EXHIBIT 3.3
COMMAND ACCOUNT-SM- PRUDENTIAL SECURITIES
MARGIN AGREEMENT PRUDENTIAL SECURITIES INCORPORATED, A
SUBSIDIARY OF THE PRUDENTIAL INSURANCE
COMPANY OF AMERICA, NEWARK, NEW JERSEY
1. COMMAND ACCOUNT. I/we ("Client") hereby requests that Prudential
Securities Incorporated ("PSI") accept a Prudential Securities COMMAND Account
("COMMAND Account") application in Client's name as appears below. This
Agreement sets forth the terms and conditions that govern the COMMAND Account to
be provided to the Client, and in consideration of PSI accepting such COMMAND
Account, Client hereby agrees to abide by all such terms and conditions, as of
the date of execution.
For Tenancy by the Entirety Accounts, Clients specifically authorize each
other to use the COMMAND Account to buy and sell securities, write checks and
use the Card or otherwise use the assets of the COMMAND Account without the
prior approval of the other.
Client understands that a COMMAND Account consists of a PSI margin account
(the "Securities Account") which is linked to a choice of either an investment
fund ("COMMAND Fund") or to the COMMAND Insured Income Account-SM- ("CMIIA"),
plus a Visa-Registered Trademark- Gold Account ("Visa Account") provided by The
Prudential Bank and Trust Company ("PB&T"), with which PSI maintains and
agreement. Under the terms of the Agreement between PB&T and PSI, the Visa
Account may be opened, and one or more Visa Gold Cards (the "Card") may be
issued and checks provided ("Checks") for use in the COMMAND Account. Before
any COMMAND Account is provided by PSI, PB&T must specifically accept this
Agreement.
Client understands that PSI will charge the Client an annual fee for
services provided hereunder by debiting the Client's COMMAND Account. Such fee
is paid in advance and set forth in the COMMAND Program Description, the receipt
of which Client hereby acknowledges. Client will be informed of any fee changes
in advance. Should Client's COMMAND Account be terminated for any reason,
Client will not receive a refund of any portion of that annual fee. Client
understands that by choosing COMMAND Essentials-SM-, Client will not receive the
features referenced in Section 3, below. The features of COMMAND Essentials can
be found in the COMMAND Program Description.
PSI Investment advisory clients that participate in a PSI sponsored managed
account program ("Advisory clients") and PSI Employee Benefit Plan clients on
whose behalf PSI files Form 1099-R with the Internal Revenue Service, are
restricted to COMMAND Essentials. These clients should discuss their choice of
an investment fund with their Financial Advisor in order to determine which fund
is the most appropriate given their investment objectives.
2. THE SECURITIES ACCOUNT. Client may use Client's Securities Account to
purchase and sell securities, including options, on margin or otherwise.
Concurrent with the opening of Client's COMMAND Account, Client will choose one
of the COMMAND Funds ("Primary Fund") or CMIIA as Client's Primary Investment
Vehicle. Free credit cash balances in Client's Securities Account (that is, any
cash that may be transferred out of the Securities Account without giving rise
to interest charges) of $1 or more will be automatically invested or deposited,
on a daily basis, in the Primary Investment Vehicle by means of a purchase order
submitted to the Primary Fund or a deposit into CMIIA by PSI, in accordance with
the terms of the Primary Fund's prospectus or the CMIIA Client Information
Notice. In addition, Client may make manual purchases of shares of another
COMMAND Fund ("Secondary Fund") or manual deposits into CMIIA as a Secondary
Investment Vehicle. The purchase price for shares of the COMMAND Funds will be
the net asset value per share next determined after receipt by a COMMAND Fund of
a purchase order. Ordinarily, a
purchase order or deposit will not be entered until free credit cash balances
or cash in the form of Federal Funds becomes available to PSI. However, in
certain situations, PSI may, without charge, advance Federal Funds to the
COMMAND Funds or CMIIA on Client's behalf to enable Client to purchase
COMMAND Fund shares and earn COMMAND Fund dividends or earn CMIIA interest
prior to final collection of checks deposited to Client's Securities Account.
It is understood, therefore, that PSI may reasonably withhold access to the
redemption proceeds of COMMAND Fund shares purchased with, or CMIIA balances
resulting from, funds so advanced until PSI is satisfied that any and all
checks deposited to Client's Securities Account have been collected.
It is anticipated that the COMMAND Funds will declare dividends daily, as
earned, on shares of a COMMAND Fund and will reinvest daily any such dividends
in COMMAND Fund shares. Client understands that an investment in shares of the
COMMAND Funds is not equivalent to a bank deposit. As with any investment in
securities, the value of Client's investment may fluctuate. The shares of
beneficial interest of the COMMAND Funds are maintained on the register of the
COMMAND Fund. Certificates are not physically issued. Securities in Client's
Account are protected by the Securities Investor Protection Corporation and
additional similar protection is provided through insurance purchased by PSI.
CMIIA balances and interest are insured through the depository institution's
Federal Deposit Insurance Corporation coverage.
Shares and cash comprising Client's Primary Investment Vehicle will be
redeemed (at net asset value) or withdrawn, automatically, to satisfy debit
balances in Client's Securities Account. Next, shares and cash comprising
Client's Secondary Investment Vehicle will be redeemed (at net asset value) or
withdrawn, automatically, to satisfy debit balances in Client's Securities
Account. Thereafter, Client's shares in other money market funds managed by
Prudential Mutual Fund Management, Inc. ("Prudential Money Funds") or balances
in other insured income accounts will be redeemed at their net asset value or
withdrawn, automatically, to satisfy debit balances in Client's Securities
Account. If Client is eligible and elects the Monthly Automatic Payout feature,
and/or the Cash Transfer Service feature, then the liquidation sequence set
forth below in Section 3 will be applicable. No fee, commission or other charge
will be made with respect to the purchase or redemption of COMMAND Fund or
Prudential Money Fund shares or deposit to and withdrawal from CMIIA or other
insured income accounts. Affiliates of PSI receive fees in connection with the
operation of the COMMAND Funds. Administration, distribution and advisory fees
will be paid by the COMMAND Funds as set forth in the COMMAND Funds'
prospectuses. Client acknowledges receipt of the COMMAND Funds' prospectuses,
which more fully describe the COMMAND Funds and the COMMAND Program Description,
which describes the CMIIA.
3. THE PRUDENTIAL BANK AND TRUST COMPANY VISA ACCOUNT. Client hereby applies
to The Prudential Bank and Trust Company ("PB&T") for a Visa Gold Account ("Visa
Account") and requests that checks ("Checks") be provided and, if applicable,
that one or more Visa Gold Cards ("Card") be issued for use with Client's Visa
Account. If a Card is issued. Client requests that a Personal Identification
Number ("PIN") be issued as well so that Client may access Client's COMMAND
Account through the Visa Automated Teller Machine ("ATM") Network. Client
understands that Client's application for a Visa Account is accepted by PB&T
when a Card and PIN are issued by Client or Checks are provided, and is subject
to applicable rules and regulations of Visa USA Inc. and Visa International.
Client agrees that by signing, using, or permitting another to use the Checks,
Card or PIN, Client will be bound by the following terms and conditions. The
Card remains the property of PB&T and may be cancelled by PB&T at any time
without prior notice. Client will surrender any unused Checks and Card(s) and
discontinue utilization of Client's Visa Account immediately upon request of
PB&T or PSI. Client understands that PB&T will open Client's Visa Account in
the name supplied to it by PSI, that information concerning transactions in
Client's Visa Account or the status of such account will be furnished to Client
by PSI, and that billing error disputes or inquiries are to be directed to PB&T
through PSI. Client also understands that Client's Card transaction receipts
will not be returned to Client. Client may write Checks on the Visa Account
with PB&T. The Visa Card may be used by Client to make purchases of merchandise
and services, to obtain
cash advances (which a bank may limit to $5,000 or less per account per day),
and to obtain cash through the Visa ATM Network (which is limited to 5
withdrawals per day and a maximum total withdrawal of $1,000 per day; some
institutions may have a lower limit). The aggregate amount available for
such purposes (the "Authorization Limit") will be the total of (i) the
uninvested free credit cash balance, if any, in the Securities Account
pending investment in shares of the Primary Fund or deposit into CMIIA; (ii)
the net asset value of Client's shares in the Primary Fund and Secondary
Fund, the balance in CMIIA, the net asset value of Client's shares in
Prudential Money Funds and balances in other insured income accounts, if any;
and (iii) where applicable, the available margin loan value of any securities
in Client's Securities Account. All Visa Account transactions within
Client's Authorization Limit will be paid to PB&T by PSI from and through
Client's Securities Account, as provided by this Agreement and hereby
authorized by Client. Since the amount so available is dependent upon the
status of clearance of checks deposited by Client to the Securities Account
as well as securities prices and the status of transactions in the Securities
Account and the Visa Account, it will fluctuate from day to day.
Whenever Client uses the Card to pay for merchandise or services, or to
obtain a cash advance, Client will be required to sign a transaction draft as
evidence of the transaction, which will be forwarded through card processing
systems to PB&T for payment. In addition, each time Client writes a Check
against the Visa Account, the Check will be forwarded to PB&T for payment. PB&T
will notify PSI daily as to the amount of all Card purchases, cash advances and
Check usage in Client's Visa Account received and paid by PB&T, and PSI will
promptly make payment to PB&T on Client's behalf for all Card purchases, cash
advance and Check usage posted to Client's Visa Account. However, PSI will not
debit Client's Securities Account until the twenty-fifth day of each month or
the prior business day if the twenty-fifth falls on a weekend or holiday for all
Card purchases. Client understands that Client's Authorization Limit is
instantaneously reduced (by the amount of all Card purchases, cash advance and
Check usage) at the time PB&T is notified of any such use of the Card. However,
shares in the COMMAND Funds, balances in CMIIA, shares in Prudential Money Funds
or balances in other insured income accounts are not redeemed or withdrawn until
PSI is notified of the Check or cash advance charge or until the monthly debit
to Client's Securities Account for Card purchases is made. PSI will make
payment to PB&T to the extent that sufficient funds may be provided first, from
the free credit cash balance, if any, held in the Securities Account; and
second, from the proceeds of redemption of Client's shares in the COMMAND Funds,
or withdrawal of balance in CMIIA, or from the proceeds of redemption of
Client's shares in the Prudential Money Funds or withdrawal of balances in other
insured income accounts; and third, if applicable, should such sources prove
insufficient, from margin loans made by PSI for Client's Securities Account
within the available margin loan value of the securities in the account. If PSI
does advance such monies, such amount will be a loan by PSI to Client and will
be secured by securities in any PSI Account in which Client may have an
interest. If PSI extends credit to Client, interest will be charged from the
day it makes payment to PB&T on Client's behalf at the same rate PSI generally
charges for margin loans. Client acknowledges receipt of PSI's standard written
statement of margin interest charges and other terms and conditions for margin
accounts. Should these sources prove to be insufficient to satisfy all charges
owing in the Visa Account, PB&T may advance the balance of funds and will charge
interest at a rate to be determined from time to time by PB&T for the time such
Visa Account is overdrawn. Any such amount, including interest, will be due and
payable by Client to PB&T immediately.
Pending delayed debiting of Card purchases, Client may continue to trade
securities in Client's Securities Account. However, Client may not dispose of
assets in Client's COMMAND Account or any other account Client may have with PSI
if such disposal will negatively affect Client's obligation to pay PSI for Card
purchases.
4. DISCLAIMER. Client understands that if Client is eligible and elects to
receive a Card, Client will be provided with services and benefits outlined in
the COMMAND Program Description furnished to Client (the "COMMAND Card
Services"). Client acknowledges and agrees that these COMMAND Card Services
are provided by Visa USA's third-party providers, by United Bank Club
Association, Inc.'s ("UBCA") third-party providers, or other service
providers, over which PSI has no responsibility or control. Therefore, PSI
expressly disclaims liability, and Client agrees that PSI shall have no
liability, for any acts, omissions, claims, costs, losses, or damages arising
from or relating to use by Client of the COMMAND Card Services or Visa USA's
and UBCA's agents, employees and third-party providers or other service
providers. In addition, Client understands that Client is responsible for
the cost of certain COMMAND Card Services including, medical, legal,
transportation or other travel assistance services or goods provided.
5. LIABILITY. Client acknowledges that the Checks and/or Card(s) or PIN
issued pursuant to this Agreement are for Client's exclusive possession and
accordingly agrees to use reasonable care to safeguard them and limit access to
them. Neither Client nor any person authorized to act on Client's behalf will
incur any charge by use of the Checks and/or Card(s) or PIN in excess of the
Authorization Limit. Client agrees to assume liability for all transactions
made by Client, or by any authorized person, through the use of the Checks
and/or Card(s) or PIN in connection with Client's Visa Account. Client also
agrees to pay the reasonable costs and expenses of collection of any unpaid
balance due on Client's COMMAND Account, including, but not limited to,
attorneys' fees involved in such collection, to the extent provided by law.
It is understood that, in the event of any unauthorized use of Client's
Checks in connection with Client's Account, Client's Account will not be
credited with interest on these misused funds for the period prior to
reimbursement of these funds to PSI by PB&T.
6. PERIODIC REPORTS AND STATEMENTS. Client understands that each month client
will receive and review a transaction statement from PSI, which will detail: all
purchases and cash advances that were made with the Card; Checks drawn against
Client's Visa Account, electronic funds transfers; securities bought or sold in
Client's Securities Account, whether on margin or on a fully paid basis; margin
interest charges, if any; the number of shares of the COMMAND Funds that were
purchased or redeemed for Client; and deposits to and withdrawals from CMIIA.
The amount of the annual fee that PSI charges for making the COMMAND Account
available and any additional fees with respect to the operation of Client's
Account will be indicated on the statement. Client authorizes PSI to act on
Client's behalf to accept reorders for Checks and requests to stop payment on
Checks, for which fees will be charged to Client's COMMAND Account. Fees may
also be charged for Checks processed, as indicated in the prospectuses, and such
fees will be indicated on the statement.
If there is no transaction activity in Client's COMMAND Account, PSI
reserves the right to send only quarterly transaction statements.
PSI will not send out confirmations following purchases and redemptions of
shares in the COMMAND Funds or receipts following deposits in or withdrawals
from CMIIA. The statement, however, will describe all such transactions which
took place during the preceding month.
Client agrees to pay interest and service charges upon Client's accounts
monthly at the prevailing rate as determined by PSI. Client understands that
Client must carefully review the statements promptly after receipt and notify
PSI of any errors in writing addressed to the Branch Manager of the Branch
Office servicing Client's COMMAND Account within ten days after transmittal by
PSI of the statement or such statements shall be deemed conclusive.
7. TERMINATION OF COMMAND ACCOUNT. Client may terminate Client's COMMAND
Account, including the Securities and VISA Account, by notice at any time.
Client will remain responsible for any charges to Client's Securities Account or
Visa Account whether arising before or after termination. Client understands
that PSI may by notice terminate Client's COMMAND Account, including the
Securities and Visa Accounts, at any time at its discretion, including for
reasons of Client's insolvency or any breach or default of this Agreement by
Client. If Client's COMMAND Account is terminated either by Client or PSI,
Client will promptly return all unused Checks and Card(s) to PSI. Failure to
return such Checks and Card(s) to PSI may result in a delay in complying with
Client's instructions as to the disposition of assets in
Client's COMMAND Account. Client also understands that upon termination of
Client's COMMAND Account, all pending Card purchases will be paid for by
automatic debit of Client's COMMAND Account on the next business day, and any
other Card usage or Checks presented for payment will be automatically paid
from Client's COMMAND Account upon receipt by PSI. If Client's COMMAND
Account is terminated, PSI may, and is hereby authorized to, redeem all
shares of the COMMAND Funds owned by Client in Client's COMMAND Account and
to withdraw any balance in CMIIA. Client agrees to pay PSI the reasonable
costs and expenses of collection, including but not limited to attorneys'
fees, for any debit balance in Client's Securities Account.
8. MARGIN MAINTENANCE/LIQUIDATION. Client will maintain such margins, in
Client's margin account, if applicable, as PSI may in its discretion require
from time to time and will pay on demand any debit balance owing with respect to
any of Client's accounts. Whenever in PSI's discretion it may deem it desirable
for its protection (and without the necessity of a margin call), including but
not limited to an instance where a petition in bankruptcy or for the appointment
of a receiver is filed by or against Client, or an attachment is levied against
any of Client's accounts, or in the event of notice of Client's death or
incapacity, or in compliance with the orders of any Exchange, PSI may, without
prior demand, tender, and without any notice of the time or place of sale, all
of which are expressly waived, sell any or all securities, or commodities or
contracts relating thereto of which Client's Securities Account or any other PSI
account may be short, in order to close out in whole or in part any commitment
on Client's behalf, and PSI may place stop orders with respect to such
securities or commodities. Such sale or purchase may be made at PSI's discretion
on any Exchange or other market where such business is then transacted, or at
public auction or private sale with or without advertising. Neither any
demands, calls, tenders or notices which PSI may make or give any one or more
instances nor any prior course of conduct or dealings between the parties, shall
invalidate the aforesaid waivers on Client's part. PSI shall have the right to
purchase for PSI's own account any or all of the aforesaid property at any such
sale, discharged of any right to redemption, which is hereby waived.
All transactions in any of Client's accounts are to be paid for or required
margin deposited no later than 2:00 p.m. (ET) on the settlement date or at such
earlier time as PSI shall require.
9. SHORT SALES/DELIVERIES. Client agrees that in giving orders to sell, all
"short" sale orders will be designated as "short" by Client and all "long" sale
orders will be designated as "long" by Client, and that the designation of a
sell order as "long" is a representation on Client's part that Client owns the
security and, if the security is not in PSI's possession, that it is not then
possible to deliver the security to PSI forthwith, and Client will deliver it on
or before the settlement date.
10. SECURITY INTEREST/HYPOTHECATION (PLEDGE). Any and all credit balances,
monies, securities, commodities or contracts relating thereto, and all other
property of whatsoever kind, including but not limited to, property belonging to
Client, owed to Client, or in which Client may have an interest, held by PSI or
carried for Client's accounts ("Client Property"), shall be subject to a general
lien for the discharge of Client's obligations to PSI (including unmatured and
contingent obligations) however arising and without regard to whether or not PSI
has made advances with respect to such property. The Client Property without
notice to Client may be carried in PSI's general loans and all securities may be
pledged, repledged, hypothecated or re-hypothecated, separately or in common
with other securities or any other property, for the sum due to PSI thereon or
for a greater sum and without retaining in Client's possession and control for
delivery a like amount of similar securities or other property. At any time and
from time to time PSI may, in its discretion, without notice to Client, apply
and/or transfer the Client Property, freely interchangeable between any accounts
or in any account in which Client may have an interest. PSI is specifically
authorized to transfer to Client's cash account on the settlement day following
a purchase made in that account, excess funds available in any of Client's other
accounts, including but not limited to any free balances in any margin account
or in any non-regulated commodities account sufficient to make full payment of
this cash purchase.
Client agrees that any debit occurring in Client's Account or in any account
in which Client may have an interest may be transferred by PSI at its option
to Client's margin-account. In return for PSI's extension or maintenance of
credit in connection with Client's account, Client acknowledges that PSI and
any succeeding firm are hereby authorized from time to time to lend
separately or together with the property of others, either to PSI or to
others, any property, together with any attendant rights of ownership which
PSI may be carrying for Client on margin. In connection with such loans, PSI
may receive and retain certain benefits to which Client is entitled. In
certain circumstances, such loan may limit, in whole or in part, Client's
ability to exercise voting rights of the securities lent. This authorization
shall apply to all accounts carried by PSI for Client and shall remain in
full force until written notice is received by PSI at PSI's principal office
in New York.
By signing this agreement, Client acknowledges that Client's securities may
be loaned to PSI or loaned out to others. By signing this agreement, Client
further acknowledges that Client has received a copy of this agreement.
11. APPLICABLE RULES AND REGULATIONS. The COMMAND Account will be maintained
pursuant to all applicable Federal and State laws, including the rules and
regulations of the Securities and Exchange Commission, the Board of Governors of
the Federal Reserve System, the New York Stock Exchange, Inc. and the National
Association of Securities Dealers, Inc., as well as to the policies of PSI. All
transactions for Client's COMMAND Account will be subject to the constitution,
rules, regulations, customs and usages, as the same may be constituted from time
to time, of the Exchange or market (and its clearing house, if any) where
executed. No waiver of any provision of this Agreement shall be deemed a waiver
of any other provision, nor a continuing waiver of the provision or provisions
so waived.
If any provision hereof is or at any time should become inconsistent with
any present or future law, rule or regulation of any securities or commodities
exchange or any sovereign government or a regulatory body thereof and if any of
these bodies have jurisdiction over the subject matter of this Agreement, said
provision shall be deemed to be superseded or modified to conform to such law,
rule or regulation, but in all other respects this Agreement shall continue and
remain in full force and effect.
12. COMMUNICATIONS. All notices and other communications pursuant to this
Agreement, including reports, statements and margin calls, may be sent to Client
at Client's address last given to PSI, or at such other address as Client may
hereafter give PSI in writing, or to PSI, at its Branch Office servicing
Client's Account.
All notices and other communicated shall be deemed given, if by personal
delivery or facsimile transmission, on the date of such delivery of, if by mail,
on the date of postmark when deposited, prepaid, in a US Post Office Box.
13. REPRESENTATIONS. Client is of full age and represents that Client is not
an employee of any Exchange or of a Member Firm of any Exchange or the NASD, or
of a bank, trust company, or insurance company, and that Client will promptly
notify PSI in writing if Client becomes so employed.
14. ACTS OF GOD. Client understands that PSI will not be liable for loss
caused directly or indirectly by government restrictions, exchange or market
rulings, suspension of trading, war, strikes, "Acts of God", or conditions
beyond PSI's control.
15. CAPTIONS. Section captions have been inserted solely for the purpose of
convenience in description and under no circumstances shall be deemed to qualify
any of the rights set forth in the provisions.
16. ARBITRATION/GOVERNING LAW
- Arbitration is final and binding on the parties.
- The parties are waiving their right to seek remedies in court, including the
right to Jury trial.
- Pre-arbitration discovery is generally more limited than and different from
court proceedings.
- The arbitrators' award is not required to include factual findings or legal
reasoning and any party's right to appeal or to seek modification of rulings
by the arbitrators is strictly limited.
- The panel of arbitrators will typically include a minority of arbitrators
who were or are affiliated with the securities industry.
I agree that all controversies which may arise between us concerning any
transaction (whether executed or to be executed within or outside of the United
States), my account or this or any other agreement between us, whether entered
into prior, on or subsequent to the date indicated on the signature page, shall
be determined by arbitration. The arbitration may be before the New York Stock
Exchange, Inc. or the National Association of Securities Dealers, Inc. or any
other self-regulatory organization of which PSI is a member, as I may elect and
shall be governed by the laws of the State of New York, If I do not make such
election by registered mail addressed to you at your main office within five (5)
days of such demand by you that I make such election, then you may make such
election. Any notice in connection with such arbitration proceeding, may be
sent to me by mail, and I hereby waive personal service. Judgment upon any
award rendered by the arbitrators may be entered in any court having
jurisdiction, without notice to me. 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 and who has not opted out
of the class with respect to any claims encompassed by the putative class
action, until: (i) the class certification is denied; (ii) the class is
decertified; or (iii) 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.
This Agreement shall be governed by the laws of the State of New York, and shall
inure to the benefit of PSI's successors and assigns, and shall be binding on
the undersigned, Client's representatives, attorneys-in-fact, heirs, executors,
administrators and assigns.
17. SIGNATURE. Client hereby consents and agrees to all of the terms and
conditions of this Agreement appearing above and as continued on the reverse
side.
FOR CORPORATE ACCOUNTS ONLY. A resolution of Client's Board of Directors
authorizing the opening of the COMMAND Account must be attached. Client further
warrants to PSI that the officers signing below are authorized and empowered,
for and on behalf of the corporation, pursuant to the resolution of the Board of
Directors of the corporation (a certified copy of which is attached hereto), to
establish and maintain a margin COMMAND Account with PSI with complete and full
authority to act on behalf of the corporation, to receive and distribute funds,
write and sign Checks, and make charges on Client's Visa Card on or against
Client's Corporate COMMAND Account.
THIS AGREEMENT CONTAINS A PRE-DISPUTE ARBITRATION CLAUSE ON PAGE 2, IN SECTION
16 ABOVE.
Xxxxxx Xxxxxx
--------------------------------------
Account Name (Please Print)
/s/ Xxxxxx Xxxxxx, Trustee
--------------------------------------
Signature
--------------------------------------
Title (If Corporate COMMAND Account)
Xxxxx Xxxxxx
--------------------------------------
Account Name (If Joint Account)
/s/ Xxxxx Xxxxxx, Trustee
--------------------------------------
Signature
