EFTA01459365.pdf

14. Satisfaction of Indebtedness and Assignment of Rights. Client agrees to satisfy, upon demand. any indebtedness, including any interest end commission charges and to pay the reasonable costs and expenses of collection of any amount Client owes to DB51, including reasonable attorneys' fees and court costs. Client agrees that 08S1 or Pershing may execute or assign to each other or any third party any rights or obligations Client granted under this Account Agreement, including but not limited to the right to collect any Obligations, or liquidate any Securities and Other Property held in Account(s). 15. Fees. Client understands that DBSI charges en Annual Account Fee for certain accounts and may charge service fees, processing fees and/or other fees or commissions, for the transactions and other services provided. more fully described in the Annual Disclosure Statement, et http://www.pwm.db.com/americas/eMennualdisclosurestatement. html. Client understands that these fees wiN be charged to Account(s) end authorizes DBSI to deduct such fees from Client's Account(s). 16. No FDIC Insurance, Not Obligations of Any Bank. Client understands that the assets in Client's Account are subject to the risk of partial or total loss due to market fluctuations or the insolvency of the issuer(s). The assets in Client's Account (including all related cash balances and shares of any mutual fund) are not deposits or other obligations of DBSI. Deutsche Bank AG, Pershing or any other bank, are not guaranteed by DBSI, Deutsche Bank AG, Administrator, Bank or any other hank, and are not insured by the Federal Deposit Insurance Corporation (FDIC). Monies held in the Insured Deposit Program (IDP) may be FDIC insured while those monies are held in a depository account at a participating bank as described in the Cash Sweep Options Disclosure. Client may from time to time be offered investment products for which 08SI or Deutsche Bank AG is an obligor. These products may be complex. may not provide for the return of the full amount of principal Invested or for the payment of a fixed rate of interest (or any interest) end will not usually be covered by FDIC insurance, unless otherwise disclosed in the written offering documents for such products. 17. Cash Sweep Selection. Client agrees to contact ()BSI regarding the selection of Cash Sweep Options and understands that Client's choice of Cash Sweep Options may he limited to money market mutual funds or deposit products that are unaffiliated with DBSI if Client's Account is an individual retirement account or en ERISA account, or If DBSI is acting as Client's investment adviser. Where permitted by Applicable Law, Client hereby authorizes DBSI to change or replace the Cash Sweep Options available to Client at its discretion. OBS! wiN give Client advance notice of any such change In Cash Sweep Options. Unless Client notifies DBSI of an objection to any such change within 30 days of such notice, Client authorizes DBSI to withdraw cash or redeem securities maintained in the prior Cash Sweep Option and to invest or place the resulting proceeds in the replacement Cash Sweep Option. Client understands that Client will be bound by the terms and conditions for the Cash Sweep Option that is associated with Client's Account, as described In the Cash Sweep Options Disclosure. 18. Credit Information and Privacy. Client authorizes OBSI and Pershing to obtain reports concerning Client's credit standing and business conduct at their discretion without notifying Client. Client authorizes DBSI to, without further consent or notice to Client and in accordance with DBSI's Privacy Policy and Applicable Law, make such disclosures as DBSI believes, in its sole discretion, may be required by Applicable Law, regulation, legal processes or law enforcement requirements to any DBSI Affiliates, government agency, issuer, self- regulatory body or service providers (as set forth herein). Such disclosure may include, but is not limited to, disclosure of any credit-related, business conduct information or other confidential information DBSI, or its Affiliates. may have about Client or Client's Accounts) (including, in the case of Accounts) held in the name of a private investment company, trust or other entity, information about the beneficial ownerls) or donors thereof). 19. Confirmations, Statements end Other Communications. Client agrees to notify 0951 in writing. within ten 110) days after transmittal to Client of a confirmation, of any objection Client has to any transaction in Client's Account(s). In the absence of such written notification. Client agrees that all transactions in Client's AccouM(s) will be final arid binding. Client understands objections must be directed to the Branch Supervisor In writing, at the address on Client's account statement or confirm. For more information on how confirmations and account statements are delivered, please refer to the Appendix to this Account Agreement. 20. Recording Conversations. Client consents to DBSI recording any or all telephone cells with Client 21. Joint Accounts. a. Unless Clients specify 'tenants in common' or 'community property,' Clients authorize DBSI to designate a joint account as 'joint tenants with right of survivorship.' or as "tenants by the entireties' if Clients are married and reside in a state that recognizes said designation for personal property. Clients agree that joint accounts will be carried by DBSI on Pershing's books in the form reflected by the Account name appearing on the account statement. In the event that the Account is a joint tenancy with right of survivorship or a tenancy by the entireties, the entire interest in the joint Account shall be vested in the survivor or survivors on the same terms and conditions as before the death. The survivors and the estate of the deceased Accountholder wiN indemnity DBSI for any loss incurred through treatment of the Account as provided herein. b. Clients agree that each party to the joint account shall have authority to deal with DBSI as if each were the sole Account owner, all without notice to the other Account owner(s). Clients agree that notice to any Account owner shall be deemed to be notice to all account owners. Each Account owner shall be jointly and severally liable for this Account. DBSI may follow the instructions of any owner concerning this Account and make deliveries to any owner, of any or all property and payment, even if such deliveries and/or payments shall be made to one owner personally and not to all of the Account owners. DBSI shall be under no obligation to inquire into the purpose of any such demand for delivery of securities or payment and shall not be bound to see to the application or disposition of the securities and/or monies so delivered or paid to any Account owner. Notwithstanding the foregoing, DBSI may require joint action by all account owners with respect to any matter concerning the account, including the giving or cancellation of orders and the withdrawal of monies. Securities and Other Property. In the event DBSI receives conflicting instructions from any owner, it may in its sole discretion: (a) follow any such instructions, (b) require written or verbal authorization of both, all or any owner before acting on the instructions from any one owner, (c) send the assets of the Account to the address of the account, or file an interpleader action in an appropriate court to let the court decide the dispute. WM134715 3 015864.110514 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0119716 CONFIDENTIAL SDNY_GM_00265900 EFTA01459365