EFTA00078619¶
Representations and Agreement for Trustee Certification¶
Representation of a Trust Agreement in Effect¶
For trust accounts, each Trustee, certifies, represents and warrants that the trust to which this certification applies is in full force and effect and that the information you have supplied to UBS is true and accurate, as we rely on that information to service your accounts.¶
Unless we are updated subsequently by the trustees, UBS will rely on this certification, which includes the information you provide on the Signature Page, to service accounts you may open in the future for the same trust. By signing a UBS Trustee Certification and Agreement, you agree that:¶
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You have full power under the trust agreement and applicable law to submit valid orders and other instructions relative to the trust Account(s).
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Each trustee (or a corporate officer if the account is a corporate trust) executed the certification.
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You have received and read the “UBS Client Relationship Agreement” and the documents it references and agree to those terms and conditions for all accounts you open on behalf of the trust.
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The trust agreement authorizes you to make distributions and transfers from the trust.
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As Trustee(s), you have broad investment powers under the Trust and applicable law. You have noted any restrictions on your power as trustee(s) on the Signature Page for the first trust account you open, and agree that the powers and restrictions listed here and on the Signature Page are accurate and complete.
Trustee’s Ability to Bind the Trust¶
Unless you indicate otherwise on the Signature Page, you agree that any individual trustee may independently exercise any of the trust’s powers. This means that UBS is authorized to take instructions from and accept any document on behalf of the trust (including but not limited to agreements to arbitrate all disputes involving the trust account) signed by any one of the trustees. In some instances, however, we may require the joint action of all trustees for certain activities.¶
By signing a UBS Trustee Certification and Agreement, you agree that:¶
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Unless you have noted otherwise, you have the authority to pledge, mortgage, assign or subject to a security interest or lien in favor of UBS, any property of the trust as security for any liability of the trust.
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You have the authority to execute any and all relevant documents and bind the trust to any agreements entered into with respect to such activities.
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You understand that, if you have requested margin privileges on behalf of the trust, UBS holds securities in margin-eligible trust accounts as a lien against the amounts borrowed by the trust, and you agree to maintain sufficient collateral in the account to meet margin calls we might issue.
Trustee’s Acknowledgement¶
The “UBS Client Relationship Agreement” plus the additional information, terms and conditions, and disclosures pertaining to the accounts and services you have requested UBS to establish for the Trust govern the overall relationship between the Trust and UBS.¶
By signing a UBS Trustee Certification and Agreement, you agree that:¶
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UBS may assume without further inquiry and is not required to confirm your power and authority as trustee(s) or to verify instructions for the delivery of any money or property to you as trustee(s).
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UBS is not required to confirm that you are properly exercising your power and authority unless UBS has actual knowledge to the contrary.
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Liability and Indemnification¶
By signing a UBS Trustee Certification and Agreement, you agree that:¶
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UBS is acting in reliance on this certification and is not liable for any breach of fiduciary duty for account activities and transactions that are not specifically identified in this certification as a limitation on your authority to invest or act on behalf of the trust.
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UBS is not required to inquire whether any transaction represents a proper exercise of the trustees’ power or authority, unless it is demonstrated that UBS had actual knowledge that either the transaction’s proceeds were being improperly used for the trustees’ benefit or that the transaction exceeded or was in breach of the trustees’ powers or authorities.
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You fully indemnify UBS from all losses, liabilities, damages, claims, costs and expenses, including attorney fees resulting from UBS acting in reliance on this certification.
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As trustees, you are each jointly liable for performing your obligations under this certification and agreement
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Your obligations and this indemnification remain in effect if the trust is terminated or its accounts are transferred and shall bind all your successors and assigns.
Duty to Update¶
You agree to provide UBS an updated certification if there is any amendment to the trust, any change in the composition of the trustees, or any other event that materially alters the facts which you have certified and upon which we are relying to service the trust account(s).¶
If we are uncertain of the authority conferred by this certification, its continuing effectiveness, or any other certification of the trustees, we may refrain from taking any action with respect to the account(s) until we are satisfied as to the authority of the trustee(s). You agree to indemnify us from any claims, demands, expenses, losses or damages if we refrain from acting for these reasons.¶
Authority To Appoint/Hire Investment Advisor or Other Third Party¶
By signing a UBS Trustee Certification and Agreement, you agree that:¶
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Unless you have indicated otherwise on the Signature Page, you have the power under the trust agreement and applicable law to appoint or hire an investment advisor or other third party to manage and have discretion with respect to the trust’s assets and liabilities, including, the authority to execute a power of attorney or letter of authorization for that purpose. In the event that you appoint or hire an investment advisor or third party on behalf of the trust, you agree to provide additional documentation to UBS as we request.
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You have the authority to open the trust account(s), place assets in the trust account(s), make each and every representation and warranty set forth in this certification and agreement, engage in each of the actions on behalf of the trust set forth in this certification and agreement, and execute this certification and agreement.
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All investment advisors or other third parties you appoint or hire to manage and/or have discretion with respect to the trust’s assets and liabilities are bound by your acknowledgements, agreements, representations and warranties in this certification and agreement, and the obligations you have undertaken.
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EFTA00078621¶
Grantor Power to Amend and Revoke – Revocable Trusts Only¶
By signing a UBS Trustee Certification and Agreement, you agree that either:¶
You are the grantor of a revocable trust and you have full power and authority under the trust agreement and applicable law to freely amend and revoke the trust, OR¶
As a non-grantor trustee, you represent that the grantor has full power and authority under the trust agreement and applicable law to freely amend and revoke the trust.¶
Grantor Authorization for Credit Disclosure¶
By signing a UBS Trustee Certification and Agreement, each grantor agrees that:¶
You authorize UBS to obtain a credit report or other verbal or written credit references about your credit history or to verify or update credit information given to UBS.¶
Introduced Accounts¶
Accounts opened with UBS Financial Services Incorporated of Puerto Rico or any other broker-dealer under a clearing agreement with UBS Financial Services Inc. are “introduced” to UBS Financial Services Inc. and will be carried by UBS Financial Services Inc. in your name. Please refer to the section titled “Introduced Accounts” in the General Terms and Conditions for a description of the services provided by your introducing broker and by UBS Financial Services Inc.¶
Puerto Rico Residency Representation¶
If Puerto Rico investments are purchased and/or held in a UBS Financial Services Incorporated of Puerto Rico account, each account owner, or for an account of an entity, the authorized person(s), certifies the following:¶
You may hold or purchase certain investments in your Account, including, but not limited to, closed-end and open-end mutual funds, preferred stock and debt securities that are not registered under the U.S. Securities Act of 1933 or the U.S. Investment Company Act of 1940 and are exempt from registration under the U.S. Securities Act of 1933 and/or the U.S. Investment Company Act of 1940 (“Puerto Rico Investments”), based in part, on the requirement that they be offered or sold only to individuals who have their principal residence in Puerto Rico and to entities whose principal office and place of business are in Puerto Rico (“Puerto Rico Residents”), as disclosed in the respective prospectuses or offering materials. You are aware that certain Puerto Rico Investments may not be suitable to all investors as they may be designed primarily for long-term investors.¶
Accordingly, you hereby represent that:¶
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You have acquired or propose to acquire Puerto Rico Investments for your own Account and will be the beneficial owner of those assets.
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If you propose to acquire Puerto Rico Investments for the Account of a retirement plan that is the beneficial owner of the assets, you acknowledge that UBS may limit, in part or in total, the amount of any such purchase, whether or not the retirement plan is subject to ERISA.
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As of the date of this agreement, (i) you are an individual whose principal residence is in Puerto Rico, or (ii) if organized as a non-business trust, the trust has its principal office and principal place of business within Puerto Rico and the trustee and all beneficiaries of the trust are Puerto Rico Residents, or (iii) if organized as a trust, the trustee and all beneficiaries of the trust are Puerto Rico Residents, or (iv) if organized as a corporation, partnership or other form of business organization, the entity has its principal office and principal place of business within Puerto Rico and has not been organized for the purpose of acquiring Puerto Rico Investments.
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If you cease to be a Puerto Rico Resident, you will (i) notify us within 30 days of ceasing to be a Puerto Rico Resident, (ii) liquidate your holdings in any Puerto Rico Investment when such liquidation becomes economically feasible, and (iii) not acquire additional Puerto Rico Investments.
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EFTA00078622¶
- You acknowledge that if at the time of your acquisition of Puerto Rico Investments you are not a Puerto Rico Resident, UBS may declare such acquisition null and void.
Arbitration¶
This Agreement contains a predispute arbitration clause. By signing an arbitration agreement the parties agree as follows:¶
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All parties to this Agreement are giving up the right to sue each other in court, including the right to a trial by jury, except as provided by the rules of the arbitration forum in which a claim is filed.
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Arbitration awards are generally final and binding; a party’s ability to have a court reverse or modify an arbitration award is very limited.
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The ability of the parties to obtain documents, witness statements and other discovery is generally more limited in arbitration than in court proceedings.
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The arbitrators do not have to explain the reason(s) for 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.
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The panel of arbitrators will typically include a minority of arbitrators who were or are affiliated with the securities industry.
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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 arbitration may be brought in court.
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The rules of the arbitration forum in which the claim is filed, and any amendments to them, shall be incorporated into this Agreement.
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By opening an account at UBS, and by UBS Financial Services Inc. or UBS Financial Services Incorporated of Puerto Rico by accepting your application and carrying your account, you, UBS Financial Services Inc. and UBS Financial Service Incorporated of Puerto Rico agree as follows:
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We agree to resolve any controversy, claim or issue in any controversy that may arise by arbitration, whether it happen before or after, or at the time this Agreement was executed, including but not limited to controversies, claims or issues in any controversy concerning any account, transaction, dispute or the construction,
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Any arbitration under this Agreement shall be governed by the Federal Arbitration Act and shall be conducted before an arbitration panel convened by the Financial Industry Regulatory Authority (FINRA) or any other national securities exchange’s arbitration forum, upon which UBS Financial Services Inc. is legally required to arbitrate the controversy with you, including, where applicable, the Municipal Securities Rulemaking Board.
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Such arbitration shall be governed by the rules of the organization convening the panel.
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All parties to this Agreement agree that the arbitrators shall resolve any controversy in accordance with applicable law.
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The arbitrators will apply state and federal statutes of limitation the same as if the claim were brought as a civil action in court.
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The award of the arbitration panel is not subject to appeal and judgment upon the award may be entered in any court of competent jurisdiction.
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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 who is a member of a putative class who has not opted out of the class with respect to any claims encompassed by the putative class action until:
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the class certification is denied; or
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the class is decertified; or
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the customer is excluded from the class by the court. Such forbearance to enforce an agreement to arbitrate shall not constitute a waiver of any rights under this agreement except to the extent stated herein.
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You expressly agree that service of process in any action shall be sufficient if served by certified mail, return receipt requested, at your last address known to UBS.
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You expressly waive any defense to service of process as set forth above.
This Arbitration Agreement represents standard industry practice and binds you and us to arbitrate any disagreements that may arise between us.¶
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EFTA00078623¶
Signature Page¶
For Your Records¶
By signing below and depositing cash or securities in my accounts, I acknowledge that I have read, understand and agree with the enclosed UBS Client Relationship Agreement, as well as the terms, conditions and disclosures in the enclosed Agreements and Disclosures booklet.¶
Margin Agreement¶
I acknowledge that when I use margin privileges, UBS will hold the securities in my Account as collateral against the amounts I borrow. I agree to keep sufficient positions and margin in my Account to meet any margin calls UBS may be required to issue. By signing below, I agree that the Margin Agreement in my Client Relationship Agreement applies to all of my accounts, including any accounts that I may open in the future.¶
Note: UBS does not extend margin for certain types of accounts (e.g., IRA and ERISA Plan accounts, Coverdell Education Savings Accounts, 403(b)(7) Accounts, UGMA/UTMA, Estate or 529 Plan Accounts).¶
Likewise, I acknowledge and agree that certain securities in my account, including any account I may open in the future, may be loaned to UBS or to other persons or entities as described in the Margin Agreement.¶
Electronic Delivery Consent¶
As you requested, we have sent your agreements and disclosure booklet and other account-related documents electronically to gmax1@ellmax.com, which we consider to be the e-mail address of record for all owners of these accounts. The information is also available at www.ubs.com/accountdisclosures or by request to your Financial Advisor, Scott Stackman | Lyle Casriel at 1-212-821-7000.¶
W-9 Form Certification¶
Under penalties of perjury, I certify that: (1) the number shown on this form is my correct taxpayer identification number (or I am waiting for a number to be issued to me), and 2) I am not subject to backup withholding because: (a) I am exempt 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 result of a failure to report all interest and 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 in the instructions).¶
Certification Instruction: You must cross out item (2) above if you have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all interest and dividends on your tax return.¶
The Internal Revenue Service does not require your consent to any provision of this document other than the certifications required to avoid backup withholding.¶
Ghislaine Maxwell¶
For Accounts:¶
The Client Relationship Agreement contains a pre-dispute arbitration clause located in the final section under the title “Arbitration.”¶
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Enter your Tax ID Number:¶
Check here if you have been notified by the IRS that you are subject to backup withholding, and therefore have crossed out item (2) above.¶
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Ghislaine Maxwell¶
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Address of Record¶
Date¶
New York, NY 10065-7007¶
Email Address of Record¶
gmax1¶
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EFTA00078625¶
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