' Deutsche Asset
& Wealth Management
Account Agreement
Jeepers, Inc
Client(s)
6100 Red Hook Quarter 83
Address
St Thomas, USVI 00802
City St e P Code.
•
Account Tide (Complete if different from the Client above) Account Number(s)
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 wiling to be bound by theseterms and
conditions. Client shodld 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 Account. Agreement 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 Accaunt(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 (a) 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 seceritles 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, (b) 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 company, 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 DEISI in writing if any of the above circumstances change.
II. TERMS AND CONDMONS THAT APPLY TO CLIENT'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
that be within the sole discretion of DBSI whether, and in what manner, to exercise such rights. The failure of DBSI
to exercise any right granted undor this Account Agreement shall not be deemed a waiver of sueti right or any other
right granted hereunder. DB51 retains the right to delegate to its agent, including its clearing agent. Pershing LLC
(Pershing), one or more of DOSI's rights or ocligbtions under this Agreement without notice to Client.
2. Cash Account. OBSI will classify eaon Account as a cash brokerage ermount. °BSI mual 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 Uensictions in Accounds) shall be conducted in secordanpe with and subject to
Applicable Law.
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5. Purchase of Securities. OBSI 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 1)BSi does not receive peymsnt by settlement date. Alternatively, 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 melees that in a cesh account: (a) Clientwill not eel any Security belere it is paid for, (d)
Client will own each security sold at the time of sale, (c) unless such security is already held in the.Account, Client
will promptly deliver such security thereto on or before settlement date, (dl Client will promptly make full cash
payment of any amount which may become tiue in ordei to moat necessary reeposts for addmonal deposits gird ie)
with respect to any Securities and Other Property sold, Client will satisfy any mark to the market deficiencies. Chant
must affect all Short Sales in a margin account and designate these sales as "short." All other sales will be
designated as "lime' and will be deemed to be ewned by Client. In the event that DBSI enters an order to sell
Securities and Other Property that Client represents Client owns, but which are not held in the Account at the lime 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 the regurred dolivery. Client agrees to compensate DBSI far ery loss or coat,
including interest, commission or fees sustained as a result of the foregoing. 0651 charges interest on unpaid
balances in cash accounts from the close of business on settlement date. See the Annual Disclosure Statement at
http://www.ewm.db.comfarnericesten/annualdiscloserestatement.henl tor additional information en Interest charges.
7. Restrictions on Trading. DBSI 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 Securities. Client will not buy. sell or pledge any Reerncted Securities without 08Srs prior 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 DBSI with the necessary documents (including opinions
of legal counsel, if requested) to obtain appreval to transfer and register thrice securnies. DBSI will not be fable ter
any delays in the processing of these securities or for any losses caused by these delays. 0851 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 Placeinurtt aed Cancellenon/Moditication Requeets. When Client verbally places a Irene with 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 an order that D851 accepts are on a best efforts basis only.
10. Aggregation et Orders and Average Prices. Client authorizes DBSI to apgrogate delete for Client Accounts) with
other orders. Client recognizes that in so doing, Client may receive an average price for orders that may differ from
the priests) Client may have received had the orders not been aggregated. Client understands that this practice may
also result in orders being only pal tielly cempleted.
11. Transmission of Instructions. Client understands and accepts responsibility for the transmission of instructions to
DBSI and will bear the risk of loss arising from the method of transmission used in the event of transmission errors,
misunderstandings, impersonations, transmission by unauthorized persons, forgery er intercepts. Seem in the ogee
of gross negligence, Client agrees to release ancrindemnify 0851, its affiliates, employees and directors from any
and all liability arising from the execution of transactions based on such instructions.
12. Role of Ceniiin Third Parties. ()BSI engages a third-z arty altering agent, 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 OB51. without inquiry or investigation: (i)
orders for the purchase or sale of Securities and Other Property on margin or otherwise. and 6i) any other
instructions concerning Account(s). Client further understands that the contract between 0851 and Pershing, and the
services rendered thereunder, are not intended to create a joint venture, partnership or other form of business
organization of any kind. Perehing shall not be re.sponcibte or treble to Client for any adrs en omissions of OBSI 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 tine Clientincurs.
13. 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 D851, any of its.Affiliates or Pershing, in which Client has an interest (held
individually, jointly or otherwise) leeliectively al such Securities and Other Property me referred to herein as
'Collateral") in order to secure any and all indebtedness or any other obligation of Client to OBSI and its Affiliates or
Pershing lcollectiVely, all such obligations are referred to herein as the 'Obligations,. Clients who are joint
accountholders (Joint Accorwitholden) acknowledge and agree that pursuant to the lieo to DBSI and Affiliates, the
Collateral shall include Securities and Other Property held in the Account or any other account held by either Joint
Accountholder with 0651 or its Affiliates or Pershing (whether individually, jointly or otherwise) and shall secure any
and all Obligations of each Jont Accountholder to 0851 and its Affiliates Cr Pershing. Wdh respect to the lien
granted to DB51 and its Affiliates, 0851 (or Pershing. at 0651's instruction) may. at any time and without prior notice.
sell, transfer, release, exchange, settle or otherwise dispose of or deal with any or all such Collateral in order to
satisfy any Obligations. In enforcing this lien, DB51 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 would give rise to a prohibited transaction under Section 4975(c)(1)
(8) of the Intermit Revenue Code of 1986, as amended, or Sention 40640)(8) of the Employee Retiretheot Income
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 boa:tends).
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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 costs and expenses of collection of any
amount Client owes to DBSI, including reasonable attorneys' fees and court costs. Client agrees that DBSI or
Pershing may execute or assign in each other or any thini oerty any rights or obligations Client granted undet this
Account Agreement. including but not limited to the right to collect any Obligations, or liquidate any Securities and
Other Property held in Account(Si.
15. Fees. Client understands that DBSI charges an Annual Account Fee for certain accounts end may charge Gemini
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.pswn.db.com/americas/en/annualdisclosurestatement.
html. Client understeede that Mese fees will ire charged to Account(s) and authorizes DBSI to deduct soon fees. rout
Client's Account(S).
16. No FDIC Insurance, Not Obligations of Any Bank. Client understands that the assets in Client's Account are subject
to the risk of nartial or total loss don to ma-ket flucti lotions or the insolvency of the iscuer(s). The assets iti Client's
Account (Including DA related cash balances and shares of any Mutual Fund) are not deposits or other obligations of
OBSI, Deutsche Bank AG, Pershing or any other bank, are not guaranteed by DBSI, Deutsche Bank AG,
Administratoi, Bank or any other bank, sod ate not insured by the Fedotel Deposit 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 pieducts for which 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 feu ouch products.
17. Cash Sweep Selection. Client agrees to contact 0851 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 Chest's Account is an individuar retirement acnauht or 30 ERISA
account, or if DBSI is acting as Ciwnt'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 ()BSI and Pershing to obtain reports concerning Client's
credit standing and business conduct at their discretion without notifying Client. Client also authorizes DB51 to share
among service ptoviders (as set forth herein) and DIM Affiliates sock credit.reemed and business conduct
information and any other confidential information DBSI, Deutsche Bank AG and such Affiliate(s) may have about
Client and Client's Account, in accordance with DBSI's Privacy Policy and Applicable Law. DBSI and Pershing will
provide Client with a cops of eeeh of their Privacy Pdliciee shortly afierlexecution by Client of this Agreement. Client
may request a copy of Client's credit report, and upon request, DBSI will identify the name and address of the
consumer reporting agency that furnished it.
19. Confirmations. Statements and Other Communicatinee. Client agrees to notify DB.51 in writing, within len (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(*) will be final and
binding. Chant ondeistands objections 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 Conversations. Client consents to DBSI recording any or all telephone calls witn Client
21. Joint Accounts.
a. Unless Clients specify 'tenants in common' or 'community property.' Clients authorize DBSI to designate a joint
account es 'joint tenants with right of survivorship.' or as 'tenants by the entireties' if Clients are ma lied 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 Account is a joint teaanc-y with right of survivorship or e 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 for any lose incuired thmugh neatment cii the Account as provided herein.
b. Clients agree that each party to the joint account shall have authority to deal with DBSI 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 ridomed tb be °Miceli) all account owner: Each Account owner shall be jointly and severally liable for
this Account. DB51may 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 oneowner
personally and not to elf of the Account ownes. DBSI shall be order no obligation to inure into the puroose 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. DOS) may Ingoire joint action by all ac Burt ownffs with respect to any matmr Donnling 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 souh instructions. (h) termite mitten or verbal authorization of both, all or 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.
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c. In the event of the death of any owner, the survivors) shall immediately give DBSI written notice thereof. 0851
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 totweilawoot otherwise. Any cost resulting frond the neath 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 interest of the survivor(s) as well as against the interest of the estate
of the decedent. The estate of the decedent and each survivor (including other Account owners) shall continue
to be joknly 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 Clients' 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 material non-poblio information. Uoder Applicable Law. such
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. DB51 employees ere erobibited from comroonicating 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 partylies) (including, without
limitation, any investment advisor or money manager) to act on Client's Account, such third party(ies) 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 Ic) 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 Applittable Law. DBSI shall not be liahte for any Ions to Client except in tho case of DBSI's gross
negligence or willful misconduct. DEISI 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 beyend 0651's control. DB51 shall not be liable fur aoy 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 essistance on any matter relating to these Account(s).
Client must direct all formal complaints against DBSI or.any of its employees to Deutsche Bank Securities Inc.,
Compliance Departmeht - Client Inquiries, 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 Conditionsof this Account Agresoient shoe apply to each and every account and.
collectively, 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 DB51. Client acknowledges that Client may be required to
enter into separate agreements with respect to products or services offered by or through DBSI 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 fon ahy reason
by sending written notice of such termination or americhnern to Client. Any such terminatino or aroondment shell be
effective as of the date that DBSI establishes. Client cannot waive, alter, modify or amend this Account Agreement
unless agreed in writing and signed by 0851. No failure or delay on the part of DEISI to exercise any right or power
hereunder or to insist at anyrtiroe upon strict compliance with any term contained in 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 effect to the choice of law or conflict-of-laws 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 Aracount Agreement shell be binding upon Client's heirs, executors,
administrators, personal 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). 0651 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 unenforceable by any court, administrative agency or regulatory or self-regulatory agency er body.
such invalidity or unentorceability 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 ea if any
such invalid or unenforceable hrovision of condition were not cootai nag 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.
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In. ARBITRATION
1. This section of the Account Agreement contains the pre•dispute arbitration agreement between Gent and DBSI and
Pershing. as applicable, who agree as follows:
a. Alt 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 reason(s) for 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 arbitratien may be brought in Lou rt 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 Misrules 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 detentained only before an arbitration panel set up by FINRA in accordance with its
arbitration procedures or an exchange of which ()BSI isa member in accordance with the rules of that particular
regulatory agency then in effect. Client may Sect in trte first instance whether arbitration shelf be by FINRA or a
specific national securities exchange of which 0851 is a 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 10005-2836 within five days after receipt of a written request
from ()BSI for such election, gives DBSI the right to elect the arbitration forum that will 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 DBSI, Pershing nor Client(s) waive any right or 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 irrcoun 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 claites encompassed by the putative class action until: (a) the class
certification is denied, or (b) 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.
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form W-9
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Request for Taxpayer Give Form to the
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to evsd backup withholding. For individuals, this Is your social Waft number fErShA. i•traner
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no longer subject to backup withholding. and •
3. I am a U.S. citizen or other U.S. pawn (defined brake). .
Certification!Whitton'. You must cross out dig tabove if you have been notified by the IRS that you are currently subject to backup withholding
because you have failed to report eh intsreetefid dividends on your tax return. For real estate transactions, Kern 2 does net apply. For mortgage
interestpaid, sequialtion or abandonment of elcurrad pproptely. cancellation of debt cootnbitione to an individualretirement seergernent (RA). end
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Innmalone on Par 4.
-/
Sign gionalor•
Hon us.poem •
General Instruations „Aft:hall • equator gives you a fcem other than Form W-9 to request
-** your TIN, you must use the requester's form If It is substrintiaiN ether
Section references are to the Internal Revenue Code Wilda trtherMar to this Form W-9.
noted,
DelWuen of a U.B. person. For federal tax purafts, you are
Purpose of Form considered a U.S. person If You arc
Aaronson who is 'nand to Me on intonation return min Me IRS must • An individual who Is • U.S. citizen or V.S. reoident den,
obtain your coned taxpayer Identiecallon number (TIN) to won, for • A pannerdtp, corporation company. or aseocuton created or
aunts* Income paid to you. red estate transactions, mortgage intermit organized In the United States a under the laws of the United States,
you paid accuetrtion or sbendehment pt wined prdperty, cancellation • An ender (other than a foreign eared, or
of debt, or oontributione you made to en IRA.
• A domestic that (as defined In Regulations section 301.7701-7).
Use Form W-9 *My a you re a U.S. person (ncluding a roe:dent
ahen). to provide your coned Tit to the person requesting it (the Special Sealer paresereNps. Partnerships that conduct a trade a
requests/) end, when applicable. to buena* in the United Staters ore raft required to pay • withholdieg
tax on any foreign partners' Oars of income from such bushes&
1. Certify that the TIN you roguing is correct (or you ere wading for • Further, in certain capes where a Form W-9 has riot been recess& a
number to be issued), partne•nbt, is required to presume that • padre. is *foreign person.
2. Coolly that you are not 'robed to backup withhokfing, or and pay the Withholding tax. Therefore, if you are a U.S. person that ie
partner h a partnership conducdng a trade or business in the United
3. Chan exemption from backup withholding if you wee U.S. soma
payee. a eatable, you are also certifying that as a U.S. person. your Slates, provide Fern W-9 to the partnership to establish your U.S.,
allocable share of any perherehip Mon= from a U.S. trade a OUSifillet• status and read wahholding on your share of partnfthip Income
le rot 11000 to the withholdha tax on Ionian partners' nine of
effective?, connected hoome.
Cat Na 10221X Fenn W-9 Mw. 12-2011)
SON Y_GM_000313711
CONFIDENTIAL - PURSUANT TO
CONFIDENTIAL
FED. R. CRIM. P. 6(e) DB-SDNY-0001535
EFTA_00149320
EFTA01253100
IV, TAX ELECTION/DECLARATION OF TAX STATUS
This Account Agreemem is designed for use by both U.S. Persons and Non-U.S. Persons. Please check the box next to the applicable nein below.
Client certifies that Ghent MI notify DEISI in uniting 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, it different horn above
Check appropriate box for federal tax classification (required):
III Individual/sole proprietor ❑ C Corporation ❑ ❑ Partnership ❑ Trust/estate
S Corporation ❑ Exempt payee
❑ Limited liability company. Enter the tax classnkation IG=C corporation. 54 corporation, Papartneiship) ►
Other I
Address (number, street, and apt. or suite no.l
City, State. and ZIP coda
t N Taxpayer Identification Number (TIN)
Enter your TIN in the appropriate box. The TIN provided must match the name given on the "Herne" line
to avoid backup withholding. For individuals, this is yaw social security number (SSN). For other 11171 -
entities, it is your employer identification number (EIN). r IdentilwatonNumb r
Part II Certification
Under penalties of perjury. t certify that •
I. The number shown on this form is my correct taxpayer Identification Minter (or I am weitIvg for a number to be issued to mel. and
2. I em not subject to backup withholding bemuse: (a) I am exempt horn backup withholding, or °allay. not been notified by the Internal Revenue
Service (IRS) that I em subject to backup withholding as a result of a failure to report all interest or dividends. or (c) the IRS has notified me that I am
no longer subject to backup withholding, and
3. I am a U.S. citizen or other U.S. °fined in the instructions).
Certification instructions. You orris t item 2 above if you have been notified by the CIS that you are currently subject to backup withholding
because you have failed to a1Nsaros nd dividends on yypr.emfretum.
Sign 'Signature of
Here 16.Siporton. ► .bat.. .►' 111113
2.0NomU.S. Poison
I am not a U.S. person (including a U.S. resident alien). I am submitting the applicable Form WO with this form to certify my foreign status and, if applicable,
claim tax treaty benefits.
For example: Client is not a U.S. person (including a U.S resident alien). Cleat agrees to provide DEMI with this application the applkable Internal Revenue
Service ORS) Form Wq to certify the client's foreign status. W-8 forms and instructions are available on the IRS mittens at www.irs.gov.
13.AWPA.0196
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CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e)
CONFIDENTIAL DB-SDNY-0001536
EFTA _W1149321
EFTA01253101
BY SIGNING BELOW CLIENT ACKNOWLEDGES THAT: Ill CUENT 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 ACKN VtiLECidESINAltilit ACCOUNT AGREEMENT CONTAINS A PRE-DISINTE ARBITRATION CLAUSE AT SICIttN Id, fAciE 5, AM2ccieiff.
AGREES TO IT ER 'ALL ACCOUNT AGREEMENT SIGNATORIES MUST MIMI ;
INITIAL HERE:
THE INTERNAL RWENUE SERVICE DOES NOT REQUIRE CUM'S CONSENT TO ANY PROVISION OF THIS DOCUMENT OTHER THAN THE CERTIFICATION
REQUIRED TO AVOID BACKUP WITHHOLDING, AND, IF APPI ir AR/ F THE CERTIFICATION REQUIRED TO ESTABLISH CUENTS STATUS M A NON-U.S.
PERSON AND OBTAIN A REDUCED RAW OF WITHHOLDING.
Important Information for ERISA employee benefit plan clients: U.S. Department of Labor regulations require D551 to disclose toe responeksle plan fiduciary
tonal, information in connection with the services that DBSI provides to • plan, to assist the fiduciary in evaluating the reasonabenoss of DESSI't services and
related compensation. The disclosure is available online, at httpliv.ww.pwm db.dorramencepenrenstidisclosureixs.html By signing below, you acknowledge
that you are a fiduciary responsible for 'ha procurement of DBSTs services to the plan, you haw read the disclosure and you understand the disclosure.
Individual or joint account OF THIS IS A JOINT ACCOUNT, AU. ACCOUNT OWNERS MUST SIGN):
CONFIRMATION OF TAX ANO COMPUANCE RESPONSIBILITIES
Client acknowledges having sole responsibility to fulfill any taxobligations 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(s) and business relationship with ()BSI.
CHECK A BOX BELOW ONLY IF CUENTS DO NOT WANT JOINT TENANTS WITH RIGHTS OF SURVIVORSHIP OR TENANTS BY THE ENTIRETIES.
CUENTS SPECIFY INSTEAD:
O Tenants in common; on
O Community Property (for married couples in Certain states; each spouse retains 50% interest in the community property upon death of the first spouse).
Signature Date
Print Name SSWEIN
Signature Date
Print Name SSIVEINI
Signature Date
Print Name SSltrEl
repotation, iiMilesiRIP, that of oilier enitr.
CONFIRMATION OF .TAX AND COMPUANCE _ ... . RESPONSIBILITIES . .. . . . . . . . . . .
Client acknowledges having solo responsibility to fulfill any tax obligations and any
arty other regulatory reporting duties applicable to in any relevant jurisdictions
that may arise in connection with assets, income or transactions in Client's acodunt(s) end business relationtp with 0651. Furthermore. Client confirms that the
necessary Information (to the best of Client's knowledge and capabilities) is made available no less than annually to the relevant beneficial ownct(s), settlorlsl.
.beneficiaryries). pennons). me to en1044 *OP TIK0SPri(s) total any reapectere Dor obligetiOps that may arise for such persons) iftcondegier with Client's
*einem relationship with pask.
jeePers. Inc (Employer rD
NPR100.I /Min
Signature of Citficer.Partner, Trustee, Authimita tale ° Jill/ 3
.Print Si
NernarrifiejeffreY
ere- ej e
Signature of Officer. Partner, Trustee. Authorized Party Date
Print Name/Title
Signature of Officer, Partner. Trustee. Authorized Party Date
Print Name/Title
13-AVVI40196
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SDNY_GM_00038713
CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P 6(e)
CONFIDENTIAL DB-SDNY-0001537
EFTA_00149322
EFTA01253102
APPENDIX TO THIS ACCOUNT AGREEMENT: DISCLOSURES AND DEFINITIONS
IMPORTANT: PLEASE READ THIS APPENDIX
DISCLOSURES
1. Confirmations. Confirmations of transactions, as well as other communications wilt be sent to the address Client
has provided• or to such other address as Client may hereafter give to DBSI in writing, and all communications so
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 0851 that
have not been fully paid for may be lent to DBSI, to Pershing or to others, and may be pledged, repledged.
hypothecated or rehypotheceted without notice to Chem, either separately or in common with other Securities and
Other Property of DBSI's other Clients for any amount due in any account with DBSI in which Client bas 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. Orient understands that while securities held for Client's
Accounts) are loaned out, Client will lose voting rights attendant to such securities. For additional terms that apply
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 execution reported to Client
4. Effect of Attachment or Sequestration of Acconnts. DBSI shall not be Hartle for refusing to obey any 'goofs 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 oes1 shall be under no obligation to contest the validity of any such
attachment or seduestratOn.
5. Foreign Securities. With respect to debt or equity securities of foreign issuers or debt or deposit instruments of
foreign banks ("Foreign Securities"), Client acknowledges and understands that: (a) Foreign Securities are, in most
cases, not registered with the Secuntles 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) thure 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), (f) Foreign Securities in question may be unrated, and (g) such Foreign Securities are not suitable for all
investors. Client authorizes DBSI to purchase Foreign Securities (and, in the case of Foreign Securities
denominated in foreign currencies, the relevant foreign currencies) from or sell Foreign Securities fend foreign
exchange) to an Affiliate of DBSI. In dealing with suoh Affiliates, such Affiliates may take and retain Moir normal
commissions, spreads or other fees without regard to DBSI's relationship with Client.
B. Freeriding Prohibited (Not Applicable to Margin Accounts). Paying for the purchase of securities in a cash account
with the proceeds of tdeir subsequent sale, known as freeriding, violntes Reguintion T of the Federal Reserve
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 (all or in
part) on Client's behalf. Client will participate in DBSI's impartial lottery allocation system for the called Securities
and Other Property.
8. NomInvestroent Advisor Capacity. Unless 0651 agrees otherwise in writing, D8S1 is not acting as an "investment
adviser" (as such term is defined in the Investment Advisers Act of 1940. es amended) with respect to the Client's
Account(s).
9. Non.United Stateo Resident Additional Disc:foetus and Unduietaneing. This disclosure apnlies to non-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 in sonorities 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 country of rasiuence or domicile, including reuorting sod filing requirements and laws, rules and
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 restart 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 witheny such laws, rules, regulations end repelling or filing regoirements os regotrod by Client's country
of citizenship, residence or domicile.
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EFTA _(X)149323
EFTA01253103
10. Notices. Notices and other communications may also he 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 tio continned by OBSt in writing where inquired 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, orate part of the Caeh Svieati Options, or (e) transactions effected pursuant to a periodic plan re an
investment company plan. Client's periodic account statements will reflect these transactions. Notices concerning all
matters related to Account(s) usually will go through DBSI although Pershing may send notIce(s) directly to Client
with a duplicate to DBSI should market conditions. time eonetralcits or other circumstances so reouite.
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 Bank AG, whether soling at principal or agent. DBSI provides investment advioe, portfolio management
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 mey ensue differing or conflicting strategies. En ployees of D8S1 shall have no obligation fn
recommend to Client or inform Client of. strategies being pursued by DBSI or other Clients. Further, (a) DBSI and its
affiliates may provide services for a fee to or solicit business from companies whose securities are recommended by
DBSI, (b) DBSI end its affiliates may be paid fees oy tnvestment dOMeaniOS regibtored under me Itivoatment
Company Act of 1940 or other investment vehicles, Including without limitation, fees for acting as investment
advisor, administrator, custodian and transfer agent -and (c) DBSI and its affiliates act as brokers, principals and/or
market makers in certain market.) and may do ne in transactions with Client. OBSI 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 thetompensation.Client pays DBSI, in the form of Rule 12b-1 fees, distribution
fees. finder's feet, fees Wised upon fund management fees and cash of non.cash payments that ate 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). 0851 also participates in a program offered by Pershing, under which DBSI shares in
revenue received by Pershing from mutual funds ofie-ed on the Pershing platform. All of these eayments 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, ()BSI may receive trail
compensation in connection with seles of suction rate securities.
12. Securities Investor Protection Corporation (SIPC). IBS? 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 Annual Disclosure Statement, at http://www.pwni.db.coni/emerices/
en/annualdisclosurestatementhtml 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 taxable income (UBTI) as a result of investing in certain securities. borrowing
monies under a margin loan, investing in a partnership or limited liability 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 Stoternent indicates that any Saturnias
were forwarded to Client and Clint 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.
DEFINMONS
The following are definitions of certain terms that are used within this Account Agreement. As requitd, the singular shall
be plural and the plural shall be singular.
1 'ccount Agreement' means the written agreement entered into between Clients) and DBSI legarding Client's)'
Account(s). The Account Agreement inollider. the 'terms and Conditions. An:titration, Tax Election/Dealer/Aron of Tax
Status, arid the Appendix to the Account Agreement, as well as any other applicable disclosure documents related to
Client's Accountla), together with any amendments or supplements to such documents. There may be disclosures.
agreements ano terms applicable to a particular feature, program, accpint 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. Fran time to time. DBSIinlay repairs that Cilent sign other agreements or documents for pertain services
or instructions and such additional agreements and documents shall become part of this Account Agreement.
2. 'Affiliate(s)' means any entity that is controlled by. controls or is under common control with DBSI. DEtS1 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 fitniteo to securities laws end regoletibns (including tne rules an 1regnlations of the Sororities and
Exchange Commission and the Federal Reserve Board or foreign securities regulator, es applicable), and the rules
and regulations of FINRA, or any other self-regulatory agencies or organizations having governing authority to a
transaction in an Accoont in effect from time to tune. *Applicable Law' shall also include the rules of any national
securities association, registered securities exchange or of the Options Cleering Corporation or other cleating
organization applicable to the trading of option contracts.
13.AWA40196
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CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0001539
EFTA (X)149324
EFTA01253104
4. 'Branch Supervisor' means the manager of the branch office at which Client's AccounfiS) is/are maintained.
S. 'Cash Sweep Options' means the program through which certain uninvested cash balances in eligible Account(s)
will be deposited automatically each day into interest-bearing, FDIC-insured depository accounts through D8SI's IDP
or into an available money market mutual fund until Client invests these balances or balances are otherwise needed
to satisfy obligations arising 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 after
the Account is opened.
6. '08SI Privacy Statement' means the statement of D8SI's policies pertaining to gathering, protecting and
maintaining the confidentiality of Client information and, in certain limited situations, providing Client information
outside of DBSI.
7. 'Party' or 'Parties' means Client(s) and DBSI, together with 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 arres.rions of all property owned by the Client or in which the Client has
an interest.
(THIS SPACE INTENTIONALLY LEFT BLANK)
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CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0001540
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EFTA01253105
MARGIN DISCLOSURE
IMPORTANT: PLEASE READ THIS MARGIN DISCLOSURE PRIOR TO OPENING A MARGIN ACCOUNT AND
RETAIN A CC l`c FOR YU IR RECC IIDE
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 pnrchese securities, you may pay for the securities in full or you may norrow pert of the pint:hese price from
DBSI (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 aocourn and sign the attached Margin Agreement along with the Account Agreement. If the securities in your
account decline in value, so does the value of the collateral supporting your loan, and, as a result, NISI can take action,
such as issuing a margin call and/or selling securities or other assets in any of your accounts las 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 then 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 securities or assets in your accounts).
2. DBSI can force the sale of securities or other assets In your account(s). tf the equity in your account falls below
the maintenance margin requirements, or DBSI's higher 'house' requirements, DBSI can sell the securities or other
assets in any of your accounts held at D8Slile cover the margin deficiency. You also will be responsible 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 0851 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 era not entitled to choose which securities or ether assets in your accounts) are liquidated or sold to meet a
margin call. Because the securities are collateral for the margin ken, D851 has the right to decide which security to
sell in order to protect its interests.
5. NISI can increase its 'house' maintenance roargin mquirements at any time end is net required to provide you
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).
B. You are not entitled to an extension of time on a margin call. White an extension of time to meet motile)
requirements may be available to clients under certain conditions, a client does not have a right to the extension.
7. Short Sales are margin .nansactions and involve the risks detaihed above A short sale means any sale of
securities that you do not own or which are borrowed for your account ("Short Sales"). Because short erase are
margin transactions, such transactions are subject to the same risks and terms and conditions of margin transactions.
8. OBSI and/or Pershing may loan any securities which collateralize your margin loan. Securities held in a margin
account may he lent, to DBSI, to Pershing or to others, and may be pledged. repledged, hypotheeated or
rehypothecated by 0651 and/or Pershing, without notice to you. 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 and in doing so, are
authorized to retain certain benefits. including inrereot on your collateral posted for such loans. While yoer securities
are loaned out, you will lose voting rights attendant to such securities. Pershing and/or DBSI may receive
Compensation in connochoo with these transactions. For additional information on rehypettleeation, please refer tb
the Margin Addendum.
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MARGIN ADDENDUM TO ACCOUNT AGREEMENT
READ At. ,".”1" Lr"tf.Tie ")^':
Supplemental Terms and Conditions that Apply to Client Margin Account
Any capitalized terrns not otherwise defined herein or in the Margin Disclosures shallhave the meaning specifiedin 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 and 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 cm Client's behatf. DBSI will deduct all interest charges from
Client's Account. Interest charges will be reflected on Client's account statement. For additional information on
interest charges, please refer to the Annual Disclosure Statement at Mtplivninv.pwm.db.00ndamericas/en/
annualdisclosurestatementhtml. To obtain the current schedule of rates visit: http://pwm.db.corrtfpwm/en/
alexbrown_legal_overview.html and click on "DRAB 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 DEMI 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) (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 referred 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 Property held in Client's
Margin Accounds) and any associated cash actount(s) ('Margin Collateral') to secure the indebtedness er any other
obligation of Client to Pershing in this Margin Accoont (the 'Margin Obligations'). Clients who are joint account
holders (Joint Accountholders) acknowledge and agree that DB Collateral shall include Securities and Other Property
held in the Account or any other accoent held by either 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 DRS1
and its Affiliates. With respect to me hod granted to DInlend its Affiliates, DEIS! (or Pershing, at DBSI's intstructton)
may, at any time and without prier notice, sett transfer, release, exchange, settle or otherwise dispose of or deal
with any or an 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 thn discretion to determine what 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(clill(Ell of the Intents!
Revenue Code of 1986, as amended, or Section 406(a)(MB) of the Emnloyee Retirement Income Security Act of
1974, as amended. Securities and Other Property held in Client's retirement account$) maintained by DWI, 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 retirement a000unt(s).
6. 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 Men, may he 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 commoriwith other securities, commodities and °therm/ratty of
0851's or Pershitles other clients for any amoort due in any account with 0961 in which Cleat has an interest, or
for any greater amount and 0851 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 Accourrt(s) aro loaned out, Client will lose voting rights attendant 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 DB51 may receive compensation in connection with these transactions. Neither
Pershing, noi DBSI, will lend or pedge fully paid for securities with= Client's written pemiissloe.
7. Margin Maintenance, Calls for Additional Colteterel, 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
Account(s) for margin purposes es shell be required under Applicable Law or otherwise by ()BSI er Pershing for any
reason. Client may be required to cost, deposit or maintain additional collateral at any time. In odoition to rho rights
otherwise set forth in this Agreement, DBSI and Pershing also shall have the right to liquidate any Securities and
Other Property held in the Margin Accoent wheeever 0851 or Pershing deems it necessary for its protection.
Circumstances that may result in collateral calls or liquidations include, but are not limited to. the failure to promutly
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 0851 in which Client has an interest.
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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 for
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 oollateral, 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 ocually transacted, or at public auction or private sale,
and DBSI or Pershing may be the purahaser for its own account. Client understands that any prior demand, pr 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 dime 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 cell, or to demand that a call be satisfied immediately. Client further understands that liquidations may
involve sales of positions in Client's A coevnt(s) that are as great as the full weebtadnass owed by Client.
8. Reg T Extensions. Client authotizos 013SL at its discretion, to request and obtain extension(s) of 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, D8S1 or Pershing is generally
required to make an arlimiatioe determination as to whether DBSI 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 ascsrtaic whotner may 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 ounrios am no available for Cerrowirig for any rear um by the set-demerit date, Client
(as the seller) will "fail to deliver' to the purchaser. In that circumstance, a buy-in of the securities that were not
timely delivered win occur or the morning of the third business day alter nnrmel settlement date and Client 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 seperitias borrowed on Client's behalf including any Passes Mourn by OBSI or
Pershing relating to such short sales. Short positions will be "marked to the market" 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 then Acsoent resulting in a debit entry in the Margin Accdunt. If the ()derogate 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 anpreciatlon or deoreciarinn in the market value of any aecticity 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 no later than the beginning of regular 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 and 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 1% df the issue's total shares outstanding) ("Threshold
Securities"). DBSI or Pershing will be requimd to effect a ckise-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 municipel secwitiee to satisfy margin requirements as there truly be tax consequences of doing so.
12. Rehypothecution and Tax Treatment of Payments in Lien of Dividends. The Internet Revenue Coin generally
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 lien of dividends are not otigible for the reduced rate of tax for dividends and are taxed at
ordinary income tax rates. DBSI 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, whin
unlike actual dividends are taxed at ordinary income tai rates. Client further agrees lhot 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 mey remit in an iocrease in the amount of oommissions being paid to 0851 or Penning by Client.
14. Restricted Securihes. Chem will not post Restricted Soeurities as collateral for margin transactions without the prior
approval of Dila
15. Collection Remedies. DBSI reserves the right to assert any other remedies available under Applicable Law to collect
any and all amount(s) due to DBSI or Pershing.
16. Receipt of Margin Disclosure. Client hereby ecknowiedges receipt of the Margin Disclosure and Client
acknowledges Client's understanding of and agreement to the contents thereof.
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BY SIGNING BELOW CUENT ACKNOWLEDGES THAT CLIENT HAS RECEIVED, READ AND AGREES TO THE TERMS OF THIS MARGIN
AGREEMENT, INCLIJDING THE MARGIN DISCLOSURE.
This Agreement is subject to the Pre-Dispute Arbitrabon Clause in Section III, page IS, of the Account Agreement.
Account Number
Mdiyidualorieintacteunt (IF MN IS MOST ACCOUNT, AU. ACCOUNT OWNERS MUST SIGN?:
Signature Date _
Print Name SSN/EIN
Signature Date
Print Name RENNIN
&animate Date
Print Name SSNIEIN
Corporation, partnership, forst or other entitr
CONFIRMATION OF AUTHORITY TO BORROW:
II this is an agreement for a trust. other fiduciary account or other non
-natural perSOn(S) account, the authorized person hereby crepes end repreSents that
the use of a mercen account and specifically the borrowing, lends) and pl of Securities and Other and in the Margin
Section it in accordance with and authorized by the provisions Of or 0 er InSVurtlen1and w governing the trUSI or entity.
Jaspers Inc .
`NATe of ErnifY.
tepostuie of OfTioir, Penner. Trustee. Authealid 1‘ • • i5-stai_140-
*Pant tumerritie ffreY EPsiliin • Pre si - . •
Signature of Officer. Partner. Trustee, Authorized Party
Print NameiTitle
Signature of Officer, Partner, Trustee, Authorized Party Date
Print Nameffifie
DitA&L.'
SEP 19 2013
FOR OFFICE USE ONLY
Branch Manager approval for margin account Signature
Louis
DateOssn
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SDNY_GM_00038721
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CONFIDENTIAL DB-SDNY-0001545
EFTA_00149330
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