EFTA01583312.pdf

Derivative and Foreign Exchange (FX) /Commodity Transactions J.P.Morgan Regulated by the Dodd-Frank Wall Street Reform and Consumer Protection Act (the "Dodd-Frank Act") B. Agreement for Derivatives (not applicable to Exempt Transactions) The following provisions apply only to clients who enter Into Derivatives 1. The client acknowledges and agrees that In order to enter Into Derivatives, a separate account ('Derivatives Account') will be opened and linked to the client's existing brokerage account. The Dodd-Frank Act requires certain Derivatives to be cleared. The Derivatives Account will be governed by (a) to the extent that the client enters Into cleared Derivatives, the Cleared Trades of a Agreement, and (b) to the extent that the client enters Into uncleared Derivatives, the 'ISDA Documentation.- In the event n (as conflict between the provisions of this Agreement and the provisions of the Cleared Trades Agreement or the ISDA Documentatio applicable), the provisions of the Cleared Trades Agreement or the ISDA Documentation shall prevail. The client's Derivatives Account will be for the purposes of (Ctieck.‘04): xi-Speculation f, Hedging Derivatives transactions In 2. The client acknowledges and agrees that collateral ('Margin") must be posted in connection with Agreement or ISDA Documentatio n, as applicable, as well as the policies of ).P. accordance with the provisions of the Cleared Trades transaction is cleared. Morgan and the rules, regulations, customs and usages of any exchange, market, or DCO where a Derivatives request. In the event that Initial Margin for uncleared trades may be held by an independent third-party custodian upon the client's be governed by agreements other than the client establishes a facility for the purpose of borrowing to provide Margin, such facility will or the ISDA Documentatio n. In calculating Margin required for cleared Derivatives transactions, such the Cleared Trades Agreement as allowed by the applicable DCO. Such netting will apply to trade and transactions will be netted as broadly and as frequently position reporting as well as to Margin calculations. and authority to utilize any manual or electronic 3. 3. P. Morgan Securities LLC (3PMS) is appointed as the client's agent, with full power use In the relevant market or markets for any execution, affirmation, confirmation, or delivery system for Derivatives in common JPMS determines to be appropriate under the drcumstances In its sole discretion. particular Derivative that Without limiting the foregoing: to take all necessary or desirable actions on the client's (a) 3PMS is appointed as the client's agent with full power and authority connection with executing transactions In Derivatives Including, behalf to select, utilize or terminate the use of any swap SEF In Cleared Trades Agreement as well as the following: but not limited to, such actions as are permitted or contemplated by the agreements or other documentatio n; placing orders; ping instructions and directions; establishing accounts; executing the client's transactions in Derivatives; and filing or causing to be flied such transmitting and receiving information relating to reports as are required by applicable law and regulation. all necessary or desirable actions on the client's (b) )PMS Is appointed as the client's agent with full power and authority to take or terminate the use of any DCO In connection with clearing transactions In Derivatives including, but not behalf to select, utilize or contemplated by the Cleared Trades Agreement as well as the following acts: establishing limited to, such acts es are permitted Margin; giving instructions and directions; documentatio n; delivering and receiving accounts; executing agreements or other in Derivatives; and Thing or causing to be filed such transmitting and receiving Information relating to the client's transactions however, that the client shall be required to Instruct 3PMS to reports as are required by applicable law and regulation, provided, absence of such Instruction, 3PMS shall not be required to submit such use a specific ow at the time of each trade, and in the trade for clearing. for the client at multiple DCOs. With respect to any The client understands and agrees that ilvhiS will establish clearing accounts cleared Derivative, the client has the sole right to select the specific DCO at which DerNatives will be cleared, and with respect to is not required by law to be cleared, the client has the right to elect to clear such Derivative Of accepted for any Derivative that clearing) and to select the DCO at which the Derivative will be cleared. The client wishes the account at each such DCO to enable transactions In the following VSO DEA F.!leY currencies (only the listed here are currently available (Check all that apply): providing clearing services In Note: Not all DCOs will be capable of transacting in all currencies and ).P. Morgan does not anticipate all currencies. Please contact your 3PMS representative if you have any questions. the client may have 4. Notwithstanding the foregoing, no provision of this Agreement shall constitute a waiver or limitation of any right financial institution. to execute Derivatives transactions at J.P. Morgan and then clear such Derivatives transactions at a different Check If applicable: flThe client intends to clear all Derivatives transactions outside of J.P. Morgan If the client checks this box, any provision of this Agreement governing the clearing of Derivatives transactions, including, without limitation, Subsection 3(b), wIll not be applicable to the client's Derivatives Account. Title SPN CAS J.P. Morgan Use Only 4 of 5 Banker/Investor 6/13 1072 Confidential Treatment Requested by JPMorgan Chase JPM-SDNY-00062959 EFTA01583312