EFTA Document EFTA01298364

Deutsche Bank Private 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: pir 1. (a) the Undersigned is the duly appointed manager, member or officer duly authorized to (i) certify as to the Limited Liability Company resolutions or consents ("LLC Resolutions") of the member(s) (the "Member(s)") and (ii) to keep the records of Hyperion Air, LLC (the "Company"), a Limited Liability Company duly formed, in good standing, and existing under the laws of USVI • 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 typels1 indicated below ("Account(s)"): in Deposit Account(s) K Investment Advisory Account(s) K Custody Account(s) (please select all that apply): K discretionary K non-discretionary "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 time, and to open and maintain Account(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 Accounts) 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 insuuctions 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 Authorized 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 Signet). 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 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." 1 124WM-0180 (03/12) 010760.0300312 SDNY_GM_00062708 CONFIDENTIAL - PURSUANT TO FED. R.CON(F IDENTIAL DB-SDNY-0025533 EFTA_00I732I6 EFTA01298364 AUTHORIZED SIGNER(S): If any Authorized Signer named below le an entity and not a natural person, Jeffrey Epstein Print Name Authorized isaiect 0114 la Individually Tine 0 Jointly with I3 Other 0 Check only if the abOve Authorized Signer is authorized to grant powers enumerated in these LLC Resolutions to agents. Darren Indyke Print Name Authorized (sated one). 0 Individually Tree I3 Jointly with Signature CI Other O Check on:y if the above Authorized Signer is authorized to grant powers enumerated in these (IC Resolutions to agents. Print Name Title Authorized (select one): K IndividuallY 0 Jointly with flirty Print Nat S' re Authorized (select one): linthodually 0 Jointly with O Other 13 Check only if the above Authorized Signer is esithorized to grant powers enumerated in these (IC Resolutions to agents. 2. The above LLC Resolutions are in full force and effect and have not been modified or amended since the date shown below. 3. The Bank may rely conclusively on the instructions of the Authorized Signertsl in every MVO° untinil Cr until the Bank receives wrieen 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 Accounts) opened end maintained in the name of the Company. 5. The titles and names of the Authorized Sismerls) appearing above. whose signatures appear above or on any attached signatory net. er0 IMO, correct and genuine. Signature O Other O Check only if the above Authord Signer is authorized to grant powers enumerated in eiesILIC ResokOns to agents. 1 c7 The authorities previously granted to any Authorised Signet not named heroin ere hereby revoked. In witness whereof Signature. Print Nano and Talc Jeffrey Fpstein Date of this Catenated LLC Resolvent:S. sipature. 3- 44-14 CFA in dote -the clocitene Is ea wed MOW a let MnI • 'If the manager, member or other authorized officer is one of theAuthorized Signers nomad above, this Certificate of LLC Rrisokotions must be confirmed below by another Marilee,. member or officer of the Company who is net designated en Authorized Signer above unless the Authorized Signers ta the only monitors of the Company. COnfitnWeOn &Wan Print Name and Tine: 2 12 -PiN11.1-0110 PXV1Z 010711X0 X412 SDNY_GM_00062709 CONFIDENTIAL - PURSUANT TO FED. rQQN Vet) DENTIAL DB-SONY-0025534 EFTA 00173217 EFTA01298365