EFTA01584159.pdf

&Biagi( QIBLIST CERTIFICATION CERTIFICATE OF RULE 144A QUALIFIED INSTITUTIONAL BUYER AND SECTION 3(C)(7) QUALIFIED PURCHASER the undersigned certifies 1. In connection with a purchase or purchases of privately offered securities pursuant to Rule 144A under the Securities Act of 1933, the information contained that it is familiar with Rule 144A. agrees that persons selling securities to the undersigned in reliance upon Rule I44A may rely on in this ccnificate and represents and warrants than (i) It is a Qualified Institutional Buyer ('0111") las described in Annex A hereto) of the following type: Corporation !insert rape of inslituftrnt as II appears in bold in en/VT A hereto inuirance (onyx:ay. brve.srinenr adsiier. rte.)) ale (ii) as of eDeSAyeVer...20 IN (Insert a specific date on or after the last day of the undersigned's most recently ended fiscal year.). the undersigned owned or invested on a discretionary basis S aoo million (Invert a specific ;lunar atnoina.)of "eligible securities" (as set forth in Annex A): is a dealer registered under (iii) if the amount specified in clause (ii) above is less than 5100,000.000 but not less than SI0.000.000. the undersigned Section 15 of the Securities Exchange Act of 1934 (the "Exchange Act"): pursuant to Section 15 of the Exchange Act (iv) if n amount specified in clause (143b0VC is less than 510,000.000. the undersigned is a dealer registered acting in a riskiest pnncipal transaction on behalf of a QIB; securities (or accounts that (v) if the undersigned decides to purchase Rule I44A securities for the accounts of others, it will ally purchase Rule I44A independently qualify as Q1Bs as defined in Rule 144A: and (vi) the undersigned's current fiscal year ends on DeiLea.Cf.:3\-- or 3(c)(7)" attached hereto. For the II. The undersigned certifies that it has read Annex EVRestrictions on Sales of Book•Entry Securities Designated QM/QV undersigned is a "Qualified Purchaser" as defined in Sections 3(c)(2) and 2(aX5I) and the related rides of the Investment purposes of determining that the Company Act of 1940, :s amended. the undersigned represents and warrants that: (i) it is not a: eligible "securities" (excluding securities "dealer" described in (ii) of Antex,5 that owns and invests on a discretionary basis less than 525,000.000 in or constituting the whole or part of an unsold allotment to or subsenption as a participant in a public offering): such a plan, the investment decisions of "plan" described in (for (g) of Annex„..6 or a - trust fund" described in (h) of Annexa that holds assets for made by the licx-ficiaries of the plan solely by the fiduciary, mwiee or sponsor of the plan; which are and not 3(cX7) securities (or if it was formed for such purpose. (ii) the undersigned is not an entity that was formed for the specific purpose of investing in Section then each beneficial owner of its securities is a Qualified Purchaser): excepted from the Investment Company Act pursuant to Section (iii) if the undersigned was formed prior to April 30. 1996 and is an investment company 3(c)( 1) or Section 1.(cX7) thereof, then its treatment as a Qualified Purchaser has been consented to (in the manner required by Section 2(3)(51)(C) of the Investment Company Act and rules thereunder) by its beneficial owners who acquired their interests on or before April 30,1996: and and warranties in this Part II. If the undersigned (iv) Each of the sub-accounts listed and attached hereto can independently make the representations 3(c)(7) for the accounts of other,. it will tint), purchase (or accounts which can, and each such decides to purchase securities designated Q1B/QP or company may purchase for one or account will be deemed to, make the representations and warranties in Past 1(i) above and this Part 11. (An insurance regard to whether such separate account could independently make those representations and warranties.) more of its separate accounts without this certificate ceases to be true. III. The undersigned agrees to promptly advise you if any of the representations or warranties in an equivalent function, or other executive IV. The undersigned certifies that the undersigned is the institution's chief financial officer. a person fulfilling purchaser. If the institution is a member of a "family of investment companies". the certification must be submitted by an executive officer of officer or the such institution's investment advisor Institution Name Name Address, City, State, 6100 Red Hook Quaer rt -pp E B-3 Finanalm Trust Company Inc. St Thomas, 00802 Includes alTiliates and Name of Authorized Signatory wholly owned subsidiaries CI Jeffrey Epstein (check if applicable) title of AWhorlzed Signatory Telephone pit 5 i tic .44-- lEmail Address igmature of el nab jeevaco [email protected] (1 subsection's or mutual funds) to be This Certilleals-iSill be deemed valid for the Institution named above. If there are additional institutions (e.g. d ignatcrl as Qualified Institutional Buyers by this Certificate, please provide a list of such Institutions. 935 Confidential Treatment Requested by JPMorgan Chase JPM-SDNY-00064001 EFTA01584159