mby not have .been registered, reviewed or approved by any governmental, bonking or socurities regulator in Client's coontry of rosidonce or domicile. Nut all of DBSI accounts, products, services or Invesirpants ?ra ovailobls to rDsidenta of all courarles. Many countrtes have various laws, rules and regulations that may apply to opening and maintaining accounts, ptoducis or services ouisldo Client's country or rosldende oridomicll,}, inc'Cxfing reporting and filing requirements and laws, rules and regulations regarding taxes, exchange or capital controls. such Aftlllates, such to DBSI's reldiionship /kccoantal. Paying for tho as freeriding, violates result in Client's Account Cliont is EFTA01441143 responsible for knowlcdgo of and adherence to any such laws, rules and rogulatlono and reporting Client's country or domicile of rosidenca that might apply as a rosuU'Of Cllant's United Staiaa. These may Include but are not llmitad to, tax, foreign exchange or or filing requirements that may apply as a result of Cflont'a aounrry of citizenship, curraoity comptlee and will ooittinue to comply with ahy anch laws, rules, rBOiilatio luquiraments as required by Qient'.s country of citizenship, resldenca or domicile, ■ 13-AWMOm 01214S.032813 8 ot filing raquiremonts In Account with DBSI In the capital controls, and reporting domtcilo or rostdence. Cliont ns and lopnrting nr filing 10. Notices, Notices and other cornrounicatlons may also be provided to Client verbally. Such notices end Other OommunicBtions left tor Client on Client's answering machine, voice mell. electronic mail or otherwise, are considered to heve been delivered to Client whether actually received or not. Transactions entered into Client's ' Account shall ha conflnned by DBSI In writing where repuired fay law or legulatlon. DBS! will not send aaparrite confirmetlons forthe following transaciiorrs: (a);divldends or ttist/- ibulions credifad or reinveated, or transactions •ffactad pursuont to a Dividend nelnvostrrrent Plort, lbj shares of monay mmket funds lhar are purchased or redoamed. or orp part of tfio Cash Sweep Options, or (c);treoo8ct]tins offactad pursuant to a porlcdlc plan or an Irwaatmom company plan. Client's periodic account stetemonts will reflect these transactions. Notices concerning ell matters related to Accoantfa] usually will go through DBSI elihough Parshihg may send not(ce(a} diiectly to Client with a duplicate to DBSI should msdtet conditions, time constralrtts or other clrcumstencesiso require. 11. Possible Confllcte of Intoreet. Services end rocbmmsndutlene that DBSI provides to Cllem may differ from the services end racoinmendetlens provided to other CllarttF or by other Indtviduala er groupe ot DBSI and/or affiliates ef Deutsche Bonk.AG, whether nctlhg as principol oragont, ODSI providaa Investment odvkie, portfolio inerregoment and execution services for many Clients and. In addition, acts OS principal In various marlcots. Given these different rotes, Individuals end groups at DBS! and effillatas ef Deutsche Bank AG aio tteldoen ot one view es to an Investment strategy and mey pnrsue etffering or aonfUctlng stroieglos. Bniployees of DBS! shell heve no obligation to recommend to Client, or inform Client of, strategies boihg pursued by DBSI EFTA01441144 ot other Clients. Further, (a) DBSI end its affiliates may provide dervloas ter a fee to or solicit business from companies whose tocuritlos aro recommended by DBSI, (b) DBSI and its sfiillatea may be peld fees by IrivestmntYt companies regititersd unonr (ho lovestinenb Company Act of 1940 or other Investment vehicles, Incfudlng without limitetlon, fees tor acting as investment advisor, administrator, oustorlian (ihd vansferegont, end (c) DBSI and its ottllistes sot os brokers, pbnolpals onel/or market makers In eertain merketu end mey do ae in transactions with Clism. DBSI ntey (ecotnmend securities or strategies that ere issued, underwritten Implemented or advleed by DBS! or one or more of Its affiliates. DBSI may receive compehsetion. In addition to the cotnponsetion Client pays OBSI, In the form* of Rule 12b-1 feaii. dlatnbutlon fees, fktder's fsee, fees based upon fund reenageinent fees end cesh ot non>cash payments that ere paid by mutual funds (out of fund assets ir> the case of Rule 12b-1 foes) or by the monegers and other service pro.viderti to the funds (not out of Lund essstsl. DBS) also patticipates In s prr>gnnGri offered by Pershing, under which DBSI shares in revenue received by Perehing front mutual ibnds offeradion the Pershing platfonn. All of those paymonie may .vary based on sales volume or assets under monagomenT arid may give OBSI e financial Incentive to recommend certain funds or strotegles end to Include these funds in models and programs. In atldrUon, DBSI mey locelve trail compensation in conneetlon wfth sbIob of auctton ratu securities. 12. SecurltiBs Investor Protection Corporation (SIPC), DBSI provides SIPC covarogo through Pershing and/or e$ e mambBr of SIPC. Roraddhional Iniormotion on this coverage see www.SIPC.org or call thii'SIPC ublic Information number Client will hafartotha Annual pisolosure Statemorfl, at htlp://Wvyw.pwm.dtr.cortv'amofioas/ On/Bnnualdlsclosurastat«menl.html for additional information regarding SIPC and excess ot SIPC coverage. 13. Tex-Exomprt EntHJes. Cnarhable remainder trusts, foundatlods, pensiorr plans and otnai tax-axanipi enthias may be deemed to.recdfve unratatad bueinsss taxable Income (UBT1) es a rasutt of investing In certain securitiaB, borrowing monies under a margin loan. Investing In a partnership or limited liability company that generates UBTI or other levorpga or loan arrangemants. Tax-eifompt ontitise should'cunaul) with their tax adviser tiefera maklog en ' Investment or enhiring into such oi/angemanL If Citoai's periodic Aocpunt Statement Indicates that any Securitwii . wore forwarded to Client and Cllem has not received tfjem. Client should notify DBSI Immediately, If notification is racah/ed within 120 flays otter the mailing date, es reftootad on Client's Account Statement, raiilacement will be made Ires of charge. Thereafter, a foe tor replacement may apply. EFTA01441145 DEFINITIONS The following are definitions of oertein terms that are used within this Account.Agreemem. As required,-the singular shall be plural and the plural shall ba singular. ' 1. "Account Agraomiiot* rnoane iba written agreement entered into between Cliontls) and DBSI regording Clieirt(s)' Account(s). "Die Account Agrenmont inalodastbn Terms and Conditions. Arbitration,-Tax Eleetiou/Ooclaretrbn of Tax Status, and the Appendix to the Account Agree mam, as. well es any othar eppllcable disclosure documents related to Cllonrs Accoiitrt(s). mgether with any antandments or supnlomonts to ouch documonta, Thoro may bo Oisotoauroo, agraoments end forms applicable to a particular faettini, program, eccnunt or service provided ae a result of*s Cllant election, modifloailon of or addition to the Account Agroomem. change In setvloe or othorwlso, DBSI will provide to Cllant such diaclosurea, agreements andiorms, which shall bo (rworporatod Into this Accemit Aareomont by . reference. Front brae in birte, DBS) may require that Cllant sign other agroamonts or doeumpnte for oottain sorvloas or instructions and such additional agreements and documents shall become pert of this Account Agreament. 2, "Aifllietels)" means any entity that is controlled by. conhols or Is under eonimon control with DBSI. DBSI is a subsidiary of Deutsche Bonk AG. Each etillinto Is a eeperete legel entity. 3. "Appllcobte Law* means the constitution: rules, raguisilons, customs end usages ot the exchange or mai)<ot, and Ks cteoring house. If eny. where ai tronsaction is executed and epplicnisle federal and steto laws and regulations, including but not limited to seourHlos laws end regutatieni (including the rules end reguletkms of the SocdritleB and Exchange Commission and the Fedaref Resorva Boerd'er foreign securities regulator, es eppllcsbla), and the ndes and regulaiforts ot FINRA, or eny other snlT-liegulotory agoaejes or oigenbafiona having governing authority to 8 tronsaction In en Account in effect frem time to timo. "Applicable Uw" shall also include the rules of eny notional securities association, registered securKies exchange or of the Options Cleafing Corporation or other clearing . orgentzatlon ecpllcsbie To the trading ot option contracts, I 1S-AWMO1SB 012145.032813 ; f t 4. "Branch Suparylsor' means the manager of the branch office etwhich Client's Account(s) 'ls/sre tnainlalnsd. 5. "Cash Sweep Options" means tho program through which caiTflln unlnvasiecJ EFTA01441146 cash balances In ollgiblo Accounits): will be deposited eutomaticellv each day into Interost-besdng, FDIC-lnsured depository eocounts through DBSI's IDP or into an avallabto money market mutual fund until Client Invests those bolences or beloncos eta otherwise needed to satisfy obligations arising in connection with Client's Accountls). The Cesh Sweep Options are described more * fully In the Cash Sweep Options Disclosure Stelemertl. virhich wl I be provided to Client under separate cover after the Account is opened. 6. "OBSI Privacy Statement" means the statement of DBSt'" policies pertaining to gathering, protecting and maintaining the confidentiality of Client Information and.iin certain limited situations, providing Clinnt Information outside of OBSI. , 7. 'Party' or 'Parties' means Cltentfa) and DBSI, together vyllh hs affiliates, coHectlyaty, ' 8. "Restricted Securities" means sacurWes of a corporation of which Client is a director, executive officer or 1096 stockholder, or otherwise dassilied es a coniml person or insider, or securities that are subject to eny restrictions on resale (whether by Applicable Law, comraet or lagend'on the security), or are not traded on or through a national securities exchange, automated quotatloh system or other nationally recognized published Interdealer quotation system. 9. "SecurSlasand Other Property* moans, but Is not limited to. money, eeoUritieB, financial instruments end ^ commodities of avary kind and nature and related comrecis end options (whether for present or future delivery), ' distributions, proceeds, products and accessions of ell property owned by the Client or In which the Client has an Interest. " t I h e > 3 [THIS SPACE INTENTIONALLY LEFT BLANK! ■ e • i EFTA01441147 t \4 «; '6j I V t3-AWM-0ig8 0^2145.032813 10 ri > I f I f Zbynek Kozelsky Amy Horak Monday, November 03, 2014 12:42 PM Zbynek Kozelsky SBOM; Zia Memon KCP Exceptions [I] From: Sent: To: Cc: Subject: Classification: For internal use only After our review with Zia last week, please note the exceptions below. I also spoke to Dawn, and if there is any issue that isn't able to be addressed. New Accounts will come back to us to further review. Southern Financial: BSO Exce tion ranted to accept agreement on file for to Its mirror acct (3/28/13 version si ned 7 2 13 - just never sent to new acctm Primary account: - coded and processed correctly No issues there. A/C opened on Secondary account, - this account is missing client agreement. (this client has accounts at this point under various entities) U^c-owc! Secondary EFTA01441148 A : BSO Exception granted to accept agreement attached below (3/28/13 drBpsiein Virgin Island Foundation: version si ned 9/13/13, never sent up to new accounts) account opened 09/24/2013 JE Foundation Acct. Agmt. 9.30... And we agreed to this (emails complete email is below) "Per our review and conversation earlier today, please note BSO Exceptions granted to accept older account agreements provided that Updated W9s are on file for any accounts opened 7/1/14 or later, and Cash Sweep Letter is obtained for any Accounts opened 3/1/14 or later." With would like to ai le more accounts to that - is that possible? Yadegar, : BSO Exception granted to accept agreement attached below For ACCT AGREEMENT PURPOSES ONLY - not W-9, as that k not required at this time (3/19/14 version signed 7/16/14,) 1 EFTA01441149