EFTA00169300.pdf

Deutsche Bank Private Wealth Management Corporate Account Authorization and Terms and Conditions Officer's Certificate Account Nam [Art, iiA.CPykt 0 The Oh elected and saand Dice /A-es/Mild EpsteM Virgin Islands Foundation, Inc Oho "Corporation") heintitailkjitla4 11/00410%iiilettileciallOiliWerly$2000by Unanirileviie Cense/de Ihe BOMA edlifee*011ierl the /31> it SeMplber- ••RESOLVEO.ddd env taken deditialid bydhi ofdu'Ca al{ORyprifjeiotzadai When ardiatddiaidedMd. (A) Open and maintain one or more brokerage account(sl for and in the name of the Corporation at Deutsche Bank Searklea Inc. (referred to herein as "DEMI, (including any successor thereof): (Ell Deposit, (Seiner, assign, iimthdrew and transfer funds, instruments and securities of any typo; (C) Sell any securities owned by the Corporation: (0) Buy any secsmes in a cash account and (El Buy, sell and sell secunoes (including put and call options) shod in a margin account; and (DELETE (E) IF INAPPLICABLE) 61 Execute all documents, and exercise and direct the exercise of all duties, rights, and powers, and take all actions necessary or appropriate to pedorm the powers enumerated above. FURTHER RESOLVED, that the 5/ glee./ of the Corporation shell certify n 'Writing any charges. in. the powers. office or identity of those pernbriy authorized, to perform the powers enumerated above. DBSI may rely upon any such certificate of authority furnished by the Corporation env/ written corbication of any change in authority shall have been received by DB51. My past action in accordance with this resolution is hereby ratified and confirmed. The powers enumerated above pertain to seances of any type now or hereafter held by the Corporation in its own right or in any fiduciary capacity. Powers previously certified by the Corporation shall net be affected by the dispatch or receipt of any other form of notice nor any change in the position with the Corporation held by any person so empowered. Any officer of the Corporation is hereby authonzed to certify these resolutions to whom it may concern. (2) Each of the following are authorized to perform the powers enumerated in the foregoing resolutions and by signing his a her name in this section 2 agrees on behalf of the Corporation to the Terms and Conditions attached hereto: (List name and corpcilitia E e rie Name Position Signature Signature Deutsche Bank Securities Inc . a subsidiary of Deutsche Bank AG. conducts investment banking end secunties activities in the United States. 111111111111 09 PAW OM Corp Acct Auth h T&C (02/121 CORP 006420.0222i2 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) 16/49349-M683 EFTA_00019553 EFTA00169300  (3) The Corporation is duly organized and existing under the lawii of the State of , it 1 — has the powers to take the ear:ins authorized by the resolutions certified herein. (4) No action has been taken to rescind or amend said resolutions, and they are now in furl force and effect (5) No one other than the Corporation shall hive any interest In any account opened and maiotained in the name of the Corporation. (6) THE TERMS AND CONDITIONS ON THE NEXT TWO PAGES CONTAIN A PRE-DISPUTE ARBITRATION CLAUSE AT PARAGRAPH 11. IN WITNESS WHEREOF. I have hereunto affixed my hand and the seal of the C0rPorsticri this SEAL Signature of Certifying Officer (fie Name of Certifying Officer -c. Pie S c0-e-Lie Corporate Title of Certifying Officer Please note A second certifying officer must sign if the first certifying officer is one of the persons listed in section 2. Signature of Second Cerutytng Officer Name of Second Certifying Officer Corporate Title of Second Certifying Ottkcer IF THE CLIENT IS INCORPORATED OUTSIDE THE UNITED STATES, THE CLIENT MUST COMPLETE AND RETURN A FORM W-8 ALONG WITH THIS OFFICER'S CERTIFICATE. 09-aWM-0iSe Cog, Aect Audi Si T&C 102/12) CORP 000420022212 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) U6ag i-bg684 EFTA_00019554 EFTA00169301  Terms and Conditions Corporate Accounts Deutsche Bank Securities Inc. (referred to herein as "ossri accepts the Account of the client deserted in the attached certificate (the "Client"). The term DBSI includes its affiliates, officers, directors. agents end employees. Client understands that Pershing LLC is the carrier of the Account as de.aring broker pursuant to a clearing agreement with DBSI. Deutsche Bank Securities Inc. is a subsidiary of Deutsche Bank AG. As used herein, the term 'affiliate of Deutsche Bank' or "Deutsche Bank affiliates" means Domache Bank AG ins its °obsidians, end ardiotes. Each of Deutsche Bank AG and He affiliates is a vaporously incorporated legal entity, none of which is responsible for the obligations of the others "Securities and Other Property" shall include, but shall not be limited to, money and securities, financial instrumeMs. commodities of every kind and nature, and all contracts and options relating to any thereof, owned by the Client or in which the Chant has an interest These terms and conditions snail be construed in acoerdence with the laws of the State of New York and the United States. as amended. By opening the Account, Client agree, to the following temp and conditions: 1. ConfInn/done, end Trenarnission of Instructions Client agrees to notify DBSI in writing, within ten (101 days of sending Client a confirmation, of any objection Client has to any transaction in its Account In the absenee of such vnitten notification, Client agrees that all transactions for its Acccunt will be final sno binding on it. Caere understands that it is responsible for transmission of instructions to DBSI and that Client bears the risk of loss arising from the method of transmission that Client uses in the event of transmission errors. misunderstandings. impenonations. transmission by unauthorized persons or forgery. Client agrees to relaase and indemnity DEffil from any and all liability arising from the execution of transactions based on such instructions except if 0 6.5 s gross negligence caused the transmietuon error. 2. Cash Account With respect to the Account (i) Client will make full cash payment on or before settlement date for each security purchased, unless funds sufficient tiered ere akeedy held in thn Account: Chem does riot contemplate selling any security before it is paid for as provided in the preceding clause, (iii) Client will own each security sold at the time of sale and, unless such security is already held in the account will promptly deliver such security thereto on or before settlement date; and liv) Client will promptly make full cash payment of any encore that may become due in order to meet necessary requests for additional deposits or, with respect to any unissued security purchased or sold. to mark to the market 3. Short and Long Orders; Deliveries and Settlements Client agrees that in giving orders to sea, all "short" sales will be designated by it as "short" and all other sales will be designated by DBSI as "long' Ciotti also agrees that DBSI rdey, et its disonstion, immediately cave: any short sales in the Account, without prior notice. In one of non. delivery of a security, DBSI is authorized to purchase the security to cover Client's position and charge any loss, commissions and fees to the Account Chant agrees that if DBSI fails to receive payment for securities Client has purchased, DB51 may, without prior demand or notice, sell those /earner or ether property hold by DBSI in the Account and any less resulting therefrom will be charged to the Account Client authorizes DBSI at its discretion, to request and obtain cdansion(s) of Client's time to make payment for securities Client purchased. as provided for by Federal Reserve Bank Regulation T. 4. USes Client hereby grants to DBSI and its Affiliates a security interest in and lien upon as Securities and Other Properly in the possession or control of DBSI, any of its Affiliates Or Pershing, in which Client hoe an interest iheld individually, /piney or otherwise) (collusively all such Soburities aria Other Property are referred to herein as 'Collateral in order to secure env and all indebtedness or any other obligation of Client to DBSI and its Affiliates or Pershing (provided that such indebtedness or obligation to Pershing arises in connection with this Agreement) (collectively, alt such obligations are referred to herein as the "Obligations"). Clients who em joint accountholders (s.bint Accounthoklers") acknowledge and agree mut pursuant to this lien, the Collateral shall include Securities and Other Property held in the Account or any other account held by either Joint Accountholder with DBSI or its Affiliates (whether individually, jointly or otherwise) end shall secure any and all Obligations of each JoIM Accountholder to DEffil and its Affiliates. DBSI (or Pershing, at DBSre instruction) may, at any time and without prior notice, sell, transfer, release. exchange, settle a otherwise dispose of or deal with any or nil suoli Collaterel in order to satisfy any Obligations. In enforcing this lien, DBSI shalt have the discretion to determine which Securities and Other Property to apply fa the purposes of the foregoing. Notwithstanding the foregoing. nothing herein shell be deemed to grant an interest in any Account or assets that would give rise to a prohibited transaction under Section 49754c) (nIB) of the Internal Revenue Code of 1986. as amended, or Section 4061400106 of the Employee Retirement Income Securely Act of 1974 as amended Securities arid Other Property held in Client's retirement account's) maintained by DBSI, which may include IRAs or qualified plans, are not subject tb this lien and such Securities and Other Property may only be used to setisfy Client's Indebtedness or other obligations notated to Client's retirement account(s). 5. Authority to Uestow In case of the sale of any eeaalty or other property by 0851 at Client's Olfaction and DBSI's inability to timely deliver the same to the purchaser by reason of Client's failure to supply DIISI therewith Client authorizes D851 to purchase or borrow any security or other property necessary to make the requited delivery, and Client agrees to be responsible for any kiss or cost, inducing interest which DB51 sustains as a result of Client's failure to make delivery to DBSI. 6. Interest Charges Client acknowledges that debit balances in the Account including, but not limited to, those arising from its failure to make payment by settlement date for securities purchased, will be charged interest at the then current rate, in aoaccdance with DBSI's usual custom. Interest will be computed on the net daily debit balance, which is Connoted by combining all debit balances and credit balances in each account with the exception of credit balances associated with short security positions. 7. Credit Info/Illation and Investigation Client authorizes EldS1 to obtain reports =interning its credit standing and business conduct at DIffil's discretion. Client also authorizes DBSI and any affiliate al Deutsche Bank, ineludiag, without limitation. Deutsche Bank AG. to share among such affiliates such information and any other confidential information DB51 and etch affiliates may have about Client and the Account. OS.PWii.4-0184 Corp Acct Auth 6 T&C IOL12) CORP 006420-022212 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) laStsM685 EFTA_00019555 EFTA00169302  8. Satisfaction of Indebtedness Client agrees to satisfy, upon demand. any indebtedness, including any interest and commission charge.. Client further agrees to pay the reasonab'e costs and expenses of collection or any amount it owes DBSI, including reasonable attorney's fees and court costs wont agrees that DBSI and its deanng broker have the right to collect any debit betance or other obligations owing in Client's Account, and that such rights may be assigned to each other. 9. Loan or Pledge of Securities and Other Property Within the limitations imposed by applicable law, all Sccunties and Other Property now or hereafter held. carried. or maintained by 013SI in its possession thet have not been fully paid ter, may be lent. either to DBSI or to others. pledned, and ropledind by 0851, without notice to Client. Client understands that while securities held for its Account are loaned out. Client MI lose voting rights attendant to such securities 10. Aggregation of Orders and Average Prices• Client authorizer. DBSI. at ite discretion, to aggregate orders for the Account withiother customer orders. Client recognizes that in so doing, it may receive an average price for its orders that ray be different from the price(s) it might have received had its orders not been aggregated. Client understands that this practice may also result in its orders being only partially completed. II. Arbitration - This section of the Agotemein concerns the precbcpute erintretion agreement cutworm us. By 'signing this Agreemnnt, we agree as follows: (i) All partite re thie Agreement are gluing up the right to sue each other In court, Including the right menial by jury, mare es provided by the rules of the arbitration forum in which • claim Is Med: lie Arbitration awards nor generally anal snit eliding. A perty'a eibilhy to have e men norms* or modify an erternitton award is yew lentexl; Ohl The shirty of the parties to obtain documents. enema sen•reents and other discovery le generally limited in nrbitretion es immeshed to courtproceedings: (Si The arbitrators do not hew to explain Om masonic) for their award, unless, In ail eligible caw, &joint rearrest for re expisinnd decision hes bean submitted by all parties to the panel at least twenty 120) days prior to the first hasping date (v) The peon of minimum" will typically indude a minority of arbitrators who were or am affiliated with the secunties Industry (vii The rules of some arbitration forums may impose time limits for bringing • cake In orbit:mom. In some cease, a claim that is Irmligtil• for arbitration may be brorreht in court Ind MB The ruin of the arbitration forum in whidt the claim is filed, end any amendments thereto, shall be lemorporeted into des Agreement - Client agrees to arbitrate with DBSI any controversies which may entre whether or not based on events occurring prior to the date of this agmementincluding any controversy arising out of or relating to any account with DBSI, to the construction. performance or breach of any agreement. or any dirt/ arising from any agreement or other relationship with DBSI, or to transactions with or through DBSI, only before the Financial Industry Regulatory Authority, Inc., or any exchange of which 0851 is a member, at Client's election. Client agrees that Client shall make Chant's election by registered mail to Deutsche Bank Securities Inc., Compliance Department - Attention: Director of Compliance, 60 Wall Street, 23rd floor, Mei Stop NYC60.2330, New York, NY 10005.2838. If Client's election is not received by DBSI within ten (10) calendar days of receipt of a written request Iron, 0851 that Client make an election, then D851 may elect the forum before which the arbitration shall be held. Neither DBSI nor Client waive any right to seek equitable relief pending arbitraticln. No person shall bring a putative or certified Cass action to arbitration, nor seek to enfnrCe mrfore-disPote arbitration agreement egeirst any netann who hes initlateo in court a putative class &dont or who is a member of e putative class who has not opted out of the class with respect to any darns encompassed by the putative class action until the den certification is denied; or (ii) the class is decertified; or Oil the customer is excluded from the class by the court. Such forbearance to enforce en agreement to arbitiate shad not constitute a waiver of any rights under this agreement except to the extent stated herrn. Important Disclosures for Your Records Deutsche Bank Securities Inc. 'NISI' is rurnishing this document to you to alert you to important matters regarding your account Securities Mentor Protection Corporation rSIPC1 Securities held by our clearing broker. Pershing LLC, for your account are protected up to the total not equity held in the account. Of this told, SIPC provides $500,000 of coverage, including $100,000 for cleirns for cash awaiting reinvestment. The remaining coverage is provided by Pershing through a commercial insurer. SIPC protection coolies when the SIPC member finn through which you hold your invests's, U fan financially and is unable to meet its obligations to securities clients, but SIPC protection does not protect against losses attributable to the rise and full in the market value of investments. A smell number of client accounts are not carried on Pershing's books due to specific account factors. These accounts are covered under DBSI's SIPC membership DB& does not preside coverage in excess of SIPC coverage. Certain investments, such az =misplay futures contracts and currency, ere inekgrole for SIPC protection. For additional information on SIPC, see www.SIPC.org or call the SIPC public information number, (202)371-8300. Payment for Order Flow DRAB receives payment when its routes for execution certain orders in certain secunties. The determination as to where to rooto orders is based on several factors, consistent with OBSI's obligation to provide best execution for all olient orders. Because several fader* are considered with respect to such asteerninarions, 0051 could potentially secure price improvements on such orders by routing them in a different manner and all such orders potentially could be executed at prices superior to the best bid or best offer. Payment is received by DBSI in the form of rebates, or credits against exchange fees, and speciaiist lee.. Details will be furnished won vnitteo request. 09-PSW-11186 Corp Acct Aub & T&C 102/12) COMP 006420-022212 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) aSa-W8686 EFTA_00019556 EFTA00169303  Terms and Conditions Corporate Accounts Deutsche Dank Securities Inc. (referred to herein as tiBSI") accepts the Account of the client described in the attached cendicate (the - Client"). The term D85I includes its affiliates, °Rica., directors, agents and employees. Client understands that Pershing LLC is the earner of the Account as clearing broker pursuant toe clearing agreement with DEIS!. Deutsche Bank Securities Inc. is a subsidiary of Deutsche Bank AG. As used herein, the term 'affiliate of Deutsche Bank" or 'Deutsche Bank affiliates- mums Deutsche Bank AG and its subsidiaries and atfiliaaaa. Each or Deutsche Bank AC and its affiliates is a separately incorporated legal entity, none of which is responsible for the obigations of the others. 'Securities and Other Property" shall include, but shall not be limited to, money and securities, financial inetrunsents, commodities of every kind and nature, and at Contracts and options relating to any thereof. owned by the Client or in which the Chesil haS an interest. These terms and conditions 'hie be construed in accordance with the laws of the State of New Vert and the United States, as amended. By opening the Account, Client agrees to the following terms and conditions: 1. Confirmations, and Transmission of Instructions Client agrees to notify OBS' in writing. within ten 4101 days of sending Client a confirmation, of any Objection Client has to any transaction in its Account. In the absent* of such written nritification, Client agrees tint all transactions for its Accoont will be final and landing on it Client understands that it is responsible for transmission of instructions to DBSI and that Client bears the risk of loss arising from the method of transmission that Client uses in the event of transmission errors, misunderstandings, impersonations. tranamusion by unauthorized persons or forgery. Client agrees to release and indemnify 0851 from any and all liability arising from the execution of transactions based on such instructions except if BSI's gross negligence caused the transmission enor. 2. Cash Account With respect to the Account: 01 Client will make full cosh payment on or before smtlernem date for each secunty purchased unless funds sufficient thereto, ere already held in the Account; (ii) Client does not contemplate selling any security before it is paid for as provided in the preceding clause; (iii) Client will own each security sold et the time of sale and, unless such security is already held in the account, will promptly deliver such security thereto on or before settlement date; and Client will promptly make NW cash payment of any amount that may become due in order to meet necessary requests for additional deposits or, with respect to any unissued security purchased or sold, to mark to the market. 3 Short and Long Orders; Deliveries and Settlements Client agrees that, in gNing orders to sell, all "shore sales will be designated by it as - short" and all other sales will be designated by DB51 as long.' Client also agrees dot DBSI may. at its discretion irnmedleteercover any short sales in the Account. without en& elute In rase of non- delivery of a security. DBSI Is authorized to purchase the security to cover Client's position and charge any loss, commissions and fees to the Account. Client agrees that If DBSI fails to receive payment for securities Client has purchased, DB51 may. without prior demand or notice, eel those securities or other property held by OBSI in the Account and any loss resulting theiefrom will be charged to the Account. Client authorizes DBSI, at its discretion, to request and obtain extension(s) of Client's time to make payment for securities Client purchased, as provided for by Federal Reserve Bank Regulation T. 4. Liens Client hereby grants to 0851 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 othenreise1 (collectively ell such Securities and Other Property are referred to herein as "Collateral in order to secure any and all indebtedness or any other obligation of Client to DBSI and its Affiliates or Pershing (provided that such indebtedness or obligation to Pershing arises in connection with this Agreement) !collectively, all such obligations se referred to herenh es the "Obligations-I. Chem. who are joint aocounthoklors ("Joint Accountholders'( acknowledge and agree that pursuant to this ten, the Collateral shall include Securities and Other Property held in the Account or any other account held by either Joint Accountholder with DBSI or its Affiliates (whether individually, jointly or Otherwise) and shall secure any and all Obligations of each Joint Accountholder to ()BSI end its Affiliates. DBSI Ica Pendent?. at 0851's instruction) nay. at any time and without prior notice, sell, transfer, Meese, exchange, settle er °thaws, dispose of or deal with any or all such Coasters in order to satisfy any Obligations. In enforcing this lien, D8$) shag have the ciscretion to determine which Securities and Other Property 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 peohibited transaction under Section 4975(c) (1RB) of the Internal Revenue Code of 1986. a; amended, or Section 4050110(B) of the Employee Retirement Income Security Act of 1070, a5 amended. Securities and Other Property held in Client's retirement account(sl maintained by DB51, which may include IRAs or qualified plans, are not subject to this ken end such Securities end Other Property may oNy be used to satisfy Client's indebtedness or other obligations related to Client's retirement acoount(sl. 5. Authority to Borrow In case of the sale of any security er other property by DBSI at Client's direction and 0851's inability to timely deliver the same to the purchaser by reason of Client's failure to supply ()BSI therewith, Client authorizes DBSI to purchase or borrow any sootily or other property necessary to make the required delivery, and Client agrees to be responsible for any loss or cost, including interest, which DBSI sustains as a result of Client's failure to make delivery to DBSI, 8. Interest Charges Client acknowledges that debit balances in the Account, including, but not limited to, those arising from its failure to make payment by settlement date for securities purchased, will be cheesed interest at the then current rate, in aceerdence with DEtSrs usual custom. Interest will be computed on the net daily debit balance, which is computed by combining all debit balances and credit balances in each account with the exception of credit balances associated with short security positions. 7. Credit Information and Investigation Client authorizes DBSI to obtain reports concerning its credit standing arid business conduct at DBSI's discretion. Client also authorizes 0951 and any affiliate of Deutsche Bank, ineludleg, without hesitation. Deutsche Bank AG, to share among such affiliates soap information and any other confidential information 0851 end such affiliates may have about Client and the Account 09.PWssatee Corp Asti Auth & T&C (02112) CORP 006420-022212 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) tia9:0-1M687 EFTA_00019557 EFTA00169304  8. Satisfaction of Indebtedness Client agrees to satisfy, upon demand. any indebtedness, including any interest and commission charges. Client further agrees to pay the reasonable costs and expenses of collection of any amount it owes DBSI, including reasonable attorneys fees and court costs. Client agrees that DBSI and its clearing broker have the right to collect any debit balance or other obligations owing in Chant's Account and that such rights may be assigned to each other. 9. Loan or Pledge of Securities and Other Property Within the Imitations imposed by applicable law, all Securities and Other Property now or hereafter held, carried. or maintained by OBSI in its possession that have not been fully paid for, rhay Sleet, either to 0861 a to Cid10IS, pledged, and repledged by DBSI. without notice to Client. Client understands that while securities held for its Account are loaned out, Client will lose voting rights attendant to such securities 10. Aggregation of Orders and Average Prices Client authorizes 0051, at its discrenolt to eggregete ceded for the Account with other customer orders. Client recognizes that in so doing. it may receive an average price for its orders that may be different from the price(s) it might have received had its orders not been aggregated. Client understands thet this pruritic, may also result in na orders being only pal daily completed. 11. Arbitration - This section of the Agreement contains the predistette arbitration agreement between tie. By signing this Agredrinent we agree as follows: 0) An partea to the Agreement are giving up the right to we each other in court including the right menial by fury. except se provided by the rules of the arbitradon teem in which a claim Is filed: Arbitration swamis any 9...reify final and binding. A perty's Mem in haven, meat ravine a modify en arbitration sward is vow limited; (110 The ability of the parties to obtain drionments. Viit/10011 esterwans end other dsomery ie generelty brined in areinetion ea competed to court proceedings; MI The arbitrators do not have to implant the reason(r') re r their award, unless, in en eligible case. e)eim request for re explained decision ha. been submitted by all parties to the pants at least twenty (20) days prior to the first hearing date; (v) The panel of abetment will typically lode& a minority of arbitrators who were awe affiliated with the securities Industry; Nil The rules of some arbitration forum, may Impose time Mute for bringing a claim In arbitration. In some cams. a claim that le ineligible for arbitratim may be brought in nowt raid Mil 114 nage of the arbitration forum In which the claim is filed. end any amendments thereto, shall be incorporated into this Agreement. - Client agrees to arbitrate with DBSI any controversies which may arise, whether or not based co events occurring prior to the date of this agreementincluding any controversy arising out Of Or relating to any account with 0651. to the construction, performance a breach of any agreement, or any duty arising from any agreement er other relationship with 0851, or to transactions with or through MI, only before the Financial Industry Regulatory Authority, Inc.. or any exchange of which 0651 is a member, at Clients election. Client agrees that Client shall make Client's election by registered mar to Deutsche Bank Securities Inc., Compliance Department - Attention: Director of Compliance, 60 Wall Street, 23rd Floor, Mad Stop NYC60-2330, New York, NY 10005-2836. If Clients election is not received by DBSI within ten 110) calendar days of receipt of a written request from DEIS] that Client make an election, then DE151 may elect the forum before which the arbitration shall be held. - Neither D651 nor Client waive any right to seek equitable relit prindng arbitration. No person shall bring a putecive or certified class action to arbitration, nor seek to enforce any pre-donut* arbitration agreement agent any pennon who has initiated in Court a theetive doss action; or who is a member of a putative class who has not opted out of the clan with respect to any derma encompassed by the putative Clad action until 0) the Class Certification is denied; or 00 the class is decertified, or (iii) the customer is excluded from the clan by the coon. 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. Important Disclosures for Your Records Deutsche Bank Securities Inc "Dt1Sr is furnishing mis document to you to alert ydu in important manors regarding your account. Securities Investor Protection Corporation rSIPC) Secunties held by our clearing broker, Pershing LLC, for your account are protected up to the total net equity held in the account. Of this total, SIPC provides $500,000 of coverage, including $100,000 for claims for cash awaiting reinvestment. The remaining coverage is provided by Pershing through a commercial insurer. SIPC protection applies when the SIPC member firm through which you held your investments fails financially and Is unable to meet its obligations to securities clients, but SIPC protection does not protect against losses attributable to the rise and fall in the market value of investments. A small number of client accounts are not carried on Pershing's books due to specific account factors. These accounts are covered under 0851's SIPC membership. DEI51 dies not provide coverage in excess of SIPC coverage. Colrain investments, seen as commodity futures contracts and currency, are ineligible for SIPC protection. For additional information on SIPC, see www.SIPC.org or call the SIPC public information number, (202) 371-8300. Payment for Order Row DBAB receives payment when its routes for exeraution eertain orders in certain seounties. The deternination es to where to roots orders is based on several factors. consistent with 0651's obligation to provide beet execution for all client orders. Because several factors are considered with respect to such deterrninatiorrs, DB51 could potentially secure mice improvements on such orders by routing them in a different manner and all such orders potentially could be executed et prices superior to the best bid or best Offer. Payment is received by DDSI In the form of rebates, or credits against exchange lees, and specialist fees. Details win be furnished rpm written rattiest. C9-PW4-0186 Corp Aat Auth & T&C 102112) CORP 006120-022212 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) aStS9-08688 EFTA_00019558 EFTA00169305  ARTICLES OF INCORPORATION RECEIVED: OF a t.:011. OFFICE J. EPSTEIN VIRGIN ISLANDS FOUNDATION, gifik),I1 I3 P EIS CCR11;;;;P:NIS We. the undersigned natural persons ofthe age of twenty-one years or more. all of whom are bona fide residents of the Virgin Islands of the United States, acting as incorporators of a corporation to be named J. Epstein Virgin Islands Foondation. Inc...do adopt the following Articles ofIncorporation: for such corporation pursuant to the Nonprofit Corporations Law of the Virgin islands (Chapter 3.. Title 13, Sections 491 et seq. of the Virgin islands Code), as the same may he amended from time to time. do make and file these Articles ofIncorporation in writing and do certify: ARTICLE The name of the corporation (hereinafter referred.to as the "Corporation") is J. EPSTEIN VIRGIN ISLANDS FOUNDATION, INC. ., ..:11 ARTIckgjr. I The principal office of the Corporation in the VitginIslands is located at 41.42 Kongens (lade. St. Thomas. Virgin Islands. and the name of.the resident agent of the Corporation at that address Is• Paul. tiorTman . • .80ARTICLE A. The Corporation is otgaetized exclusively for charitable. educational and scientific purposes` within the meaning of section:5610431of the internal Revenue Code of 1986 (or the corresponding provision of subsequent tax law). :gatwithstanding any other provision of these Ankles. the Corporation shall not carry on any activities not permitted to be carried on 0) by a corporation exempt from federal income tax under Section f/l(cX3). or (ii) by_a corporation. contributions to which are deductible tinder Sections 170tetti). 2055(81(2). 2106to82)( A xii). 2522ta 21 or 2522tb 421. 13. No pan of the net earnings of the Corporation shall inure to the benefit of am; individual. The Corporation shall. however. be authorized and empowered to pay reasonable compensation for services rendered and to make.payments in furthenince ot'its purposes. The Corporation may carry on proimeanda or ottwrwise attempt to intinerme legislation hut only to the extent permitted by the Internal Revenue Code. The Corporation shall not participate in. or intervene in (including the publishing or distributing of statements I. any political canipsion on beltallo for in opposition to any candidate Mr public office. CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) IDWDtWat8689 EFTA_000 19559 EFTA00169306  Articles ofIncorporation Page 2 ARTICLE IV The rnember of the Corporation shall-be Jeffrey E. Epstein or such person or entity as he shall designate in writing. ARTICLE V The Corporation shall be managed by a Board. of Trustees which may further delegate management responsibititles to the officers ofthe Corporation. The number ofTrustees constituting the Board of Trustees is three. The number of Trusteesmay be increased or decreased from time to time by amendment to By-taws. but in no event shall tiknumber be less than three. B. The names and addresses of the initial Board of Truinees are as follows: Paul Hoffman aThomns, VI 00802 441p. Jeffrey Epstein 6100 Red Hook. Quarter. Suite 8.3 AMerican Yacht Harbor _St. Thomas. VI 00802 Jeffrey Schantz ' 6100 Red Hook Quarter. Suite 9-3 American Yacht Harbor Si Thomas. VI 00802 • ‘.4.. C . Trustees shall be elected by the member as ipedifisct in the By-Laws. Any vacancy occurring. in theBo:ad of Trustees upon the death. resignation. expiration of term of office, or removal of min` Trustee. or as a result of an increase in the number of Trustees. shall be tilled by a majority vote of the remainine members of the Board ofirustees thenin office,under procedures specified ititheS> • Laws. D. The names and addresses of the initial Officers of the Corporation are as follows: 4Iit,sident Jeffrey/Epstein 6100 Red Hook Quarter. Suite B-; American Yacht Harbor St. Thomas. VI 00802 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) lleatSP-b88600 EFTA_000 19560 EFTA00169307  Articles ofIncorporation Paget ARTICLE 1V The member of the Corporation shallie Jeffrey E. Epstein or such person or entity as he shalt designate in writing. ARTICLE V A. The Corporation shall be managed by a Board of Trustees which may further delegate management responsibilities to the officeriofthe Comggion. The number of Trustees constituting the:Board of Trustees is three. The number of Trusteestik•be increased or decreased fromMne to time by amendment to the By-laws. but in no.event shall the number be less than three. /935' • 'S i B. The names and addresses of the initial Board$#trusiees Lie as follows: Paul Hoffman St.>•Thomei.s, VI 00802 Jeffrey Epstein. g 6100 Red Hook Quarter. Suite B-3 Aperican Yacht Harbor ''St. Thomas. VI 00802 Jeffrey Schantz. 6100 Red Hook Quarter. Suite 8-3 American Yacht Harbor St. Thomas. VI 00802 C. Trustees.shallbe elected by the member as'speci fled in the By-Laws. Any vacancy occurring in the 86ard of Tfusteta upon the death, resignation. expiration of term of office, or removal of any Trustee. or as a result of an increase in the numberof Trustees. shall be tilled by a majority vote of the remaining members of the Board of Trustees then in office under procedures specified in the E4 • Laws. D. The names and addresses of the initial Officers of the Corporation are ns follows: President Jeffrey Epstein 6100 Red Hook Quarter. Suite B-1 American Yacht Harbor St. Thomas. VI 001i02 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) 1006h9P-1&691 EFTA_00019561 EFTA00169308  Articles ofIncorporation Page 3 Vice President Jeffrey Schantz 1 6100 Red Hook Quarter. Suite B-3 American Yacht Harbor St. Thomas. VI 00802