EFTA01392923.pdf

APPENDIX TO THIS ACCOUNT AGREEMENT: DISCLOSURES AND DEFINITIONS IMPO I 'SE I ia) d ENEMA DISCLOSURES 1. Confirmations. Confirmations of transactions, as well as other communications will be sent to the address Client has ' provided, or to such other address as Client may hereafter give to DBSI In writing, and all communications so sent, whether by mail, private carrier, facsimile, messenger, electronically, or otherwise, shall be deemed delivered to Client when sent. whether actually received or not. 2. Consent to Loan or Pledge of Securities and other Property. Within the limitations imposed by Applicable Law, all Securities and Other Property now or hereafter held, carried, or maintained by or in the possession of 0851 that have not been fully paid for may be lain to DBSI, to Pershing or to othorn, end mey be Wedged. ieoledged, hypothecated or rehypothecated without notice to Client, either separately or in common with other Securities and Other Property of DBSI's other Clients for any amount due in any account with DBSI in which Client has an interest, or for any greater amount, and DBSI may do so without retaining in its prissessien or control for delivery a like ernount of similar Securities and Other Property. Client understands that while securities held for Client's Account(s) are loaned out, Client will lose voting rights attendant to such securities. For additional terms net aptly to margin accounts only, see the Margin Addendum' Neither Pershing. nor DBSI, will Innd or pledge fully paid for securities without Client's written permission. 3. Corrected and Late Trade Reports. DBSI may receive late and/or erroneous trade reports from the marketplace where Client's order is executed. Any such reports may result in an adjustment to Client's outer or the information on a trade executioo reported to Client. 4. Effect of Attachment or Sequestration of Accounts. DBSI shall not be liable for refusing to obey any orders given by or for Client with respect to any Account which is or has been subject to en attachment or sequestration in any legal proceeding against Client and 0851 shad bo ender no oolidaenn to onntest the validity of any such rMachment er sequestration. 5. Foreign Securities. With respect to debt or equity securities of foreign issuers or debt or deposit instniments of foreign banks ("Foreign Securities'), Client acknowledges and understands that: (1) Foreign Securities are, in most cases, not registered with the Securities and Exchange Commission:dr listed on any U.S. securities exchange; (2) Foreign Securities, particularly those of issuers in the so-called "emerging markets" are often illiquid. are sometimes subject to legal and/or contractual transfer restrictions and it may be difficult or impossible to dispose of such Foreign Securities prior to the maturity thereof or to determine the market price thereof for valuation purposes; (3) Foreign Securities, end the issuer, guaientocs, or:ether obligors with respect thereto ("Foreign Issuers/Obligors") are subject toe variety of risks in addition to those typically faced in the case of L.S. securities and issuers, including, amens other things, currency risk, exchange controls, confiscatory taxation, withholding, limitations nn the rights of security holders, civil unrest. hyperinflation, discriminatory treatment of foreign investors. etc.; (4) there is often less information available regarding Foreign Issuers/Obligors. and such information may be more difficult to internret, then is the case with U.S. issuero whose securities are.subject to the periodic reporting requirements under U.S. securities laws; (5) there may be no effective means to determine if a Foreign Issuer/Obligor is in default of its obligations in respect of its debt securities or other financial obligations (and Client specifically ackhowfedges that Foreign Securities which Client purchases may be in default at the time of purchase); (8) Fenton Securities in question may be unrated; and (7) such Foreign Securities are not suitable for all investors. Client authorizes DBSI to purchase Foreign Securities (end, in the case of Foreign Securities denominated io foreign cutrenCies. the televeot foreign currencies) from or sell Foreign Securities (end foreign exchange) to an Affiliate of DBSI. In dealing with such Affiliates, such Affiliates may take and retain their normal commissions. spreads, or other fees without repaid to DBSI's relationship with Client. 6. Freeriding Prohibited (Not Applicable In Margin Accounts). Paying for tne purchase of securities in a cash account witn the proceeds of their subsequent sale, known as Intending. violates Regulation T of the federal Reserve Board, Is prohibited and may, among other things, result in Client's Account being restricted or closed. 7. Impartial Lottery Allocation System. When DBSI holds Securities and Other Property that are callable (all or in part) on Client's bonalf, Client will psrticipete in DBSI's impartiai iottery allocation system for the called Securities and Otter Property. 8. Non-Investment Adviser Capseity. Unless DB51 agrees otherwise in writing, (*Slit; not acting as en "investment adviser" (as such term is defined in the Investment Advisers Act of 1940, as amended) with respect to the Client's Account(s). 9. Non-United States Resident Additional Disclosure and Understanding. This disclosure applies to non-United States residents and non-United States domiciled sntities. Client'e Aocount is bassd in the linked States, and not in Client's country of residence. DBSI accounts, products and services may not have been registered, reviewed or approved by any governmental, banking or securities regulator in Client's country of residence or domicile. Not all of DB51 accounts, products, services or investments are available to residents M ell countnec. Many counhios have various tarns, rules eod regulatichs that may apply to opening and maintaining accounts, products or services outside Client's country of residence or domicile, including reporting and filing requirements and laws, rules and regulations regarding taxes, exchange or capital controls. Client is responsible for knowledge of and aoherenon to arty such laws, rules ano regulations end tenoning or filing requirements in Client's country or domicile of residence that might apply as a result of Client's Account with 08S1In the United States. These may include but are not limited to, tax, foreign exchange or capital controls, and reporting orfiling requirements that may apply es a tesult'of Client's countryof citizenship. aonficile or residence. Client currently complies and will continue to comply with any such laws, rules, regulations and reporting or filing requirements as required by Client's country of citizenship, residence or domicile. 10. Notices. Notices and other communications may also be provided to Client verbally. Such notices and other communications left for Client on Client's answering machine, voice mail, electronic mnit er otherwise, are considered to have been delivered to Client whether actually received or not. Transactions entered into Client's Account shall be confirmed by DIM in writing where requited by law or regolation. 0851 will not send separate coolirmatens for thn following transactions: (i) dividends of distributions credited or reinvested, or transactions effected pursuant to a Dividend Reinvestment Plan; (ii) shares of money market funds that era purchased or redeemed, or are pert of the Cash Sweep Options; or (iii) transactions effected pursuant to a periodic plan or en irWesbnein company plan. Client's periodic aperient statemoots wiii reflect these transactions. Notices concerning all matters related to Account(s) usually will go through 0851 although Pershing may send notices) directly to Client with a duplicate to DBSI should market conditions, time constraints, or other circumstances so regoire. 12 PM-0573 8 012145,011113 CONFIDENTIAL - PURSUANT TO FED. R. CRIM P 6(e) DEi-SDNY-0098238 CONFIDENTIAL SDNY_GM_00244422 EFTA01392923