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EFTA01295143.pdf
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Deutsche Bank
Private Wealth Management
For Bank Use Only
Account Number(s):
Certificate of Limited Liability Company Resolutions in favor of
Deutsche Bank Trust Company Americas
The undersigned (the "Undersigned") hereby certifies that:
1. (a) the Undersigned Is the duly appointed manager, member or officer duly authorized to (I) certify as to the Limited Liability
CompanNy rEeso5lu,ti onsu o-r cc-o nsents ("LLC Resolutions") of the memberls) (th e "Member(srl and (ii) to keep the records
of (the "Company"), a Limited Liability Companyduly
formed, in good standing, and existing under the laws of N y • and
(b) the following is a true copy of the LLC Resolutions of the Member/)s1. duly adopted in accordance with applicable law and goveming
formation documents with respect to the account type(s) Indicated below ("Account(s)");
0rtjaposit Account(*) O Investment Advisory Account(s) O Custody Accounths)
(please select all that apply):
O discretionary
O non-discretionary
`RESOLVED, that it is desirable and in the best interests of the Company, and the Company is authorized, to designate Deutsche Bank
Trust Company Americas (the "Bank") as depositary, custodian or Investment advisor, as applicable, for such property as designated by
the Company from time to time, and to open and maintain Account(s) with the Bank.
RESOLVED, that the Company be bound by the terms and conditions set forth in any agreement or contract governing Account(s) (the
"Account Agreement(s)") and any other document relating to products or services provided In connection with Account(s), as revised
and/or amended from time to time (collectively, the "Agreements").
RESOLVED, that the managers, members, officers, employees and/or agents of the Company (the "Authorized Signers)") whose
names, titles and signatures appear below, as amended from time to time by the Company, are hereby authorized and directed,
for and on behalf of the Company, to open, maintain, manage or close Accounds), to execute the Agreements, and to exercise and
direct the exercise of all duties, rights and powers, and to take all actions necessary or appropriate in connection with the opening,
maintenance, management or closing of Account(s) in the name of the Company, pursuant to the terms and conditions specified in the
Agreements, and any applicable laws, rules and regulations. The Bank is authorized to accept instructions from the Authorized Signer(si
in connection with Account(s), including, but not limited to, endorsements and deposits of negotiable instruments, checks or other
orders for the payment of money, and instructions to deposit, withdraw, transfer, deliver or assign assets In Account(s), sell any assets
in Account(s), including but not limited to assets listed as "held elsewhere," buy any assets for Account(s) and retain the services of an
advisor, including the Bank, consultant or broker/dealer to manage all or part of assets in Account(s), all on such terms as the Authorized
Signer(s) direct.
RESOLVED, that the Bank may conclusively assume that all actions taken and instructions given by each of the Authorized Signer(s)
have been property taken or given pursuant to authority vested in such Authorized Signer(s) and the Company shall indemnify and hold
the Bank harmless from all claims, liabilities, losses, costs, expenses (including attorneys' fees) rotated to or arising from any action or
inaction by any such Authorized Signer(s).
RESOLVED, that the omission from these LLC Resolutions of any document, arrangement or action to be taken in accordance with the
Account(s) or the Agreements shall in no manner derogate from the authority of the Authorized Signeffs) to take all actions necessary,
desirable, advisable or appropriate to consummate, effectuate or carry out the transactions contemplated by the foregoing Company
Resolutions.
RESOLVED, that all actions taken and expenses incurred heretofore by the Authorized SIgner(s) in connection with the Account(s) or
the Agreements are hereby ratified, approved and confirmed in all respects.
RESOLVED, that if indicated below, the Authorized Signer(s) Is/are authorized to delegate any and all of the powers enumerated in these
LLC Resolutions in connection with the Account(s) to such person(s) as the Authorized Signer(s) may elect. Such delegation shall be
made via the execution of the form of Appointment of Agent(s) annexed hereto as Exhibit A."
12-PWM-0180(03/17)
1 Ol0780.030612
SDNY_GM_00053865
IDENTIAL
CONFIDENTIAL — PURSUANT TO FED. R.CON(F DB-SONY-00 16689
EFTA 00164435
EFTA01295143
AUTHORIZED SIGNER(S):
If any Authorized Signer named below is an entity and not~a natural person, please attach an Authorized Signatory list.
/
t".
Print Nam Title Signature
Authorized (select one): r Individually O Jointly with
O Other
O Check only if the above Authorized Signer is authorized to grant powers enumerate"6d/ in ese LLC Resol ns to agents.
rry
&/k'-
Print ame Title tus;
erf:di vi du aII y
Authorized (select one): O Jointly with
O Other
O Check only if the above Authorized Signer is authorized to grant powers enumerated in these LLC Resolutions to agents.
Print Name Title Signature
Authorized (select one): O Individually O Jointly with
q Other
O Check only if the above Authorized Signer is authorized to grant powers enumerated In these LLC Resolutions to agents.
Print Name Title Signature
Authorized (select one): O Individually O Jointly with
O Other
q Check only if the above Authorized Signer is authorized to grant powers enumerated in these LLC Resolutions to agents.
2. The above LLC Resolutions are in full force and effect and have not been modified or amended since the date shown below.
3. The Bank may rely conclusively on the instructions of the Authorized Signer(s) in every respect unless or until the Bank receives written
notification of the revocation and has had reasonable time to act on such notice.
4. No one other than the Company has any interest In Account(s) opened and maintained in the name of the Company.
5. The titles and names of the Authorized Signer(s) appearing above, whose signatures appear above or on any attached signatory list. are
true, correct and genuine.
The authorities previously granted to any Authorized Signer not named herein are hereby revoked.
In witness whereof, on the` date shown below, I ...,..2.3,theert6cd my signapre.
/
Signature:
Print Name and Title: FP/ I V"
Date of this Certificate of LLC Resolutions:
iFa In dein - Nb docurnont is not veld It Ooto la WA blank)
••If the manager, member or other authorized officer is one of the Authorized Signers named above, this Certificate of LLC Resolutions
must be confirmed below by another manager, member or officer of the Company who is not designated an Authorized Signer
above unless the Authorized Signers are the only members of the Company.
Confirmation Signature:
Print Name and Tide:
2 (03/122)
12-PWM0-1010070 60.020 601
SDNY_GM_00053866
IDENTIAL
CONFIDENTIAL — PURSUANT TO FED. R.CON(F DB-SONY-00 16690
EFTA_D0I 64436
EFTA01295144