EFTA00165782.pdf

: • ' Deutsche Asset • • & Wealth Management Account Agreement Jeeperit, lee Zgent(t) 8108 Red Hook Quarter B3 iAddresC St Thomas, USVI *City 00802 State Ep Code Account Title (Complete if different from the Client above) Account Numbertet IMPORTANT: PLEASE SIGN AND RETURN THIS ACCOUNT AGREEMENT 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 wining to be bound by these terms and conditions, Client shotlid 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 certifies that all of the information provided by Client in this AccountAgreement 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 Account(s), 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 family 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. Ib) Client is or becomes a senior officer or immediate family member of such a person of any bank, savings and loan institution, insurance company, investment oennparry, 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 dreumetaneee change. II. TERMS AND CONDMONS THAT APPLY TO CUENT'S ACCOUNT(S) The following terms and conditions govern Client's Accaunt(s): 1. 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 °BSI to exercise any right granted under this Account Agreement shall not be deemed a waiver of welt 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 DBSI's rights or oolightions under this Agreement without notice to Client. 2. Cash Account. OBSI will classify non Account as a cash brokerage amount DBSI mum 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. All uensactions in Account(s) shall be conducted in accordance with and subject to Applicable Law. II I II Iiiii III III DS 13.AWM-0196 012145032813 CONFIDENTIAL — PURSUANT TO FED. R. GRIM. P. 6(e) DB-SDNY-0001530 EFTA_000 15004 EFTA00165782 5. Purchase of Securities. DEIS! 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 and/or executed without prior notice to Client, It DBSI does not receive peymsnt by settlement date. Allumetiveht upon Client's failure to pay for purchased and settled securities, DBSI has the right to sell Securities and Other Property held in any of Client's Account(s), and charge to Client any loss resulting therefrom. 6. Sale of Securities. Client °glees that in a cosh account: (a) Client will nor bell any Security belere it is paid for. (d) Client will own each security sold at the time of sate, (c) unless such security is already held in the.Account, Client will promptly deliver such security thereto on or before settlement date, (d) Client will promptly make full cash payment of any amount which may become this in ordei to moat oeoessary reclaims for additional deposits and ie) with respect to any Securities and Other Property sold, Client will satisfy any mark to the market deficiencies. Client must affect all Shod Sales in a margin account and designate these sales as "short? M other sales will be designated as long' and will be doomed to be owned by Client. In the event that DBSI enters an order td 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, DBSI has the right to purchase or borrow any Securities and Other Property necessary to make toe reguired delivery. Client Dotes° to compensate OBSI for cry loss or cost, including interest, commission or fees sustained as a reoult of the foregoing. ()BSI charges interest on unpaid balances in cash accounts from the close of business on settlement date. See the Annual Disclosure Statement, at http://vimnv.pwm.db.com/americesten/annualdiscloserestatementhlinl for additional information en Interest chargen. 7. Restrictions on Trading. 0851 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 Seaurltiee. Client will not guy, sell or pledge any Reerncted Securities without 0851's prier 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 furnish OBS! with the necessary documents (including opinions of legal counsel, if requested) to obtain approval to nonlife' and register thrice securities. DBSI will not be liable far 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 eed Cancellanon/Moditication Regimens. When Client verbally places a trans wiln a 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 cancel/modify on order that 0851 accepts are on a best efforts basis only. 10. Aggregation et Orders and Average Prices. Client autherizes DBSI to segregate enders for Client Account(s) with other orders. Client recognizes that in so doing, Client may receive an average price for orders thatmay differ front 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 paitielly cempleted. 11. Transmission of Instructions. Client understands and accepts responsibility for the transmission of instructions to 0051 and will bear the risk of loss arising from the method of transmission used in the event of transmission errors, misunderstandings, imnersonatiens, tranamiseien by unauthorized parsons, forgery er intercepts. Except inthe osea of gross negligence, Client agrees to release and'indemnify OBSI, its affiliates, employees and directors from any and all liability arising from the execution of transactions based on such instructions. 12. Role of Certain Third Parties. DEMI engages a third-c any Mitering apent, Pershing. Client understands that Pershing is the custodian of Client's assets, clears and settles all transactions. and extends credit on any margin purchases, where applicable. Client further understands that Pershing may accept from 0851, without inquiry or investigation: (i) orders for the purchase or sale of Securities and Other Properly on margin or otherwise, and (ii) any other instructions concerning Account(s). Client further understands that the contract between CaSland 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 responcibte or liable to Client ter any ads er omissions of DBSI or its 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 affiliates and its officers, directors and agents liable for any trading losses ilia: Client incurs. 13. Liens. Client herdby grants to DB51 and its Affiliates a security interest in and lien upon all Securities and Other Property in the possession or control of DBSI, any of its.Affiliates or Pershing, in. which Client has an interest (held individually, jointly or otherwise) koliectively al each Securities and Other Property ete referred to herein as 'Collateral') in order to secure any and all indebtedness or any other obligation of Chant to OBSI and its Affiliates or Pershing (collectiVely, all such obligations are 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 Collateral shall include Securities and Other Property held in the Account or any other account held by either Joint Accountholder with 0051 or its Affiliates or Pershing (whether individually. jointly or otherwise) and shall secure any and all Obligations of each Joint Accountholder to 0851 and its Affiliates dr Pershing. With respect to the lien granted to DBSI and its Affiliates, OBS! (or Pershing. at 0851's instruction) may, at any time and without prior notice. self, transfer, release, exchange, settle or otherwise dispose of or deal with any or all such Collateral in order to satisfy any Obligations. In *doming this lien, DBSI shall have. the discretion to determine what and how much 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 wound give rise to a prohibited transaction under Section 4975(c)(1 I (13) of the Intermit Revenue Code of 1986, as amended, or Sention 406(a)(i)(B) of the Employee Rear/meat theories Security Act of 1974, as amended. Securities and Other Property held in Client's retirement account(s) maintained by DBSI, which may include IRAs or qualified plans, are not subject to this lien and such Securities and Other Property may only be used to satiety Client's indebtedness nr other obligations related to Client's retirement eoeount(s). 13-AWK4-0196 2 012145032813 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) OB-SDNY-0001531 EFTA_00015005 EFTA00165783 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 costa and expenses of collection of any amount Client owes to DBSI, including reasonable attorneys' fees and court costs. Client agrees that D8SI or Pershing may execute or assign to each other or eny thirri Deny any rights or obligations Client granted undo' this Account Agreement, including but not limited to the right to Collett any Obligations, or liquidate any Securities and Other Property held in Account(s). 15. Fees. Client understands that DBSI charges an Annual Account Fee for certain accounts end may charge service fees, processing fees and/or other fees 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/annualdisclosurestaternern. html. Client undersusede that mete fees will De charged to Monomial and /minimizes DBSI to dolma soon fees. rom 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 nenial or total loss doe to market flucti rations or the insolvency of the iscuer(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 DBSI, Deutsche Bank AG, Pershing or any other bank, are not guaranteed by 0851, Deutsche Bank AG, Administrator, Bank or any other hank. eod no not inured by the Fedetel Depouit 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 whlth 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 fen 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 products that ate unaffiliated with DBSI if Cheat's Account is an individuai retirement account cr an ERISA account, or 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 and Investigation. Client authorizes OBSI and Pershing to obtain reports concerning Client's credit standing and business conduct at their discretion without notifying Client. Client also authorizes DBSI to share among service providers (as set tom, herein) and DBSI Affiliates soon creditaelated and business conduct information and any other confidential information CI8Sl, Deutsche Bank AG and such Affikate(s) may have about Client and Client's Account, in accordance with OBSI's Privacy Policy and Applicable tow. 0851 and Pershing will provide Client with a copy trt earth of their Privacy Pdix:ies sbortly afrerlexectnioti by Client of this Agreement. Client may request a copy of Client's credit report, and upon request, OBSI will identify the name and address of the consumer reporting agency that furnished it. 19. ConfIrmations, Statements and Other Cionutiunicatines. Client agrees to notify DBSI in writing, within ten (10) 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 onderstands objeotions must be directed to the Branch Supervisor in writing, et 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 Conversatiens. Client consents to DBSI recording any or all telephone calls witn Client 21. Joint Accounts. a. Unless Clients specify 'tenants in common' or 'community properly,' Clients authorize DBSI to designate a joint aecount 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 the Aecount is a joint tenancy with right of survivorship ore tenancy by the entireties, the entire interest in the joint Account shall be vested in the survivor or survivors on the same terms and conditions as before the death. The survivors and the estate of the deceased Accountholder will indemnify DBSI lot any lose incuimd thmugh treatment la the Account as provided herein. b. Clients agree that each party to the joint account shall have authority to deal with OBSI as if each were the sole Account owner, all without notice to the other Account owner(s). Clients agree that notice to any Account owner shall be &lamed tb be pencil to all account owne-s. Each Account owner shall be jointly and severelly 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 personalty and not to all of the Aocount owne'e. DBSI shall be ender no obligation to inouhe 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. DBSI may Mimeo joint notion by ell aculunt ownde with respect to any matter ooncen ling the account, including the giving or cancellation of orders and the withdrawal of monies, Securities and Other Property. In the event DBSI receives conflicting instructions from any owner, it may in its sole discretion: (a) follow any saute instnictians. (Ill refloat written or verbal authorization of both, allcr any owner bolero acting oo the Instructions from any one owner, (c) send the assets of the Account to the address of the account, or (dl file an interpleader action in an appropriate court to let the coon decide the dispute. 13'AWM 0196 3 012145 032813 CONFIDENTIAL — PURSUANT TO FED. R. GRIM. P. 6(e) DB-SONY-0001532 EFTA_00015006 EFTA00165784 c. In the event of the death of any owner, the survivor(s) shell immediately give DBSI written notice thereof. OBSI 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 for its protection against any tax. liability, penalty or loss under any present or fotuieilaws'or otherwise. Any cost resulting from the teeth 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 intereStof the survivor(s) as well as against the interest of the estate of the decedent. The estate of the decedent end each surviver (including other Account owners) shall continue to be jointly and severally liable to DBSI 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 Chants' instructions. 22. Non-disclosure of Confidential and Material, Non-public Information. During the course of business, employees of DBSI may come into possoesion of confidential and materiel non.priblio information. Under Applicable Law. soch 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, DBSI emoloyosa ere Prohibited from communicating such information to Client and that DBSI shall have no responsibility or liability to Client for failing to disclose such information. 23. Third Party Authorization; No Agency. Client agrees that if Client authorizes third barytes) (including, without limitation, any investment advisor or money manager) to act on Client's Account, such third panyties) 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) authorized 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 Client for 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 DBSI, nor Pershing, provide any legal, tax or accounting advice, (b) neither DBSI nor Pershing employees are authorized to give any such advice and (c) Client 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 Clinnt's own advisers, and not DBSI. 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 Applidable Law, DBSI shall not be fiahte for any lots to Client except in the case of DBSI's gross negligence or willful misconduct. DB51 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 0651's contlol. DBSI shall not be liable fur soy 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(a). Client must direct all formal complaints against DBSI or: any of its employees to Deutsche Bank Securities Inc., Compliance Depanmeht - Client Ingurnes, 60 Wall Street 23rd Floor, Mail Stop NYC60-2330, New York, NY 10005-2836 or Client may call 1212) 250-1085. 27. Entire Understanding. This Account Agreement contains the entire understanding between Client and DBSI 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 Agraealent shall apply to each and every account and, collectiveht any and all funds, money, Securities and Other Property that Client has with DBSI and 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 DB51 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 Agreemeht at any time and for shy reason by sending written notice of such termination or amendment to Client. Any such terminetiao or amendment shall be effective as of the date that DB51 establishes. Client cannot waive, alter, modify or amend this Account Agreement unless agreed in writing and signed by DB51. No failure or delay on the pert of DOSI to exercise any right or power hereunder or to insist at anytime upon strict compliance with any term contained io 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 affect to the choice of law or conflict-of-taws 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 shell be binding upon Client's heirs, executors, administrators. persona/ 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 snail be held to be invalid or unenforeeabie by any court administrative agency or regulatory or self-regulatory agency er 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 carried out at if any such invalid or unenforceable hrowision or condition were not contained herein. 32. The provisions of this Account Agreement governing arbitration (Section III), controlling law (Section 11.29) and limitation of liability (Section 11.25) will survive the termination of this Account Agreement. 13.AVVM4)196 4 012145 032813 CONFIDENTIAL - PURSUANT TO FED R. CRIM. P. 6(e) DB-SDNY-0001533 EFTA_000 15007 EFTA00165785 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 follows: 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 toe trial by jury, except as provided by the rules of the arbitration forum in which a claim is filed, or as prohibited by Applicable Law; b. Arbitration awards are generally final and binding; a party's ability to have a court reverse or modify an arbitration award is vary limited; c. The ability of the parties to obtain documents, witness statements and other discovery is generally more limited in arbitration than in court proceedings; d. The arbitrators do not have to explain the reasonlslfor 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 minority 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 ineligible for arbitration may be brought in txxsrt; end g. The rules of the arbitration forum in which the claim is filed, and any amendments thereto. shall be incorporated into this Account Agreement. 2. Subject to the preceding disclosure, Client agrees to arbitrate any controversies or 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. Any arbitration under this Account Agreement Shall be deterrbined only before an arbitration panel set up by FINRA in accordance with its arbitration procedures or an exchange of which DBSI isa member in accordance with the rules of that particular regulatory agency then in effect. Chem may elect in the first instance whether arbitration shell be by FINRA or a specific national securities exchange of which DBSI is e 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 10006-2836 within five days after receipt of a written request from ()BSI for such election, gives DBSI the right to elect the arbitration forum that wilt have jurisdiction over the dispute. Judgment upon arbitration awards may be 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 0B51. Pershing nor Clients) waive any right m 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 irrcourt a putative class action or who is a member of a putative class who has not opted out of the class with respect to any credos encompassed by the putative class action until: (a) the class certification is denied, or lb) the class is decertified, or (c) the Client is excluded from the class 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 herein. (THIS SPACE INTENTIONALLY LEFT BLANK] 13-AW10.0198 012145.032813 CONFIDENTIAL — PURSUANT TO FED. R. GRIM. P. 6(e) DB-SDNY-0001534 EFTA_000 15008 EFTA00165786 Form W9 flee Decanter 2011) Deems el ea Tinny nrims1Rwenue Senior Request for Taxpayer Identification Number and Certification Give Form to the requester. Do not send to the IRS. I A Norm (•• MOO" an YOS hearse tax fermi Jaspers, Inc. Bums einsadereareded soft now. a Sion km, Cheat @pomp/ire box for teasel to clealsetlem O indheduressle prier°, O C Caponnion MS Caperolon O Pinned* Q Truethrsete USW Matt carper/ Enter term dmerliatien (C-C aromas% EaS caporstion, Peennerstibl► sea) Lee bee thrlatUCtie trumbe street end at a suite no) 6100 Red Hook Quarter B3 ay. a ind2P aide St. Thome*, U.S.V.I. 00002 Ur meant wrath) here copteree. O Mirror pryer Requesteranunearel Mame (0014:42) igal Taxpayer Identification. Numbor(T1N) Enter your TIN In the ay proprtate box The TIN provided moat match the name seem onto Name fine to avoid backup withholding. For individuals. this b your said security number WW1 *ever, for a reeldent seen, sole proprietor, or dieregansed eery, see the PM I inetructions or page 3. kirother entitles, it Is your employer identeficration number (EIN).11 you do not have a nuellier:ker How to get • Mon page 3. "1 Note. M the account la h more that one mote see the chat on page 4 for (*Mime arose number to star. Social mosey mete Employer reorientation number WU Certification 4t'> Under penalties of penury, I catty that: 1. The number shown on this form is my correct Watt 14005006M n1471bef (oi l" WMing forfora number to be Issued t° me), and 2. I am not wheat to backup withhokfing because: (a) I amscempt horn backup withhold no, or (b) I have not been notified by the internal Ravenu• Salvia! (IRS) OW WI subject to backup withholding ealiesult Snare to report ail intense or dividends, or (c) the IRS has notthed me than am. no longer subject to baclaip withholding, and • a I am • U.S. citizen or other U.S. paean (defined lirela). CereketIon Inseuelorst You must cross out stern tabave if you have been notified by the IRS that you ere airway subject to backup withholding because you have failed to report all intersatend dividends on your tax return. For real estate tombstone, Item 2 door. net apply. For mortgage intersetpaid, sequIsition or abandonment of .CritCuAd prceady. ear co ta than of debt. cootrihrsions to an indkrida Teti iwnernt aneniement (Ra). and generally. payments other than interest and cilvkliWria. you we not requied to agogur certification. but you must provider your coned lit See the Instructions on Pane 4. . 4r -- " - Sign Sonoure el / "r) ik — Pee► g --- Here wt.pinto , General Instruatioris Section references are to the Internal Revenue Code unlaa otherietti noted. Purpose of Form A mean who Is rmuired to ale in information return with the In mutt obtain your commt taxpayer identficidlon number (TIN) to report for example income paid to you. real estate transactions. mortgage interest you pad, acquisition or abandament pt seethed prdpaty. cancellation of debt or oontributione you made loan IRA Use Form W4 only If you an a U.S. person (including a reagent ten), to provide your came TN to the perm requesting rt (the requester) and. when posthaste., to 1. Certify that the TIN you we giving is corned (or you are waiting for a number to be issued), 2. Cathy that you w not subject to baciom withholding. or 3. Claim exemption from backup withholding it you as a U.S. exempt payee If applcable. you are also certifying that as a U.S. person, your 110Cial• share of any partnership Intorno horn a U.S. trade or customs es not subject to the withholdad tax on foreign partners' ben of effectively connected income. fleets. II a requester gives you a form offs then Form W4 to request your TIN, you must use the rmuister's %milt la eatbatinbally akar to thla Form We. Defies:a of a U.S. preen. For federal tax purpose.. you ate considered a U.S. parson k you art • M indvkluel who I a U.S. oaten of U.S. ro&dent alien, • A partner hip, CorPOrabor company, or association anted a nonfood In the United Stall or under the laws of the United States, • An estate (other than a foreign estate), or • A domestic bust (as defined In Repulsions sector 301.7701-7). Spiral Nos for partnerships. PartnershIpe that conduct a trade or business In the United States we generally required to pay a wIthholdieg tax on any foreign partners' Mere of Income ham such loudness. Further. In contr, cases when • Form W-9 tee not owe received, a partnership o required to presume that a partner is • foreign porta and pay the withholding tax. Therefore, If you are a U.S. person that is a partner in a partnership conducting a trade or business in the United States, preside Form W-9 to the partnetehip to eatablieh your flatus and avoid withholding on your slum of partnership Income. Cot. No 1023IX Form W9 (Rem 17-2011) CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0001535 E FTA_000 15009 EFTA00165787 W. TAX ELECT1OWDECLARATION OF TAX STATUS This Account Agreement is designed for use by both U.S. Persons and Non-U.S Persons. Please check the box next to the applicable item below. Cheat certifies That Client will notify D85I in writing immediately if the representation certified to below ceases to be true and correct 1.0 U.S. Citizen or U.S. Resident Alien Form W9 Request for Taxpayer Identification Number and Certification Substitute Name (as shown on your income tax return)' Business name/disregarded entity name, R different horn above Check appropriate box for federal tax classification (required): ID Individual/solo proPdotor D c corporation I: S Corporation 0 Partnership MI Trust/estate 0 Limited liability company. Enter the tax classification (C=C corporation, SES corporation, Popartnershipl li Other e D Exempt payee Address (number, street. and are. or suite no.) City, State. end ZIP code J Taxpayer Identification Number (TIN) Part II Sign Hem Enter your TIN in the appropriate box. The TIN provided must match the name given on the "Name" line to avoid backup withholdng. For individuals, this is your social security number ISSN). For other entities, it is your employer identification number (EIN). CM Em la er IdenufiaavonNumber Certification Under penalties of perjury, t certify that. I. The number shown on this form is my correct taxpayer Identification number for I am waiting for a number to be issued 10 me), and 2. I ant riot subject 10 backup withholding because: (a) t ern exempt from backup withholding. or Ib) I have not been notified by the Internal Revenue Service (RSI that I em subject to backup withholdng as • result of a failure to report all interest or dividends, or (c) the IRS has not died me that I am no longer subject to backup withholding. and 3. iam a U.S. Citizen of other U.S. pe 'fined in the instructions). Certification instructions. You st 0055 item 2 above if you have been notified by the IRS that you are currently subject to backup withholding because you hive tailed to r 85 interes nd dividends on r-tmrretum. 'Signatureof . 95. P40.40 , k 2.0 Non-U.S. Sten boat ith3 I am note U.S. person (including a U.S. resident alien). I ern submitting the applicable Form W-8 with this form to certify my foreign status and, if applicable, claim tax treaty benefits. For example. Client is not • U.S. person (including o U.S resident alien). Client agrees to provide 0851 with this application the applicable Internal Revenue Service (IRS) Form W-8 to certify the client's foreign status. W-8 forms and instructions are SYSILible on the IRS websate at www.irs.gov. 13.AWM-0198 6 012145032813 CONFIDENTIAL - PURSUANT TO FED. R. GRIM. P. 6(e) DB-SDNY-0001536 EFFA_00015010 EFTA00165788 BY SIGNING BELOW CLIENT ACKNOWLEDGES THAT: (II 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 ACK I 'INITIAL HERE: AGREES TO TT ERMS (ALL ACCOUNT AGREEMENT SIGNATORIES MUST tNITIAL), aes 'NAT Atealisn AARE EmENY cbNIAINSKRIPIstitt Alititrratiiiti4AUstAT ttctfou fagE 5. AND CUE nrr THE INTERNAL REVENUE SERVICE DOES NOT REQUIRE CUENTS CONSENT TO ANY PROVISION OF THIS DOCUMENT OTHER THAN THE CERTIFICATION REWIRED TO AVOID BACKUP WITHHOLDING. AND, IF APPLICABLE, THE CERTIFICATION REOUIRED TO ESTABLISH CLIENT'S STATUS AS A NON-U.S. PERSON AND OBTAIN A REDUCED RATE OF WITHHOLDING. Important Information for ERISA employee benefit plan clients: U.S. Department of Labor regulations require DBSI to disclose to a responsible plan fiduciary certain information in connection with the services that DBSI provides to a plan, to assist the fiduciary in emluating the reasonableness of Ones services and related compensation. The disclosure is available online, at httplAvww.pwm db.cOmrsmenceerenterisa_daclosure.pcsitirnl By signing below, you acknowledge that you are a fiduciary responsible for the procurement of DBSI's services to the plan, you have read the disclosure and you understand the disclosure. Individual or joint sccoottt (IF THIS IS A JOINT ACCOUNT, ALL ACCOUNT OWNERS MUST SIGN): CONFIRMATION OF TAX AND COMPUANCE RESPONSIBILITIES Client acknowledges having sole responsibility to fulfill any 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 account(*) and business relationship with DBSI. CHECK A BOX BELOW ONLY IF CUENTS DO NOT WANT JOINT TENANTS WITH RIGHTS OF SURVIVORSHIP OR TENANTS BY THE ENTIRETIES. CUENTS SPECIFY INSTEAD: ▪ Tenants in common; or ▪ Community Property (for married eouplett in certain states: each spouse retains 50% interest in the community property upon death of the first spouse). Signature Dale Print Name SSWEIN Signature Date Print Name SSWEIN Signature Date Print Name SSWEIN J partnership, meteor oilierinatyi CONFIRMATION OF TAX AND COMPLLANCE RESPONSIBILITIES , . . . . . . . tie . . . . . Client acknowledges having solo resptinsi6iiity to fulfill any tax obligations and mw other regulatory reporting du s applicable to in any relevant iurisdictions• that may arise in connection with assets, income or transactions in Client's account(s) and business relationship with ORSI Furthermore, Client confirms that the necessary information (to the best of Client's knowledge and capabibues) is made available no less than annually to the relevant beneficial owner(s), seitlortsl. .beneficiary(es). partners). etc. to onphle sych peisonls) to PM any respecuye tax obligations that may arise for such personisl inconnection with Cliem's business relationship with pas': Ntione of Elan Jaeger,. Inc . . Signature of Officer. Parmal. ?Mateo, Autheniail .Print PiarnefeitleJegreY Ei" ^ . ere. sf cle taniiirrir Elmo 66-0629193 vale °If III 13 Signature of Officer. Partner. Trustee, Authorized Party Date Print Name/110c Signature of Officer. Partner. Trustee. Authorized Party _ _ Date Print Name/Title 13.AWM-0196 7 • 012145.032813 CONFIDENTIAL - PURSUANT TO FED R. CRIM. P. 6(e) DB-SDNY-0001537 EFTA_000 150 1 I EFTA00165789 APPENDIX TO THIS ACCOUNT AGREEMENT: DISCLOSURES AND DEFINITIONS IMPORTANT: PLEASE READ THIS APPENDIX DISCLOSURES 1. Confirmations. Confirmations of transactions, as well as other communications will be sent to the address Client has provided. or to such other address as Client may hereafter give to 0B51 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, and may be pledged. repledged, hypothecated or rehypothecated without notice to Client, either separately or in common with other Securities and Other Property of DBSI's other Clients for any amount due in any amount with DBSI in whieh Client has an interest, or for any greater amount, and DBSI 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 appty to margin accounts only, see the Margin Addendum. Neither Pershing, nor DBSI, will lend or pledge fully paid for securities without Client's written permission. 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 order or the information on a trade executiun reported to Client. 4. Effect of Attachment or Sequestration of Accounts. DBSI shall not be 'Isola for refusing to obey any urueis 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 instrurhents of foreign banks I-Foreign Securities"), Client acknowledges and understands that: la) Foreign Securities are, in most cases, not registered with the Securities and Exchange Commission or listed on any U.S. securities exchange, (b) Foreign Securities, particularly those of issuers in the so-called 'emerging markets" are often illiquid, are sometimes subject to legal and/or contractual transfer restrictions and it may be difficult or impossible to dispose of such Foreign Securities prior to 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 addition to those typically faced in the case of U.S. securities arid 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 or other financial obligations (and Client specifically acknowledges that Foreign Securities which Client purchases may be in default at the time of purchase), (1) Foreign Securities in question may be unrated, and (g) such Foreign Securities are not suitable for all investors. Client authorizes ()BSI to purchase Foreign Securities (and, in the case of Foreign Securities denominated in foreign currencies, the relevant foreign currencies) from or sell Foreign Securities (end foreign exchange) to an Affiliate of DBSI. In dealing with such Affiliates, such Affiliates may take and retain their normal commissions, spreads or other fees without regard to DBSI's relationship with Client. 6. Freertding Prohibited (Not Applicable to Margin Accounts). Paying for the purchase of securities in a cash account with the proceeds of tdeir subsequent sole, known as freending, tabula Regulation T of the Federal Reterve Board, is prohibited and may, among other things, result in Client's Account being restricted or closed. 7. Impartial Lottery Allocation System. When DBSI holds Securities and Other Property that are callable (al or in part) on Client's behalf, Client will participate in 13B51's impartial lottery allocation system for the called Securities and Other Property. B. Non-Investment Adviser Ca ' . Unless DBSI agrees otherwise in writing, DBSI is not acting as an 'investment adviser" (as such term is d ined in the Investment Advisers Act of 1940. as amended) with respect to the Clients Account(s). 9. Non-United Stateo Resident Additiouel Disclosure and Understanaing. This disclosure amities to not-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. DBSI accounts, products and services may not have been registered, reviewed or approved by any governmental, banking rut seauritiss regulator ih Client's cooney of residence or domicile. Not all of DBSI 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 coudtry of resiuence or domicile, including reuortirig end filing regairements and laws, rules snd regulations regarding taxes, exchange or capital controls. Client is responsible for knowledge of and adherence to any such laws, rules and regulations and reporting or filing requirements in Client's country or domicile of residence that might apply as a resuit of Client's Account with DBSI in the United States. These may include but are not limited to, tax, 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 and will continue to comply withany such laws, rules, regulations end reporting or filing regoirements os regain:id by Chant's country of citizenship, residence or domicile. 13.AWM•0196 8 012145.032813 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0001538 EFFA_000 150 12 EFTA00165790 10. Notices. Notices and other communications may also In 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 Clients Account shall loo cootinned by OBSt in writing where removed by law cr regulation. DBSI will not seed 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, Mete part of tee Cash Sweao Options, or (c) traheactions effected pursuant to a periodic plan nr an investment company plan. Clients periodic account 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 DBSI should market conditions, time eonetralots or other circumstances so notate. 11. Possible Conflicts of Interest. Services and recommendations that OBSI 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 Behk AG, whether soling at principal or agent. DBSI provides investment advice, portfolio manegemen t and execution services for many Clients and. in addition, acts as principal in various markets. Given these different roles, individuals and groups at DBSI andaffiliates of Deutsche Bank AG are seldom of one view as to an investment strategy and may pewees differing or conflicting strategies. Err ployees of (*Stahel' have no obligation In recommend to Client, or inform Client of, strategies being pursued by DBSI or other Clients. Further, (a) 0851 and its affiliates may provide services for a fee to or solicit business from companies whose securities are recommended by 0851. DOS) and its affiliates may be paid fees oy tnvestment domeamos registered under me hiveamient Company Act of 1940 or other investment vehicles, Including without limitation, fees for acting as investment advisor, administrator, custodian add transfer agent and (c) DBSI and its affiliates act as brokers, principals and/or market makers in eenein market° and may do ne in transactions with Client. 085) may recommend securities or strategies that are issued, underwritten, implemented or advised by DBSI or one or more of its affiliates. DBSI may receive compensation. in addition to thecompensation.Client pays 0051. in the form of Rule 12b-1 fees, distribution fees, finder's Ileac, fees based upen fund management fees and cash of non cash payments that are 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 DBSI shares in revenue received by Pershing from mutusi funds offered on the Pershing platform. All of these sayment9 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 connection with selss of auction rate securities. 12. Securities Investor Protection Corporation (SIPC). DBSI 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 number (201) 371-8300. Client will refer to the Annusl Disclosure Statement, at http//www.pwni.db.coni/amerieari en/annualdisclosurestatement.html for additional information regarding SIPC 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 taxabg income (UBTI) as a result of investing in certain securities. borrowing monies under a margin loan, investing in a partnership or limited natality 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 arrangement. If Client's periodic Account Statement indicates that any Securities were forwarded to Client and Client has not received them, Client should notify DBSI 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 reptacement may apply. DEFINITIONS The following are definitions of certain terms that are used within this Account Agnomen'. As regufred, 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 tegarding Client(sl Accoum(s). The Account Agreement inellidef, the Terms and Conditions, Aronration, Tax Eleetien/Deolaratren of Tax Status, and the Appendix to the Account Agreement, as well as any other applicable disclosure documents related to Client's Ace-owns), together with any amendments or supplements to such documents. There may be disclosures. agreements ano terms applicable to a particular feature, program, account or service provided as a result pf a Client election, modification of or addition to the Account Agreement change in service or otherwise. DBSI will provide to Client such disclosures, agreements and terms, which shall be incorporated into this Account Agreement by reference. Finn tune to time, DBSI inlay regime that Cilent sign other agreements or documents for contain services or instructions and such additional agreements and documents shall become part of this Account Agreement. 2. "Affiliateatir means any entity that is controlled by, controls or is under common control with OBSI. DEIS! is a subsidiary of Dentsche 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 end regoletibns (including me rules an 1 regulations of the Securities and Exchange Commission and the Federal Reserve Board or foreign securities regulator, as applicable), and the rules and regulations of FINRA, or any other self-regulatory agencies or organizations having governing authority to a transaction in an Account in affect from time to tare. '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. is-AwM-D196 9 012145=813 CONFIDENTIAL - PURSUANT TO FED R. CRIM. P. 6(e) DB-SDNY-0001539 EFFA_00015013 EFTA00165791 4. 'Branch Supervisor' means the 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 Accounts) will be deposited automatically each day into interest-bearing. FDIC-insured depository accounts through DBSI's IDP or into an available money market mutual fund until Client invests these balances or balances are otherwise needed to satisfy obligations arisirig 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 atter the Account is opened. 6. 'OBS' Privacy Statement' means the statement of DBSI's policies pertaining to gathering, protecting and maintaining the confidentiality of Client information and, in certain limited situations, providing Client information outside of D8S1. 7. 'Party' or 'Parties' means Clients) and OBSI, together witfr 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 13-AWM 0196 012145 032813 CONFIDENTIAL — PURSUANT TO FED. R GRIM. P. 6(e) DB-SDNY-0001540 EFTA_000 I SO 14 EFTA00165792 MARGIN DISCLOSURE IMPORTANT. PLEASE READ THIS MARGIN DISCLOSURE PRIOR TO OPENING A MARGIN ACCOUNT AND RETAIN A CC 'Y FOR YCY.IR RECCIME 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 perchese securities. you may pay for the securities in full in yeti maymorrow port of the ptnetiase price from ()BSI (via a margin loan offered by Pershing). You may also borrow for purposes other than the ourchase 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 aocoum and sign the attached Margin Agreement along with the Account Agreement. If the set/unties In your account decline in value, so does the value 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 orour 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 forced sale of those securities or other seouritiee or imams in your accounts). 2. DBSI can force the sale of securities or other assets in your account(s). If the equity in your aocount falls below the maintenance margin requirements, or DBSI's higher 'houses requirements, DOSE can sell the securities or other assets in any of your accounts held at DBStie cover themargin deficiency. You also will be reoponsible for any shortfall In the account after such s 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. DBSI 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 still 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 ether assets in your account(s) are liquidated or sold to meet a margin call. Because the securities are collateral for the margin loan, DE351 has the right to decide which security to sell in order to protect its interests. 5. DBS1 can increase its "howls' maintenance reargin metrirements at any dine mid is net required to provide yoo 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 extension of time on a margin call. While an extension of time to meet morgin requirements may be available to clients under certain conditions, a client does not have a right to the extension. 7. Short Sales are margin titinsections and involve the risks deticrihed abovei A short sale means any sale of securities that you do not own or which are borrowed for your account ('Short Sales"). Beoeuse 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 he lent, to OBS', to Pershiog or to others, and may be pledged, reptedged, hypolheeetea or rehypothecated by OBSI 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 Property and in doing so. are authorized to retain certain benefits, including inrereot on your collateral posted for such loons. While year securities are loaned out, you wilt lose voting rights attendant to such securities. Pershing and/or 0135I may receive compensation in conbectioo witb these transactions. Flu additional information on rehypettleeation. please refer tb the Margin Addendum. 13-AWAII.0199 tt 012145 032813 CONFIDENTIAL — PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0001541 EFFA_000 150 (5 EFTA00165793 MARGIN ADDENDUM TO ACCOUNT AGREEMENT READ Ir .- er Lr ""Li.tr" n^rS.1. .r r^^. ):(“T Supplemental Terms and Conditions that Apply to Client Margin Account Any capitalized terms not otherwise defined herein or in the Margin Disclosures shall have 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 end 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 hsreio by reference. 2. Financing. Client understands that the margin transactions in the Account may be financed by Pershing or DBSI. 3. Interest and Costs. Client agrees to pay interest on all sums borrowed and other balances due and costs incurred by Deutsche Bank io maintaining the Margin Account co Clients behetf. DBSI wig deduct all imarest charges horn Clients Account. Interest charges will be reflected on Clients account statement. For additional information on interest charges, please refer to the Annual Disclosure Statement at Mtp://www.pwm.db.00ntramericasferif annualdisclosurestatementhtml. To obtain the current schedule of rates visit: hnp://pwm.db.com/pwm/eni alexbrown_legal_overview.html and click on "DBAB Call Rate" or contact the Client Advisor. 4. Client's Margin Loan Is a Demand Loan. As such, D851 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 DBSI and its Affiliates a security interest in and lien upon all Securities and Other Property in the possession or control of NISI, 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 isterred 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 Properly held in Client's Margin Account(s) and any associated cash accounts) Margin Colleterat) to secure the indebtedness er any other obligation of Client to Pershing in this Margin Account (the "Margin Obligations'). Clients wbo are joint account holders (Joint Accountholders) acknowtedge and agree that DB Collateral shall include Securities end Other Property held in the Account or any other accoent held by Dither 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 hod granted to DBSI end its Affiliates, DBSI (or Pershing, at DBSI's Instruction) may, at any time and without prier notice, sell, transfer, release, exchange, settle or otherwise dispose of or deal with any or all such DB Collateral in order to satisfy any DB Obligations. In enforcing this lien, OBSI 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 order to satisfy any Margin Obligations. In enforcing this Pershing lien, Pershing shall have the discretion to determine whet 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 a prohibited transaction under Section 4975(cyll)(B) of the Internet Revenue Code of 1986, as amended, or Section 406(a)(il(B) of the Emnloyee Retirement Income Security Act of 1974. as amended. Securities and Other Property held in Client's retirement accounts) maintained by DBSI, which may include IRAs or qualified plans, are not suoject to this lien and ouch Securities and Other Property may only be used to satisfy Client's indebtedness or other obligations related to Client's retirerennt a000unt(s). 8. 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, or ere held in a maroin account as collateral for a margin (nen, may hs lent to DBSI, to Pershing or to others, and may be.pledged, repledged, 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 DDS'S or Pershidd's other clients for any since:Int due in any account with 0661 in whieh Client has an interest, or for any greater amount and OBSI 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 Account(s) aro batted out. Client will lose voting rights aitendaat to such socunties. Margin securities in Client's account may be used for, among other things, settling short sales and lending the securities for short sales. As a result, Pershing and/or 0651 may receive compensation in connection with these transactions. Neither Pershing, not DBSI, wiN lend or pledge fully paid for securities withom Client's written permisMoe. 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 Margin Accounts) for margin purposes es shell be required under Applicable Law or otherwise by OBSI er Pershing for any reason. Client may bo required to oast, deposit or maintain additional collateral at any time. In orkiition to the rights otherwise set forth in this Agreement, DRS! and Pershing also shall have the right to liquidate any Securities and Other Property held in the Margin Accoant wheeever DBSI or Pershing deems it necessary for its protection. Circumstances that may restrk in collateral calls or liquidations include, but 840 not limited to. the failure to prommly meet any call for additional collateral, the filing of a petition in bankruptcy, the appointment of a receiver by or against Client or the attachment or levy against any account with DBSI in which Client has an interest. 13.AWM 0196 12 012145.032813 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0001542 EFTA_00015016 EFTA00165794 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 foi 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 oast of preserving the value of collateral, 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 business is osually transacted. or at public auction or private sale, and DBSI or Pershing may be the purchaser for its own account. Chem onderstands that any 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 end agrees that if DBSI or Pershing permits Client a period of nine in which to satisfy a call, the granting of thin period of time shell not In any way waive or diminish the right of OBSI or Pershing to shorten the time period in which Client must satisfy the call, including an outstanding call, or to demand that a call be satisfied immediately. Client further understands that liquidations may involve sales of positions in Client's Aooeunt(s) that are as great as tho full ieoebtedness owed by Cheat. B. Rag T Extensions. Client authotizcs DBSI, et its discretion, to request and obtain extension(s) in 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 an arfirniatice determination as to whether DOSI or Pershing will receive delivery of the secunties from the Client or that the securities can be borrowed by the 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, cootact third-party lenders to ascsnaic whatnot tney have securities available for lending. If a sufficient quantity of securities appears borrowable, DBSI 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 Scotties If the SE curitios are net available for borrowing for any rearrin 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 wiii ocour or the morning of the third business day after rrnrmel senloment dare and Ctienf 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 the settlement date and for the consequences of a failure to deliver and the timely return of separities borrowed on Client's behalf including any Kisses incurred by DBSI or Pershing relating to such short sales. Short positions will be "marked to the marker 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 short Acsoenl retaining in a debit entry in the Margin Account. If the aggregate value of all the securities sold short depreciates, an amount equal to such decline will 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 anprecietion or deoreciarinn in the market 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-Out of Short Sales. Applicable Law generally requires that short sales of equity securities be closed by nc later than the beginning of minder trading hours on the first business day following the settlement data if delivery of the securities has not occurred. The close-out is effected by DBSI or Pershing purchasing the securities for cash or guaranteed delivery of like kind add quantity. The requirement generally applies to undelivered equity securities that, on the date of the short sale, appeared on the "restricted list" of FtNRA 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 I% df the issue's total shares outstanding) ("Threshold Securities"). DBSI or Pershing will be roqui•ed 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 secuntiee to satisfy margin requirements as there may be tax consequences of doing so. 12. Rehypothecution and Tax Treatment of Payments in Lien of Dividends. The interne; Revenue Code grineroffy provides that, subject to certain requirements, dividends paid to a U.S. individual shareholder from domestic corporations and eertain foreign corporations are subject to tax at the reduced rates applicable to long-term capital gains. Payments in bee of dividends are not eligible for the reduced rate of tax for dividends and are taxed at ordinary income tax rates. DB51 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, which unlike actual dividends are taxed at ordinary income tai rates. Client further agrees Ihot 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. Cherit 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 iocrease in the amount of oommissions being paid to DBSI or Pershing by Client. 14. Restricted Securihes. Cheer will not post Restricted Securities as collateral for mergm transectimie without the prior approval of DBSI. 15. Collection Remedies. DBSI reserves the right to assert any other remedies available under Applicable Law to collect any and all 06101.11U(S) due to DBSI or Pershing. 16. Receipt of Margin Disclosure. Client hereby acknowledges receipt of the Margin Disclosure and Client acknowledges Clients understanding of and agreement to the contents thereof. 13-AMA-DIE* 13 012145.032813 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0001543 EFFA_00015017 EFTA00165795 BY SIGNING BELOW CLIENT ACKNOWLEDGES THAT CLIENT HAS RECEIVED, READ AND AGREES TO THE TERMS OF THIS MARGIN AGREEMENT, INCLUDING THE MARGIN DISCLOSURE. :Print Nam /Tall EPsiiiin This Agreement is subject to the Pre-Dispute Arbitration Clause in Section It page S. of the Account Agreement Account Number Individual or lehtt aceountlif THIS IS A laril ACCOUNT. Ns ACCOUNT OWNFAS STSIfi1Q Sout‘Siute Date Print Name SSN/EIN Signature Date Print Name SSN/EIN Signature Date Print Name SSN/EIN Cooporotion,posThershis trust or otherentitr CONFIRMATION OF AUTHORITY TO BORROW; It this is en agreement for a trust, other fiduciary account or other non-natural peen(*) account, the authorized pawl hereby certifies end represents that the tote of a margin account end specifically the borrows** lendin, and pl erg of Securities and Other Prope -herein and in the Margin Section is in accordance with and authorized by the provisions oft or o Cr instrument and governing the trust or other entity. Jempers Inc Name of Entity. Sonata.' of arctic Partner, Trustee. Authorised Ferny Pre i et\ Employet II Signature of Officer. Partner, Trustee, Authorized Party betA Print Name/Title Signature of Offices Partner. Trustee, Authorized Party Date Print Namaa itle 0 pt SEP 1 9 2013 FOR OFFICE USE ONLY Branch Manager approval for margin accounts. Signature DateOSS 0 LOUi3 14 13.AWM-0196 012145.032813 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0001544 EFTA_000 I 5018 EFTA00165796 011"141.1!Ck41:1! z 3 `.D.A41/20.1953 Arbs Class AcHgetictiiiiie Ailetglen -!;:ot4t. Restrictions CONFIDENTIAL — PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0001545 EFTA_000150I9 EFTA00165797