EFTA01418613.pdf

Deutsche Bank AG — Self-Disclosure Letter All answers should be made with respect to all non-centrally cleared ("uncleared") derivatives trading activity between counterparty and Deutsche Bank AG ("DBAG"). Where an agent or representative (for example an asset manager) is completing and executing this Self-Disclosure Letter on behalf of multiple underlying principals (for example a number of underlying funds), the agent or representative must complete and execute one separate copy of this Self- Disclosure Letter for each underlying principal for which it is acting. 1. Counterparty Legal Name: Address: Country of incorporation: Legal Entity Identifier: Contact details of person to discuss CSA negotiations: 2. If you trade with any entity in the DBAG group other than DBAG, please specify which DBAG group entit(y)(ies) you trade with: 3. If you are a multibranch entity, please specify the offices through which you are permitted to trade with DBAG: 4. You make the following representations to DBAG (tick as applicable): (a) You are an Exempt Entity (for the purposes of EMIR) (b) You are an Exempt Covered Bond Issuer (for the purposes of EMIR) (c) You are a financial counterparty (as such term is defined in EMIR) (d) You are an entity established outside the European Union that, to the best of its knowledge and belief, having given due and proper consideration to its status, would constitute a financial counterparty (as defined in EMIR) if it were established in the European Union (e) You are a non -financial counterparty (as such term is defined in EMIR)) and are subject to the clearing obligation for future contracts in accordance with Article 4 of EMIR if the rolling average position over 30 working days exceeds the clearing threshold (f) You are an entity established outside the European Union that, to the best of your knowledge and belief, having given due and proper consideration to its status, would constitute a non-financial counterparty (as such term is defined in EMIR) and would be subject to the clearing obligation referred to in paragraph (e) above if you were established in the EFTA01418613 European Union (g) You are a non -financial counterparty (as defined in EMIR); and the notional amounts of your relevant foreign exchange, credit, rates, equity, commodity and other derivative portfolios are lower than the thresholds for mandatory clearing stipulated in respect of EMIR (h) you are an entity established outside the European Union that, to the best of your knowledge and belief, having given due and proper consideration to your status, would constitute a non-financial counterparty (as defined in EMIR) if you were established in the European Union and the notional amounts of your relevant foreign exchange, credit, rates, equity, commodity and other derivative portfolios are lower than the thresholds for mandatory clearing stipulated in respect of EMIR 5. You make the following representation to DBAG (tick as applicable): (a) You are a US person as defined in PR Reg. _.9(b)(1) (a "PR US Person") (b) You are a PR US Person and you are an exempt entity that will enter all non-cleared swaps with DBAG in reliance on and compliance with one of the following exemptions: (i) CFTC Non-Financial Entity Exemption (ii) CFTC Small Bank Exemption (iii) CFTC Captive Finance Company Exemption (iv) CFTC Exempt Cooperative Exemption or (v) CFTC Treasury Affiliate Exemption (c) You are not a US Person but your obligations receive a guarantee from a PR US Person, PR US Branch or PR Foreign Consolidated Subsidiary (a "PR US Guarantee") (d) You are not a PR US Person and your obligations do not receive a PR US Guarantee (e) You are : (i) a sovereign entity, (ii) a multilateral development bank, (iii) the Bank for International Settlements or (iv) another entity excluded from the definition of "financial end user" in PR Reg. _.2. 6. Please check the box beside the estimated year (if any) in which the average aggregate notional amount ("AANA") of outstanding uncleared derivatives transactions concluded by your group is expected to cross the corresponding threshold: US AANA Year EU AANA EFTA01418614 Year $3.0 trillion 2016 €3.0 trillion [2017] $2.25 trillion 2017 €2.25 trillion 2017 $1.5 trillion 2018 €1.5 trillion 2018 $0.75 trillion 2019 €0.75 trillion 2019 $8 billion 2020 €8 billion 2020 7. Please indicate whether you are subject to any other rules or regulation requiring the mandatory margining of uncleared derivatives and, if so, your classification under such rules or regulation: Please note that DBAG may currently hold information on your classification under EMIR. To the extent that you do not provide responses to this Self- Disclosure Letter, DBAG will continue to rely on such information whether or not it reflects your current classification. The information provided in this Self-Disclosure Letter is, to the best of our (the undersigned's) knowledge and belief, accurate as of the date of completion of this Self-Disclosure Letter. We (the undersigned) agree to promptly provide updates if any such information changes in any material respect. Counterparty name: EFTA01418615 By: Name: Title: Date: Annex EMIR Classification The information contained in this Annex is provided for your reference only and shall not be taken as legal advice. Please seek professional advice if you need assistance with classifying yourself under EMIR. EMIR classifies two main categories of counterparty to an OTC derivatives contract: Financial Counterparties ("FC" or "FCs") — includes banks, insurers, investment firms, fund managers, spread betting firms and pension schemes; and Non-Financial Counterparties ("NFC" or "NFCs") — any counterparty that is not classified as a financial counterparty including entities not involved in financial services. Further, NFCs are divided into two sub-categories: NFC+ A "NFC+" is an NFC that has outstanding derivative transactions with a notional value which exceed any of the following thresholds: EUR 1 billion in gross notional value for OTC credit derivative contracts EUR 1 billion in gross notional value for OTC equity derivative contracts EUR 3 billion in gross notional value for OTC interest rate derivative contracts EUR 3 billion in gross notional value for OTC foreign exchange derivative contracts EUR 3 billion in gross notional value for OTC commodity derivative contracts and other OTC derivative contracts not defined under points (a) to (d) Derivative transactions entered into for hedging or risk reduction purposes will not be counted for the calculation of the thresholds. In calculating the positions above, the NFC will need to include all non-hedging OTC derivative contracts entered into by other non-financial entities across the group, producing a single calculation and status for all NFCs within the g roup. If a threshold is breached by a client in any one category, a client will become an NFC+ for all categories of derivatives. The threshold will be measured on a rolling average basis over 30 working days. EFTA01418616 NFC- An NFC which has not breached such thresholds will be an "NFC-". Template Date: April 10, 2017 - 1 - "EMIR" means Regulation (EU) No 648/2012 of the European Parliament and of the Council of 4 July 2012 on OTC derivatives, central counterparties and trade repositories. "Exempt Entity" means an entity referred to in Article 1(4)(a), Article 1(4)(b), Article 1(4)(c), Article 1(5)(a), Article 1(5)(b), Article 1(5)(c) or an entity that is not an "undertaking" for the purposes of EMIR. "Exempt Covered Bond Issuer" means a covered bond issuer satisfying the conditions set out in the delegated regulation on margin requirements for uncleared derivatives adopted by the European Commission on 4 October 2016. See attached Annex (EMIR Classification) for a further details on financial counterparties. See attached Annex (EMIR Classification) for further details on non- financial counterparties. "PR US Person" means (i) an entity organized under the laws of the United States or any State other than a US branch, office or agency of a non - US bank or (ii) a natural person who is a resident of the United States. "CFTC Non-Financial Entity Exemption" means the exemption from margin requirements for an entity that does not meet the general definition of "financial entity" in CEA § 2(h)(7)(C)(i). "CFTC Small Bank Exemption" means the exemption from margin requirements for an entity that qualifies for an exclusion from the EFTA01418617 definition of "financial entity" in CEA § 2(h)(7)(C)(ii) and CFTC Regulation 50.50(d). "CFTC Captive Finance Company Exemption" means the exemption from margin requirements for an entity that qualifies for an exclusion from the definition of "financial entity" in Section CEA §2(h)(7)(C)(iii). "CFTC Exempt Cooperative Exemption" means the exemption from margin requirements for an entity that qualifies for an exception from clearing under a rule, regulation, or order that the CFTC issued pursuant to its authority under Section 4(c)(1) of the CEA concerning cooperative entities that would otherwise be subject to the requirements of CEA § 2(h)(1)(A) (see CFTC Regulation 50.51). "CFTC Treasury Affiliate Exemption" means the exemption from margin requirements for an entity that satisfies the criteria in CEA § 2(h)(7)(D) and implementing regulations (see PR Reg. _.1(d) and CFTC Reg. 23.150(b)). "PR US Branch" means a branch or agency organized or licensed under the laws of the United States or any US State. "PR Foreign Consolidated Subsidiary" means a Swap Entity that is a Subsidiary of an entity that is organized under the laws of the United States or any US State. "Swap Entity" means "swap dealer," as defined in CEA § la(49) and the rules adopted thereunder. "Subsidiary" means a "subsidiary," as defined in PR Reg. _.2. As calculated under PR Reg. or CFTC Reg., as applicable. As calculated under EMIR. Measured on the basis of "material swaps exposure" rather than US AANA. If this Self-Disclosure Letter is being delivered by an agent or representative on behalf of one or more principals, please insert "[name of agent/representative] as [agent / representative] for [name of Counterparty]". Similarly, if this Self-Disclosure Letter is being delivered by a trustee on behalf of one or more trusts or trust funds, please insert"[name of trustee] as trustee for [name of Counterparty]." As defined in EMIR, "FC" or "financial counterparty" means an investment firm authorised in accordance with Directive 2004/39/EC, a credit institution authorised in accordance with Directive 2006/48/EC, an insurance undertaking authorised in accordance with Directive 73/239/EEC, an assurance undertaking authorised in accordance with Directive 2002/83/EC, a reinsurance undertaking authorised in accordance with Directive 2005/68/EC, a UCITS and, where relevant, its management company, authorised in accordance with Directive 2009/65/EC, an institution for occupational retirement provision within the meaning of Article 6(a) of Directive 2003/41/- EC and an alternative investment fund managed by AIFMs authorised or registered in accordance with Directive 2011/61/EU. As defined in EMIR, "NFC" or "non-financial counterparty" means an undertaking established in the European Union other than a central counterparty ("CCP") or an FC, where CCP means a legal person that interposes itself between the counterparties to the contracts traded on one or more financial markets, becoming the buyer to every seller and the seller to every buyer. EFTA01418618 EFTA01418619