EFTA01583310.pdf

Derivative and Foreign Exchange (FX) Commodity Transactions J.P Morgan Regulated by the Dodd-Frank Wall Street Reform and Consumer Protection Act (the "Dodd-Frank Act") A. Agreement for All Transactions (coin.) 4. Special Entity Status (non-Individual accounts only) The client represents, warrants and certifies to ).P. Morgan on a continuing basis (which, for avoidance of doubt, Includes each time Entity for that J.P. Morgan executes or clears an Exempt Transaction or a Derivative transaction) that it is not considered a Special completing this Section 4, the client should perform appropriate due diligence and, if purposes of the Dodd-Frank Act. Prior to necessary, consult with legal counsel, In regards to these representations, warranties and certifications. (a) The client is the following entity type (check one): IT A Special Entity', as defined below. r A tax-exempt organization filing under Internal Revenue Code Section 501(c)(3), which is not en endowment. .Neither a Special Entity nor a tax-exempt organization filing under Internal Revenue Code Section 50:(c)(3). (b) Was the client created (check one): r/ through By a public official, entity, or authority through an action pursuant to such person's official capacity or directly or indirectly authority or direction of law (e.g. through legislation, regulation, court order, or other similar authority)? authority? :60 By private Individuals or entities, unrelated to a pubik official, entity, or 11 clients selection of 3.P. Morgan to act (C) Is any person responsible for or otherwise holding direct or indirect Influence regarding the client's directors, as a Derivatives counterparty and/or to provide a Derivatives Account (including, but not limited to, the or Influence): management, Investment managers, or other authorized persons or employees holding such responsibility his or her official capacity or directly or indirectly selected or appointed by one or E A public official or public employee acting In or more public officials in their official capacityby individuals directly or indirectly selected or appointed by one or more public 4i4 OffidaIs in their official capacity? • None of the cents employees or management or any other person holding direct or indirect selection of IP. Morgan in regards to any Derivatives services or accounts are subject influence over the client's to public integrity rules/codes of ethics or reporting requirements or selected or appointed by others subject to such rules. 'A Special Entity is any of the following: - A Federal agency; of a state, or any Instrumentality, department, or a - A State, State agency, city, county, municipality, other political subdivision corporation of or established by a state or political subdivision of a state; Income Security Act of 1974 (29 U.S.C. 1002); - An employee benefit plan subject to Title I of the Employee Retirement In Section 501(c)(3) of the Internal Revenue Code of 1986 - An endowment, including an endowment that Is an organization described (26 U.S.C. 501(c)(3)); or Income Security Act of 1974 (29 U.S.C. 1002), not - An employee benefit plan defined In Section 3 of the Employee Retirement Special Entity, that elects to be a Special Entity by notifying a swap dealer or major swap participant of Its otherwise defined as a swap participant. election prior to entering into a swap with the particular swap dealer or major FX/Commodity Transactions Regulated by the Dodd- 5. The representations, warranties and certifications contained In this Derivative and be read with the 3PM August 2012 Bilateral Of Agreement, as amended, supplemented Frank Act agreement (this 'Agreement') should standards. The client acknowledges and or replaced from time to time to reflect changes in applicable law, regulation and Industry (I) the information set forth in this Agreement Is true and accurate as of the date of the execubon and delivery of this agrees that Agreement; (II) in the event of any material change to the Information set forth in this Agreement, the client will contact J.P. Morgan and manner; (la) the information set forth in this Agreement is, and shall be considered in all respects, update the Information In a timely IP. Morgan will rely on the Relevant Information as that term Is defined in the 3PM August 2012 Bilateral DF Agreement; and (Iv) ng any provision set Information set forth in this Agreement In evaluating whether to enter Into Derivatives with the client. Notwithstandi the Cleared Trades Agreement or the ISDA Documentatio n (each defined below), any Information given hereunder which IS forth In of the client to update this incorrect or misleading in any material respect or which Is rendered Incorrect or misleading by the failure Agreement on a timely basis may give rise to termination and/or reversal by the Bank of any Derivatives transaction entered into In reliance on the representations, warranties and certifications contained In this Agreement. to enter into one or more of the 6. Depending on the types of transactions done by the client, IP. Morgan may require the client Derivatives Execution following additional agreements: the 1PM August 2012 Bilateral OF Agreement, the FIA-ISDA Clears(' schedules (the foregoing Agreement, the Client Agreement, the Cleared Derivatives Transaction Addendum, and any applicable by the International agreements shall be referred to collectively as the 'Cleared Trades Agreement') and/or agreements promulgated Inc. ('ISDA'), as supplemented , modified and amended by the applicable counterparty from time Swaps and Derivatives Association, 2012 Bilateral Df to time (the foregoing ISDA agreements, related supplements, modifications and amendments plus the 3PM August In the future to Agreement shall be referred to collectively as the 'ISDA Documentation.). The required agreements may change reflect changes in applicable law, regulation and industry standards. ).P. Morgan Use Only Title SPN CAS 2 of 5 Banker/Investor 6/13 1072 Confidential Treatment Requested by JPMorgan Chase JPM-SDNY-00062957 EFTA01583310