EFTA01481141.pdf

egplOco 2_ J.P. Morgan Entity Account Application 417 Fri102.45 J.P.Morgan A. Entity Information Type of Business CONSULTING Date of Incorporation/Organization 11/18/2011 Country of Incorporation/- Organization ST THOMAS, VIRGIN ISLANDS Primar Authorized Contact Pergn RICHARD KAHN al ing ress . (2100 ect Reck 00.04et i33 City Si -Th$444.5 .unt, 11-5 zip 002)0A— /316 Email Address B. Account Information Title of account/Name of business: SOUTHERN TRUST COMPANY, INC. Ca Corporation 0 Partnership 0 PIC/PHC 0 Sole Proprietorship 0 Endowment 0 Foundation 0 Limited Liability 0 Limited Liability Is the entity Non Profit? 0 Yes Cornpany Partnership I have applied to open the following accounts: 8 Checking Account 0 Money Market Deposit Account/Savings 0 Investment Management/Third Party Manager/ J.P. Morgan Alpha Program (discretionary), kil Asset/Brokerage Cl Asset/Custody I hereby apply for a Line of Credit linked to my Asset Account 0 Yes* (U-1 form will be required) Cl No *Please be advised that if you have another account with the same feature, this is not applicable Automatic Sweep (Applicable only to Asset or Asset with Brokerage Accounts): As further described in the Asset Account Agreement, uninvested cash balances and new cash deposits will be transferred automatically to a Deposit Sweep. Account Tax Cost Methodology: High Cost 0 Long Term High Cost 0 FIFO 0 Low Cost Cl Average Cost If the Account Tax Cost Methodology is not Average Cost, you may still have Average Cost applied to the following by Selecting one of the options: 0 Mutual Funds Only CI Dividend Reinvestment Plan (ORP) Only 0 Mutual Funds & ORP o None Each account I open, and each subaccount opened under such account from time to time, are subject to the security interest previsions in the Agreement (as defined below in "D. Agreement") and are pledged as Collateral for all my Obligations. (C).101::71%Wit) Is this a privately held operating company in which any one person or entity has 25% or more of the ownership interest? F X Yes (complete owner information below) 0 No 1 j.5,...1 Controlling Owner (Primary) j ei key C• eprir4 % of Ownership /00% . r • tibl YU '2'01 Date of Birth: AR dd yyyy Passport Number Controlling Owner % of Ownership EFTA01481141 Date of Birth: E00 mm dd Y Y V Passport Number Controlling Owner % of Ownership Oate of Birth:Li 17 mm d d OLEO Y Y Y Y Passport Number Controlling Owner leo of Ownership Date of Birth: LJ fit 171 d d LII Y Y Y Y Passport Number D. Agreement I have read, understand and agree to this application and either the General Terms for Accounts and Services and the applicable or, for Commercial Checking only, the Account Terms (in each case, our "Agreement"). The Agreement, with amendments from time to time, generally will apply to any future account, product or service that we agree upon orally, electronically or otherwise, although certain accounts, products or services may require additional documentation. This Agreement (including this application) is a security agreement under Article 9 of the Uniform Commercial Code, as amended from time to time. I have read and consent to the terms of J.P. Morgan's Private Bank and Private Wealth Management Privacy Notice, including the manner in which my Information is received and used, and that upon opening an account with 1.P. Morgan's Private Bank or Private Wealth Management (together described as the "Private Banking Business" in the Notice) my information will be used by one or more members of the Private Banking Business' family Of companies (as listed in the Notice) in order to make available to me the products and services available through the Private Banking Business. IP. Morgan Use Only Title SPN CAS 1 of 2 Banker/Investor 8/12 1060 J.P. Morgan Entity Account Application J.P.Morgan E. Signature Al! authorized signers are required to sign below unless the entity's governing documents permit otherwise. Please note: any changes not initialed by you, or any information that remains missing on these forms will cause a delay in opening your account and may require us to send the application back to you. i=> DARREN K. INDYKE iDate Print Name ,216/170/3 JEFFREY E. EPSTEIN {Da Print Name Signature Date Print Name Signature Date Print Name J.P. Morgan Use Only Title SPN CAS 2 of 2 Banker/Investor 8/12 1.060 3.P. Morgan Entity Resolution Form J.P Morgan 7i5ag9.UI1 4.14fi/ke. EFTA01481142 , the Secretzry (or duly authorized officer) or SlarrliERN TRUST COMPANY, INC. the 'Entity") duly organized under the laws of ST T1-10MAS, V, I. hereby certify that the fellowing Is a true and complete Copy e resolutions adopted by the governing body of the Entity by written consent or at a meeting held on the lath day of NOVEMBER 20 11 , at whith a quorum Of the governing body was present and voting and that these resolutions have rut been rescinded or modihed and are now In full force and effect. Unless 3.P. Morgan is notified In writing, the authorities granted herein will supersede all prior authorities granted to authorized signers fur the Resolutions and Products (e.g., Banking, Custody, Investment Management, Brokerage, Credit] which you are currently selecting A. Authorized Signers in this space, please list, by names or titles, the persons authoriZed to sign, art, or delegate to others pursuant to the re -solutions indicated below (signers must be identified in each resolution as passed). Also, each Signer may act singly unless the box labeled "jointty" is checked which means that any two signers must act Jointly, except authorized persons shall always act singly for check signing and brokerage trading transactions. Print Narneflitie DARREN K. !NOVICE Mariner or gl SinglY Signing Li Jointly DOB: nn m Signature Specimen .,i Special Instructions 119, q5 d yvyy Print Name/roe JEFFREY E. EPVEIN Manner of El Singly Signing 0 Jointly Special Instructions 2400X4N, NI city of Birth 4A) 6Ctfoi_i , Phone DOB: lJJiE mm dd Signature Specimen I 91 sit, 3] 0 11 rin00 ig11 ne ure Name/Tide Specimen Manner ofalsi Singly Signing 0 Jointly Special Instructions DOB: Do. i rr im d d 1 1 1 EFTA01481143 YYYY City of Birth Phone Print Nameritie Mariner V r_j Singly Signing 0 Jointly Special Instructions 1 1. mrr ram d d Y Y Signature Specimen City of Birth Phone *A photocoPY of a current driver's license, passport or another government Issued ID and Social Security number are required for each signer listed above, Plea se check the line to the left of any one or more of the following resolutions which have been adopted. If the tine to the left of any particular lettered 5 ubdiv[51 DTI Is not checked, that resolution has not bean adopted. Chase Private Client may adorn Banking, CuatOdy, end Credit services through Chase Retail Financial Services. Chase Private Client brokerage accounts are with CISC. B. Banking and Custody x 1. RESOLVED, that the individuals identified above are authorized to enter into deposit and custody accounts with J.P. Morgan Chase Dank or a Morgan Affiliate (Individually or collectively, 'IP. Morgan') and any successors or assigns designating J.P. Morgan as a depoSitory of the funds and custedian of the securities of the Entity and to act on behalf of the Entity in all respects regarding the Entity's banking and custody accounts and related or linked credit products and any related pledges thereto with J.P. Morgan as they in their discretion determine. C. investment Management X 2. RESOLVED, dial the persons specified above are authorized, in the name and on behalf of the Entity to execute an investment management agreement designating IF. Morgan as the Entity's Investment manager, to deliver or modify any asset eifocation guideline, mandate, or other instruction, and to act on behalf of the Entity in all respects regarding the Entity's investrrant management accounts with IF. Morgan. IF. Morgan Use Only Title SPN CAS Page i. o12 Banker/investor 6/12 049 J.P. Morgan Entity Resolution Form J.P.Morgan D. Brokerage x 3. RESOLVED, that those persons Identified above are authorized in the name and on behalf of the Entity to execute a brokerage agreement with J.P. Morgan Securities LLC and any successors or assigns; to purchase on margin or otherwise and borrow (on a secured or unsecured basis) from, sell (including short sales in a margin account), and lend (on a secured or unsecured basis) to, and to otherwise enter into transactions of any kind with IP. Morgan with respect to any and all securities and financial instruments whatsoever in which J.P. Morgan may deal, broker or act as counterparty from time to time; to enter into any derivative EFTA01481144 transactions with respect to the foregoing, including over the counter equity derivatives and structured transactions (including, but not limited to options, swaps, collars, caps and floors); pledge any funds or instruments for the purposes of securing the Entity's obligations with respect to the foregoing to establish and operate one or more brokerage or other accounts in connection with foregoing activities and transactions; and, to act on behalf of the Entity in all respects regarding the Entity's brokerage accounts. E. Credit 4. RESOLVED, that the persons specified above are authorized in the name and on behalf of the Entity: to borrow from time to time from J.P. Morgan sums of money, for periods of time and upon terms as may to them In their discretion seem advisable; to execute notes or other obligations to evidence borrowings; to enter into agreements with respect to borrowings, to discount with Morgan any bills or notes receivable held by the Entity upon such terms as they may deem proper; to apply for and obtain letters of credit and to execute applications, agreements, trust receipts and all other documents in connection therewith; to execute and deliver, in their discretion, any guarantee, indemnity agreement or undertakings deemed necessary or advisable to carry out the purpose and intent of the foregoing resolutions; to pledge any of the assets or property of the Entity, for the purpose of securing any of the foregoing transactions or any transaction entered into by any other entity or personal and, to endorse securities and/or to issue appropriate powers of attorney, documents or assignments in furtherance thereof. F. General X 5. RESOLVED, that those individuals identified in above, acting in the manner specified therein, are authorized to delegate the authority granted under the foregoing resolutions to any other person by written appointment submitted to IF. Morgan and any such appointment shall remain in full force and effect until LP. Morgan shall receive written notice to the contrary from the Entity x 6. RESOLVED, that any transaction of the type authorized by the preceding resolutions which has been taken are hereby in all respects approved, confirmed and ratified; and x 7. RESOLVED, that any resolution certified to ) P. Morgan by the Secretary, or other duly appointed officer of the Entity shall remain in full force and effect until I.P. Morgan shall receive certification of a subsequent resolution amending, superseding or revoking it. x 8. RESOLVED, any persons authorized to act by the preceding resolutions may utilize the Web site provided by IF. Morgan (the "Site") via the Internet 24 hours a day, seven days a week to act in the manner indicated in this resolution provided the functionality Is available via the Site. Transactions requiring more than one signature to complete will not be available via the Site. Site usage by any Authorized Person is subject to the Web site agreements and disclosures available on the Web site, or via hard copy at your request. EFTA01481145 G. Certification of Incumbency (Partnerships should not complete) The following certificate of incumbency must be completed when the authorized signers are identified by title only. I also certify that the following are officers of the Entity elected or appointed until their successors are elected or appointed and that you shall be entitled to rely upon their continued incumbency and empowerment to act for the Entity until you have been furnished with a duly certified notice to the contrary: Print Name Print Title Print Name Print Title Print Name Print Title Print Name Print Title H. Signature (Partnership) Signatures of all general partners (type or print names next to signatures) Signature Print Name and Title • Date Signature Print Name and Title Date I. Signature (Entities other than Partnerships) IN)NITNESS OF WHICH! have set my hand as Secretary (or other duly authorized officer) of this Entity on this the:.' "•' = ;day of reDfdakj 20 )3 • Signature K.svd(ike, 5ecuM9 2ki.20/3 Print.Nerne,arid:Title Date LP, Morgan Use Only Title SPN CAS Page 2 of 2 Banker/Investor 6/12 049 Form W9 Request for Taxpayer Give Form to the (Rev. December 2011) identification Number and Certification requester. Do not Department of the Treasury send to the IRS. Inlernel Revenue Service Name (as shown on your Income tax return) . Business name/disregarded entity name. if different from above & triliZP-A) TPL(51_ (e)A1P/94/vy IA4 a c 1 Check appropriate box for federal tax clessilic at ion: III IndividuaVsole proprietor X C Corporation D S Corporation 0 p.t.mhip 0 Trust/estate g • 3 D Limited liability company. Enter the lax classification (C=C corporation. 5,5 corporation, P..partnership( IP 0 Exempt payee r: E I - 0 Other see instructions)" Addr number, strect inolcpt. 100 orpurto n.ctir) -too , e..) v _..) Requester's name and address (optional) City, state end ZIP ,ode -1' 1 aDots L.)5 VI 00b OR List account number(s) here (optional) Part I Taxpayer identification Number (TIN) • EFTA01481146 Enter your TIN in the appropriate box. The TIN provided must match the name given on the "Name line I Social security number T - -. to avoid backup withholding. For Individuals, this is your social security number (SSN). However, for a resident alien, sole proprietor, or disregarded entity, see the Part I Instructions on page 3. For other _ 111 entities. It is your employer identification number fElNi. If you do not have a number. see How to oat a I TIN on page 3. Note. If the account Is in more than one name, see the chart on page 4 for guidelines on whose number to enter. =I Certification Under penalties of perjury, [ certify that: Employer ideetracetlon number b 1. The number shown on this form is my correct taxpayer identification number (or I am waiting for a number lobe issued to me). and 2. I am not subject to backup withholding because: (a) I am exempt from backup withholding, or (b) I have riot been notified by the internal Revenue Service (IRS) that lam subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withholding, and 3. I am a U.S. citizen or other U.S. person (defined below). Certification instructions. You must cros t itern 2 above if you have been notified b the that you are currently subject to backup withholding because you have failed to report al rest an dividends on your tax r• • • ;a estate transactions. item 2 does not apply. For mortgage interest paid, acquisition or abs nment of sec ad prope •..eeseeei • debt, contributions to art Individual retirement arrangement (IRA), and nterest and dividdereverfnTh not required to slCerfelee certification, but you must provide your correct TIN. See the generally, payments other tha instructions on page 4 Sign here Signature of U.s. person lb. Ee not required to Big General Instructions Section references are to the Internal Revenue Code unless otherwise noted. Purpose of Form A person who is required to file art information return with the IRS must obtain your correct taxpayer Identification number (TIN) to report, for example, Income paid to you, real estate transactions, mortgage interest you paid, acquisition or abandonment of secured property, cancellation of debt, or contributions you made loan IRA Use Form W-9 only if you are a U.S. person (Including a resident alien), to provide your correct TIN to the person requesting it (the requester) and, when applicable, to: 1. Certify that the TIN you are giving Is correct (or you are waiting for a EFTA01481147 number to be issued), 2. Certify that you are not subject to backup withholding, or 3. Claim exemption from backup withholding if you are a U.S, exempt payee. if applicable, you are also certifying that ass U.S. person, your allocable share of any partnership income from a U.S. trade or business is not subject to the withholding tax on foreign partners' share of effectively connected income. Date ■ 0 Note. Its requester gives you a form other than Form W-9 to request your TIN, you must use the requester's form if II Is substantially similar to this Form W-9. Definition of a U.S. person. For federal tax purposes, you are considered a U.S. person if you are: • An individual who is a U.S. citizen or U.S. resident alien, • A partnership, corporation, company, or association created or organized in the United States or under the laws of the United States, • An estate (other than a foreign estate), or • A domestic dust as defined in Regulations section 301,7701-7) Special rules for partnerships. Partnerships that conduct a trade or business in the United States are generally required to pay a withholding (axon any foreign partners' share of Income from such business. Further, in certain cases where a Form W-9 has nal been received, a partnership is required to presume that a partner is a foreign person, and pay the withholding tax. Therefore, if you area U.S. person that is a partner in a partnership conducting a trade or business in the United States, provide Form W-9 to the partnership to establish your U.S. status and avoid withholding on your share of partnership income, Cat. No. 10231X Form W-9 (Rev. 12-2011) 3.P. Morgan Electronic Consent Form 3.P.Morgan A. Consent to Electronic Delivery of Communications — U.S. For the purpose of this Consent, "Communications" means both: (I) Investment Communications - All Investment material and documentation arid information including, but not limited to, prospectuses, preliminary prospectus, re -circulated preliminary prospectuses, free writing prospectuses, preliminary and final offering circulars/memoranda, other offering notices, and amendments and supplements to such documents, alternative investment documentation, documentation related to an IPO or other offering, subscription documents, capital calls, fact sheets, agreements, solicitations, pricing terms, notices, and other disclosures and any other Information whatsoever required or permitted to be sent in relation to any registered and unregistered investments or other investment matters; and (ii) Service Communications - Any notice or communication relating to any service offered by J.P. Morgan for which notices or communications are required or permitted to be delivered through electronic mail. "Electronic Delivery" of a Communication means delivery of the Communication (or of a notice that the Communications is available at a specified website) by electronic mail to the E -Mall Address you specify below. Any Communication sent to you by EFTA01481148 Electronic Delivery will be deemed to have been delivered to you for all purposes, unless we receive notice that such Communication was not delivered. Investment Risk: You agree that prior to making an investment decision you will read and understand all Communications for the applicable securities offering. You agree that if you choose to purchase the offered securities that you have a full understanding of all of the terms, conditions and risks included in all such Communications and assume those terms, conditions and risks. You acknowledge that investments in securities are subject to risk of loss Including the potential loss of some or all of your investment. If you have any questions concerning the terms and conditions of any offering or wish to obtain additional information relating to an investment, you will contact your J.P. Morgan Representative. System Requirements: If you have difficulty accessing any Communications delivered to you through Electronic Delivery, please contact your IP. Morgan Representative. Paper Copies: You may request courtesy paper copies of Communications be sent to you by regular mail at any time by contacting your IP. Morgan Representative. You acknowledge that any such request for printed copies of Communications does not itself constitute revocation of this Consent. Regulation S Offerings: Communications related to securities offerings pursuant to Regulation S of the Securities Act of 1933, as amended, must be delivered to clients outside the United States. You agree to open or access such Communications only outside the United States. Legal Terms; Duration of Consent; Revocation: This consent is subject to the General Terms for Accounts and Services and applicable Account Agreements. This consent, with amendments from time to time, will apply to any current and future account, product or service that we agree upon orally, electronically or otherwise. However, this Consent does not affect, and is not affected by, any other agreement or consent to electronic delivery of communications which you have agreed to (or may agree to in the future) with IP. Morgan, including consent to the electronic delivery of the type of communications which are the subject of this Consent This consent will be in effect for the delivery of ail future Communications unless revoked by us or by executing and sending a revocation letter to your IF. Morgan Representative. Any such revocation must be on an all -or -nothing basis. Please note that such withdrawal of consent may result in the termination or disallowance of certain accounts or services, or the termination or disallowance of certain offerings. B. E-mail Address for Electronic Delivery of Communications Please provide your E-mail Address below. The E-mail Address that you provide below will become the E -Mail Address which J.P. Morgan Private Bank will use to contact you regarding your accounts and services and to send you communications through electronic delivery, including but not limited to, the Communications set EFTA01481149 forth in this Consent. However, this Consent will not modify, terminate, or otherwise affect any other agreement, including without limitation any other Consent to Electronic Delivery, which you have entered into in the past or may enter into in the future. You may change your E -Mail Address in the future without executing a new Electronic Consent Form though any method which ).P. Morgan a p yes. Email-Address: 7 A _13.14 cf)ee jivoi i. cop, wyeaLeg @ &wagon It is your responsibility to notify your IP. Morgan Representative of any changes to your E-mail Address. You hereby waive all claims resulting from failure to receive Communications because of changes in your email address. C. Signature All Authorized Persons are required to sign below. By signing below, you consent to receive Communications through Electronic Delivery in lieu of printed Communications. You acknowledge haviesi ead the above informatiorLencetuartiliderstanding the Implications of this Consent. YaN,„,_tagx----02/b1d0/3 =:> SigkatliFe (Acticlettirder) Sighaturel•AccoUnthe DARREN K. INDYKE 1DaEe Print Name 02)6 PO /3 JEFFREY E. EPSTEIN ,D.ate Print Name J.P. Morgan Use Only Title SPN CAS 1 of 1 Banker/Investor 9/12 1.15356 J. P. Morgan Account Application Package for SOUTHERN TRUST COMPANY INC A. forntS to Complete Please add all missing 6'6n -salon to the foIlOwIng forms andlititiatany,chani6 you make. After you sTg these docurnentSy*etUrti their in the serf -addressed envelope provided or tothe contact listed RCSietion 0. IPMorgan Account Application Form JPMorgan Account Suitability Form JPMargan Account Over The Counter Derivatives Approval form )PMorgan Exchange Traded Options Agreement WMorgan Dodd Frank Regulated Derivatives 3PMorgan Standing Instructions (Cash Management) J.P.Morgan pate: )UNP 20, 201„3 B. Documents we need from you When you return the completed application, please include the most recent version of the following documents: C. Reference Documents Please read and keep these enclosed documents far your records: Fee Schedule(s) Depositing Securities & Cash into IPMorgan Account 71"Morgan Privacy Policy General Terms for Accounts and Services Occ Boaklet-CharacteristIcs & Risks of Standardized Options Occ Nov 2012 Supplement Risk Disclosure EFTA01481150 D. Contacts If you have any questions concerning this package, please call: Name: VALENCIA DOYLE Address: 395 NORT1-1 SERVICE RD City: MELVILLE State: NEW YORK Zip: 11747 Phone: 631-755-5082 Fax: 631-755-5077 E. Important information about procedures for opening a new account To help the government fight the funding of terrorism and money laundering activities, Federal law requires all financial institutions to obtain, verify and record information that identifies each person who opens an account. What this means for you: When you open an account, we will ask for your name, address, date of birth and tax identification number for u.S, persons or passport number, country of issuance and expiration date for non-U.S. persons. In order to demonstrate that we have confirmed your identity, we will ask for a copy of your driver's license or other identifying documents such as a passport, Military ID or other government issued document. The following notice is required by the Unlawful Internet Gambling Enforcement Act of 2006 and applies to all commercial clients. WMorgan Chase Bank, N,A, strictly prohibits the use of accounts to conduct transactions, including but not limited to the receipt of funds through electronic funds transfer, by check, draft, or any similar Instrument, that are related, directly or Indirectly, to unlawful Internet gambling. J.P. Morgan Use Only Title SPN CAS Banker/Investor 03/10 1.15952 IP. Morgan Account Suitability Supplement J. P Morgan A, Account Information (required for 3PMS Brokerage and Investment Management accounts) Title of Account: SOUTHERN TRUST COMPANY, INC Personal Accounts 0 Individual CI Joint (J7WROS/JAWROS for 'TX residents) 0 Community Property 0 Transfer on Death (T00) Primary Account Owner: 0WouRetqtri Number of Dependents Name of Employer Total Net Worth excl. Owner Annual Income ($) Liquid Net Worth ($) primary residence ($) Joint Account Owner: Annual Income ($) Entity Accounts El Corporation 0 Partnership 0 PIC/PHC (applicable to international entities only) 0 SOle Prlprietorship 0 Foundation 0 Endowment 0 Limited Liability Company 0 Limited Liability Partnership 0 Other Non Profit Annual Income (5)5,000,000 0 Tenants in Common °Tenants by the Entirety UTMA/UGMA 0 IRA Liquid Net Worth (5)25,000,000 Total Net Worth ($) 30,000,000 Trust/Estate Accounts 0 Trust 0 Estate 0 Endowment 0 Foundation 0 ERISA Plan 0 Other Charitable Trust 0 Other EFTA01481151 Trust/Estate Liquid Net Worth ($) Trust/Estate Total Net Worth ($) B. Affiliations (required for JPMS Brokerage and Investment Management accounts) Applicable to account owners or authorized signerS or trustees and executors. I, my spouse, or Immediate family member who receives material support from me or gives material support to me is, or has been, a director, corporate officer, control person, affiliate or an owner of 10% of a public corporation's stock: 0 Yes El No It yes, name of person Name of corporation If yes, Is the corporation traded publicly on a U.S. Stock exchange? 0 Yes 18) No I, my spouse, immediate family member who receives material support from me or gives material support to me, or an individual controlling the account is employed by or associated with an FCM, broker dealer, a futures or securities exchange, the NFA or FINRA, the CFTC, SEC or the MSRB: Dyes 21 No If yes,* name of employer Name of employee/assoc. Accountholder or immediate family member or another household member is an employee of a financial institution or insurance company: 0 Yes No If yes*, name of institution Name of employee/assoc. *If Yes, Broker -Dealer and FINRA member financial institutions must provide written permission on corporate letterhead to open a Brokerage, Margin, or Investment Management account. C. Brokerage Account Information (required for IPMS Brokerage accounts only) Investment Profile My objective for this account (check one): 0 Capital Preservation 0 Income Generation 21Capital Appreciation Speculative or aggressive investments that may mrierate higher returns but may be riskier than other investments because I may lose all or part of my investment (check one): 0 Are permitted in this account El Are not permitted in this account Primary source of income: IN Investments 0 Compensation 0 Pension 0 Other Please indicate the number of years of personal trading experience for the authorized party(s) on this account: Hedge Funds/ 10 1.0 10 Structured 10 in Emerging Markets 10 Private Stocks Bonds FX Products Options Placements 1° ..tiotrliirmodities es 10 rpiyAgl 10 I currently have brokerage accounts with the following firms: NO Approximate value of investable assets held away from the firm? $1,000,000 Those assets are invested in the following Asset Classes: 2Equities EFixed Income ea Cash NAlternative Investments 0 Other Most of those assets are invested in: El Equities El Fixed Income &Cash El Alternative Investments 0 Other Check only one selection for Investment Time Horizon, Primary Liquidity Needs, and Secondary Liquidity Needs Investment Time Horizon: 0 Less than 1 year 01-5 years 06-10 years g Greater EFTA01481152 than 10 years Primary Liquidity Needs: 0 Short Term 0 Medium Term IN Long Term 0 None Secondary Liquidity Needs: OShort Term 0 Medium Term Ig Long Term 0 None J.P. Morgan Use Only Page 1 of 2 SOUTHERN TRUST COMPANY, INC Title 239150 SPN NELSON 0 JUSTIN Banker/Investor 0222035463 CAS 3/13 1522 J.P. Morgan Account Suitability Supplement JP,Morgan C. Brokerage Account Information (cont.) Large Trader Identification Number' ("UM") LTID - If applicable, enter LTID number here: DET1000000000 *Large Trader definition Is explained in paragraph 16 of the Brokerage Account Agreement Custodian (if applicable) 0 WMorgan Chase', Bank, N.A. 0 Other (please specify) t • Margin Amount Requested? Options Trading (required for exchange traded options, over-the- counter traded options or structured products) g Yes 0 No El Yes (a Derivatives Approval form will be required) 0 No Personal Accounts Only Marital Status Of Prirnary Account Owner: 0 Married DSingle ODivorced 0 Widowed Spouse Inforrnation: Name Name of Employer Occupation/Position Annual Income ($) Non -Individual Accounts Only If applicable, enter Legal Entity Identifier here: sEalaZIEEDEDDLIDECIETEOREE D. Agreement I have read, understand and agree to this application and the General Terms for Accounts and Services and the Account Agreement (In each case, our "Agreement"). The Agreement, with amendments from time to time, generally will apply to any future account, product or service that we agree upon orally, electronically or otherwise, although certain accounts, products or services may require additional documentation. This Agreement (including this application) is a security agreement under Article 9 of the Uniform Commercial Code, as amended from time to time. I have read and consent to the terms of J.P. Morgan's Private Bank and Private Wealth Management Privacy Notice, including the manner in which my Information is received and used, and that upon opening an account with 3.P. Morgan's Private Bank or Private Wealth Management (together described as the "Private Banking BusinesS" In the Notice) my information will be used by one or more members of the Private Banking Business' family of companies (as listed in the Notice) in order to make available to me the products and services available through the Private Banking Business. E. Pre -dispute Arbitration (This app Ties to Margin and Efrokeragef but not Investment Management Accounts.) EFTA01481153 By signing below, I acknowledge agreement to arbitrate any controversies arising out of the Margin or Brokerage Agreements with 1.P. Morgan Securities LLC, in accordance with paragraph 11 of the Brokerage Agreement that I have received. Paragraph 11 is located in the Agreements for Accounts and Services Offered Through 3.P. Morgan Securities Lt.c and J.P. Morgan Entities which is contained within the Combined Terms and Conditions and within the International General Terms for Accounts and Services Accoult_Agr-Cements. F. Signature 7 -- All accounthoiders are re0ired to ' elow—Elee note: any changes not initialed by you, or any information that remains missing on tSese forms will adv in open n'syour account and may require us to send the application back to you. 1—> _ JEFFREY E. ESTEIN Signature (Accountholder) Date Print Name => Signature (Accountholder) Date Print Name J.P. Morgan Use Only Page 2 of 2 SOUTHERN TRUST COMPANY, INC Title 239150 SPN NELSON D JUSTIN Banker/Investor 0222035463 CAS 3/13 1522 Derivative and Foreign Exchange (FX)/Commodity Transactions Regulated by the Dodd -Frank Wall Street Reform and Consumer Protection Act (the "Dodd -Frank Act") J.PMorgan A. Agreement for All Transactions The following provisions apply to all clients who enter into (a) foreign exchange swaps or deliverable foreign exchange or commodity forwards (collectively, "Exempt Transactions") or (b) swaps (other than foreign exchange swaps but otherwise without regard to uaderlier), equity index derivatives, commodity derivatives, and foreign exchange transactions (other than Exempt Transactions) (collectively, "Derivatives") 1. If the Account is a joint account, the term 'client' shall refer to each joint accountholder. By signing below, eace joint accountholder is making the representations in Paragraph 3 separately from the other joint accountholder based on his, her, or its separate transactions and activities. 2. The client represents, warrants and certifies to J.P. Morgan on a continuing basis (which, for avoidance of doubt, includes each time that 1.P. Morgan executes or clears an Exempt Transaction or a Derivative) that he, she ,or It is an 'Eligible Contract Participant," as that term Is defined In the Commodity Exchange Act, by reason of the following (Check orie): The client is an individual acting for his or her own account with investable assets in excess of (I) 110,000,000; or (ii) $5,000,000 and who will be entering into such transactions in order to manage the risk associated with an asset owned or liability incurred, or reasonably likely to be owned or incurred, by the client. 'Investable assets'. may not always include securities of companies that are EFTA01481154 privately held and which are not publicly traded. If you are making this representation on the basis of your ownership of such securities, please contact 3.P. Morgan. The dent Is a corporation, partnership, proprietorship, organization, trust or other entity acting for Its own account that (I) has total assets exceeding $10,000,000; (ii) that does not have total assets exceeding 110,000,000 but its obligations under the subject transactions will be guaranteed or otherwise supported by a letter or credit, keepweil, support, or other agreement by an entity that is en eligible contract participant; or (ill) that (a) (1) has a net worth exceeding $1,000,000 and (2) will enter Into transactions le connection with the conduct of the entity's business, or to manage the risk associated with an asset or liability owned or incurred or reasonably likely to be owned or incurred by the entity in the conduct of the entity's business, or (b)(1) does not have a net worth exceeding $1,000,000; (2) will enter into transactions (other than security -based swaps, security -based swap agreements, or mixed swaps) in connection with the conduct of the entity's business or to manage the risk associated with an asset or liability owned or Incurred, or reasonably likely to be owned or incurred, by the entity in the conduct of the entity's business; and (3) all the owners of the entity are individuals with Investable assets in excess of 110,000,000 or entitles with total assets exceeding 110,000,000. n Other. Please coesult 3.P, Morgan concerning additional documentation that will be required. The client represents, warrants and certifies to 3.P. Morgan on a continuing basis (which, for avoidance of doubt, Includes each time that ).P. Morgan executes or clears an Exempt Transaction or a Derivative transaction) that: (a) In the preceding 12 months, the client has not executed Derivatives transactions in a gross notional amount greater than $8 billion, or, if the client has executed Derivatives transactions in such amount, the client does not (I) hold itself out as a dealer in Derivatives; (ii) make a market in Derivatives; (ill) regularly enter into Derivatives with counterparties as an ordinary course of business for it own account; or (iv) engage in activity causing it to be commonly known in the trade as a dealer or market maker in Derivatives. (b)(1) The client does not have express arrangements with Its Derivatives counterparties that permit it to maintain a total uncoliateralized exposure of more than $100 million to all such counterparties, and (II) the client does riot maintain notional Derivatives positions of more than $2 billion in any major category of Derivatives, or more than $4 billion In aggregate Derivatives. (c) The client IS not a commodity pool, an investment fund that relies on certain exemptions from registration under the U.S. Investment Company Act of 1940, or an employee benefit plan under the U.S. Employee Retirement Income Security Program, nor is the clierit primarily engaged in activities that are in the business EFTA01481155 of banking or that are financial in nature under U.S. banking laws. The client is unable to make one or more of the representations, warranties and certifications in this Paragraph 3. Such clients should consult J.P. Morgan about additional documentation that will be required. 1.P. Morgan Use Only 1 of S Title SPN CAS Banker/Investor 6/13 1072 Derivative and Foreign Exchange (FX) Commodity Transactions Regulated by the Dodd -Frank Wall Street Reform and Consumer Protection Act (the "Dodd -Frank Act") 3.P Morgan A, Agreement for All Transaction (cont.) 4. Special Entity Status (non -Individual accounts only) The client represents, warrants and certifies to 3.P. Morgan on a continuing basis (which, for avoidance of doubt, includes each time that 3.P. Morgan executes or clears an Exempt Transaction or a Derivative transaction) that it Is not considered a Special Entity for purposes of the Dodd -Frank Act. Prior to completing this Section 4, the client should perform approprate due diligence and, if necessary, consult with legal counsel, In regards to these representations, warranties and certifications. (a) The client is the following entity type (check one): ET A Special Entity, as defined below, FT A tax-exempt organization fling under Internal Revenue Code Section 501(c)- (3), which is not an endowment. Ire Neither a Special Entity nor a tax-exempt organization filing under Internal Revenue Code Section S01(c)(3). (b) Was the client created (check one): E. By a public official, entity, or authority through an action pursuant to such person's official capacity or directly or indirectly / through authority or direction of law (e.g, through legislation, regulation, court order, or other similar authority)? M By private individuals or entities, unrelated to a public official, entity, or authority? (c) Is any person responsible for or otherwise holding direct or indirect influence regarding the clients selection of J.P. Morgan to act as a Derivatives counterparty and/or to provide a Derivatives Account (including, but not limited to, the client's directors, management, investment managers, or other authorized persons or employees holding such responsibility or influence): FT A public official or public employee acting In his or her official capacity or directly or indirectly selected or appointed by one or more public officials In their official capacity or by individuals directly or indirectly selected or appointed by one or more public officials in their official capacity? 'INone of the client's employees or management or any other person holding direct or indirect influence over the client's : selection of ),P, Morgan in regards to any Derivatives services or accounts are subject to public integrity rules/codes of ethics or reporting requirements or selected or appointed by others subject to such EFTA01481156 rules. Speeial Entity is any of the following: - A Federal agency; - A State, State agency, city, county, municipality, other poiltscai subdivision of a state, or any Instrumentality, department, or a eorpnration of or established by a state or political Subdivision of a state; - An employee benefit Plan subject to Title I of the Employee Retirement income Security Act of 1974 (29 045,C. 1002); - An endowment, Including an endowment that IS an organization described in Section 50I(c)(3) of the Internal Revenue Code of 19E46 (26 U.S.C. S01(c)(3)); or - An employee benefit plan defined In Section 3 of the Employee Retirement Income Security Act of 1974 (29 U.S.C. 1002), not otherwise defined as a Special Entity, that elects to be a Special Entity by notifying a swap dealer or majoeswap participant of its election prior to entering Into a swap with the particular swap dealer or major swap participant. S. The representations, warranties and certffications contained in thrs Derivative and FX/Comrnodity Transactions Regulated by the Dodd - Frank Act agreement (this "Agreement") should be read with the 3PM August 2012 Bilateral OF Agreement, as amended, supplemented or replaced from time to time to reflect changes in applicable law, regulation and Industry standards. The client acknowledges and agrees that (I) the information set forth in this Agreement Is true and accurate as of the date of the execution and delivery of this Agreement; (ii) In the event of any material change to the information set forth in this Agreement, the client will contact 3.P. Morgan and update the Information in a timely manner; (Ili) the information set forth in this Agreement is, and shall be considered in all respects, Relevant Information as that term Is defined in the 3PM August 2012 Bilateral DF Agreement; and (Iv) IF. Morgan will rely on the information Set forth in this Agreement In evaluating whether to enter Into Derivatives with the client. Notwithstanding any provision set forth in the Cleared Trades Agreement or the ISDA Documentation (each defined below), any Information given hereunder which Is incorrect or misleading in any material respect or which is rendered incorrect or misleading by the failure of the client to update this Agreement on a timely basis may give rise to termination and/or reversal by the Bank of any Derivatives teansaction entered into in reliance on the representations, warranties and certifications contained in this Agreement. 6. Depending on the types of transactions done by the client, IF. Morgan may require the client to enter into one or more of the following additional agreements; the 3PM August 2012 Bilateral OF Agreement, the FIA-ISDA Clearec Derivatives Execution Agreement, the Client Agreement, the Cleared Derivatives Transaction Addendum, and any applicable schedules (the foregoing agreements shall be referred to collectively as the "Cleared Trades EFTA01481157 Agreement) and/or agreements promulgated by the Inter -national Swaps and Derivatives Association, Inc. ("ISDA"), as supplemented, modified and amended by the applicable counterparty from time to time (the foregoing ISDA agreements, related supplements, modifications and amendments plus the 3PM August 2012 Bilateral OF Agreement shall be referred to collectively as the 'ISDA Documentation"). The required agreements may change in the future to reflect changes in applicable law, regulation and Industry standards. Morgan Use Only 2 of 5 Title SPN CAS Banker/Investor 6/13 1072 Derivative and Foreign Exchange (FX) /Commodity Transactions Regulated by the Dodd -Frank Wall Street Reform and Consumer Protection Act (the "Dodd -Frank Act") 3.P.Morgan A, Agreement for All Transactions (cent.) 7. The client understands and agrees that all Exempt Transactions and Derivatives transactions will be effected In accordance with the internal rules and policies of J.P. Morgan, the applicable rules, regulations, customs and usages of any exchange, market, derivatives clearing organizatitr (DCO) or self -regulatory organization, and all applicable federal and state laws, rules and regulations, all of which are incorporated tly reference into every transaction to the extent applicable to such transaction. The Dodd -Frank Act requires reporting of all Exempt Derivatives transactions, which may include, without limitation, the disclosure of trade Information Including a party's identity (by l name, Legal Entity Identifier or otherwise) to a swap data repository and relevant regulators. In connection with any Derivative executed or cleared for or on behalf of such client on any swap execution facility (SEF) or DCO, the client consents to the jurisdiction of such SEF and/or DCO and agrees to provide such SEF or DCO, their agents, and their service providers, access to all books and records, staff and other information necessary for monitoring and enforcement of SEF or DCO rules. Client agrees to pay all settlement, clearing and related fees and charges imposed by IP. Morgan or any SEF or DCO utilized in connection with Derivatives transactions. DCOs require clients to have an external Identification number, known as a OTCC number, in order to facilitate clearing and reporting. If the client already has a DTCC number, enter the DTCC number here: F.:1;1F lithe client does not have a DTCC number, the client hereby authorizes IP. Morgan to obtain a DTCC number for the dient. 8. The Dodd -Frank Act requires an identification number, known as a Legal Entity Identifier (LEI), to be assigned to legal entities. This will allow regulatory bodies to globally monitor market activity and financial risk in connection with transactions in certain OTC derivative products. If applicable (non -individual accounts only), enter Legal Entity Identifier here: 17.Fil.Tff.!Ffc-ir;:tii.ETrii.F.TET1114.71'7,PFTFIT 9. In addition to any provision of the Cleared Trades Agreement or ISDA EFTA01481158 Documentation (as applicable) in respect of the manner of giving notices or other communications (collectivery 'Communications') relating to Exempt or Derivatives transactions, the client consents to receipt of Communications by means of electronic delivery in connection with all investments and Investment transactions in all Derivatives Accounts and brokerage accounts owned by the client at IP. Morgan. Electronic delivery will generally consist of (i) the posting of Communications to a website that 3.P. Morgan designates in an e-mail notice or otherwise designates in advance of such posting (a "Designated Websitel, which may be a third party website; and/or (ii) e-mail delivery of Communications to the client through the e-mail address below or, if the client previously authorized IF. Morgan to deliver Communications electronically, to the e- mail address given to J.P. Morgan for such delivery. J.P. Morgan may elect to follow the posting of Communications with a transmission of an e-mail or other notice to the client that such Communications have been posted to the Designated Website and are ready to be viewed. J.P. Morgan shall have the sole discretion as to whether to send a notice that a Communication has been posted to the Designated Website and some Communications may be posted without sending such notice. The client Is responsible for checking all relevant Designated Websites for Communications periodically, and agrees that the posting of a Communication on a Designated Website constitutes delivery of such Communications to the client, regardless of whether such Communication is actually opened or reviewed, and regardless of whether or riot a notice of the posting of the Communication is sent. Communications may be provided in an Adabes Acrobats Portable Document Format (PDF) file or a similar, com