EFTA00169332.pdf

Deutsche Asset & Wealth Management Account Agreement Southern Financial LLC Chemin) Address 6100 Red Hook Quarter 83 St Thomas 00602 cry Sue) by Code Account Title (Complete if different from the Client above) IMPORTANT PL EASE SIGN AND.RETURN THIS ACCOUNT AGREEMENT This is the account agreement (Account Agreement) between Client and Deutsche Bank Securities Inc. (referred to herein as "DBST). It includes the terms and conditions and is the contract that controls each brokerage account in which Client has an interest (each an "Account,. Client agrees to read this Account Agreement and the Appendix to this Account Agreement: Disclosures and Definitions (-Appendix, carefully. If Client is not willing to be bound by these terms and conditions, Client should not sign this Account Agreement. Clients signature confirms that Client has read and agrees to the terms of this Account Agreement and the Appendix annexed hereto. I. CLIENT REPRESENTATIONS Client certifies that all of the information provided by Client in this Account Agreement is accurate and complete and that each of the following statements is accurate as to Client and Client's Account: a. Where Client is a natural person. Client is of legal age; b. For all accounts: (a) no one except the person(s) named on the Account(s), or, if signed in a representative capacity, then no one except the beneficial owner(s), has any interest in the Account(s). (b) Client is and will remain compliant with all Applicable Laws, (c) Client is financially capable of satisfying any obligations undertaken through Client's Account(s), (d) Client acknowledges that the purchase and sale of securities entails substantial economic risk, and represents knowingly and willingly that Client can assume such risk and (a) Client has read end understands the terms set forth in this Account Agreement and those agreements or supplements incorporated by reference and understands that Client is bound by such terms; c. Client agrees to notify us in writing if: (a) Client is or becomes an employee, member or immediate family member of any securities exchange (or corporation of which any exchange owns a majority of the capital stock). Financial Industry Regulatory Authority, Inc. (RNA* or of any broker-dealer. (b) Client is or becomes a senior officer or immediate family member of such a person of any bank, savings and loan institution, insurance company, investment Company, investment advisory firm or institution that purchases securities, or other employer whose consent is required to open and maintain this Account by regulation or otherwise, unless such consent has bean provided to DBSI. Client will promptly notify DBSI in writing if any of the above circumstances change. II. TERMS AND CONDITIONS THAT APPLY TO CLIENTS ACCOUNTIS) The following tonne end conditions govern Client's Account(s): 1. Rights of DBSI. All rights granted to DB51 under this Account Agreement are granted with the understanding that it shall be within the sole discretion of 0651 whether, and.in what manner, to exercise such rights. The failure of DBSI to exercise any right granted under this Acobent Agreement shall not be deemed a waiver of such right or any other right granted hereunder. DBSI retains the right to delegate to its agent, including its clearing agent. Pershing LLC (Pershing). one or more of MSC's rights or obligations under this Agracmont without notice to Client. 2. Cash Account. 0651 will classify each Account as a cash brokerage et:count. 0651 must separately approve the opening of a margin account (Margin Account) and Client must separately sign the Margin Agreement. 3. Order Execution. Orders for the purchase or sale of assets may be routed to or executed through any exchange, market or broker that DIM selects. 4. Rules and Regulations. All transactions fn Account(s) shall be conducted in accordance with and subject to Applicable Law. in II 11111111111 D5 13-AW44-0196 012t45.032813 CONFIDENTIAL — PURSUANT TO FED. R. CRIM. P. 6(e) tRan9NP-hg8725 EFTA_000 19595 EFTA00169332  5. Purchase of Securities. DBSI requires that cash accounts contain sufficient funds to settle a transaction, but has the right to accept an order without sufficient funds with the understanding that Client will submit payment on or before settlement date for each security purchased. DBSI retains the right to cancel or liquidate any order accepted and/or executed without prior notice to Client, it DB51 does not receive payment by settlement date. Alternatively, upon Client's failure to pay for purchased and settled securities. DBSI has the right to sell Securities and Other Property held in any of Client's Accounds), and charge to Client any loss resulting therefrom. 6. Sale of Securities. Client agrees that in a cash account: (a) Client will not sell any Security beton it is paid for, (b) Client will own each security sold at the time of sale. Id unless such security is already held in the Account, Client will promptly deliver such security thereto on or before settlement date, (d) Client will promptly make full cash payment of ony amount which may become due in order in mdet•necessary requests for additional deposits and (e) with respect to any Securities and Other Property sold, Client will satisfy any mark to the market deficiencies. Client must affect all Short Sales in a margin account and designate these sales as "short." All other sales will be designated as "long" end will be dawned to he owned by Client. In the event.that DBSI enters an bider to sell Securities and Other Property that Client represents Client owns, but which are not held in the Account at the time of sale, and Client fails to make delivery by settlement date, DBSI has the right to purchase or borrow any Securities and Other Property necessary to make the required deliVery. Client ageism to compensate 0051 far any toss or cost, including interest, commission or fees sustained as a result of the foregoing. 0851 charges interest on unpaid balances in cash accounts from the close of business on settlement date. See the Annual Disclosure Statement at http://vnewtpwm.db.ocm/americesren/annualoisclosinestatementhtrnl for additional information on interest charaes. 7. Restrictions on Trading. D851 has the right to prohibit or restrict Client's ability to trade Securities and Other Properly. or to substitute securities in Client's Account. 8. Restricted Staudt's). Client wiN not buy, sell or pledge any Restricted Securities withoqt DBSI's prior wmten approval. Prior to placing any order for Restricted Securities subject to Rule 144 or 145 of the Securities Act of 1933, Client must Identify the status of the securities and furnish DBSI with the necessary documents (including opinions 'of legal counsel, if requested) to Obtain approval to transfer and register tneae securitieri. DBSI will not be liable for any delays in the processing of these securities or for any losses caused by these delays. DBSI has the right to decline to accept an order for these securities until the transfer and registration of such securities has been approved. 9. Order Placement and Can Requests. When Client verbally places a trade with a Client Advisor. Client will be bound to the oral confirmation repeated back to Client, unless Client objects at the time of the order. Client understands that requests to cancel/modify an order that DBSI accepts are on a best efforts basis only. 10. Aggregation df Orders and Average Prices. Client authorizes DBSI to aggregate larders for Client Account(s) with other orders. Client recognizes that in so doing, Client may receive an average price for orders that may differ from the price(s) Client may have received had the orders not been aggregated. Client understands that this practice may also result in orders Doing only partially oomploted. 11. Transmission of Instructions. Client understands and accepts responsibility for the transmission of instructions to DBSI and will bear the riek of loss arising from the method of transmission used in the event of transmission errors, misunderstandings, Impersonations, transmission by anautherized persons, forgery nr intercepts. Except in the case of gross negligence, Client agrees to release and indemnify 0651, its affiliates, employees and directors from any and all liability arising from the execution of transactions based on such instructions. 12. Role of Certain Third Parties. DBSI engages a third-party clearing agent;Pershing. Client understands that Pershing is the custodian of Client's assets, clears and settles all transactions, and extends credit on any margin purchases, where applicable. Client further understands mat Pershing may accept from DBSI, without inquiry or investigation: (I) orders for the purchase or sale of Securities and Other Property on margin or otherwise, and (ii) any other instructions concerning Account(s). Client further understands that the contract between DOS! and Pershing. and the services rendered thereunder, are not io:ended to create a joint venture, partnership or other form of business organization of any kind. Pershing shall not be responeitge or liable to Client for any acts or omissions of DBSI or its employees. Pershing does not provide investment adviCe. nor offer any opinion on the suitability of any transaction or order. Mils riot acting as the agent of Pershing. Client cannot hold Pershing, itk affiliates and its blficers. directors and agents liable for any trading losses that Client incurs. 13. Liens. Client hereby grants to DB51 and its Affiliates a security interest in and lien upon all Securities and Other Property in the possession or control of DE151, any of its Affiliates or Penning, in which Client has an Interest (held individually, jointly or otherwise) (collectively all 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 (collectivety, all such obbgations are referred to herein as the "Obligations"). Clients who are joint accountholders (Joint Accountholders) acknowledge and agree that pursuant to the lien to (Inland Affiliates, 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 or Persning (Whether individually, jointly or otherwise) and snail secure any and all Obligations of each Joint Accountholder to 0851 and its Affiliates or Pershing. With respect to the lien granted to DBSI and its Affiliates, DBSI (or Pershing, at DEISI's instruction) may. at any time and without prior notice, sell, transfer, release, exchange, settle or otherwise dispose in or deal witn any or all such Collateral in order to satisfy any Obligations. In enforcing this lien, DBSI shall have the discretion to determine what and how much Collateral 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 lot prohibited transaction under Section 4975(c$1) (6) of the Internal Revenue Code of 1986, as amended, or Section 406(al(i)(B) of the Employee Retirement Income Security Act of 1974, as amended. Securities end Other Property held in Client's retirement account(s) maintained by DBSI, which may include IRAs or qualified plans, are not subject tothis lien and such Securities and Other Property may only be used to satisfy Clients indebtedness or other obligations related to Client's retirement accounts). 13.AWM.0196 2 012145032813 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) 161160-bag726 EFTA_00019596 EFTA00169333  14. Satisfaction of Indebtedness and Assignment of Rights. Client agrees to sandy. upon demand, any indebtedness, including any interest and commission charges and to pay the reasonable costs and expenses of collection of any amount Client owes to 0681, including reasonable attorneys' fees and court costs. Client agrees that OBSI or Pershing may execute or assign to nob other or any third berry any rights or ebhgatIons Client. granted trader 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 eixlerstanos that DEISI charges on Annual Account Fee for certain aveounts end 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, at http://wenv.pwm.db.correarnericasten/annualdisclosurestatement. html. Client understands that these fees will be chtirged to Account(s) and authorizes OBSI to deduct ;nth fees from Client's Account(s). 16. No FDIC Insurance, Not Obligations of Any Bank. Chant understands that the assets in Chents Account are subject to the risk of partial or total lose dole tcrmarket fluctuations or the insuNeney of the iseuer(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 DEMI, Deutsche Bank AG. Pershing or any other bank, are not guaranteed by OBSI, Deutsche Bank AG, Administrator, Baok or any other honk, and are not insured bythe Federal Deposit insurance Corporation (FDIC). Monies held in the Insured Deposit Program (IDPI may be FDIC insured while those monies are held In a depository account at a participating bank as described in the IDP Terms and Conditions. Client may from time to time be offered investmenr nreducts for which DBSI 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) and will not usually be covered by FDIC insurance, unless otherwise disclosed in the written offering documents tar such products. 17. Cash Sweep Selection. Client agrees to contact DBSI regarding the selection of Cash Sweep Options and understands that Client's choice of Cash Sweep Options may be limited to money market mutual funds or deposit products that are unaffiliated with DBSI if Ciente Account is an individual mithement account or an ERISA • account, or if DBSI is acting as Client's investment adviser. Client understands that any hinds Client has on deposit with the banks participating in IDP will be allocated among such banks in a manner described in the MP Terms and Conditions. 18. Credit Information and Investigation. Client authorizes DBSI and Pershing to obtain reports concerning Client's credit standing and business conduct at their discretion without notifying Client. Client also authorizes DBSI to share among service providers (as set forth herein) and DBSI Affiliates such credit-relotnd and business conduct information and any other confidential information OBSI, Deutsche Bank AG and such Affiliate(s) may have about Client and Client's Account, in accordance with ()BSI's Privacy Policy and Applicable Law. DBSI and Pershing will provide Client with e copy of each of tbeir Privacy Policies :thorny after oxecotion by Client of this Aeresment. Client may request a copy of Clients credit report, and upon request. DBSI will identify the name and address of the consumer reporting agency that furnished it. 19. Confirmations, Statements and Other ComMunicaltone. Client agrees to notify DBSI in writing, methin ten (10) days atter 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 Accounts) will be final and binding. Client understands pbjectmns muct be directed to the broach 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 pas isconling any or all tctopnono 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 ten Airs with right of survivorshin? or ae "era nts by the entireties" it 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 teneacy 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 will indemnity DBSI for any loss incurred through ireatleent of the Account es provided heroin. b. Clients agree that each party to the joint account shall have authority to deal with 0851 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 oil account owners. Each Aocnunt owner shall be jointly and severally liable for this Account. D851 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 end not to all of the Acc oust ownere. DBSI shall be under eci obligation to Menke into the purnoss et any such demand for delivery of securities or payment and shall not be bound to see to the application or disposition df the securities and/or monies so delivered or paid to any Account owner. Notwithstanding the foregoing. DBSI may require joiet action by all eccoeor owners with respent to any matter acoceming tho account, including the giving or cancellation of orders and the withdrawal of monies. Securities and Other Property. In the event DB51 receives conflicting instructions from any owner, if may in its sole discretion: (a) follow any sash instmotions, fit) require written or yerboi authorization of both, all dr eny owner helms acting oo the instructions from any one owner, (c) send the assets of the Account to the address of the account, or (d) file an interpleader action in an appropriate court to let the coon decide the dispute. 13 AWM-0196 3 012145032813 CONFIDENTIAL — PURSUANT TO FED. R. CRIM. P. 6(e) iris wa727 EFTA_00019597 EFTA00169334  c. In the event of the death of any owner, the survivor(s) shall immediately give DBSI written notice thereof. OBSI may, before or after receiving such notice, take such action, require such documents, retain such securities and/ or restrict transactions in the Account as necessary for its protection against any tax. liability. penalty or loss under any present or future laws nr otherwise. Any cost resulting from the oeath of any owner, or through the exercise by any decedent's estate, survivors (including other Account owners) or representatives of any rights in the Account shall be chargeable against the interest of the survivors) as well as against the interest of the estate of the decadent. The estate of the decedent and each survivor (including other Account owners) shall continue to be jointly and severally liable to DBSI for any obligation of the joint account or net debit balance or loss in said account until such time as DBSI distributes the assets in accordance with Clients' instructions. 22. Non-disclosure of Confidential and Material, Non-public Information. During the course of business, employees of DBSI may come ioto possession pf confidential and materiel nonpublic iriformatton. Unont Applicabh Law, such employees are prohibited from improperly disclosing or using such information for their personal benefit or for the benefit of any other person, regardless of whether such other person is a Client of OBSI. Client understands that under Applicable Law, DBSI employees are prohibited from communicating such information to Client and that DBSI shall have no responsibility or liability to Client for failing to disclose such information. 23. Third Party Authorization; No Agency. Client agrees that if Client authorizes third party(ies) (including, without limitation, any Investment advisor or money manager) to act on Client's Account, such third party(ies) shall be bound by the Terms and Conditions of this Account Agreement. Client further agrees that unless otherwise agreed to in writing by DBSI, third partylies) authorized by Cherit to act for Client whether or not referred to Client by OBSI, is/are not, and shall not be deemed agents of DBSI and DBSI shall have no responsibility or liability to Client fot ary acts or omissions of such third party, or any officers, employees or agents thereof. 24. No Legal, Tax or Accounting Advice. Client acknowledges and agrees that: (a) neither DBSI, nor Pershing, provide any legal, tax w accounting advice, (D) neither DBSI nor, Pershing employees are authorized to give any such advice and (c) Client will not solicit such advice or rely upon such advice given in error, whether or not in connection with transactions in or for any of Client's AccouM(s). In making legal, tax or accounting decisions with respect to transactions in or for Client's Accounts) or any other matter, Client will consult with and rely upon Client's own advisers, and not DB51. Client acknowledges that DBSI shall have no liability therefore. 25. Limitation of Liability. Client agrees that, unless otherwise provided in any other agreement between Client and DBSI or under Applicable Law, DBSI shag net be. liable for any loss to Client except in tho case of DBSI's gross negligence or willful misconduct. DBSI shall not be liable for loss caused directly or indirectly by government restrictions, exchange or market rulings, suspension of trading, war, strikes, act of foreign or domestic terrorism or other conditions beyond DBSI's cannot DBSI shag not be liable for any damages caused by equipment failure, communications line failure, unauthorized access, theft. Systems failure and other occurrences beyond DBSI's control. 26. Customer Inquiries/Customer Complaints. For general inquiries. Client will contact the Client Advisor or Branch Supervisor assigned to Client's Account(s) for questions or assistance on any matter relating to these Account(s). Client must direct all formal complaints against DBSI or, any of its employees to Deutsche Bank Securities Inc.. Compliance Department - Client Inquiries. 60 Wall Street, 23rd Floor, Mail Stop NYC60.2330, New York. NY 10005-2836 or Client may call (212) 250-1085. 27. Entire Understanding. This Account Agreement contains the entire understanding between Client and DBSI concerning the subject matter of this Account Agreement and there are no oral or other agreements in conflict herewith. The Terms end Cnnditions of this Account Agreechent shithapply to each and every account and, collectively. any and all funds, money, Securities and Other Property that Client hes with DBSI and supersedes any prior Account Agreement Client may have signed with DBSI. Client acknowledges that Client may be required to enter into separate agreements with respect to products or services offered by or through ()BSI or its affiliates. 28. Right to Terminate or Amend. Client agrees that 0051has the right to terminate this Account Agreement and close any related accounts or amend the Terms and Conditions of this Account Agreement at any time and for any reason by sending written notice of such termination or amendment to Client. Any such tenninotico nr emendment shall be effective as of the date that DEISIestablishes. Client cannot waive, alter, modify or amend this Account Agreement unless agreed In writing and signed by DBSI. No failure or delay on the part of DBSI to exercise any right or power hereunder or to Insist at any lime upon stria compliance with any term contained in this Account Agreement. shall operate as a waiver of that right or power or term. 29. Controlling Law. This Account Agreement shall be deethed to have been made in the State of New York and shall be construed. and the rights of the parties determined, in accordance with the laws of the State of New York and the United States, as amended, without giving effect to the choice of law or conflict-of-laws provisions thereof. 30. Headings. Paragraph headings are for convenience only and shall not affect the meaning or interpretation of any provision of this Account AgreemoM. 31. Assignment Separability, Survivability. This Account Agreement shall be binding upon Client's heirs, executors, administrators. Personal representatives and permitted assigns. It shall inure to the benefit of DBSI's successors and assigns, or any successor cleating broker, to whom DBSI may transfer Client's Account(s). DBSI may, without notice to Client assign the rights and duties under this Account Agreement to any of its Affiliates, or to any other non. affiliate entity upon written nuticc to Client. If any provision dr condition of this Account Agreement shall be hold to be Invalid or unenforceable by any court, administrative agency or regulatory or setthegulatory agency or body. such invalidity or unenforceabiity shall attach only to such provision or condition. The validity of the remaining provisions and conditions shall not oe affected thereby and this Account Agreement shall be carried out as if any such invalid or unepforceable provision or condition wore not contained herein. 32. The provisions of this Account Agreement governing arbitration (Section III), controlling law (Section 11.29) and limitation of liability (Section 11.25) Will survive the termination of this Account Agreement. 13.48814.0198 012145.032813 CONFIDENTIAL — PURSUANT TO FED. R. CRIM. P. 6(e) IgattA8728 EFTA_00019598 EFTA00169335  III. ARBITRATION 1. This section of the Account Agreement contains the pre-dispute arbitration agreement between Client and OBSI and Pershing, as applicable, who agree as toNows: a. All parties to this Account Agreement (being Client. DBSI and Pershing) are giving up the right to sue each other in court, including the right to a rrial by jury, except as provided by the rules of the arbitration forum in which a claim is filed, or as prohibited by Applicable Law: b. Arbitration awards are generally final and binding: a party's ability to have a court reverse or modify an arbitration award is very limited; c. The ability of the parties to obtain documents, witness statements and other discovery is generally more limited in arbitration than in court proceedings: d. The arbitrators do not have to explain the reecon(s) tot their award, unless, in an eligible case, a joint request for an explained decision has been submitted by all parties to the panel at least 20 days prior to the first scheduled hearing date: e. The panel of arbitrators will typically include a minority of arbitrators who were or are affiliated with the securities industry; I. 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 arbitrator they be brought In court end g. The rules of the arbitration forum in which the claim is filed, and any amendments thereto, shall be incorporated into this Account Agreement. 2. Subject to the preoeding disclosure, Client agrees to arbitrate any controversies or disputes that may arise with DBSI or Pershing. whether based on events occulting prior to, on or subsequent to the date of this Account Agreement, and including any controversy arising out of or relating to any Account with DBSI, the construction, performance or breach of any agreement, or any duty arising from any agreement or other relationship with DBSI. to transactions with or through DBSI, or any controversy as to whether any issue is arbitrable. Any arbitration under this Account Agreement shall be determined only before an arbitration panel set up by FINRA in accordance with its arbitration procedures or an exchange of which DBSI is 'a member in accordance with the rules of that particular regulatory agency then in effect. Client may elect in the'first instance whether arbitration shelf be by FINRA or a specific national securities exchange of which DBSI is a member, but failure to make such election by registered letter to Deutsche Bank Securities Inc., Compliance Department - Attention: Director of Compliance. 60 Wall Street. 23rd Floor, Mail Stop NYC60-2330, New York. NY 10005-2836 within five days after receipt of a written request from BSI for such election, gives DBSI the right to elect the arbitration forum that will have jurisdiction over the dispute. Judgment upon arbitration awards may be entered in any court, state or federal, having jurisdiction. Any arbitration under this Account Agreement will be conducted pursuant to the Federal Arbitration Act and the laws of the State of New York. 3. Neither DES'. Pershing nor Client(s) waive any right to seek equitable rebef pending arbitration. 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 whd is a member of a putative crass who hat not opted out of the class with respect to any claims encompassed by the putative class action until: (a) the class certification is denied, or (b) the class is decertified, or (c) the Client is excluded from the class by the court. Such forbearance in enforce an agreement %pectinate shall not constitute a waiver of arty rights under this agreement except to the extent stated herein. (THIS SPACE INTENTIONALLY LEFT BLANK) 13441MA-0196 5 0121450=13 CONFIDENTIAL — PURSUANT TO FED. R. CRIM. P. 6(e) 150a0 . ...729 EFTA_00019599 EFTA00169336  (AceW-9 Request for Taxpayer Foss Give Form to the December 2011) requester. Do not Depsimint of to Treasury Identification Number and Certification send to the IRS. Intim& Reyes. Simla Homo On shown on your income i es rctury Sotthem Trust Company, Inc- amino* haffreofclOregorded arty ronse.11 Slit/era kern strove fY SOulhern Financial LLC I Cheek appropriate box kr teditni tax elasstlicaton: IndivtluaYsete arcades,: UCCorPostion S Corporaton ❑ Panneratip ❑ Thstrastile O bra Mao CI treed anew company. Eno the las crinslatico (C,C copowelco. 5-4 coroctatern. Papialriereho)• Other (see instructiccel • Aeons (number. street ad are ar suite no) Requevar's name and aairees lot/lone / I 6100 Red Hook Quarter 83 City. nett at hoopoe St. Thomas, USVT 00802 Lai scone" ourturhe hue Nononal) litgal Taxpayer Identification Number (TIN) Ent& your TIN in the IlOProCirlalis box. The TIN provided must match the name given at the •Nams• to I Weld esollab thstsbut to avoid backup whhholding. Fa if-xfokfuale, b your 'odd pouchy number can however, for a raskient mien, sole proprietor, or Msnagarded arab. see the Pet I Instrucdons on pegs 3. For other entities. k Is you employer klen011oation monlxv (EP). V you donot have a number. see How to Bete 77N on page 3. Note. If the account is in more than one name. see thePet on pep 4 for guide*'es on whose Employer neettficallon numb* number to enter. altSertlfloatIon Under penalties of penny, I candy that: 1. The number shown on this form is my correct taxpayer identification Mater (or I an, waiting fora number to be Issued tome), and 2. lam not subject to backup withholding because: (a) I am exempt from backup withhOiSMfl. a tts) I have not been notified by the Internal Revenue Sena DRS) that I am subject to backup withholding as e result of a faliure to report all interest or dividends, a (o) the IRS Ps notified ma that I ten no longer subject to backup withholding, and 3. I am a U.S. citizen or other V.S. person (defined bums Cardficelion Mstructions. You mist cross out hem 2 abets if you have been notified by the IRS that you are currently subject to backup withholding because ydu have feted le report el intenet and dividends on your tax return. For reel estate trapacdons. item 2 dOes not apply. For mortgage Intense paid, acquisition or aWkWonmenl.q teamed peppy. cancellation of debt, contributions to an irdividual retirement arrangement ORAL and gene*.payments other thank eed and ivIdcads, youInning to ttiri the certification, but you must provide your correct TN.Seethe instructions on Page 4- 1 • Sign Speen el / Here us. peon, . Oats -7 -2-13 General Instructions Nees. if a requester gives you s form other than Form W-9 to request your TIN, you moat use the requester's live if k is SuOttOrtlalfy shear Section referencia, are to the Internet Prisms of to Ws Form W.9. noted. Definition of • US. penal. Fee federal tax psrpOsed, you are Purpose of Form Considered a U.S. person if you are: A person who Is replied tow an Information return wept the IRS must • An individual who's a U.S. citizen or U.S. resident alien, obtain your correct taxpayer IdentriptIon number (TIM to report, fer • A PartrArShipi corporation, oompany, a association created a memo's, Mows paid to you. real estate transactions, mortgage interest m9areted In the tinted States or under the laws of the United States. you paid, acnuntalco a abandonment of secured properly. cancellation • An estate (other than a keep earate), a ol oat a contributions you made to an IRS. • A domestic trust (as defined in Regulations section 301.2701-7)- Use Form W-9 only a yoo are a U.S. person lindurfing a resident also), to armies your correct TIN lo the person requesting It (the Special nibs for putruerships.Ranneranfe met conduct • nee or requester) and, when amicable, to: business In the United Sates are gamily required to pay a withholdng fax on any foreign partners' share of Income from suet' budnese. 1. Certify that the vs you are taro is oared (or you are waiting for a Further, In certain cases where a Fan, W-9 has not teen received. a number to be invitee. partite:step Is required to presume the a partner is a foreign pera0n, 2. Caney Mat you era not subject to backup Mlnliellimil. and pay the withholding tax. Therefore, If you are a U.S. pent that le a prior in e partrenatp conducting a trade or business In the UMW 3. Claim exemption lion, backup withinkling it you en a US. exempt payee. II appicatxt you stets* catitytog that as a U.S. persOn, your ' Stales, provide Form W-9 to the partnere* to establish your U.S. allocable share of any pertneratho Income Stomata. trade or OUSIOOSS • status and avoid wittrhoking on your share of partnembp Income. Is not subject to the withholding tax on foreign partnere share of effectively connotes:I toccata. Cat kb. i0239( Form W-9 pr. 12.2011) •' I CONFIDENTIAL — PURSUANT TO FED. R. CRIM. P. 6(e) 111 730 EFTA_00019600 EFTA00169337  N. TAX ELECTION/DECLARATION OF TAX STATUS Tit Account Agreement Is designed for tree by both U.S. Persons and Non-U S. Persons. Please check the box next to the applicable item below. dent certifies that Client will notify DIISI In wilting Immediately if the representation certif ied to below ceases to be two and correct. 1.O U.S. Citizen or U.S. Resident Alien Form W9 __Bequest for Taxpayer Identification Number and Certification subritute Sex *Int rtn mncuin(i n . Name lee shown on y0ur hicome tax return) Business name/disregarded entity nark., It different from above Check appropriate box for federal tax class rilion (required) I• Indnndual/sole proprietor ❑C Corporation O S Corporation I Partnership O Trust/estate - ❑ Exempt payee 2 E s& ❑Limited Debility company. Enter the tax classification (C=C corporation SeS corporation. Pepartrierskilp) Other P Address (number. Seat. end apt or suite no.) City. State, and ZIP coder Part I Taxpayer Identification Number (TIM Social Security Nwmber Enter your TIN in the appropriate box. The TIN provided must match the name given on the "Name" line to avoid backup withholding. For Individuals. this Is your social security number fSSN). For other entities. It is your employer identification number (EINI. MEICO-COM Em to er Identawation Number Part II Certification Under penalties of pehtry. I certify that 1. The number shover on this form is my correct taxpayer identification number (or I am waiting for a number to be Issued to met. and 2. I am not subject to backup withholding because: (a) I am COMMIX from backup withholding. or (b) I have not been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding as a mush ofa failure to report ell interest or dividends. or le) the IRS has notified me that I em no longer subject to backup withholding. and • 3. I am a U.S. citizen or other U.S. person (defined in the instructions). Certification instructions. You must-clots odtjtem 2 above if you have been r tyfb—IR'S that you are currently subject to backup withholding because you have failed to re "all interest an dividends on you Sign Signature of Hem U.S. person I 2.0 Non.U.S Person I an, not a U.S. person (including a U.S. resident alien). 1 an submitting the applicable Form WO with this form to certify my foreign status and. it a ppircable. darn tax treaty benefits For example: Client is not a U.S. person (including a U.S. resident alien). Client agrees to provide HSI with this appication the applicable Internal Revenue Service (IRS) Form W.8 to <en ty the cheat's foreign status. W.8 forms and instructions are available on the IRS websIto at www.irs.gov. 13-AWk1-0196 012145032813 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) IgNialMT31 EFTA_00019601 EFTA00169338  BY SIGNING BELOW CLIENT ACKNOWLEDGES THAT: 111 CLIENT HAS RECEIVED. READ AND AGREES TO THE TERMS AND CONDITIONS OF THIS ACCOUNT