EFTA00169843.pdf

DRITSEFE BNE Fax ScP 24 2013 09:27am P001 Deutsche Bank Private Wealth management Trust Authorization Account Mar aged by Deutsche Bank Securities Inc. or Affiliate oupount.Nit", The Hem Must Account Number: In consideration of Deutsche Bank Securities Inc. (referred to herein as -DBS) maintaining an account end providing brokerage services for the above-named Trust ("Trutt% the undersigned hereby represent and warrant that: 1, The undersigned are al of the Truatess of the abovenamed Trust cleated rya trust Instrument dated (—eta-r..-- 9 151 tr and duly executed pursuant to the laws of the state of Cer, vie ;the "Trust instrument). 2. Under the terms of the Trust Instilment ANY ONE of the undersigned Incases is authorised and empowered on behalf of the Trust: (DELETE ANY INAPPLICABLE TRUST POWERS) (4 To open. maintain end close a brokerage account and to employ brokers, custodians and other agents. (b) To sell or exchange any ol the Trust assets, To invest end reinvest Trust assets in reel or persons' property. indudirpg but not limited to.. (i) foreign end domestic corporate oblgations and securities of every Idnd, investment trusts, government obligations and oomcnoclities and cunencies; and (TO any derivative entruments of any kind (including, without Limitation, options, forwards, and swaps), pertaining to, or providing investment exposure with respect to, any of the foregoing. whether relating to a specific security, debt instrument commodity or currency. or rearing to a basket or index comprised of, or based on changes in the level of prices, rates or values of, any group or combination thereof; To hold securities or other property owned by the Trust in the Trustee': own name or in the name or Trustee's nominee or custodian; (a) To exercise all the rights of an absolute owner over securities in the Trust account inducing but not limited to, the power to yobs stock, to sell or exercise stock subscription or conversion rights and to transfer title to said securities; (0 To borrow money or to make any contract the effect of which Is to borrow money and to secure such obligations by mortgages or other lien upon any Trust property; fig) To appoint a third party (including but not kited to alany DBSI employee's)) to exercise dsaetion in connection with the purchase elicitor sale of securities on behalf of the Trust: and (h) To exerese all duties, rights and powers, to exerate 20 documents and to take all actions necessary or appropriate to perform the powers enumerated above. 3 LisrocesowAssANYANDAillazooticrions UPON THE POLITY OF'ANY TRUSTEE TO PERFORM THE POWERS EnumEakres:AanyC fgoiaitstr.o. Otivethe Sink &cumin In_- stibeittory el Deutsche Uric AG. conducts investment trareing and securities ectivrecs /1 the led States. 91119 ST iiST 017.VPACES CAM (Sill i ST 0O3O2.051til CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) %/3Sti§W276 EFTA_00020146 EFTA00169843 DEUTSCHE En Sep 24 2312 09:20al PCO2 4. The undersigned Mil provide DBSI with any requested documents relating to the Trust. 5 The undersigned will comply with all restrictions upon their powers as Trustees as stated hi the Trust Instrument, including obtaining aS required consents or authorizations. O. The undersigned will notify DM promptly in writing of any everts or amendments to the Trust Instrument which alter or in any way affect the accuracy or truth of the representations set forth in this Authorization. DUI ray rely upon this Authorization as continuing in full effect unless and until it receives written notice from the undersigned of any changes. The undersigned jointly and severely agree to Indemnify end hold harmless DBSI. its employees and agents, from and against any and all 'abilities. judgments, claims, settlements, tosses, damages, obligations and expenses, including reasonable fees of counsel, arivng from or related to any representations in this agreement or any acts or omissions concerning the Trust by any of the Trustees. Very truly runic *hoe. -, *a -1),,, 1.,..,..,K a. Prriitgek -I.,;, Imola. ()vie. k lark, 1 wydticAt3) 40 0 poo 11.3k are, 63 Tiotas usw oogr, thug 1/13/f Signature: Signature: Print Name: Print Name: Address. Address: Date: Date: 00-PWA140$1 COIN 2 c06/11)111ST CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) WSUPW277 EFTA_00020147 EFTA00169844 DEUTSCHE BANK Sep 2d 2513 09:28am PC03/013 ACCEPTANCE OR TIZUWEE OR TIE 'f≥if,uBx WHEREAS, Jeffrey E. Epstein is Trustee of The Haze Trost the 'Trost". mated pursuant to dins agreement dated February 9, 1999 between kitty EaStein, as Grantor, And Jeffrey E. Epstein. as Trustee (the "Trust Arpetmenn, and WHEREAS, hem B. Epstein, Tnwee of the Trust, pursuant to the provisions of Article FIFTH, parevaph (0) of the Trust Agreement, designated Darren K. In-dyke, to act as Tmstee of the Tntu; NOW, ARE, the undersigned hereby accepts his appointment as Trance and even to be bored by all the terms and conditions of the Trust Agreement, esifeetive flom and after the date thereof. Dated as of: May 8.2007 S r>teksts & Darren K. Todyke CONFIDENTIAL — PURSUANT TO FED. R. CRI M. P. 6(e) WANW5M278 EFTA30020148 EFTA00169845 DEUTSCHE BP/4K Sep 24 2013 09:20aa PC0Z/013 Mania IIstsSon anises I. The Han Trust (the "Trust") was anted under a trust agreement dated Fehntary 9, 1999 between Jeffrey E. EptittiR, as Conteir, and Jeffrey E. Epstein, as Trustee (the "Trust Agreement". 2. Pursuing to the provisions of Ardele MIN, paragraph (a) of the Trust Agrierteni, the Motu is ecttborired to designate one or mote additional. Trustees of Jeffrey $, EpStein, This, hereby designates Darren K. Indylte, to at as Trustee (Sete Trust, effective hem sad after the date hereof. Dated as oft May B, 2097 CONFIDENTIAL - PURSUANT TO FED. R. CRI M. P. 6(e) Mtg lia279 EFTA_00020149 EFTA00169846 DEUTSCHE BA* Fax Sep 2d 2013 09:29am P005/013 TbS Tant 'MUST AQIC BMW" dated, kbe"ri , 1991 . between WIWI E. EPSTEIN, as Grantor, awl JEWRY B. EPSTEIN, as Tzumse. Mat (it> The Granter hereby ~as to the Tauten Mt property described j tLgriu.dnh• A sonetad bite" rd br adrnioistPrd and dlcposPrt offs provided ht th;s (b) The Trustee shall retain nth property, IN TROST, for the following ~set 6YR:tiny say past or all of the boom and such sates from or any part or ad o€ tit pitied of the Ins es the Tastes, is his discretion, from limett, she &ink= for say mason ~vet to, for, ors:labeled of the Grantor Any itemise wino paid shall madly he Wided to the principal. di)Ort the death of the Gratoo dispose of the remaining income and prireipei of the Trost, utlading any property received ty the Trust asa tenth of the Grantoi's death to utte estate of the Grin. ~I/ In exercising any disclaim the Trustee, may, but shall not be required to, consider and accept as correct any ~meat which te believes to be reliable made by sty Person. MMIxIIIIS tr Person latenested ia the way in which the discretion is exercised. Iht Ma, 111 carAlris stay arstrenoomt antizatity wen to limn utter any provision of this Agreement, shall not he required to take, into «own any other ttsoutces of 10411.2 l‘c CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) 6V-gffi-•280 EFTA_00020 I 50 EFTA00169847 DEUTSCHE SU Fax Sep 2E 2312 09:28as PC06/013 ircome or of principal available to the person to whom a distribution is under tor.5,47•tinn. THIRD In extension and not in limitation of authority which the Trustee would otherwise hive pursuant to law or pursuant to the other provisions of this Agin-meat, the Granter directs that the Trustee have the following discretionary powers: (a) To retain for as loos a period of tune as he may consider advisable or pmper any property of any kind which may at any time be in his hands. (10 To se ar pallk—ar private-We or ro exchange any property Odds ay at any time be in his hands, without application to any court, nn any terms which he may consider advisable or proper, including terms involving an extension of credit for any period of time and with or •without security. . . • (c) To acquire, buy, sell, contact to buy, continuo sell,: sell short; bayou margin, exchange, engage' is risk arbitrage transactions with respect ,to, and.trade in stocks (common or preened), •botalS, 00(eS,<Ohligations (secured. or unsecured), securities of open-end and closed-cmd inVesOncill companies and common' tmst funds, other secinid (issued or to be issued), commodities, futures, options, executory contacts for the purchase or ate of securities and commodities, mortgages, aS other popedy, real or ;strung, of any kind, svhettitr similar or dissimilar to that specifically eimmerased, and iatettats in any of the torquing, without being bound by any provision of Law remitting investments by =tees, and without regard to any principles of diversification. (d) To purchase, sell or exercise conversion, subscription aml other rights, and warrants, puts, calls, straddles, and other options. to make payments in connection therewith and to sell naked options, whether calls or puts, and to deal in other financial iastrumenm. (e) To snake any authorized transtaina for cash or on credit or partly for cash aid partly oa credit, with or Without security, or partly or wholly with borrowed funds. (f) To borrow money for any purpose and to pledge or mortgage property as security for money borrowed or for other transactions 2 CONFIDENTIAL — PURSUANT TO FED. R. CRIM. P. 6(e) 9-9)Mai281 EFTA_00020 15 1 EFTA00169848 DEUTSCHE MK Fax Sep 24 2:13 09.20aa P:07/013 (g) To parriciirate in reorganizationS, consolidations, mergers, liquidations, or other capital adfrustritius affectin2, securities held by him. (h) To Main any interest in, to invest it and to become a member of, any partrt.rship or joint venture, to comply with all the terms and prevision of ever/ pannertip and joint venrure relating to any investment at any time held by him, and to vote, umeut consents, exercise all rights Arid take such Other action with respect to any partnership or joint venture as he, in his discretion, deems advisable. ' (i) To invest in or otherwise acquire any property, mat or personal, of any kind, without limitation, without being bound by any provision of law restricting investments by 'utees, including but not limited to common and preferred stocks, secured and. unsecured obligations, mutual and common touts, other securities, mortgages, and f a and options in any of the foregoing. . (j) . to permit funds to remain .unInvestedi and to. retain for an unlimited period of time and to acquire and retain property which is not productive of income. (k) To hold securities in the roses of nominees or in such form as to pass by , delivery and to remove plepaty to or from wet juriadjcakm, (I) To employ attorneys, accountants, investment advisers, stony analysts, brokers, ascots, clerks, bookkeepers., stenograpbms and assistants, and to pay the fair and rcasocable value of their services, and in connection with this power a Trustee who is an anorrey, an amend= or a broker or any Ern) of worm-yr, account nos or broken of which a Trustee is a partner or employee may be retained on behalf of the Trust 1)mi:under and commis/aud for services rendered. (D) To knit money or other property to any person, corporation, partnership, estate, Truss or ottes entity. (a) To distribute income or principal in cash or in kind or partly in each. Such distributions may be made to any trustee, beneficiary or remainderman with property that is like or different from the property used to make any other distribution to any other trustee, beneficiary or rcniain4ennan. (o) To hold all or part of its: property bid hereunder in common investrnems or flouts 3 CONFIDENTIAL — PURSUANT TO FED. R. CRIM. P. 6(e) 1-94P-W282 EFTA_00020152 EFTA00169849 DEUTSCHE MIK Fax Sep 2d 2312 09:28as P008/013 (p) To operate, repair, alter and improve any teal property which be may hold or in which he may hold an interest or a pardcipition; to erect or demolish buildings thereon; to eater into leases for such real property or any part thereof or any interest or participation therein for any period of time; to mortgage such real property or any part thereof or any interest or participation therein for any period or thnc; to grant option; with respect to such real property, mortgages and lea.ma or any merest or pintCipAbOn therein for any period of date; to perform, modify, waive provisions of, extend, renew, terminate or otherwise act in respect of any such leases, mortgages or options; to cause such real property or any interest or participation therein or any part thereof and blots& to be insured against any and at risks; to retain an agent or aims for any of the foregoing purposes; aul to do or omit to do anything of any kind or alit= with respect to any such real property any pan thereof or any interescor option with respect thereto and the nunagettest thereof which lit may in his discretion consider advisable, whether or not such act or omission L herelnabove specifically mentioned, without tic irighound by restrictions-which might otherwige be applicable and without court approvaL (.1) To detennire, in case of reasonable. drab: on his part. whither any property coming into his halals constitutes income or principal, and whether any payment or expenditure made by him shall be charged to income .or to principal. (r) To become or continue to be an officer, director or employee of any corporation, stock of which may be owned by the Grantor's estate or the Trust created bucunder and as aids officer, director or =piny= to receive a salary, bows or other compensation in reasonable amount for smites rendered to said corporation. (s) To delegate 10 any one of the Trustees any riondiscretimutry power, including but not limited to the power, singly or with others, to sign checks, withdrawal slips, instructions for the receipt or delivery of securities or other property, and instruct/ore for the paymtrot or receipt of money, and the power, singly or with others, to have access to any safe deposit box or other place where property of the Trost created pursuant to this Agreement is deposited. (t) To master any property which he may at any time bold to any jurisdiction which he deans advisable. 4 CONFIDENTIAL — PURSUANT TO FED. R. CRIM. P. 6(e) AW:4%4283 EFFA_00020153 EFTA00169850 DEUTSCHE BANK Fax Sep 24 2013 05:20a4 P000/013 The Trustee shall continue to have all the powers herein vested in him until the final distribution of all ploptay in his hands. • t • 3;- The Grantor authorizes le empowers the Trustee to Sell, to continue or to liquidate, in whole or in part, the Trust's interest in any eorpondon„ partnership, individual proprietorship or oder business, subject, however, to the provisions of any stockholders' Agreement or other Agreerneutwith respect to such business which nary be in force. itny such sale may be at a price end on terms or conditions which the Trustee in good faith considers fair and advisable. Any suit sale may be made to any one or more of the Grantor's business associates, any one or more employees of any business in which the Grantor may be engagcd, and any one or more of the Grantor's /thrives, eveo though said business associates, employees and relatives, or any.of them, may be a T'rwat under this Agreement, Tbc Grantor further authorizes and empowers the Trustee to acquire and to conduct any business of any kind, or any interest in any such business, in partnership. individual, corporate or other form, and to continue such business or Intemst therein as long as he may consider is advisable, and to enter into contracts, make expenditures and do alt other acts which he may regard as necessary or proper in connection with the acquisition and conduct of such business or interest therein. Such authority and power may be exercised notwithstanding the participation of one or more of the Trustees in such business in his individual capacity. The acquisition and conduct of such busirs' as or interest therein shall be at the risk of the into acquiring or conducting strch business or interest therein, and the Grantor hereby exonerates the Trustee from arty personal loss or liability which he might otherwise incur by reason of the acquisition or conduct of such business or interest therein. The authority granted to :be Trustee pursuant to this article shall be in addition to and nix in limitation of the powers granted to him elsewhere in this Agreement Bnli The Grantor makes the following provisions with respect to the Trustee: S CONFIDENTIAL — PURSUANT TO FED. R. CRIM. P. 6(e) 1-90-ititi284 EFTA_00020154 EFTA00169851 DEUTSCHE BA% Fax Sep 24 2013 09:29aa PC10/013 (a) lir:Iasi acting Trustee is. authothed to designate one or more addltioast or somessor Tittflts. Designations shall be in writing and may be reyeetkal in Writing by the Seer thereat it any time ptior to the qualification of thn piMen designated. (b) If at 84 note no Totstee is acting end no SUCOSISOr has taxi designated or no sacceSsor ittbobsib.em etthipsati Is avaliable to act. JEFFREY A. SCI3ANTZ is appointed es succeiSor Trustee. (c) ' Any Tru.stee may resign by giving notice to take effect on the date specified in said notice. OD Altman's may rest or quality oily by a written butnesams mailed or \ delivered to the &motor or a Theme then acting. (e) N0 Tanta at any time acting hereunder stall be Mulled to give any bond, 'undertaking, or other security for the faithful performance of his dories in any jurisdiction or belie* for the acts or omissions of ass other Tntsta • (0 Any ethnics herein to me Trusseeshall include survivors, successors tad additioted Trustees. MOX The exam tit my other peace, with the consent of the Trustee, shall / have the right to make stilition' s to the Trust hereunder by will or otherwise by to theTrustee additional real or personal propnty. akagtag nit Magee hereby accepts the •Thst and agree to execute it to the best of his ability. The Cesium mains dt tight at any fins or times dosing S lift to revoke, to whole or hi Put this Agreement ;and the Trust created hereunder and to receive a !session or-the emie ironic ari Oriole The Grantor retains the right at any time or shies dining his life to tented this AgiccMent S the Ann created betramder. CONFIDENTIAL — PURSUANT TO FED. R. CRIM. P. 6(e) igStMiti285 EFTA_00020155 EFTA00169852 DEUTSCHE BANK Faxes Sep 2d 2013 09:29a PC11/013 The Grantor may zerOm of amend tilt Ago:west and the-Trust created hereunder by a written tat acknowledged basimment. The right to mob: or amend the Trust Oa be a petvonal right of the tharaMr and may nor be atomised on his behalf by gitardian, coUseriator. comMittes or ether soch entity. This itirealventarallbe Tam geed hereunder shall become irrevocable and unamrsdable upon eta GraMoes du& This Agreement and the Trust hereby created shall be construed and regulated by the hnvs of the State of New York. This Agreement and the trust Moiled hereunder may be referral was The Rue tat. WriMSS WHEREOF, the undersigned haveatecuted this Agreement a of the day and year first above written. A081)3 7 CONFIDENTIAL — PURSUANT TO FED. R. CRI M. P. 6(e) igStt-it (?286 EFTA_00020156 EFTA00169853 DEUTSCHE BANK Farms Sep 24 2313 09:29as PC12/013 5 ME D 5100.00 8 CONFIDENTIAL — PURSUANT TO FED. R. CRIM. P. 6(e) %MAW :12U EFTA_00020157 EFTA00169854 DEUTSCHE BMX Fax Sep 2d 2013 09:29am PC13/013 STATE OF PI ) COUNTY Oft On erg (by of F , 1994 pew* taut JEFFREY E. EP9TEIN, to me ;mown and known to me to be the individual desaibed in and vtbo masted the fomgoing instrument, and duly acknowledged to me that he executed the RAWL eptervook • IlnityPaSit omenned ffliMent . (*makes beine F.4; • • U. 10117.2 9 CONFIDENTIAL - PURSUANT TO FED. R. CRI M. P. 6(e) 1-9)0W286 EFTA_00020158 EFTA00169855