EFTA01597213

U0! E.W.I0JUI Wall) Client Information Ghislaine Maxwell Personal Information U.S. Federallaw requires us Name Ghislaine Maxwell ro obtain, venly andrecord information that identifies Citizenship United States each person or entity Gender Female char opens an Amount with us. When you open an Date of Birth Account. we w0I ask for your name, street address. Marital Status Single dare of birth and a tax identification number such as a Social Security number. We may also ask to see a Contact Information driver's keens se or other Residential Address 116 E 65th Street documents that walr a/lbw us to identify you. City, State, Zip Code New York, NY 10065-7007 Please review and verify al Home Phone of the information that you E-mail Address provided ro us when you opened your Account. If E-mail Address you have changes corrections or adthrions, notify your Financial Advisor as soon as possible. Employment Information Employment Status Employed If you share assets with another person, the net Occupation Other worth figure here shows Occupation Industry Other your portion only, based upon instructions you Employer Name The TerraMar Project provided. Business Address 116 E 65th Street InvesbnentInformatintr City, State, Zip Code New York, NY 10065 - 7007 -W 1 This section reflects answers you woodedrelated to your investment experience. Net Worth Information market kncnvledge and other assets and is used to Annual Income Range from $200,000 - $499,999 ensure our investment recommendations are Liquid Assets (cash and marketable securities) Range from $10,000,000 AND ABOVE suitable for your situation. Net Worth (excluding primary residence) Range from $10,000,000 AND ABOVE You have indicated that you do not derive a substantial amount of your income / wealth (over 50%) from a country outside of the United States. Investment Information Years you have held investment accounts 20 Equities None 69Z08Z6PZES Bonds None Futures None Options-Buy None Options-Sell None You have indicated you are an experienced investor Knowledge of investments in financial markets and market investments. Percentage of total investable assets held at UBS Less than 20% Other Own Home or Rent? Own Affiliations Affiliated with securities firms or broker/dealer? No You have indicated that you are not an employee of UBS AG, its subsidiary or affiliates. SDNY_GM_00009523 1 Package ID, 0115324928 CONFIDENTIAL 1 EFTA01597213 1.1011PWil0jUI luaq) uoletumjui wag) You have indicated that you are not related to an employee of UBS AG, its subsidiary or affiliates. You have indicated that you are not a control person (Policy-maker, director or 10% shareholder) of a publicly traded corporation. SONY_GM_00009524 2 CONFIDENTIAL 2 EFTA01597214 Account Information RMA Domestic Sole Owner Your Account Please review the inkmarion Account Number about each of your accounts and nobly your Financial Account Title Ghislaine Maxwell Advisor immediately if jou have any changes or Account Address 116 E 65th Street corrections. City, State zip New York, NY 10065-7007 Fo✓ more information, please refer to the UBS Deposit Cards and Checks for this account, if requested, will 116 E 65th Street Account Sweep Prog✓am be mailed to this address: New York, NY 10065-7007 ii Disclosure Statement. Primary Account Holder Ghislaine Maxwell Pleasenote the account ask profile and investment UBS will not disclose your name, address and security objective below are specific only Disclosure of Beneficial Ownership position to issuers of any securities held in your to this account; other accounts Account. may have thfferent account risk profiles and investment Margin No • objectives. Your Account Risk Profile for If you did not choose Margin when you opened this account, you may ask to establish margin by this particular account is defined contacting your Financial Advisor. You agree that the Margin Agreement in the Completing Your as. Account Opening Process package will govern your use of margin in this account and all other Aggressive. Wilting to accept high risk to principal andhigh accounts you have now or may open in the future. volatility to seek high returns over time. Cost Basis Method First In,First Out Different accounts may have different risk profiles Features and Services Your Investment Objective rF Produce a Combination of Online Services (OLS) Premier- RMA / BSA Income and Capital Appreciation Investments seeking both the generation of Account Objectives and Risk Profile income and growth ofprincipal. Account Risk Profile Aggressive/Speculative A senior political official is Your answers to our profiling questions: defined as a President or Vice President Cabinet Member, Risk Tolerance High Risk Supreme Court Justice, member of the Joint Chiefs Produce a combination of income and capital Investment Objective appreciation Staff, Member of Congress or a Parliament Chairperson. Risk/Return Objectives Higher Fluctuations, Higher Returns Head o✓ Senior Leader of a major religious organization, Investment Time Horizon 7- 10 years or the like. Short-Term Liquidity Needs No Sweep Account Election Primary Sweep Fund UBS BANK USA DEPOSIT ACCOUNT Sweep Cap Election Yes 'NE Cap Amount $250000.00 Secondary Sweep Fund UBS AG DEPOSIT ACCOUNT U.S. Senior Political Affiliation: You have indicated that no account holder, an authorized signatory, beneficial owner, trustee, power of attorney, or other individual with authority to effect transactions, or any of their immediate family members or close associates is a Current U.S. Political Official. Non-U.S. Senior Political Affiliation: You have indicated that no account holder, an authorized signatory, beneficial owner, trustee, power of attorney, or other individual with authority to effect transactions, or any of their immediate family members or close associates is a Current or Former non-U.S. Political official or non-U.S. Religious Group/Organization or Senior/Influential representative of a non-U.S. Religious Group/Organization. Source of Funds in the Account You have indicated the following as the source of funds for this account: a Other Income Source transfer SONY G11_00009525 3 CONFIDENTIAL 3 EFTA01597215 Electronic Delivery Features Electronic Delivery of Shareholder Communications: You have elected to receive shareholder communications via electronic format in this UBS account. Please refer to Client Relationship Agreement for Terms and Conditions of this service. II E-mail Address IMI SDNY_GM_00009526 4 CONFIDENTIAL 4 EFTA01597216 UBS Client Relationship Agreement UBS Client Relationship Agreement Introduction At UBS, we understand that we succeed only when our clients succeed. With that in mind, This column contains important we provide a customized approach to wealth management, built on your personal definitions applicable to our relationship with your Financial Advisor and shaped by an understanding of your needs Agreement with you and aspirations. 'Accounts" refers to all securities Known as the Client Relationship Agreement, this document outlines the terms and accounts, brokerage accounts, conditions of your relationship with us. By maintaining your Accounts at UBS, you agree to margin accounts, deposit accounts, these terns and conditions and the other agreements and disclosures we refer to here. If or other accounts you open with UBS signatures are required, please return the signed signature page in the enclosed envelope. Financial Services Inc. or UBS Financial Services Incorporated of To confirm that our records are complete, we will send you a record of the information you Puerto Rico now or in the future. give us after you open a new Account. Please review the Client Information and Account Information pages of the Completing Your Account Opening Process package and notify us promptly if there are any updates or corrections. We refer to the Client Relationship Agreement together with all other Please note: this Client Relationship Agreement applies to all of your Accounts at UBS, agreements and disclosures that we including any Accounts you may already have with us and Accounts you may open in the make available to you, and any future. You will not receive another copy of the Client Relationship Agreement or the amendments, as our 'Agreement" Agreements and Disclosures unless there are updates and amendments, or if we require with you for your Accounts. your signature on this Agreement when you open Accounts in another capacity. Some of the information in this document and the other agreements and disclosures we send you We also refer to the "Completing may not apply to you now. Please retain these documents for future reference because Your Account Opening Process" they contain important information if you decide to add services or open new Accounts. package, which includes Signature Pages, optional forms and other The terms and conditions in this Client Relationship Agreement apply to all Accounts you required documents. open with UBS Financial Services Inc. or UBS Financial Services Incorporated of Puerto Rico or any other introducing broker-dealer that has a clearing agreement with UBS Financial If a Signature Page is included, please Services Inc. In addition, we will send you other agreements and disclosures for the services have all named account holders sign you choose when you open your account, as well as features you may add in the future. the Signature Page and return it to We refer to all these documents, including any amendments, as the Agreements and us in the enclosed envelope. Disclosures booklet. Your acceptance of your initial Client Relationship Agreement will serve as your agreement "You," your" and "yours" refer to to the terms and conditions governing any new Accounts, features or services. Deposits of you as a client of UBS. cash or securities and your continued use of your UBS Accounts constitute your agreement to all of the terms and conditions applicable to your Accounts. If you do not agree to the NUBS," "we,"us," "our" and "ours" terms and conditions, you may cancel a feature or service or close your account. refer to UBS Financial Services Inc. and unless we indicate otherwise in As a UBS client, you may decide to open additional Accounts or take advantage of services this Agreement its successor firms, and account features in the future. With some exceptions, you will be able to do so subsidiaries, correspondents and without signing additional documents or agreements. Upon approval of your accounts and Affiliates, induding its parent services, we will confirm your requests in writing and provide any relevant agreements and company, UBS AG. disclosures you have not already received. Any authorization of features and services you give us will remain in effect until a reasonable time after you notify us to terminate the 'Affiliates" refers to UBS Financial feature or service. Services Incorporated of Puerto Rico It is important to note that when we act as your broker-dealer, we do not enter into a (which clears through UBS Financial fiduciary relationship with you, regardless of the fee structure you select. Except in special Services Inc.), UBS Bank USA, UBS circumstances, we are not held to the same legal standards that apply when we have a Credit Corp., UBS Trust Company, fiduciary relationship with you, as we do when providing investment advisory services. We N.A. and their insurance agency will effect transactions for your brokerage Accounts only as instructed by you, and neither affiliates and subsidiaries and all de 0269 4026 805109/29/2014 UBS Financial Services Inc. nor your Financial Advisor will have any discretion over your other subsidiaries and affiliates. Accounts. SDNY_GM_00009527 CONFIDENTIAL 5 EFTA01597217 UBS Client Relationship Agreement Representations By signing a Client Relationship Agreement, you make the following representations: Please review and verify the information about you and your • You are at least 18 years old or have reached the age of majority according to the laws Accounts in the "Completing Your of the state in which you reside and the laws of the State of New York. Account Opening Process" package. If you have questions, changes or • You have notified us if you, your spouse or any beneficial owner of the Account(s) are corrections, call your Financial or become employed by any of the following: a member firm of FINRA or other Advisor. exchange (including broker/dealer subsidiary of a bank, insurance company or other financial institution), or securities or commodities exchange or self-regulatory organization or any of their affiliated organizations or UBS's independent auditor. You agree to notify us promptly of any changes. • No one other than you, and the individuals identified to UBS in connection with the opening of the Account, has or will have an interest in your Account unless you notify us in writing and UBS Financial Services Inc. agrees to continue to carry the Account. • All of the personal and financial information you have supplied to UBS is true and accurate, and you will notify UBS promptly of any material changes, particularly the information regarding your residence, financial situation, investment objectives or tax status. • You understand that UBS provides financial and investment services only and does not provide legal or tax advice. • You represent that all reporting and tax associated obligations have been and will continue to be fulfilled with respect to any assets deposited in your Account. • If you are acting as executor, trustee, conservator, guardian or custodian: — You understand that you are a fiduciary on behalf of the beneficial owners of the Account and that you have a duty to use the services and features provided through the Account for the benefit of the beneficial owners of the Account and not for your own benefit. — You acknowledge that you will make an independent determination that any activity in the Account is suitable, complies with any investment restrictions or guidelines under applicable law and is appropriate for the beneficial owners and that the compensation we receive is reasonable. — You understand and agree that this determination is solely your responsibility and not ours. Fees and Charges de 0269 4026 8052 09/29/2014 As a client of UBS, you agree to pay all fees and charges relating to your accounts for any Please refer to the Fees and Charges transactions or services you receive from us, such as annual service fees, brokerage fees for section of the Agreements and securities transactions, fees for specific services you request and fees or charges by a third Disclosures booklet or more party that we incur in the course of providing services to you. information about fees and charges. if you have questions, please contact All fees and charges are subject to change at any time. Fees and charges will be charged to your Financial Advisor. your accounts and may be satisfied, along with any other amounts you owe us, from free credit balances, margin and other assets in any of your accounts. We may sell assets in your Account to satisfy debit balances for any amounts due, including those resulting from unpaid fees and charges. SDNY_GM_00009528 6 CONFIDENTIAL EFTA01597218 UBS Client Relationship Agreement Individual Retirement Accounts The Agreements and Disclosures booklet contains the UBS IRA Custodial Agreements and The features and fees of your IRA are the IRA Disclosure Statements that apply to any Traditional, Roth, SEP or SIMPLE Individual fully described in the Agreements Retirement Accounts (IRAs) you open with us now or in the future. If we make changes to and Disclosures booklet. the UBS IRA Custodial Agreement and the IRA Disclosure Statement we will send you updated documents, and you agree to be subject to those updated terms and conditions. Please note: UBS does not extend margin for Individual Retirement According to the UBS IRA Custodial Agreements, UBS Financial Services Inc. is named as Accounts. the custodian of your IRA when we accept the Account. At your death, the beneficiary or beneficiaries whose name(s) are shown on the Account Information pages of the Employers with a SEP IRA or SIMPLE Completing Your New Account Process package will become entitled to your IRA. UM plan for their businesses must sign a separate plan document. We Beneficiaries must be named in writing. Your written designation may apply to future accept any approved plan accounts, and in that case, we will confirm your designation in the Completing Your documents, known as prototypes, Account Opening Process package. if you do not designate beneficiaries, or your beneficiary designation does not effectively dispose of the assets, your beneficiary with whether they were produced by UBS, respect to the IRA or any part of the IRA not effectively disposed of, will be your surviving an IRS model or a document from spouse, or your estate if you do not have a surviving spouse. another provider. If you would like to use a UBS prototype, please ask for a You may be charged a Custodial Account fee in connection with this IRA. copy of the SEP IRA Plan or SIMPLE UM Man prototype document from If this IRA account is funded via transfer from another financial institution, you represent your UBS Financial Advisor. that all transfers to this account originate from (1) an IRA in the same name and of the same type (e.g. traditional, Roth), (2) an inherited IRA in the same name and of the same type, or (3) a qualified plan account which you were entitled to rollover to an IRA. You agree that if you roll over assets of a qualified plan to a UBS IRA now or in the future, you are responsible for reviewing the options available and evaluating the investment and non-investment considerations described in the enclosed IRA Rollover Disclosure. You are responsible for reviewing, understanding and making an independent decision with respect to the fees and costs associated with a UBS IRA. You also understand that none of the information provided to you by UBS or its employees about rolling over to an IRA is provided as part of any existing fiduciary relationship to your employer's plan under ERISA and that neither UBS nor its employees act as an ERISA fiduciary in supplying such information. Accounts with Cash Management Features The Agreements and Disclosures booklet contains the terms and conditions that apply to UBS offers a variety of accounts with the cash management features you may select. All requests to enroll in cash management cash management features, including features are subject to approval. We consider your continued use of your Account as your the Resource Management acceptance of the applicable terms and conditions. Account® (AMA), Business Services Account BSA® (BSA) and There are important differences in the cash management features and other services that International Resource Management are available to U.S. residents through UBS accounts and those that are available to clients Account® (IRMA®). who reside outside the US. For example, we have different sweep programs for uninvested cash and different Card programs for these accounts. This agreement and the Agreements and Disclosures booklet describe which programs apply to which types of accounts. Verbal Authorization to Upgrade or Add Cash Management Features to an Account For any account you have with us now or may open in the future, we may accept verbal Cash management features available requests to upgrade or add cash management features to your Account. Generally, we for eligible accounts include: permit any authorized person to provide verbal instructions to upgrade or add services to • Check writing your Account unless you instruct us otherwise. In some circumstances, we may ask you or • Debit cards another person who is named on the account to sign additional documents or provide • Credit cards de 0269 4027 8053 09.29/2014 additional information for those additional features. We will provide you updated terms • Rewards programs and conditions for the services you request if we have not already sent them to you or • Bill Payment another owner of the Account. We consider your use of the Account as your acceptance of • Electronic Funds Transfer the applicable terms and conditions. • Margin loans Our Sweep Options and Your Sweep Election Sweep Options' refers to the options made available by 1185 for the As a service to you, we offer options for the automatic investment or deposit of available automatic investment or deposit cash balances ("sweep") in your Accounts. Current Sweep Options include the UBS Bank ("sweep) of available cash balances SDNY_GM_00009529 CONFIDENTIAL 7 EFTA01597219 UBS Client Relationship Agreement Sweep Programs and the Sweep Funds. The available Sweep Options and their features, in your Account. Sweep Options and the eligibility of an Account for a specific Sweep Option varies by the type of Account include the UBS Bank Sweep you open, the services you select, the type of entity you are and your country of residence. Programs, the Sweep Funds, the Puerto Rico Short Term Investment We may change or discontinue our sweep service at any time, including changing the Fund, the International Deposit terms and conditions of the sweep service and adding or discontinuing specific Sweep Account Sweep Program and any Options. We may establish criteria for Sweep Options offered to different clients, including, other sweep investments we may but not limited to, establishing minimum asset requirements for clients to qualify for make available from time to time for specific Sweep Options. eligible Accounts. By signing this Client Relationship Agreement you authorize and direct us to deposit or 'Sweep Funds" refers to one or more invest your available cash balances on each business day in your Sweep Option and to of the UBS money market funds withdraw your funds from, or liquidate your shares in your Sweep Option, as described in made available as a Sweep Option. this section and in the General Terms and Conditions in the Agreements and Disclosures booklet, and any amendments. As set forth in the Introduction above, such authorization Sweep Funds are described in the applies to all of your Accounts at UBS, including any Accounts you may open in the future. respective prospectuses for the UBS RMA Funds, UBS Cashfund, UBS If we have not received such authorization from you, under applicable law we may not be Retirement Money Market Funds and permitted to begin sweeping your available cash balances into your Sweep Option or, if we the UBS Select Capital Money Market have begun sweeping your available cash balances, we may be required to stop. If Funds. available cash balances in your Account are not swept for any reason, available cash balances will not be invested, and we are not required to pay you interest on cash balances in your Account. Please refer to the UBS Bank Sweep Programs Disclosure Statement for a description of the The 'UBS Bank Sweep Programs' eligibility requirements for the UBS Bank Sweep Programs. If your Account is not eligible collectively refers to the UBS Deposit for the UBS Bank Sweep Programs, you may select an available Sweep Fund as the Sweep Account Sweep Program (the Option for your Account. 'Deposit Program') and the UBS Business Account Sweep Program For Accounts eligible for one of the UBS Bank Sweep Programs, unless you are eligible for (the 'Business Program') as more and select an available tax-advantaged Sweep Fund, your Sweep Option will be one of the fully described in the UBS Bank UBS Bank Sweep Programs. Sweep Programs Disclosure Statement. In general, most clients with a Resource Management Account® (RMA®), Individual Retirement Account (IRA), Basic Investment Account, Business Services Account® (BSA®), UBS Bank USA (Member FDIC) ('Bank Coverdell Education Savings Account and certain Investment Advisory Accounts will be eligible for one of the UBS Bank Sweep Programs. Eligibility is based primarily upon the USA,,is an FDIC-member bank type of client. Most non-business clients and employee benefit plans qualified under affiliate of UBS. Section 401(a) or Section 403(bX7) of the Internal Revenue Code of 1986, as amended, or under any other employee retirement or welfare plan subject to the Employee Retirement UBSAG, Stamford Branch ("AG Income Security Act of 1974, as amended (ERISA) (Plans) are eligible for the Deposit Stamford Branch") is a US branch of Program. In cases where a participant in a Plan has established a Securities Account for UBSAG, a Swiss Bank that is the purposes of participation in the Plan (each a Plan Participant), the Plan Participant will be parent of UBS Financial Services Inc. eligible for the Deposit Program. Most business clients are eligible for the Business and UBS Financial Services Program. Incorporated of Puerto Rico. de 0269 4027 8054 09/29/2014 The UBS Bank Sweep Programs For clients other than Plans and Plan participants, the "Bank USA Sweep Through each of the UBS Bank Sweep Programs, available cash balances in each eligible Cap' is $250,000 per Securities Account are automatically deposited into deposit accounts at Bank USA up to the Bank Account owner. For Plans and Plan USA Sweep Cap. Available cash balances in excess of the Bank USA Sweep Cap will be participants, the Bank USA Sweep automatically swept without limit to your Secondary Sweep Option. Cap is $250,000 per Securities Account. Unless you select an available Sweep Fund, the Secondary Sweep Option for eligible Accounts other than Investment Advisory Accounts is deposit accounts at AG Stamford Please refer to the UBS Bank Sweep Branch. Investment Advisory Accounts will not sweep to the AG Stamford Branch; instead Programs Disclosure Statement for the Secondary Sweep Option for Investment Advisory Accounts will be an available Sweep important information about how Fund. the UBS Bank Sweep Programs work, how the Bank Sweep Cap is Funds in deposit accounts at AG Stamford Branch are not eligible for FDIC determined, eligibility, interest rates, insurance or protection by SIPC. Sweep Funds are not FDIC-insured, not guaranteed by withdrawal limits, FDIC insurance and a bank, are sold by prospectus only and may lose value. your relationship with UBS, Bank USA and AG Stamford Branch. You Deposits held at Bank USA through the Business Program are subject to monthly should review the Disclosure withdrawal limits, as described in the UBS Bank Sweep Programs Disclosure Statement. If your withdrawals in a month reach the limit, all funds on deposit through the Business carefully. SDNY_GM_00009530 8 CONFIDENTIAL EFTA01597220 UBS Client Relationship Agreement Program will be withdrawn from Bank USA and transferred into your Secondary Sweep 'Secondary Sweep Option' refers to Option and available cash balances will sweep to your Secondary Sweep Option for the deposit accounts at AG Stamford remainder of the month. These funds, up to the Bank USA Sweep Cap, will be transferred Branch or one of the available Sweep back to Bank USA on the first business day of the following month. Funds. FDIC Insurance Coverage and Limitations: If you have more than one Account that 'Investment Advisory Account" refers sweeps to Bank USA, the amount deposited at Bank USA may exceed the amount covered to an Account enrolled in any of the by FDIC insurance (currently $250,000 per insurable capacity). You are responsible for following investment advisory monitoring the total amount of deposits that you have with Bank USA to programs: Managed Accounts determine the extent of FDIC deposit insurance coverage available to you. Please Consulting Program, Portfolio refer to the UBS Bank Sweep Programs Disclosure Statement for more detailed information Management Program, ACCESS, regarding the UBS Bank Sweep Programs and FDIC insurance. Managed Portfolio Program, CMS Strategic Wealth Portfolio, UBS Alternatives to the UBS Bank Sweep Programs Strategic Advisor, and Private Wealth Solutions and such other programs as With the exception of tax-advantaged Accounts and Basic Investment Accounts, if you are 1.185 may add from time to time. eligible to participate in one of the UBS Bank Sweep Programs, but do not wish to have your available cash balances deposited with Bank USA, you may elect at any time to have Please refer to the section your available cash balances swept without limit to a tax-advantaged Sweep Fund or, for 'InternationalAccounts' for Puerto Rico residents only, the Puerto Rico Short Term Investment Fund, Inc. information about the sweep option The following tax-advantaged Sweep Funds currently are available: for the International RMA. • UBS RMA Tax-Free Fund Inc. • UBS RMA California Municipal Money Fund • UBS RMA New York Municipal Money Fund • The Puerto Rico Short Term Investment Fund, Inc. • UBS Select Tax-Free Capital Fund (subject to minimum asset requirements) State-specific municipal funds are intended for residents of those states only. The Puerto Rico Short Term Investment Fund, Inc. is offered exclusively to Puerto Rico residents as defined in the fund's prospectus. The Puerto Rico Short Term Investment Fund is not a money market fund registered under the U.S. Investment Company Act of 1940, does not comply with rules applicable to U.S. registered funds, presents a higher degree of risk than those funds, and is for Puerto Rico residents holding accounts with UBS Financial Services Incorporated of Puerto Rico only. The Puerto Rico Short Term Investment Fund and the Sweep Funds are sold by prospectus only, and are not FDIC-insured, not guaranteed by a bank, and may lose value. If your Account is tax-advantaged, or is a Basic Investment Account, whether tax-advantaged or not, you are not eligible to select a tax-advantaged Sweep Fund as a Sweep Option. Tax-advantaged Accounts include, but are not limited to, Accounts of Plans, Plan Participants and IRAs. If your tax-advantaged Account or Basic Investment Account is not an Investment Advisory Account, and you choose not to participate in a Bank Sweep Program, available cash balances not be invested and we are not required to pay you interest on cash balances in your Account. If your tax-advantaged Account or Basic Investment Account is an Investment Advisory Account, available cash balances must be swept through a Bank Sweep Program. Changing Your Sweep Option You may change your sweep election to an available alternative Sweep Option at any time. By instructing us to change your sweep election, you are authorizing and directing us to redeem your Sweep Fund shares, or withdraw funds from one of the UBS Bank Sweep Programs, and transfer the funds to your new Sweep Option. You may change your sweep election by contacting your Financial Advisor. de 0269 4028 8055 09/29/2014 For additional information regarding program availability and Account eligibility, please refer to the UBS Bank Sweep Programs Disclosure Statement and the UBS International Deposit Account Sweep Program Disclosure in the Agreements and Disclosures booklet, and to the prospectuses for the Sweep Funds and the Puerto Rico Short Tenn Investment Fund. SDNY_GM_00009531 CONFIDENTIAL 9 EFTA01597221 OBS Client Relationship Agreement Institutional Sweep Funds and Automatic Exchanges We may offer Institutional Sweep Funds as Sweep Options or Secondary Sweep Options 'institutional Sweep Funds" refers to for clients (except for Plans and IRAs in investment advisory programs) who meet certain one or more of the UBS money minimum asset thresholds. Current eligibility criteria may be obtained from your Financial market funds made available by UBS Advisor. UBS may change the eligibility criteria at any time in its discretion without notice to client who meet certain minimum to you. Institutional Sweep Funds will generally offer a higher yield than other Sweep asset thresholds. Funds, though there is no guarantee that the yield will be, or will remain, higher. If you are eligible for an Institutional Sweep Fund as either your Sweep Fund or your Secondary Sweep Option for one of the Bank Sweep Programs, we will liquidate your shares in your current Sweep Fund or your Secondary Sweep Option, as applicable, and purchase shares in the Institutional Sweep Fund with the same investment objectives without direction from you. Thereafter, your Sweep Fund or Secondary Sweep Option, as applicable, will be the Institutional Sweep Fund. Once an Account's Sweep Option or Secondary Sweep Option, as applicable, is an Institutional Sweep Fund and a first purchase has been made into the Fund, that Institutional Sweep Fund will remain the Account's Sweep Option or Secondary Sweep Option even if the Account's Marketing Relationship assets cease to meet the minimum asset thresholds for that Institutional Sweep Fund. Clients other than Mans and Plan Participants Your eligibility for the Institutional Sweep Funds will be determined at the end of each month, based on the value of your Marketing Relationship assets as determined in the sole discretion of UBS. If the value of your Marketing Relationship assets reaches the minimum asset threshold at any time other than the end of the month, you will not be eligible for an Institutional Sweep Fund. Plans and Plan Participants A Plan's eligibility for the Institutional Sweep Funds will be determined at the end of each 'QP Relationship assets' is defined in month, based on the value of the Plan's QP Relationship assets, as determined in the sole the UBS Bank Sweep Programs discretion of UBS. A Plan Participant's eligibility for the Institutional Sweep Funds will be Disclosure Statement determined at the end of each month, based on the greater of the value of the Plan's QP Relationship assets and the Plan Participant's Marketing Relationship assets, both as determined in the sole discretion of UBS. If the value of a Plan's QP Relationship assets or a Plan Participant's Marketing Relationship assets reaches the minimum asset threshold at any time other than the end of the month, the Plan or Plan Participant will not be eligible for an Institutional Sweep Fund. Check Writing Many UBS accounts incorporate a check writing feature. If you choose this feature for your 'Check Provider" is the provider and account, you authorize us and our Check Provider to honor checks that bear your processor we have appointed to signature(s) and unsigned drafts that are presented on the basis of separate written handle payment of your checks and authorization from you to the payee. These checks may be used only in conjunction with drafts. We reserve the right to de 0269 4028 8056 09/29/2014 your accounts and only up to the account's "Withdrawal Limit' as defined in the General change check providers from time to Terms and Conditions in the Agreements and Disclosures booklet. We will deduct funds time. from your Accounts and reimburse the Check Provider in federal funds when checks or drafts are presented to the Check Provider. We may delay or deny payment if there are insufficient available assets in your Account to cover payment on the day you write the check or authorize the draft through the day on which we deduct funds from your accounts to pay the check or draft. SDNY_GM_00009532 10 CONFIDENTIAL EFTA01597222 UBS Client Relationship Agreement Bill Payment and Electronic Funds Transfer Services Many UBS accounts incorporate the Bill Payment and Electronic Funds Transfer services. If The Bill Payment and Electronic Funds you enroll in these services, you authorize UBS and its processing bank to effect the types Transfer Service Agreement is located of transactions described in the Bill Payment and Electronic Funds Transfer Service in the Agreements and Disclosures Agreement. This service agreement also applies to other electronic transfers to or from booklet. your Accounts, including transfers made with UBS CashConnect feature and certain payments made through the Automated Clearing House ("ACH") system, even if you do Bill payments are only available to not enroll in this service. payees located in the U.S. Transfers through the ACH system are only available to and from accounts at financial institutions and banks within the U.S. UBS Visa Debit Card for RMA or BSA Brokerage accounts with cash management features include the UBS Visa Debit Card "Card Issuer" means UBS Bank USA, (Card). If you choose this feature either verbally or in writing, you will be issued one or its successors and assigns, or the more Card(s) by the Card Issuer. UBS or the Card Issuer will complete any transactions you issuer of UBS Cards we appoint in initiate using the Card(s). The Card Issuer will approve transactions up to your account's our sole discretion. "Withdrawal Limit," as described in the Agreements and Disclosures booklet. Your UBS Visa Debit Card(s) will be You agree to maintain sufficient available assets in your account to make payment in full, mailed to you under separate cover and transactions may be denied if there are insufficient assets in your account to make full after your Account has been payment for any Card transactions as they are processed. As your Card cash withdrawals approved. are processed, we will deduct funds from your Account to reimburse the Card Issuer. Once each calendar month, we will deduct from your Account the amount of purchases made with the Card that have been received by the Card Issuer but not yet deducted from your Account. The Card Issuer may suspend or cancel Cards if there are insufficient assets to cover transactions. Your use of the Card constitutes your agreement to the terms and conditions in the UBS Visa Debit Card Cardholder Agreement, which is included in the Agreements and Disclosures booklet. UBS Credit Card for RMA or BSA Your UBS Credit Card(s), if approved You may apply for a UBS Visa Signature credit card or UBS Preferred Visa Signature credit for issuance by the Card Issuer, will card (Credit Card) either verbally or in writing. If your application is approved by the Card be mailed to you under separate Issuer, you will be issued one or more Credit Cards. We will bill transactions made with cover after your Account has been your Credit Card separately from your eligible brokerage account. You may pay your approved. Credit Card balance automatically each month from your eligible brokerage account, or you may pay the bill from other sources or allow a balance to revolve. The Credit Card terms and conditions describes rates, fees and other costs for the Credit Card. The Card Express Delivery. If you are Issuer will issue and manage your Credit Card according to Utah law and the UBS Credit approved for an account and your Card Cardholder agreement (Credit Card Agreement). The Card Issuer will include the card was requested next day delivery, Credit Card Agreement with your Credit Card. your card will be sent the next day after your account is opened if the Your use of the Credit Card constitutes your agreement to the terms and conditions in the request is made before 3:00 p.m. Credit Card Agreement, which may change occasionally. The Credit Card is not subject to Eastern time of that day. A signature the General Terms and Conditions of this UBS Client Relationship Agreement. To fulfill is required for Express Delivery. your application for a Credit Card, we will share the personal information the Card Issuer requires to open your Credit Card Account, and we share your personal information such The information contained in these as application data, approval status and transaction information on a regular basis to disclosures is accurate as of update your UBS monthly account statement and our records. 04/04/2012 and may change after this date. When you request a Credit Card, the Card Issuer will obtain a credit report as part of your de 0269 4029 8057 09/29/2014 application and after it establishes your Credit Card account to administer your Credit Card The UBS Credit Card is not available account and report its credit experience with you to others. At your request, the Card with the internationalRMA. Issuer will provide the name and address of each consumer reporting agency from which it obtained a report about you. After your Credit Card account is open, you will have the opportunity to select how the Card Issuer can use or share information about you for The Credit Card terms and marketing or Credit Card account maintenance purposes. conditions describe the fees for the UBS Credit Card. Any disputes you may have with the Card Issuer will be resolved by binding Arbitration. For more information regarding Arbitration please consult the UBS Credit Card Agreement. SDNY_GM_00009533 CONFIDENTIAL 11 EFTA01597223 UBS Client Relationship Agreement By requesting Credit Card, you agree with the following statements: • I (we) am at least 18 years old and a permanent resident of the United States. • I (we) have reviewed and agree to the Important Information about the UBS Credit Card Account Terms and Conditions that was provided with this Client Relationship Agreement. • All information provided to UBS and the Card Issuer was truthful and complete. InternationalAccounts Please note: The International RMA and certain of its cash management features and other The features and fees of your services are not available in all countries and may be changed at any time. International Resource Management Account are more fully described in In connection with your certification regarding purchases made in reliance on Regulation S, the Agreements and Disclosures including off-shore mutual fund purchases, the definition of a U.S. Person is 1) any resident booklet. of the United States; 2) any partnership or corporation organized in or under the laws of the United States; 3) any estate or trust in which the executor, administrator or trustee is a U.S. person and/or if the income from the estate or trust is subject to U.S. federal income taxation (regardless of the source of the income); 4) any corporation, partnership, estate, trust or other entity that is directly or indirectly controlled by one or more of the above categories of U.S. Persons; 5) any agency or branch of a foreign entity that is located in the U.S.; 6) any non-discretionary account (other than an estate or trust) held by a dealer or other fiduciary for the benefit or account of a U.S. Person; 7) any discretionary account (other than an estate or trust) held by a dealer or fiduciary that is a U.S. Person, not including those held for the benefit of a non-U.S. Person; 8) certain partnerships or corporations that are organized or incorporated under the laws of any non-U.S. jurisdiction that have formed principally for the purpose of investing in securities not registered under the U.S. Securities Act of 1933; and 9) any other person or entity considered a U.S. Person for purposes of Regulations under the Securities Act of 1933. International Deposit Account Sweep Program The Sweep Option for International Accounts is generally the UBS International Deposit Account Sweep Program (IDA). The IDA is an interest-bearing account maintained by UBS AG at the Cayman Islands Branch where funds are invested into short-term deposits. If you are eligible and choose to participate in the IDA sweep program, free cash balances in your Accounts are automatically deposited into a demand deposit account at the New York Branch of UBS AG, from which funds are then swept and re-deposited each business day into an overnight deposit account at the Cayman Islands branch of UBS AG. As your agent, UBS Financial Services Inc. will make the necessary withdrawals from the New York deposit account to satisfy debits or charges in your Account in accordance with the General Terms and Conditions. You may choose to withdraw from the IDA Program at any time, however, your free cash balances in your Account at UBS Financial Services Inc. will not earn interest or dividends. Funds on deposit in the accounts at the New York and the de 0269 4029 8058 09/29/2014 Cayman Islands branches of UBS AG are not eligible for federal deposit insurance from the Federal Deposit Insurance Corporation (FDIC). A full description of the IDA Sweep Program is included in the Agreements and Disclosures Booklet. At times, we may update or modify the terms of the IDA Sweep Program and/or change the Sweep Options we make available. UBS Visa Debit Card® The International RMA includes the UBS Visa Debit Card (Card). If you are eligible for the 'CardIssuer' refers to UBS Bank Card under applicable law and UBS policies and you request this feature either verbally or USA, its successors or assigns, or in writing, you will be issued one or more Card(s) by the Card Issuer. UBS or the Card the issuer of the UBS Card we Issuer will complete any transactions you initiate using the Card(s). Your use of the Card appoint in our sole discretion. constitutes your agreement to the terms and conditions in the UBS Visa Debit Card Cardholder Agreement that is included in the Agreements and Disclosures booklet. The UB5 Credit Card and the UBS The Card Issuer will approve transactions up to your account's "Withdrawal Limit," as Rewards Program are not features described in the Agreements and Disclosures booklet. You agree to maintain sufficient of the International RMA. available assets in your account to make payment in full and understand that transactions SDNY_GM_00009534 12 CONFIDENTIAL EFTA01597224 UBS Client Relationship Agreement may be denied if there are insufficient assets in your account to make full payment for any Card transactions as they are processed. As your Card cash withdrawals are processed, we will deduct funds from your Account to reimburse the Card Issuer. Once each calendar month, we will deduct from your Account the amount of purchases made with the Card that have been received by the Card Issuer but not yet deducted from your Account. The Card Issuer may suspend or cancel Cards if there are insufficient assets to cover transactions. Insurance Accounts As a service to clients, we also offer accounts to maintain or permit the purchase of insurance products and services. By signing the Signature Page for your non-brokerage insurance account, you accept the Client Relationship Agreement and the other documents referred to here, and as a result, you may be able to open brokerage accounts with us in the future without having to sign additional agreements. Joint Accounts For joint accounts, each person or entity named on the Account has full power and authority over the Account, and the account holders are jointly and severally liable for all obligations with respect to the Account. Please refer to the "Joint Accounts" section of the General Terms and Conditions for more information about the terms and conditions that apply to joint accounts. When we open additional joint accounts for the same account holders, we establish them with the same legal ownership as the most recently-opened joint account, unless we are instructed otherwise. If you request a different form of ownership, we will request your signature acknowledging that election. For example, if you open an account as joint tenants with rights of survivorship, your next account with the same parties will also be established as joint tenants with rights of survivorship, unless you tell us you want a different type of ownership for that account. Margin Agreement andMargin Requirements All Accounts that you open now or in the future will be established with margin, if eligible, If you do not want to establish unless you instruct us that you do not want margin privileges for specific Accounts. By margin for your current accounts or signing the Signature Page for any Account except for an ERISA Plan or for an Estate, you any account you open in the future, agree that the Margin Agreement governs your use of margin in all of your current please contact your Financial Advisor. Accounts and any Accounts that you may open in the future. Please note: UBS does not extend Therefore, if you do not establish margin privileges when you open an Account and later margin for the following accounts: decide to use margin, you may be able to do so without signing additional forms. Likewise, if you cancel your margin privileges on an Account, your margin agreement with us will • Individual Retirement Accounts remain in effect and you may request to use margin again at any time. In either event, we • ERISA Plans will confirm your request. • Coverdel! Education Savings Account When you use your margin privileges, we hold your securities in your Account as collateral • 403(b)(7) Accounts against the amounts you borrow, and your securities may be loaned to UBS or to others as • UGMA described in the Margin Agreement. In addition, margin-eligible Accounts are subject to applicable statutes, rules, regulations, procedures or industry customs. We may deem it • UTMA necessary or advisable to establish additional requirements for margin accounts. You agree • Estate to maintain sufficient assets to satisfy all applicable statutes, rules or regulations, or as we • 529 Plan Accounts deem necessary or advisable. You also agree to maintain sufficient assets in your Account to satisfy any and all margin calls issued in connection with the Account. Hypothecation is the pledging of As long as your Account is a margin account, you authorize UBS in the usual course of securities or other assets to secure a business to lend, pledge as collateral, hypothecate, relend or repledge any Property we loan such as debit balance in a carry for you on margin, whether separately or together with Property of others, either to margin account. cn ourselves or to others. This authorization remains in effect until we receive payment for cn such Property. "Property" includes, but is not limited La i to, securities, securities entitlements, cn When you use your margin privileges, as permitted by law, we may use certain securities in investment property and financial cn ea your account for, among other things, settling short sales and lending securities for short asset, including without limitation, 0 sales. We may receive and retain compensation in connection with such transactions. If 01 money, stocks, options, bonds, notes, futumrsictfb009535 CONFIDENTIAL 13 EFTA01597225 UBS Client Relationship Agreement you are engaged in short selling a security, you may incur a charge due to certain commodities, commercial paper, borrowing costs for that particular security. certificates of deposit and other obligations, contracts, all other Subject to applicable rules and regulations, we may amend , the requirements applicable to property, usually and customarily your margin account at any time in our sole discretion, including changing the level of dealt in by brokerage firms and any credit available to you and applicable maintenance requirements without notice to you. A other property that can be recorded prior demand or call, or prior notice of the time and place of such sale or purchase shall in any of your Accounts, as well as not be considered a waiver of our right to sell or buy without demand or notice as the Accounts themselves. described here. For additional terms, please refer to the section 'Liquidation of Collateral or Account' below. Please refer to the UBS Statement of Credit Practices for additional We have the right to satisfy a margin call or to obtain full or partial payment of a margin information. loan at any time without a demand for margin or additional margin or other notice. To satisfy a margin call or to obtain full or partial payment of the margin loan, in addition to all rights provided by law, we have the right to: 1. require additional collateral, 2. sell any Property in any of your Accounts with us, whether carried individually or jointly with others, 3. buy any Property which may be held short in your Account, 4. cancel any open orders and close any or all outstanding contracts, or 5. liquidate any of your Accounts with us. We may also exercise these rights if in our discretion we consider it necessary for your or our protection; if a bankruptcy petition, or petition for the appointment of a receiver, is filed by or against you; if an attachment is levied against any Account; or in the event of your death or dissolution. You understand that there are substantial risks involved in trading securities on margin, using leverage as a liquidity source or as part of your investment strategy, or otherwise pledging your securities in order to obtain credit. Please review the Loan Disclosure Statement included in the Agreements and Disclosures booklet carefully for a detailed discussion of these risks. de 0269 4030 8060 09/29/2014 SDNY_GM_00009536 14 CONFIDENTIAL EFTA01597226 UBS Client Relationship Agreement Security Interest As security for the payment of all liabilities or indebtedness presently outstanding or to be ' Unit "we," us," "our" and "ours" incurred under this or any other agreement between you and any UBS Entity, including but refer to UBS Financial Services Inc. not limited to any loans or promissory notes, you hereby grant to each UBS Entity a security and, unless we indicate otherwise in interest in and lien on any and all Property held or carried by any UBS Entity for you or on this Agreement its successor firms, your behalf in or credited to any UBS Account(s) (other than qualified plan or IRA accounts subsidiaries, correspondents and or other accounts where doing so would be a prohibited transaction or violation of Affiliates, including without applicable law or regulation) and in any other Account with any UBS Entity in which you limitation, its parent company, UBS may have any legal, equitable or other interest. AG. All such Property will be subject to such security interest as collateral for the discharge of ' Affiliates" refers to UBS Financial your obligations to any UBS Entity, wherever or however arising and without regard to Services Incorporated of Puerto Rico whether or not we made loans with respect to that Property. In enforcing our security (which dears through UBS Financial interest, we have the discretion to determine the amount, order and manner in which the Services inc.), UBS Bank USA, UBS Property will be sold and have all the rights and remedies available to a secured party under the Uniform Commercial Code (UCC) in addition to all other rights provided in this Credit Corp., 1.185 Trust Company, Agreement or by law. N.A. and their insurance agency affiliates and subsidiaries, and all You will not cause or allow any of the Property held in any of your UBS Accounts, whether other subsidiaries and affiliates. owned now or acquired later, to be or become subject to any liens, security interests, mortgages or encumbrances of any nature other than our security interest, without our "UBS Entity" refers to UBS Financial prior written consent. Each UBS Entity shall act as agent for and on behalf of each UBS Services inc. and each of these Entity for purposes of perfecting, maintaining and enforcing the security interests granted Affiliates. hereunder or by operation of law. Each UBS Entity acting in the capacity of a deposit bank, securities intermediary or commodities intermediary, agrees to follow the instructions and "Securities intermediary" means: 1) a entitlement orders of each other UBS Entity with respect to the Property as a secured party clearing corporation; or 2) a person, without further consent by you. You hereby authorize and direct each UBS Entity to follow including a bank or broker, that in the instructions and entitlement orders of each other UBS Entity. the ordinary course of business maintains securities accounts for others and is acting in that capacity, as such terms are interpreted under Section 8-102(a)(14) of the United States Uniform Commercial Code. Liquidation of Co/lateral or Account We may satisfy any and all amounts you owe us in connection with any of your Accounts or agreements with us, or any other agreement between you and any UBS Entity, including but not limited to any loans, promissory notes or tax obligations, from Property we hold or carry in any of your Accounts with us (other than qualified plan or IRA accounts or other accounts where doing so would be a prohibited transaction or violation of applicable law or regulation). Additionally, we may sell any or all Property held in any of your Accounts with us and cancel any open orders for the purchase or sale of any Property without notice in the event of your death or dissolution, or whenever in our discretion it is necessary for our protection. In these instances, we may also borrow or buy-in all Property held in any of your Accounts required to make delivery against any sale initiated for you. These sales or purchases may be public or private and may be made without advertising or notice to you and in the manner we determine in our sole discretion. You waive diligence, presentment, protest, demand for payment and notice of nonpayment and further waive all other notices and formalities to which you may be entitled under applicable law or otherwise, to the extent the waiver of such notices and other formalities is permissible under applicable law. Your waiver will not be invalidated by any demands, calls, tenders or notices that we may make. At any sale, we may purchase the Property or any portion thereof free of any right of redemption and you will remain liable for any deficiency in any of your Accounts, plus any accrued interest on the deficiency at our then customary rate, if applicable, or at the maximum rate allowable by law. We will not be liable to you in any way for any loses or adverse tax consequences resulting from a liquidation of your Property. de 0269 4031 8061 09292014 SDNY_GM_00009537 CONFIDENTIAL 15 EFTA01597227 UBS Client Relationship Agreement USA Patriot Act To help the government fight the funding of terrorism and money laundering activities, Federal law requires all financial institutions to obtain, verify and record information and documentation identifying each account holder. Therefore, when you open an Account, we ask for your name, address, date of birth and other identifying information about you. We may ask to see your driver's license or other identifying documents. We may also screen your name against various databases to verify your identity. If we are unable to verify your identity, we may take any of the actions described under "Termination of your Account" in the General Terms and Conditions in the Agreements and Disclosures booklet. Credit Report When you open an account with us, we may obtain your credit report or other credit references and verify or update the credit information you may have given to us previously. We may make verbal and written inquiries concerning your credit history. Likewise, we may request your credit report or other credit information and provide it to our Card Issuers and Check Provider or to our affiliates, as necessary or advisable to service and maintain your Accounts. We also use this information to offer you additional products that may be of interest to you. Your Privacy At UBS, we are committed to safeguarding your personal information. Please refer to the Please see the UBS Client Privacy UBS Client Privacy Notice in the Agreements and Disclosures booklet, which describes the Notice in the Agreements and personal information we collect about you and how we handle and protect it. Disclosures booklet for further information, including how to Disclosure of Beneficial Ownership opt-out of certain information sharing. The issuers of securities held in your Accounts may request your name, address and security position so that they may contact you directly for proxy voting and other shareholder communications. You may instruct us not to supply this information, in which case, you will receive information regarding those securities from UBS instead of the issuers. Your current instructions are reflected on the Account Information pages of the Completing Your Account Opening Process package. If you would like to change your instructions, please call your Financial Advisor. As described in the section "Foreign Securities" in the General Terms and Conditions, we may share information about the beneficial ownership of foreign securities in your Accounts with the issuers of those securities, foreign government authorities of their agent, to obtain reduced tax withholding rates, to comply with local law or to respond to other lawful requests. de 0269 4031 8062 09/29/2014 SDNY_GM_000095.38 16 CONFIDENTIAL EFTA01597228 UBS Client Relationship Agreement Householding of Statements and Other Communications As a convenience to you, we may consolidate periodic communications for certain Please refer to the Client Privacy accounts with the same address. This practice, called "householding," applies to account Notice for more information about statements, trade confirmations, personal and financial information required to be sent by Statement Householding. regulation, preliminary and final prospectuses and Summary of Accounts statements, which provide consolidated information for all of the accounts in your household. If you do not want your statements Households are determined as follows: to be bundled by household, please contact your financial Advisor and • Accounts that share the same name, address and Social Security or Tax ID ask to receive individual account Number are automatically placed in the same household. statements mailed in separate envelopes or delivered separate!), via • Accounts that share only the same address will be placed in the same household electronic means. only with the express consent of all the Account holders. We mail househeld communications in a single envelope (if you receive paper delivery) or, For more information regarding if you receive electronic delivery, we make them available through UBS Online Services or electronic delivery of periodic other electronic delivery method. Any member of your household who is enrolled in UBS communication for your Account Online Services can have access to view all Accounts in the household. please refer to the Electronic Delivery Agreement below. The composition of a household will change as clients move away from the household mailing address, and the addressee for househeld mailings may also change over time. Where owners of joint accounts live at different addresses, househeld mailings will be sent to at least one account owner's address and may be included with mailings for other accounts at that address under the conditions described above. Periodically we are required by industry regulators to send records of certain personal and financial information to our clients. Because we deliver these records with your account statements, other members of your household may have access to these records unless you instruct us to send them to you separately. If you do not want your statements and other periodic communications from us to be bundled by household, please contact your Financial Advisor and ask to receive individual mailings in separate envelopes or delivered separately via electronic means. E-mail Communications We discourage clients from transmitting personal or confidential information through e-mail. If you choose to send personal and confidential information to us via e-mail, we cannot be responsible for any loss or damages that occur as a result, such as losses or damages arising from mistaken identity or unauthorized access and the use of the information (for any purpose) by others who may intercept or otherwise access the communications during and after transmission. Entire Agreement and Changes to the Agreement This Client Relationship Agreement and the related documents, including the General Terms and Conditions and the rest of the Agreements and Disclosures booklet form the entire "Agreement" between you and UBS Financial Services Inc. or UBS Financial Services Incorporated of Puerto Rico with respect to your Account(s). The accounts and services we offer may change over time. We may change our Agreement with you at any time by sending you a written notice of the change, and the changes will be effective on the date of the notice unless we specify a later date. We also may cease to offer services at any time without prior notice. Your continued use of your Accounts and our products and services constitutes your acceptance of the new terms and conditions. All changes by you to the Agreement will become effective only if offered in writing and de 0269 4032 8063 09/29/2014 signed by us. Applicable Law This Agreement, including the Arbitration provisions below, and its enforcement, are governed by the laws of the State of New York, without giving effect to such State's choice of law or conflict of laws provisions. The Agreement is binding on you and on UBS Financial Services Inc. and UBS Financial Services Incorporated of Puerto Rico provided that there is no inconsistency with the Federal securities laws or the Federal or State banking SDNY_GM_00009539 CONFIDENTIAL 17 EFTA01597229 U8S Client Relationship Agreement laws. In connection with any Card issued, the respective Cardholder Agreement shall be governed by Federal law and the law designated by the Card Issuer in that Cardholder Agreement. In the event that any of the Arbitration provisions below are found to be unenforceable, you submit to the exclusive jurisdiction of the courts of the State of New York and the Federal courts sitting in the Southern District of New York for the purpose of determining all matters with regard to the Agreement. You also consent to service of process by certified mail to your Account's address of record, and you waive any objection to the venue and any claims that an action or proceeding has been brought in an inconvenient forum. If any provision of the Agreement is held to be invalid, void, or unenforceable, the remaining provisions will remain in full force and will be construed to the fullest extent permitted by law, to give effect to the intent of any provision that has be called into question. Non-Primary Residence Address for MailingPurposes Unless you notify us otherwise in writing, you authorize us to use the Account Address you provided in the Account Application to mail all notices, correspondence and for the disbursement of Property, even if it is not your primary residence. Based upon this authorization, we will not telephone you to confirm receipt of property or require a signed written confirmation from you acknowledging transmittal of property. If you would like to designate an alternative mailing address for the account, please contact your Financial Advisor to provide the necessary authorization. Even when you have provided a mailing address for the Account, some correspondence may be delivered to your legal residence address only based upon operational considerations. Electronic Records Any agreements accepted by facsimile or electronic means (such as clicks or other online means) are legally binding and are considered to have been "signed" by you with the same effect as a manual signatures. Electronic records of an agreement that is made online will also be considered to be "in writing." You agree not to dispute the validity or enforceability of any agreements entered into electronically by you (or by anyone using your authentication devices, such as a password or PIN). Electronic Delivery Agreement UBS offers certain communications through electronic delivery. Categories of communications you may enroll in for e-Delivery include: • Statements for your UBS Accounts, which include your UBS Visa Signature® credit card statement from the Card Issuer; notices delivered on or with statements such as our annual Client Privacy Notice; and messages about transactions and payments. • Trade confirmations and notices regarding account activity. • Shareholder communications, including annual and other shareholder reports, de 0269 4032 8064 09/29/2014 preliminary and final prospectuses, proxy materials and information about other corporate actions. Shareholder communications also includes all account documents related to Investment Advisory accounts and fee- based financial planning services, including Form ADV disclosure brochures, manager profiles, asset allocations, performance reports and other disclosures, reports and notices related to advisory accounts and fee-based financial planning services. • Quarterly performance reports. • UBS Equity Plan Advisory Services plan advices. • Tax reporting documents, including 1099s and other tax documents that are available now or become available in the future. • Agreements and disclosures relating to the accounts, features and services we offer. Any member of your household may enroll any other household account in electronic Please see the section Householding delivery of these periodic communications, except for tax reporting documents. By of Statements and Other enrolling in e-Delivery of any communications described above, you agree that we may Communications above for further also deliver similar firm documents electronically that may be available now or in the information regarding how a future. When available, confirmations of your personal and account information may be household is established. included with related documents that are delivered electronically through UBS Online Services or any other secure method. Please note: These confirmations are sent periodically and to confirm certain changes to your account information. These SDNY_GM_00009540 18 CONFIDENTIAL EFTA01597230 UBS Client Relationship Agreement confirmations may be viewable by other members of your household through UBS Online Services or other secure methods. Contact your Financial Advisor if you prefer to receive private, paper versions of confirmations of personal and account information instead of electronic versions. If you enroll in e-Delivery for any of the communications described above, the following terms and conditions will apply to all of the UBS accounts (current and future) in your UBS statement household. • A valid e-mail address is required for our e-Delivery services and you are responsible for notifying UBS when your e-mail address changes; you may update your e-mail address online through UBS Online Services or by calling your Financial Advisor. • Access to UBS Online Services is required for e-Delivery of documents that contain any personal information; we may, however, deliver such documents by other secure means in the future. • Enrollment in e-Delivery is effective immediately and may be cancelled at any time, either by changing your elections online or by contacting your Financial Advisor; we confirm cancellations and other changes to your delivery preferences by email or regular mail whether they were initiated by you or UBS. • Enrollment for any e-Delivery services for any of your accounts will automatically apply to any accounts that you open in the future at UBS, subject to certain system limitations. • You may request paper copies of any document we are required to deliver to you at any time for no additional charge by contacting your Financial Advisor. • We notify you by e-mail when a new document is available; to protect your information, the electronic message generally includes a link to a secure UBS website where the document can be viewed and downloaded. • If your email address fails, we will mail paper copies of documents or a paper notice that a document is available with instructions on how to access it. • By enrolling in e-Delivery, you confirm that you have access to a printer or other device to print or save documents you may wish to retain. • We do not charge for e-Delivery, but your Internet access provider may have separate charges. de 0269 4033 8065 09/29/2014 SDNY_GM_00009541 CONFIDENTIAL 19 EFTA01597231 UBS Client Relationship Agreement Representations and Agreement for Trustee Certification Representation of a Trust Agreement in Effect The "1.185 Client Relationship For trust accounts, each Trustee, certifies, represents and warrants that the trust to which this certification applies is in full force and effect and that the information you have Agreement" plus the additional supplied to UBS is true and accurate, as we rely on that information to service your information, terms and conditions, accounts. and disclosures pertaining to the accounts and services you have Unless we are updated subsequently by the trustees, UBS will rely on this certification, requested UBS to establish for the which includes the information you provide on the Signature Page, to service accounts you Trust govern the overall relationship may open in the future for the same trust. By signing a UBS Trustee Certification and between the Trust and UBS. Agreement, you agree that: • Each trustee (or a corporate officer if the account is a corporate trust) executed the certification. • You have full power under the trust agreement and applicable law to submit valid orders and other instructions relative to the trust Account(s). • The trust agreement authorizes you to make distributions and transfers from the trust. • You have received and read the "UBS Client Relationship Agreement" and the documents it references and agree to those terms and conditions for all accounts you open on behalf of the trust. • As Trustee(s), you have broad investment powers under the Trust and applicable law. You have noted any restrictions on your power as trustee(s) on the Signature Page for the first trust account you open, and agree that the powers and restrictions listed here and on the Signature Page are accurate and complete. Trustee's Ability to Bind the Trust Unless you indicate otherwise on the Signature Page, you agree that any individual trustee may independently exercise any of the trust's powers. This means that UBS is authorized to take instructions from and accept any document on behalf of the trust (including but not limited to agreements to arbitrate all disputes involving the trust account) signed by any one of the trustees. You agree that UBS may, in its discretion, require the joint action of all trustees whenever UBS deems such joint action to be necessary or appropriate. By signing a UBS Trustee Certification and Agreement, you agree that: • Unless you have noted otherwise, you have the authority to pledge, mortgage, assign or subject to a security interest or lien in favor of UBS, any property of the trust as de 0269 4033 8066 09/29/2014 security for any liability of the trust. • You have the authority to execute any and all relevant documents and bind the trust to any agreements entered into with respect to such activities. • You understand that, if you have requested margin privileges on behalf of the trust, UBS holds securities in margin-eligible trust accounts as a lien against the amounts borrowed by the trust, and you agree to maintain sufficient collateral in the account to meet margin calls we might issue. Trustee's Acknowledgement By signing a UBS Trustee Certification and Agreement, you agree that: • UBS may assume without further inquiry and is not required to confirm your power and authority as trustee(s) or to verify instructions for the delivery of any money or property to you as trustee(s). • UBS is not required to confirm that you are properly exercising your power and authority unless UBS has actual knowledge to the contrary. SDNY_GM_00009542 20 CONFIDENTIAL EFTA01597232 UBS Client Relationship Agreement Liability and indemnification By signing a UBS Trustee Certification and Agreement, you agree that: • UBS is acting in reliance on this certification and is not liable for any breach of fiduciary duty for account activities and transactions that are not specifically identified in this certification as a limitation on your authority to invest or act on behalf of the trust. • UBS is not required to inquire whether any transaction represents a proper exercise of the trustees' power or authority, unless it is demonstrated that UBS had actual knowledge that either the transaction's proceeds were being improperly used for the trustees' benefit or that the transaction exceeded or was in breach of the trustees' powers or authorities. • You fully indemnify UBS from all losses, liabilities, damages, claims, costs and expenses, including attorney fees resulting from UBS acting in reliance on this certification. • As trustees, you are each jointly liable for performing your obligations under this certification and agreement • Your obligations and this indemnification remain in effect if the trust is terminated or its accounts are transferred and shall bind all your successors and assigns. Duty to Update You agree to provide UBS an updated certification if there is any amendment to the trust, any change in the composition of the trustees, or any other event that materially alters the facts which you have certified and upon which we are relying to service the trust account(s). If we are uncertain of the authority conferred by this certification, its continuing effectiveness, or any other certification of the trustees, we may refrain from taking any action with respect to the account(s) until we are satisfied as to the authority of the trustee(s). You agree to indemnify us from any claims, demands, expenses, losses or damages if we refrain from acting for these reasons. Authority To Appoint/Hire Investment Advisor or Other Third Party By signing a UBS Trustee Certification and Agreement, you agree that: • Unless you have indicated otherwise on the Signature Page, you have the power under the trust agreement and applicable law to appoint or hire an investment advisor or other third party to manage and have discretion with respect to the trust's assets and liabilities, including, the authority to execute a power of attorney or letter of authorization for that purpose. In the event that you appoint or hire an investment advisor or third party on behalf of the trust, you agree to provide additional documentation to UBS as we request. • You have the authority to open the trust account(s), place assets in the trust account(s), make each and every representation and warranty set forth in this certification and agreement, engage in each of the actions on behalf of the trust set forth in this certification and agreement, and execute this certification and agreement. de 0269 4034 806709/29/2014 • All investment advisors or other third parties you appoint or hire to manage and/or have discretion with respect to the trust's assets and liabilities are bound by your acknowledgements, agreements, representations and warranties in this certification and agreement, and the obligations you have undertaken. SDNY_GM_00009543 CONFIDENTIAL 21 EFTA01597233 UBS Client Relationship Agreement Grantor Power to Amend and Revoke - Revocable Trusts Only By signing a UBS Trustee Certification and Agreement, you agree that either: You are the grantor of a revocable trust and you have full power and authority under the trust agreement and applicable law to freely amend and revoke the trust, OR As a non-grantor trustee, you represent that the grantor has full power and authority under the trust agreement and applicable law to freely amend and revoke the trust. Grantor Authorization for Credit Disclosure By signing a UBS Trustee Certification and Agreement, each grantor agrees that: You authorize UBS to obtain a credit report or other verbal or written credit references about your credit history or to verify or update credit information given to UBS. IntroducedAccounts Accounts opened with UBS Financial Services Incorporated of Puerto Rico or any other broker-dealer under a clearing agreement with UBS Financial Services Inc. are "introduced" to UBS Financial Services Inc. and will be carried by UBS Financial Services Inc. in your name. Please refer to the section tided "Introduced Accounts" in the General Terms and Conditions for a description of the services provided by your introducing broker and by UBS Financial Services Inc. Puerto Rico Residency Representation If Puerto Rico investments are purchased and/or held in a UBS Financial Services Incorporated of Puerto Rico account, each account owner, or for an account of an entity, the authorized person(s), certifies the following: You may hold or purchase certain investments in your Account, including, but not limited to, closed-end and open-end mutual funds, preferred stock and debt securities that are not registered under the U.S. Securities Act of 1933 or the U.S. Investment Company Act of 1940 and are exempt from registration under the U.S. Securities Act of 1933 and/or the U.S. Investment Company Act of 1940 ("Puerto Rico Investments"), based in part, on the requirement that they be offered or sold only to individuals who have their principal residence in Puerto Rico and to entities whose principal office and place of business are in Puerto Rico ("Puerto Rico Residents"), as disclosed in the respective prospectuses or offering materials. You are aware that certain Puerto Rico Investments may not be suitable to all investors as they may be designed primarily for long-term investors. Accordingly, you hereby represent that: • You have acquired or propose to acquire Puerto Rico Investments for your own de 0269 4034 8068 09/29/2014 Account and will be the beneficial owner of those assets. • If you propose to acquire Puerto Rico Investments for the Account of a retirement plan that is the beneficial owner of the assets, you acknowledge that UBS may limit, in part or in total, the amount of any such purchase, whether or not the retirement plan is subject to ERISA. • As of the date of this agreement, (i) you are an individual whose principal residence is in Puerto Rico, or (ii) if organized as a non-business trust, the trust has its principal office and principal place of business within Puerto Rico and the trustee and all beneficiaries of the trust are Puerto Rico Residents, or (iii) if organized as a trust, the trustee and all beneficiaries of the trust are Puerto Rico Residents, or (iv) if organized as a corporation, partnership or other form of business organization, the entity has its principal office and principal place of business within Puerto Rico and has not been organized for the purpose of acquiring Puerto Rico Investments. • If you cease to be a Puerto Rico Resident, you will (i) notify us within 30 days of ceasing to be a Puerto Rico Resident, (ii) liquidate your holdings in any Puerto Rico Investment when such liquidation becomes economically feasible, and (iii) not acquire additional Puerto Rico Investments. SDNY_GM_00009544 22 CONFIDENTIAL EFTA01597234 UBS Client Relationship Agreement • You acknowledge that if at the time of your acquisition of Puerto Rico Investments you are not a Puerto Rico Resident, UBS may declare such acquisition null and void. Arbitration This Agreement contains a predispute arbitration clause. By signing an arbitration This Arbitration Agreement agreement the parties agree as follows: represents standard industry practice • All parties to this Agreement are giving up the right to sue each other in court, and binds you and UBS Financial including the right to a trial by jury, except as provided by the rules of the arbitration Services Inc. or UBS Financial Services forum in which a claim is filed. Incorporated of Puerto Rico to • Arbitration awards are generally final and binding; a party's ability to have a court arbitrate any disagreements that may reverse or modify an arbitration award is very limited. arise between the parties. • The ability of the parties to obtain documents, witness statements and other 'The parties', for purposes of this discovery is generally more limited in arbitration than in court proceedings. arbitration agreement are UBS • The arbitrators do not have to explain the reason(s) for their award, unless, in an Financial Services Inc. or UBS eligible case, a joint request for an explained decision has been submitted by all Financial Services Incorporated of parties to the panel at least 20 days prior to the first scheduled hearing date. Puerto Rico and you, including on • The panel of arbitrators will typically include a minority of arbitrators who were or are behalf of your heirs, executors, affiliated with the securities industry. administrators and assigns. • The rules of some arbitration forums may impose time limits for bringing a claim in arbitration. In some cases, a claim that is ineligible for arbitration may be brought in court. • The rules of the arbitration forum in which the claim is filed, and any amendments to them, shall be incorporated into this Agreement. By opening an account at UBS, and by UBS Financial Services Inc. or UBS Financial Services Incorporated of Puerto Rico by accepting your application and carrying your account, you, UBS Financial Services Inc. and UBS Financial Service Incorporated of Puerto Rico agree as follows: • To resolve any controversy, claim or issue in any controversy that may arise between you and UBS Financial Services or UBS Financial Services Incorporated of Puerto Rico by arbitration, whether it happen before or after, or at the time this Agreement was executed, including but not limited to controversies, claims or issues in any controversy concerning any account, transaction, dispute or the construction, performance or breach of this Agreement or any other agreement. • Any arbitration under this Agreement shall be governed by the Federal Arbitration Act and shall be conducted before an arbitration panel convened by the Financial Industry Regulatory Authority (FINRA) or any other national securities exchange's arbitration forum, upon which UBS Financial Services Inc. or UBS Financial Services Incorporated of Puerto Rico is legally required to arbitrate the controversy with you, including, where applicable, the Municipal Securities Rulemaking Board. • Such arbitration shall be governed by the rules of the organization convening the panel. • The arbitrators shall resolve any controversy in accordance with applicable law. • The arbitrators will apply state and federal statutes of limitation the same as if the claim were brought as a civil action in court. • The award of the arbitration panel is not subject to appeal and judgment upon the award may be entered in any court of competent jurisdiction. • 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 in court 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 claims encompassed by the putative class action until: — the class certification is denied; or — the class is decertified; or — the customer is excluded from the class by the court. Such forbearance to de 0269 4035 8069 09/29/2014 enforce an agreement to arbitrate shall not constitute a waiver of any rights under this agreement except to the extent stated herein. • You expressly agree that service of process in any action shall be sufficient if served by certified mail, return receipt requested, at your last address known to UBS. • You expressly waive any defense to service of process as set forth above. SDNY_GM_00009545 CONFIDENTIAL 23 EFTA01597235 Intentionally Left Blank SDNv_GM_000095a6 CONFIDENTIAL EFTA01597236 UBS How can you simplify your life and have your financial information when you need it? It's easy with UBS Online Services and Enroll now or update your e-Delivery e-Delivery preferences at ubs.com/fs With UBS Online Services, you can monitor your accounts, stay informed about the financial markets, and explore potential investment planning strategies and much more. Add electronic delivery of statements, confirmations and other shareholder communications and managing your finances become even easier. Online Services gives you: • Comprehensive Account Information— Investment and loan accounts, asset allocation, updates on your top holdings • Easy Access to Your Documents—Account statements, confirmations and Form 1099s • Convenient Cash Management—Pay bills, view cash and checking account balances, track credit Select Profile Settings, then Go Paperless! card purchases and more to add e-Delivery in one simple step. • Quotes, News and Research—Consolidated CBS Online SON kr', Komi' men] quotes and research, including market news and VIM) tditliwown UBS research for covered companies *mann • Planning & Insights—Helpful tools and resources &DISM, OW II Ree Mil40.04 laiallintarn mom n *Celan to assist you and your Financial Advisor with ✓ tes.• developing a wealth management plan that suits CeillImillem Paine ItnIelew your financial needs and objectives Acress 0 ...,, Mine. r snips r Oen r asmi......... , * kW. r r r r o kapi r r r r ▪ mo, r r r r And with e-Delivery, you can reduce your paper mail Om, r r r r a kW. r r r r ow... r r r r by choosing which documents you want delivered 0 at. r r r r 9 •Cup. r r r r ...on r r r electronically. All documents are delivered securely r 'Myles am. Opal; DS real Isis and you'll receive an e-mail when your documents •O*047 ilia•••• Sib seettpihnonewaii onen are available for viewing. Psi We Wawa vm de 0269 4036 807109/29/2014 Ca•Ont en.... I I Ap.bemi Sea lift r s N tiwiroag lea nave us teas w pap u tor Pt+. nu mil. ••••• IPA Oren Sown Take advantage of UBS Online Services and e-Delivery today. SDNY_GM_00009547 CONFIDENTIAL 25 EFTA01597237 15324928_0269 Intentionally Left Blank PlOV6V60 U08 9£01, 69,0 aP SDNY_GM_00009548 -24--2.CONFIDENTIAL EFTA01597238