TDAI4954 - TD Ameritrade INVESTMENT PROGRAM ... What best describes the initial M Employment/Wages...

Page 1 of 26 TDAI 4954 REV. 03/18

INVESTMENT ADVISOR: TO BE COMPLETED BY ADVISOR

Investment Advisor Firm and Primary Contact

Firm Name: | Primary Contact:

ACCOUNT OWNER: COMPLETE ALL INFORMATION BELOW FOR THE PRIMARY OR MINOR ACCOUNT OWNER, TRUSTEE, OR PARTICIPANTFirst Name: | Middle Initial: | Last Name:

Social Security Number: | Date of Birth:

Primary Telephone Number: M Check here if this is not a U.S. phone number.| Secondary Telephone Number: M Check here if this is not a U.S. phone number.

Email Address (required for electronic delivery of your account statement and trade confirmations):

Home Street Address (No PO Boxes):

City: | State: | ZIP Code:

Mailing Address (If different from above):


Title in Organization (if this is an entity account):

Please specify if you are: | Source of income (if Unemployed, Retired, Homemaker, or Student): M Employed M Self-employed M Unemployed M Retired M Homemaker M Student

Employer Name (if self-employed, please provide the name of your business):

Please choose the occupation and industry of occupation code that most accurately describes your situation, from the list provided on page 26. Occupation: Industry of Occupation:

Employer Street Address:


Check here if you are a: | Country of Citizenship (For non-U.S. Citizens and Permanent Residents):

M U.S. Citizen M Permanent Resident M Not a U.S. Citizen If a Permanent Resident, please attach a copy of an unexpired Permanent Resident card.Country of Dual or Secondary Citizenship (if applicable): | Country of Birth (For non-U.S. Citizens and Permanent Residents):

Non-U.S. citizens: Do you hold a current U.S. immigration visa? M Yes M No Specify visa type: _______________ Visa Number: _______________ Expiration: ___________(Nonresident aliens must submit Form W-8BEN and a copy of a current passport. If a U.S. address is listed, then attach a signed Form TDAI 835 “Letter of Explanation of U.S. Mailing Address/U.S Phone Number Attachment to Form W-8”.)

M Check here if you, your spouse, any member of your immediate family, including parents, in-laws, siblings, and dependents is a member of the board of directors, 10% shareholder, or policy-making officer of a publicly traded company. Specify the company name, address, city, and state:

___________________________________________________________________________________________________________________________________________

M Check here if you, your spouse, any member of your immediate family, including parents, in-laws, siblings, and dependents is licensed, employed by, or associated with, a broker-dealer firm, a financial services regulator, securities exchange, or member of a securities exchange. If checked, please specify entity below, and provide a copy of the required authorization letter with this application:

_________________________________________________________________________________________________________________________________________

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THIRD-PARTY INVESTMENT PROGRAM APPLICATION AND AGREEMENT

Account # ______________________

Shared Advisor Code ______________________

Case # ______________________

Funding Account # ______________________

Funding Account Advisor Code ______________________

For detailed instructions, see pages 24 through 25.

*TDAI4954*

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This section does not need to be completed for Trusts, Business/Entity Accounts, and Minors in Minor AccountsAnnual income: M $0 - 24,999 M $25,000 - 49,999 M $50,000 - 99,999 M $100,000 - 249,999 M $250,000+

Approximate net worth: M $0 - 14,999 M $15,000 - 49,999 M $50,000 - 99,999 M $100,000 - 249,999 (not including primary residence) M $250,000 - 499,999 M $500,000 - 999,999 M $1,000,000 - 1,999,999 M $2,000,000+

What best describes the initial M Employment/Wages M Retirement Funds M Gift M Savings source of funds for this account? M Inheritance/Trust M Investments M Unemployment/Disability M Legal Settlement M Lottery/Gambling M Spousal/Parental Support M Other (describe source of funds): ____________________________________________

What best describes the ongoing M Employment/Wages M Retirement Funds M Gift M Savings source of funds for this account? M Inheritance/Trust M Investments M Unemployment/Disability M Legal Settlement M Lottery/Gambling M Spousal/Parental Support M Other (describe source of funds): ____________________________________________

CO-OWNER/TRUSTEE/CUSTODIAN: COMPLETE ALL INFORMATION BELOW FOR THE CO-OWNER/TRUSTEE/CUSTODIANCustodian must be someone of legal age other than the Minor, and cannot be the Investment Advisor. Relationship to Minor: M Parent/Legal Guardian M Grandparent M Other: ________________________________________________

First Name: | Middle Initial: | Last Name:





Mailing Address (If different from above):


Title in Organization (if this is an entity account):

Please specify if you are: | Source of income (if Unemployed, Retired, Homemaker, or Student): M Employed M Self-employed M Unemployed M Retired M Homemaker M Student

Employer Name (if self-employed, please provide the name of your business):

Please choose the occupation and industry of occupation code that most accurately describes your situation, from the list provided on page 26. Occupation: Industry of Occupation:

Employer Street Address:




Non-U.S. citizens: Do you hold a current U.S. immigration visa? M Yes M No Specify visa type: _______________ Visa Number: _______________ Expiration: ___________(Nonresident aliens must submit Form W-8BEN and a copy of a current passport. If a U.S. address is listed, then attach a signed Form TDAI 835 “Letter of Explanation of U.S. Mailing Address/U.S. Phone Number Attachment to Form W-8”.)

M Check here if you, your spouse, any member of your immediate family, including parents, in-laws, siblings, and dependents is a member of the board of directors, 10% shareholder, or policy-making officer of a publicly traded company. Specify the company name, address, city, and state:

___________________________________________________________________________________________________________________________________________

M Check here if you, your spouse, any member of your immediate family, including parents, in-laws, siblings, and dependents is licensed, employed by, or associated with, a broker-dealer firm, a financial services regulator, securities exchange, or member of a securities exchange. If checked, please specify entity below, and provide a copy of the required authorization letter with this application:

_________________________________________________________________________________________________________________________________________

This section does not need to be completed for Trusts, Business/Entity Accounts, and Minors in Minor AccountsAnnual income: M $0 - 24,999 M $25,000 - 49,999 M $50,000 - 99,999 M $100,000 - 249,999 M $250,000+

Approximate net worth: M $0 - 14,999 M $15,000 - 49,999 M $50,000 - 99,999 M $100,000 - 249,999 (not including primary residence) M $250,000 - 499,999 M $500,000 - 999,999 M $1,000,000 - 1,999,999 M $2,000,000+

What best describes the initial M Employment/Wages M Retirement Funds M Gift M Savings source of funds for this account? M Inheritance/Trust M Investments M Unemployment/Disability M Legal Settlement M Lottery/Gambling M Spousal/Parental Support M Other (describe source of funds): ____________________________________________

What best describes the ongoing M Employment/Wages M Retirement Funds M Gift M Savings source of funds for this account? M Inheritance/Trust M Investments M Unemployment/Disability M Legal Settlement M Lottery/Gambling M Spousal/Parental Support M Other (describe source of funds): ____________________________________________

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A. ENTITY INFORMATION (PERSONAL ACCOUNTS CONTINUE TO SECTION 4)Legal Name of Entity: | Tax ID Number:

Street Address (no PO boxes or mail drops):


Mailing Address (if different from above):


Contact Name:


M U.S. Entity M Foreign Entity-Country of Formation (complete appropriate Form W-8)

Type of Business: (Please provide the Industry of Occupation code that most accurately represents your business, from the list provided on page 26.): _______________________ If this entity is a publicly traded company, please specify the stock symbol: _________________________________________________________________________________ M Check here if any Officer/Authorized Agent, their spouse, any member of their immediate family, including parents, in-laws, siblings, and dependents is licensed,

employed by, or associated with, a broker-dealer firm, a financial services regulator, securities exchange, or member of a securities exchange. If checked, please specify entity below, and provide a copy of the required authorization letter with this application:

_______________________________________________________________________________________________________________________________

M Check here if any Officer/Authorized Agent, their spouse, any member of their immediate family, including parents, in-laws, siblings, and dependents is a member of the board of directors, 10% shareholder, or policy-making officer of a publicly traded company. Specify the name of the Officer/Authorized Agent, the company name, address, city, and state:

_______________________________________________________________________________________________________________________________

B. CONTROL PERSON (REQUIRED)Control Person means a single individual with significant responsibility to control, manage, or direct a legal entity customer, including an executive officer or senior manager (for example, a Chief Executive Officer, Chief Financial Officer, Chief Operating Officer, Managing Member, General Partner, President, Vice President, or Treasurer); or any other individual who regularly performs similar functions.

M Check here if this is a domestic entity and this person owns 25% or more. M Check here if this is a foreign entity and this person owns 10% or more.


M Check here if you have already provided your contact information above in sections 1 or 2.

Social Security Number/Tax ID Number: | Date of Birth:





Non-U.S. citizens: Do you hold a current U.S. immigration visa? M Yes M No Specify visa type: _______________ Visa Number: _______________ Expiration: ___________Nonresident aliens must submit Form W-8BEN and a copy of a current passport. If a U.S. address is listed, then attach a signed “Letter of Explanation for U.S. Mailing Address/U.S. Phone Number Attachment to Form W-8” (Form TDAI 835).

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C. BENEFICIAL OWNERSBeneficial Owner means each individual, if any, who, directly or indirectly, owns 25% or more of the equity interest of a legal entity customer (10% or more if the legal entity customer is foreign).

BENEFICIAL OWNER #1










BENEFICIAL OWNER #2










BENEFICIAL OWNER #3










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BENEFICIAL OWNER #4










If additional beneficial owners need to be disclosed, please copy this page as needed.

FOR TAXABLE ACCOUNTS, PLEASE CHECK THE APPROPRIATE BOX (SELECT ONLY ONE)M Individual

M Tenants in Common _______% Owner _______% Co-Owner If one Joint owner dies, his/her interest passes to his/her estate (50/50, unless otherwise noted).

M Tenants by the Entirety If one Joint owner dies, his/her interest passes to the surviving owner (spouses only). Not available in all states. Laws vary by state.

M Joint Tenants with Right of Survivorship If one Joint owner dies, his/her interest passes to the surviving owner(s) (not available for Louisiana residents).1

M Community Property2 For AZ, CA, ID, LA, NM, NV, PR, TX, WA, and WI only. Laws vary by state.

M Guardianship2 (please include a copy of the court certified letter of guardianship)

M Trust2

M Estate:3 Decedent’s account #: ______________________________________

M Custodial Account (UGMA/UTMA)4 Under the Laws of (State)5 ______ Age of Termination5 _______ (state of UGMA/UTMA establishment must be provided).

For the below Entity Accounts, please complete Sections 21 and/or 22 as applicable

M Partnership/Limited Partnership2 M Investment Club2 (Attach a copy of your Partnership Agreement)

M Sole Proprietor2 (Must complete Section 21 and attach a copy of paperwork filed with state and local government showing fictitious or assumed named (DBA)

M C Corporation2 M S Corporation2 (Must complete Section 22 and attach a copy of your Articles of Incorporation)

M Non-Incorporated Organization (Must complete Section 22 and attach a copy of your formation documents [for example, charter, etc.]. Please note that if the entity is structured as a LLC or Partnership, please select the appropriate option.)

M Limited Liability Company/LLP2 (Attach a copy of your LLC Operating Agreement) Select the LLC tax classification M C-Corporation M S-Corporation M Partnership M Sole Proprietor

1 For residents of Louisiana, if married the account type will default to Community Property, if not married account type will default to Tenants in Common.2 Additional information and/or paperwork may be required. Please contact your advisor.3 If the decedent’s account is held at TD Ameritrade, please provide their account #. Provide estate name and estate tax ID in Section 1, and the

executor’s information in Section 2. Include a copy of the decedent’s death certificate, and a copy of the Letters of Testamentary.4 Need Social Security Number and DOB of minor PLUS Employer Occupation of Custodian. Provide minor’s information in the Account Owner

information portion of Section 1, and the custodian’s information in the Co-Owner/Trustee/Custodian portion of Section 2 above.5 The age of termination varies by state, although most states set the age of termination at 21. If you do not indicate the governing state law or

age of termination, the account will be set up under the laws of the custodian’s state of residence and that state’s default age of termination. Certain states permit the age of termination to be extended beyond the default statutory age of termination (usually up to 21 or 25 years of age). This election may be exercised only in those states that specifically provide for it, and only insofar as the extension complies with any applicable requirements.

I understand that electing to extend the age of termination to age 25 may cause me to lose my annual exclusion from federal gift tax and that I should consult with an attorney or tax advisor before making this election.

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FOR NON-TAXABLE ACCOUNTS: PLEASE CHECK THE APPROPRIATE BOX (SELECT ONLY ONE)M TRADITIONAL IRA

M ROTH IRA

M ROLLOVER IRA

M SEP IRA (Simplified Employee Pension)*

M SIMPLE IRA (Savings Incentive Match Plan for Employees)*

M MINOR IRA (Section 2 above must be completed by custodian)**

M MINOR ROTH IRA (Section 2 above must be completed by custodian)**

M 401(K) (Must complete Section 7 below)***

M ROTH 401(K) (Must complete Section 7 below)***

M INDIVIDUAL 401(K) (Must complete Section 7 below)***

M INDIVIDUAL ROTH 401(K) (Must complete Section 7 below)***

M PROFIT SHARING PLAN (Must complete Section 7 below)

M MONEY PURCHASE PLAN (Must complete Section 7 below)

M COVERDELL EDUCATION SAVINGS ACCOUNT (Must complete Section 6 below)

M 403(b) (Must complete Section 7 below)

* Per IRS regulations, employers are responsible for maintaining a SEP/SIMPLE Adoption Agreement for their Plan, but these do not need to be sent to TD Ameritrade.

** Important: In order to open and contribute to a Minor IRA, the Minor must have earned income equal to or greater than the contributions made to this account annually, and file an income tax return. The Custodian and the parent or legal guardian of the Minor are responsible for monitoring the total amount of contributions for any and all IRA accounts that are opened on behalf of the Minor and to ensure that the account(s) do not exceed IRA contribution limits.This Minor IRA will be opened pursuant to state UTMA/UGMA statutes. Please indicate in Section 4 the age of termination of custodianship and the state law under which this Minor IRA account will be governed.

*** If you have both pre-tax and Roth contributions to your 401k plan, you will need to complete two separate applications.

M IRA BENEFICIARYDecedent’s First Name: Middle Initial: Last Name:

Account number of Decedent’s IRA: (if applicable)

Date of Decedent’s Death: (mm/dd/yyyy)

Relationship to Decedent (that is, spouse or nonspouse):

Decedent’s Date of Birth: (mm/dd/yyyy)

Type of Beneficiary Retirement account you are opening: M Traditional Beneficiary IRA M Roth Beneficiary IRA M Minor Traditional Beneficiary IRA† M Minor Roth Beneficiary IRA† † This Minor Beneficiary IRA will be opened pursuant to state UTMA/UGMA statutes. Please indicate in Section 4 the age of termination of custodianship and the state

law under which this Minor Beneficiary IRA account will be governed.

FOR COVERDELL EDUCATION SAVINGS ACCOUNTS ONLYPlease complete this information regarding the responsible individual. NOTE: The Responsible Individual may be the Depositor, but must be a parent or legal guardian of the Designated Beneficiary.

The Responsible Individual M shall M shall not continue to serve as the Responsible Individual after the Designated Beneficiary attains the age of majority pursuant to Article V of the Custodial Agreement.

The Responsible Individual M may M may not change the beneficiary designated under this Custodial Agreement pursuant to Article VI of the Custodial Agreement.

ADDITIONAL INFORMATION FOR NON-TAXABLE ACCOUNTS ABOVE IN SECTION 5Is this account part of an existing plan at TD Ameritrade?

M No. Please provide a copy of the Adoption Agreement or 403(b) Vendor Agreement. M Yes. Please provide account number __________________________

M Single Participant/Business Partners (Owners Only) - I agree that if the Plan status changes due to hiring employees, minor children coming of legal age, etc. I will be responsible for notifying TD Ameritrade. This will enable TD Ameritrade to update the Plan to ERISA covered status, so that I receive future ERISA disclosures.

M Non-ERISA Plan 403(b).

M ERISA Plan - Plan with eligible employees; please complete below.

Plan Fiduciary First Name: | Middle Initial: | Last Name:

Fiduciary’s Address: | Fiduciary’s TIN (if applicable): | Fiduciary’s Phone Number:


If you have a Third-Party Administrator (TPA) or a Record Keeper associated with your plan, please provide the following information:

TPA/Record Keeper Name: | Contact Name:

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Address:


Phone Number: | Email:

Name of Employer:

Occupation:

Address:


Employer’s Phone Number: | Employer’s Federal Tax Identification Number: | Employer’s Account Number (if applicable):

WAIVER ELECTION (FOR QUALIFIED PRERETIREMENT SURVIVOR ANNUITY)M The Plan Administrator will check here if the following election does NOT apply.

Married Participant’s Election to Waive the Qualified Preretirement Survivor AnnuityAs a married participant in my employer’s qualified retirement plan, I acknowledge that I have read the information about Qualified Preretirement Survivor Annuities below. I understand that when I die, any amount remaining in my plan account will be paid to my surviving spouse in the form of a Qualified Preretirement Survivor Annuity. I understand that I have a right to waive that form of payment.

I hereby elect to waive the requirement that my surviving spouse be paid any benefits that I may have in the plan at the time of my death in the form of a Qualified Preretirement Survivor Annuity. I understand and agree that this waiver is valid only if my spouse has consented by reading and signing the statement below.

Participant’s Printed Name: _________________________________________________________________________________________________________

✗Participant’s Signature: ________________________________________________________________________ Date: __________________________

I am the spouse of the participant named above. I hereby consent to my spouse’s election not to have benefits remaining in his or her plan paid in the form of a Qualified Preretirement Survivor Annuity at his or her death. I understand that my consent cannot be revoked unless my spouse revokes the above waiver.

Participant’s Printed Name: _________________________________________________________________________________________________________

✗Participant’s Spouse’s Signature: ________________________________________________________________ Date: __________________________ (Must be witnessed. See below.)

Witness of Spouse’s Consent: The signature of the spouse must be witnessed by a notary public or signature guarantee as required. (Witness applies to either or both elections.)

✗Notary Public/Signature Guarantee: ______________________________________________________________ Date: ________________________

EMPLOYEE: You and your spouse must complete the Waiver Election section if the box above has not been checked.

EMPLOYER: The Waiver Election is applicable to all Money Purchase Pension Plans, Defined Benefit Pension Plans, and Target Benefit Plans. It also applies to Profit Sharing Plans and 401(k) Plans if you did not select the REA Safe Harbor found in the Adoption Agreement. If you did select the REA Safe Harbor provision, and no existing plan assets are subject to the REA annuity requirements, place a check mark in the indicated box above.

DESIGNATE YOUR BENEFICIARY(IES)* (RETIREMENT ACCOUNTS ONLY)First Name: | Middle Initial: | Last Name:

Trust/Estate/Entity Name:

Social Security Number: | Date of Birth (or UA Date if a Trust):

Relationship: | Type of Beneficiary: | M Per Stirpes** | Share %: M Primary M Contingent









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If this is a Minor IRA, only the Minor’s Estate can be the beneficiary until such time as the Minor becomes the owner of the IRA and designates his or her own beneficiaries.

*PLEASE NOTE: Type of beneficiary is required. “Per Stirpes” designation will only be applied if the box is selected for that beneficiary. The total percentages for primary beneficiaries must equal 100% and cannot be expressed in dollar amounts. The total percentages for contingent beneficiaries must equal 100% and cannot be expressed in dollar amounts. Unless otherwise noted, proportions are deemed to be in equal share. If a trust is designated as a beneficiary, then the trust title and UA date must be provided. If additional space is required, please attach a separate sheet with additional beneficiaries signed by all Account Owners/Trustees/Custodians/Authorized Agents. M I have attached a separate sheet with additional beneficiaries. TD Ameritrade reserves the right to require additional information upon my death to verify the identity or interests of beneficiary or beneficiaries. TD Ameritrade reserves the right to request whatever documentation it deems appropriate before making distributions to a beneficiary or beneficiaries.

**Per Stirpes shall mean: each branch of the decedent’s family shall inherit in equal parts and by way of representation. Please note that the “Per Stirpes” designation carries certain legal and tax implications, and may not be available in all states. TD Ameritrade cannot advise whether a “Per Stirpes” election is appropriate for the Account Owner’s tax or estate planning. Please consult an estate planner for details regarding this designation.

This section should be reviewed if the residence of the account owner is located in a community property or marital property state, and the account owner is married and is not naming their spouse as sole primary beneficiary. Due to the important tax consequences of giving up one’s community property interest, individuals signing this section should consult with a tax or legal advisor.

I am the spouse of the account owner. I consent to the named beneficiaries other than or in addition to myself. I assume full responsibility for any adverse consequences that may result. No tax or legal advice was given to me by the Custodian.

Printed Name of Spouse: ___________________________________________________________________________________________________________

✗Signature of Spouse: ______________________________________________________________ Date: _______________

BENEFICIARY ELECTIONS (FOR BENEFICIARY IRA’S ONLY)

An IRA owner is required to begin Required Minimum Distributions (RMDs) on April 1 of the year following the calendar year in which the owner reached age 70½; this is known as the Required Beginning Date (RBD).An IRA beneficiary has until December 31 of the year following the IRA owner’s death to determine the appropriate beneficiary election and take possession of the funds. IRA beneficiary options depend on the relationship to the deceased and if the deceased had reached the RBD. If the decedent had reached the RBD but didn’t begin taking RMDs because of death, the beneficiary must start those distributions. Please consult a qualified tax advisor or IRS Publication 590 should you have any questions or concerns. Has the decedent reached the RBD? M Yes M No

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My relationship to the deceased is:

M Spouse Beneficiary (choose from elections listed below) M Treat as Own—Transfer the deceased’s IRA assets to my TD Ameritrade IRA, account number: _________________________________.

If you do not have an existing TD Ameritrade IRA, please complete and submit a TD Ameritrade IRA Application with this form. M Five-Year Rule (decedent had not reached RBD)—The spouse beneficiary must withdraw the entire balance by December 31 of the fifth

year after the IRA owner’s death. M Life Expectancy Payments (available if decedent had or had not reached RBD)—The spouse beneficiary can take distributions over life

expectancy using either the recalculation or non-recalculation method. These distributions must begin by December 31 of the year after the IRA owner’s death, or December 31 of the year the deceased IRA owner would have attained age 70½.

M Non-Spouse Beneficiary (choose from elections listed below) M Five-Year Rule (decedent had not reached RBD)—The non-spouse beneficiary must withdraw the entire balance by December 31 of the fifth

year after the IRA owner’s death. M Life Expectancy Payments (available if decedent had or had not reached RBD)—The non-spouse beneficiary can take distributions over

life expectancy using the non-recalculation method. These distributions must begin by December 31 of the year after the IRA owner’s death.

M Entity Beneficiary—Attach copy of the estate paperwork.If the decedent had not reached the RBD the Five-Year Rule will be applied and the non-individual beneficiary must withdraw the entire balance by December 31 of the fifth year after the IRA owner’s death. If the decedent had reached the RBD, the Life Expectancy Payment method will be applied and the non-individual can take distributions over the life expectancy using the non-recalculation method. These distributions must begin by December 31 of the year after the IRA owner’s death. Restrictions may apply.

TRUST INFORMATION (TRUST ACCOUNTS ONLY)In consideration of your opening and/or maintaining one or more accounts for the Trust named below, I (we), the undersigned Trustee(s), certify to TD Ameritrade, Inc., and TD Ameritrade Clearing (collectively “you”) that the following is true, under penalties of perjury:Name of Trust:* | Trust Tax ID #:

Effective Date of Trust: | Latest Date of Amendment or Restatement:

Types of Trust: M Retirement Trust M Personal Trust

*If you are unsure of the proper title of your trust, you should consult with your attorney. Some examples are: 1) The XYZ Co. Money Purchase Trust; 2) Dr. John Smith P.C. Profit Sharing Trust; 3) Cardiologist Assoc. Defined Benefit Plan; 4) the Smith Family Trust; 5) John Doe (and Mary Doe) Trustee(s) FBO Ann Doe. When we open your account, we will include the title, trustee(s), employee participant (where applicable), and effective date in the account registration; for example: The XYZ Profit Sharing Trust FBO John Doe, John Smith Tr. UA 1/5/01. List all Trustees:

Name of Employee Applicant (where applicable): (Complete only if you are establishing a segregated account for this individual.)

RETIREMENT TRUST ACCOUNTS ONLY— FIDUCIARY INFORMATION:Is this account part of an existing plan at TD Ameritrade? M Yes M No If yes, please provide account number:

M Single Participant/Business Partners (Owners Only)*

* I agree that if the Plan status changes due to hiring employees, minor children coming of legal age, etc., I will be responsible for notifying TD Ameritrade. This will enable TD Ameritrade to update the Plan to ERISA covered status, so that I receive future ERISA disclosures.

M Non-ERISA Plan

M ERISA Plan—Plan with eligible employees; please complete below.

Plan Fiduciary Name (First, Middle Initial, Last): | Fiduciary’s Phone Number:

Fiduciary’s Address:


Fiduciary’s Email:

If you have a Third Party Administrator (TPA) or a Record Keeper associated with your plan, please provide the following information:

TPA/Record Keeper Name: | Contact Name:

Address:


Phone Number:

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AUTHORIZATION TO ACT INDIVIDUALLY AND AUTHORIZATION FOR PURCHASE AND SALE (TRUST ACCOUNTS ONLY)M The Trust Agreement explicitly authorizes each of the following Trustees to act individually without the approval of the other Trustees. You

have the authority to accept orders and other instructions relative to the Trust account from any of these Trustees, and they may execute any documents on behalf of the Trust which you may require.

The undersigned Trustees certify that we have the power under the Trust Agreement to enter into transactions for the purchase and sale of securities and other investments, including, without limitation, stocks (preferred or common), bonds, mutual funds, and Certificates of Deposit.

A. In addition to the foregoing powers, are the undersigned Trustees specifically authorized to maintain a Margin and Short Account and through such account to borrow money to purchase securities on margin, sell securities that the Trust does not own (that is, short sales), and to borrow securities in connection therewith? M Yes M No (If you do not make a selection, your selection will default to No.)

B. Are the undersigned Trustees authorized to trade in options, including, without limitation, the purchase of puts and calls and the writing (sale) of covered and uncovered puts and calls? M Yes M No (If you do not make a selection, your selection will default to No.)

If this is a Retirement Trust, complete the following questions:

A. Does the Trust Agreement authorize the establishment of segregated accounts for the benefit of individual employee participants? M Yes M No

B. If yes, is the employee authorized to direct the investment of his/her account directly with you, or indirectly by means of a limited power of attorney? M Yes M No

Note: If margin trading is needed, additional documentation is required. Please contact your advisor.

DUPLICATE STATEMENTS & CONFIRMS FOR AN INTERESTED PARTYIf you would like to provide duplicate paper statements and/or duplicate paper trade confirmations to an interested party please complete the information below:

Please check all that apply M Statements M Trade ConfirmationsName: | Company Name (if any):

Street Address: | City: | State: | ZIP Code:

SELECTION OF MANAGERS FOR INDIVIDUALLY MANAGED ACCOUNTSFor instructions on how to fill out this section, please see page 24.

Individually Managed Account 1: Shared Advisor Code:

Name of Manager Firm: Manager Investment Style:

Select the type of pricing that will be charged on this account

M Transaction Based Pricing

M Asset Based Pricing

Asset Based Pricing Annual Minimum Fee:

Asset Range Annual Percentage Rate








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FUNDING ACCOUNTPlease see application instructions to determine whether you are required to open a Funding Account.

Please select one:

M I require a new account to be opened as my funding account under the following advisor code: _______________ Account #: _______________

M I designate an existing TD Ameritrade account as my Funding Account. (Please complete Appendix A in Section 23.) Account #: _______________

M I do not require a Funding Account at this time.

NOTE: By signing this Application and Agreement, you agree that should a Funding Account become necessary in order to operate your Accounts properly, TD Ameritrade is authorized to open a Funding Account for you.

CASH SWEEP VEHICLE CHOICES (PLEASE SELECT ONLY ONE)

Please choose only one. That selection will apply to all of your taxable Accounts. All retirement accounts must choose TD Ameritrade FDIC Insured Deposit Account (IDA).

M TD Ameritrade FDIC Insured Deposit Account (IDA)

M TD Ameritrade Cash (Protected by the Securities Investor Protection Corporation (SIPC) Pays interest on credit balances (Taxable accounts only)

NOTE: If not specified, all credit balances will automatically be swept daily to the TD Ameritrade FDIC Insured Deposit Account. See the Client Agreement for a complete description of the Cash Sweep program.

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CONFIRMATION AND STATEMENT PREFERENCESI understand that I will receive monthly account statements and trade confirmations electronically, unless I make a selection below. If I do not provide a valid email address, I will receive a monthly paper statement. Certain types of accounts or activity (such as options trading) require a monthly statement, either electronically or via U.S. mail.

In the event that no email address is provided in Section 1 or an email sent to the address above is returned as undeliverable, TD Ameritrade will send paper statements and trade confirmations to the address of record.

If I elect to receive either electronic statements or electronic confirmations, I will receive shareholder information electronically when available.

Account Statement: M Monthly Electronic Statements M Monthly Paper Statements

Trade Confirmation: M Electronic Trade Confirmations M Paper Trade Confirmations

M Unless I have checked this box, TD Ameritrade will provide my name to corporations whose securities I hold in my account for the purpose of additional corporate communications.

ADVISOR AND MANAGER AUTHORIZATIONSLimited Disbursement and Journal Authorization – By my signature below on this application, I hereby authorize TD Ameritrade to: disburse assets to me at my address of record at the direction of my Advisor, transfer money among my Individually Managed Account(s) and my Funding Account and journal assets between my TD Ameritrade accounts of identical registration at the direction of my Advisor as provided in the Managed Account Agreement and the TD Ameritrade Institutional Client Agreement.

Please select further authorizations below as applicable.

Advisor Additional Authorizations: M Fee Deduction and Payment Authorization. I authorize TD Ameritrade to pay investment advisory fees and related fees (collectively,

“Advisory Fees”) to my Advisor from my Account(s) in the amounts instructed by my Advisor as provided in the TD Ameritrade Institutional Client Agreement.

M Directed Trading Authorization. I authorize TD Ameritrade to: (1) enter trades in my IMAs at the direction of my Advisor, as provided in the Managed Account Agreement and the Institutional Client Agreement.

M Addition, Change, or Termination of Manager Authorization. I authorize TD Ameritrade to open additional Individually Managed Account(s) on my behalf, change the Managers of my IMAs, and terminate a Manager of my Individually Managed Account(s) at the direction of my Advisor, as provided under the Additions, Changes, or Terminations to Manager Authorization heading in the Managed Account Agreement.

M Manager’s Powers: Trading Authorization. I authorize TD Ameritrade to follow my Manager’s trading instructions with respect to the Individually Managed Account(s) managed by that Manager as provided in the Advisor and Manager Authorization heading in the Managed Account Agreement. My Managers will not have power to make disbursements from my Individually Managed Account(s).

M Advisor and Manager Powers: Account Information. I authorize TD Ameritrade to send information, including duplicate account statements and trade confirmations, to third parties as designated by my Advisor or Manager.

These choices can be modified or revoked at any time by notice to TD Ameritrade Institutional at PO BOX 650567, Dallas, TX 75265-0567 or 800-431-3500.

COMMUNICATION FROM ISSUERSUnless you indicate otherwise below, TD Ameritrade will presume that you do not want your Advisor or Managers to answer issuer-related com-munications on your behalf. However, informational copies of issuer and issuer-related communications may be sent to your Advisor and to the designated Manager for each of your IMAs holding assets of the communicating issuer.

IMAs (Please select only one.) M I hereby authorize TD Ameritrade to forward proxy soliciting materials, annual reports, and other related issuer material, normally sent

to me, to the Managers of my IMAs and to allow those Managers to vote proxies on my behalf. The Managers of my IMAs hold discretionary authority over my IMAs. I understand that this authorization may be rescinded at any time for any reason, by a written notice addressed and delivered to TD Ameritrade. This authorization shall extend to the benefit of TD Ameritrade’s successors and assigns.

M I hereby authorize TD Ameritrade to forward proxy soliciting materials, annual reports, and other related issuer material, normally sent to me, to my Advisor and to allow my Advisor to vote proxies on my behalf. My Advisor holds discretionary authority over my IMAs. I understand that this authorization may be rescinded at any time for any reason, by a written notice addressed and delivered to TD Ameritrade. This authorization shall extend to the benefit of TD Ameritrade’s successors and assigns.

M I appoint neither my Advisor nor Managers to answer communications from issuers of assets held in my IMAs. I wish to be sent all issuer and issuer-related communications, make all voting decisions and take all actions myself. TD Ameritrade may disclose to any issuer of securities held in my IMAs my name, address, and securities positions in that issuer. I would like copies of any such issuer-related communication to be sent to: M No one M My Advisor M The designated Manager on each IMA holding securities of the communicating issuer

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Funding Account (if applicable) (Please select only one.) M I hereby authorize TD Ameritrade to forward proxy soliciting materials, annual reports, and other related issuer material, normally

sent to me, to my Advisor and to allow my Advisor to vote proxies on my behalf. My Advisor holds discretionary authority over my Funding Account. I understand that this authorization may be rescinded at any time for any reason, by a written notice ad-dressed and delivered to TD Ameritrade. This authorization shall extend to the benefit of TD Ameritrade’s successors and assigns.

M I do not appoint my Advisor to answer communications from issuers of assets held in my Funding Account. I wish to be sent all issuer and issuer-related communications, make all voting decisions and take all actions myself. TD Ameritrade may disclose to any issuer of securities held in my Funding Account my name, address, and securities positions in that issuer. I would like copies of any such issuer-related communication to be sent to: M No one M My Advisor

Copies of Communications from Issuers M I have appointed my Advisor and/or the Managers of my IMAs to receive communications from issuers of assets in my IMAs and/or

Funding Account. I would like to receive non-votable informational copies of those communications.

TRUSTED CONTACT (OPTIONAL)By completing this section, you authorize TD Ameritrade to contact the person(s) named below for the following reasons: if there are questions or concerns about my whereabouts or health status; if TD Ameritrade suspects that I may be a victim of fraud or financial exploitation; if TD Ameritrade suspects that I might no longer be able to handle my financial affairs; to confirm the identity of any legal guardian, executor, trustee, authorized trader, or holder of a power of attorney; or if TD Ameritrade has any other concerns or is unable to contact me about my account(s) held at TD Ameritrade. Please review the Client Agreement for the full terms and conditions regarding how TD Ameritrade uses this information.

NOTE: Your Trusted Contact must be someone other than an account owner and cannot be the Investment Advisor. You may provide more than two Trusted Contact Persons by completing and signing additional Trusted Contact Authorization Forms.


Relationship:

Primary Telephone Number: | Email Address:

Mailing Address:



Relationship:

Primary Telephone Number: | Email Address:

Mailing Address:


AUTHORIZATION TO OPEN INDIVIDUALLY MANAGED ACCOUNTSBy signing this Managed Account Application, I acknowledge that I have received, read, and understand the Instructions to this Managed Account Application. By signing this Managed Account Application, I further acknowledge that I have received, read, and agree to the terms in this Managed Account Application and the attached Managed Account Agreement. My signature signifies and constitutes my agreement that IMAs and the Funding Account opened pursuant to this Managed Account Application and my relationship with TD Ameritrade will be governed by the Managed Account Agreement, and any other applicable written agreements between TD Ameritrade and myself now or in the future, as amended or added from time to time that are applicable to my IMAs. I understand there are fees associated with establishing and maintaining IMAs, and engaging in transactions. If I do not receive or understand the Managed Account Agreement or any other document pertaining to my IMAs, I will notify TD Ameritrade.

If I have indicated that one or more of my IMAs will be charged Asset-Based Pricing fees, I hereby acknowledge that I have read and understand the Asset-Based Pricing program’s terms and conditions as set forth in the Brokerage Commission, Asset-Based Pricing, Other Fees and Charges section of the Managed Account Agreement, including how Asset-Based Fees are calculated. I agree that those terms and conditions apply to each of my IMAs that are designated as being charged Asset-Based Fees.

I acknowledge and understand that the actual commission fees charged and Asset-Based Pricing rates charged on my Accounts are negotiated between my Advisor and Managers and TD Ameritrade. The maximum commissions and Asset-Based Pricing fee rates that TD Ameritrade may possibly charge my Accounts are available on the TD Ameritrade website at advisorclient.com. I consent to TD Ameritrade providing me maximum commissions and Asset-Based Pricing fee rates and other such information on the TD Ameritrade website. I understand that my Advisor can provide me with more specific commission and Asset-Based Pricing fee information for each of my Accounts.

I acknowledge that I have received and read the “Client Agreement,” available at advisorclient.com or by calling 800-431-3500, that will govern my account. I agree to be bound by the “Client Agreement” which may be amended from time to time and which is incorporated by this reference. I release and agree to indemnify and hold harmless TD Ameritrade from any and all liability and claims for damages resulting from any action taken pursuant to this Agreement. By my signature below, I attest that I am of legal age to contract, and I certify, to the best of my knowledge that the information provided on this application is complete and correct. I hereby request, subject to acceptance by TD Ameritrade, an account be opened in the name(s) set forth below.

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I understand that this account will be opened pursuant to state UTMA/UGMA statutes. I agree that the owner of the assets in this account is the minor according to applicable state UTMA/UGMA statutes and that I will only use the assets for the benefit of the minor. Upon the minor attaining age of termination as indicated above, I instruct TD Ameritrade, without further notice or instruction, to restrict my access to the account and register the account in the name of the minor. I further agree to provide TD Ameritrade, upon request, with the minor’s current address, phone number and other contact information.

Unless specified otherwise, I understand that investments purchased through TD Ameritrade are not insured by the Federal Deposit Insurance Corporation (FDIC), are not obligations of or guaranteed by any financial institution and are subject to investment risk and loss that may exceed the principal invested.

Important information about procedures for opening a new account: To help the government fight the funding of terrorism and money laundering activities, federal law requires all financial institutions to obtain, verify, and record information that identifies each person who opens an account.

What that means for you: When you open an account, we will ask for your name, address, date of birth, and other information that will allow us to identify you. We may also utilize a third-party information provider for verification purposes and/or ask for a copy of your driver’s license or other identifying documents.

This Authorization must be signed by all Account Owners.

If applicable, the undersigned hereby acknowledge(s) that the Responsible Plan Fiduciary has received and read the TD Ameritrade, Inc., and TD Ameritrade Clearing, Inc., Section 408(b)(2) Disclosure Summary document.

If I am a U.S. person for tax purposes:Under penalties of perjury, I certify that: (1) the number shown on this form is my correct taxpayer identification number; (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 Services (IRS) that I am subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withholding; (3) I am a U.S. citizen or other U.S. person; and (4) the FATCA code(s) entered on this form (if any) indicating that I am exempt from FATCA reporting is correct.

If I have been notified by the IRS that I am subject to backup withholding because I have failed to report all interest and dividends on my tax return, I must cross out (2) in this certification.

If I am not a U.S. Person for tax purposes:I am submitting the applicable Form W-8 with this form to certify my foreign status.

The IRS does not require your consent to any provision of this document other than the certifications required to avoid backup withholding.

The Client Agreement applicable to this brokerage account contains a predispute arbitration clause. By signing this agreement, the parties agree to be bound by the terms of the Client Agreement, including the arbitration agreement located in Section 14 of the Client Agreement on pages 11 and 12.

Account Owner/Trustee/Custodian/Partner/Authorized Agent Printed Name: _________________________________________________________________________

✗ Account Owner/Trustee/Custodian/Partner/Authorized Agent Signature: ___________________________________________________ Date: _______________

Additional Account Owner/Trustee/Custodian/Partner/Authorized Agent Printed Name: __________________________________________________________________

✗ Additional Account Owner/Trustee/Custodian/Partner/Authorized Agent Signature: ___________________________________________ Date: _______________





SOLE PROPRIETOR CERTIFICATIONI certify that I am engaged in business under the assumed name, tax ID, and address listed in Section 3 of this application. I am the sole proprietor of the business so conducted, and no other person, partnership, or corporation has any ownership interest therein. All securities and other property in the name of the sole proprietorship are owned solely by me. I agree to provide TD Ameritrade with proof of filing of an assumed name upon request.

Printed Name of Sole Proprietor: _____________________________________________________________________________________________________

✗Signature of Sole Proprietor: _____________________________________________________________________ Date: __________________________

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SECRETARY’S CERTIFICATE REGARDING CORPORATE OR NON-INCORPORATED RESOLUTIONS (IF APPLICABLE)I hereby certify I am the Secretary of the above-named corporation (or non-incorporated organization) duly organized and existing under the laws of the above-named state, and that the following is a true copy of a resolution duly adopted by the board of directors of said corporation (or non-incorporated organization) at the last meeting held, at which meeting a quorum was present and acting throughout, or by unanimous consent of the board of directors, and that such resolution has not been rescinded or modified and is in full force and effect.

RESOLVED, that the President, Vice President, and the Treasurer of this corporation (or non-incorporated organization), or any one of such officers, are hereby fully authorized and empowered to open a brokerage account, transfer, endorse, sell, assign, set over, and deliver any and all shares of stocks, bonds, debentures, notes, evidences of indebtedness, or other securities (including short sales) now or hereafter standing in the name of or owned by this corporation (or non-incorporated organization), to purchase stocks, bonds, debentures, notes, evidences of indebtedness, and other securities (on margin or otherwise), and to make, execute, and deliver, under the corporate seal of this corporation, any and all written instruments necessary or proper to effectuate the authority hereby conferred.

I further certify that the authority hereby conferred is consistent with the charter or by-laws of this corporation (or non-incorporated organization). Unless indicated below that I am a sole officer, the following is a true and correct list of the officers of this corporation (or non-incorporated organization) as of the present date and a record of the officers’ signatures:

M I am the Sole Officer.

Authorized Officer’s Printed Name: ____________________________________________________________________________________________________

✗Authorized Officer’s Signature: _________________________________________________ _____________ Title: _________________________________


✗Authorized Officer’s Signature: ______________________________________________________________ Title: _________________________________


✗Authorized Officer’s Signature: ______________________________________________________________ Title: _________________________________

IN WITNESS WHEREOF, I have hereunto set my hand and the seal of said corporation (or non-incorporated organization) this ___________

day of ______________________, _________,

Secretary’s Print Name: _____________________________________________________________________________________________________________

✗Secretary’s Signature (or Sole Officer): ____________________________________________________________ Date: ___________________________

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APPENDIX A: INTRA-TD AMERITRADE FUNDING INSTRUCTIONS

Managed Account 1 – Name of Money Manager: ________________________________________________________________________

Transfer from TD Ameritrade Account Number: ________________________________ Account Registration: ________________________

M Transfer entire account M Transfer cash (please specify amount): $ ________________________

M Transfer the following securities: ____________________________________________________________________________________












M Transfer the following securities: ____________________________________________________________________________________ Managed Account 5 – Name of Money Manager: ________________________________________________________________________




Printed Name of Delivering Account Owner or Authorized Person: ____________________________________________________________________________

✗Signature of Delivering Account Owner or Authorized Person: ____________________________________________________ Date: __________________

Printed Name of Delivering Account Owner or Authorized Person: ____________________________________________________________________________

✗Signature of Delivering Account Owner or Authorized Person: ____________________________________________________ Date: __________________

RECEIVING ACCOUNT OWNER(S) MUST SIGN BELOW IF (1) ACCEPTING DEBT AND/OR (2) ACCEPTING SHORT POSITION(S).

Printed Name of Receiving Account Owner or Authorized Person: ____________________________________________________________________________

✗Signature of Receiving Account Owner or Authorized Person: ____________________________________________________ Date: __________________

Printed Name of Receiving Account Owner or Authorized Person: ____________________________________________________________________________

✗Signature of Receiving Account Owner or Authorized Person: ____________________________________________________ Date: __________________

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MANAGED ACCOUNT AGREEMENT

The terms of this Third-Party Investment Management Program Managed Account Agreement (“Managed Account Agreement”) relate to your IMAs and Funding Account, are part of the Application and Agreement (as defined above) between each Account Owner and TD Ameritrade and should be retained for your files. All undefined terms below shall be interpreted as they are defined in the Managed Account Application above, including the instructions to that document.

This Managed Account Agreement is subject to and becomes effective only upon acceptance and approval of the above Managed Account Application by TD Ameritrade, Inc. To the extent there are any conflicts between any other TD Ameritrade agreement, including the Client Agreement, and this Application and Agreement, the terms of this Application and Agreement will be followed.

Whereas this Application and Agreement open one or more Investment Management Accounts (“IMA”s) in the names listed as Account Owners above and, if applicable, it also opens a Funding Account;

Whereas, I am at least the age of 18 years and am of full legal age in the state in which I reside;

NOW, THEREFORE, in consideration of TD Ameritrade, Inc., (“TD Ameritrade”) and TD Ameritrade Clearing, Inc., accepting and carrying for me the IMAs and, if applicable, the Funding Account (collectively, “Accounts”), I hereby agree as follows:

Upon the acceptance of TD Ameritrade, I am hereby opening through this Application and Agreement one or more Accounts at TD Ameritrade. To the extent only one Account is opened with TD Ameritrade, please read all plural references as singular. The terms of the Client Agreement and any other TD Ameritrade agreements that I have executed with respect to my Accounts are incorporated into this Application and Agreement and are collectively referred to as the “Managed Account Agreement.” This Application and Agreement supplements and in no way limits or restricts rights that TD Ameritrade may have under any other agreement with me. This Application and Agreement governs each Account. Nonetheless, to the extent there are any conflicts between any other TD Ameritrade agreement and this Application and Agreement, the terms of this Application and Agreement will be followed. If I do not receive or understand the Application and Agreement or any other document pertaining to my Accounts, I will notify TD Ameritrade.

Client AcknowledgementsI acknowledge and agree to each of the following:

• TD Ameritrade is acting solely as a broker-dealer and custodian of my Accounts, and is not acting as an investment advisor. TD Ameritrade does not endorse, recommend, or advise any investment strategy or style, nor that of any Manager chosen to manage one or more of my IMAs directly. TD Ameritrade will only carry out transactions as directed by me, my Advisor, or a Manager designated in this or a subsequent Application and Agreement.

• From time to time, TD Ameritrade may provide my Advisor or Managers with research or other market information. I, my Advisor, and Managers are solely responsible for determining whether investments are suitable for my Accounts. I understand that even if I, my Advisor, or Managers use this information in making investment decisions, TD Ameritrade cannot be held liable for the results.

• TD Ameritrade will charge its own fees for its services.

• TD Ameritrade will send trade confirmations, statements, and other documents related to my Accounts to me. My Advisor and Managers may also receive such information if I so designate.

• My Advisor will have primary responsibility for communications with me regarding my Accounts except as may be otherwise required by law, rule, or regulation, including without limitation brokerage confirmations and account statements, and as TD Ameritrade may otherwise reasonably deem necessary.

• TD Ameritrade is not responsible for investigating or selecting an Advisor or Managers to manage my Accounts. TD Ameritrade provides no warranties regarding the performance or services of any Advisor or Manager. An Advisor or Manager may manage my Accounts substantially differently than mutual funds or other accounts managed by the same Advisor or Manager. Past performance is no guarantee of future results.

• TD Ameritrade has no duty to monitor trading done in my Accounts or to notify me of activity in my Accounts except as may be otherwise required by law, rule, or regulation, including, without limitation, brokerage confirmations and account statements, and as TD Ameritrade may otherwise reasonably deem necessary.

• TD Ameritrade does not guarantee the accuracy, timeliness, or completeness of any information about an Advisor or Manager made by that Manager or Advisor. TD Ameritrade is not responsible for my or my Advisor’s reliance on information provided by Managers.

• My Advisor or Managers may have relationships with TD Ameritrade outside of my Accounts. These relationships may have an impact on the advice I receive from my Advisor or Managers.

• TD Ameritrade does not supervise any Advisor’s or Manager’s compliance with applicable laws and has no duty to conduct such supervision or monitoring.

• If my Advisor or Manager is a member of the TD Ameritrade AdvisorDirect® Program (“AdvisorDirect”), I understand and agree that AdvisorDirect Advisors and Managers are independent and not employees or agents of TD Ameritrade. I further understand and agree that although TD Ameritrade prescreens AdvisorDirect Advisors and Managers and checks their experience and credentials against criteria TD Ameritrade sets, an Advisor’s and Manager’s membership in AdvisorDirect does not change that I am solely responsible for: (i) the decision to hire my Advisor and Managers; (ii) the scope of authority given to my Advisor and Managers; and (iii) evaluating the services and performance provided by my Advisor and Managers. Furthermore, I understand and agree that TD Ameritrade: (i) does not supervise my Advisor or Managers; and (ii) takes no responsibility for monitoring the performance of my Advisor or Managers, or transactions in my Accounts.

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• Authorizations granted in this Application and Agreement or otherwise to my Advisor or Managers will continue to apply to the successors or assigns of my Advisor or Managers as allowed by law.

• If I have chosen Asset-Based Pricing, I understand the terms contained in the Brokerage Commission, Asset-Based Pricing, Other Fees and Charges section of this Application and Agreement.

• I acknowledge that my Advisor will advise me of TD Ameritrade’s commissions and transaction costs, the Asset-Based Fees associated with the Managers on my IMAs, as well as any other applicable account fees or expenses, and will update me to the extent of any changes implemented by TD Ameritrade with respect thereto.

Pricing – TD Ameritrade and my Advisor may agree to a pricing system (including commissions, transaction, account, asset-based, and service fees) for my Advisor’s clients’ accounts custodied at TD Ameritrade, including my Accounts. This pricing may be based upon the nature and scope of business that my Advisor brings to and places with TD Ameritrade, including the current and future expected amount of my Advisor’s clients’ assets held by TD Ameritrade as custodian, the types of securities managed by my Advisor, and/or projected frequency of trading in my Advisor’s clients’ accounts. If the nature and scope of business that my Advisor brings to and places with TD Ameritrade changes or does not reach agreed-upon levels, TD Ameritrade may change the amounts it charges my Advisor’s clients’ accounts at TD Ameritrade. As a result, prices charged to my Advisor’s clients’ accounts, including my Accounts, may increase to an amount determined by TD Ameritrade. The maximum commission and Asset-Based Pricing fee rates that TD Ameritrade may possibly charge my Accounts are available on the TD Ameritrade website at advisorclient.com. If those maximum rates should change, TD Ameritrade will update the website to reflect the new rates. I understand that it is my responsibility to check the website for changes to the maximum fees chargeable to my Accounts from time to time. I understand that my Advisor can provide me with more specific commission and Asset-Based Pricing fee information for each of my Accounts.

Execution – TD Ameritrade may execute any transaction ordered by me, my Advisor, or Managers (provided the Advisor or Managers are authorized to order such transactions under this Application and Agreement) on any exchange or other market where such business is then transacted. TD Ameritrade may reject any order my Advisor or Managers place with it at its sole discretion. I understand that TD Ameritrade strictly prohibits orders delivered by mail for the purchase or sale of securities or other investments. I also understand that if my Advisor or Managers request the transfer or registration of foreign securities, I may be responsible for any transfer fees charged to TD Ameritrade.

Communications – Reports of the execution of orders and statements of my account shall be deemed accepted by me unless TD Ameritrade receives written objections from me within five (5) days with respect to the former and ten (10) days with respect to the latter after they were transmitted.

Account Information and Funding Accounts – Each Account opened pursuant to this Application and Agreement will have the same Account Owner information. In order to transfer assets from another brokerage firm or custodian to more than one TD Ameritrade IMA, I must designate one TD Ameritrade Account as my “Funding Account.” TD Ameritrade may deposit funds or securities into my Funding Account that are received without instruction as to which Accounts the received assets should be deposited, or with instruction to deposit a single transfer into multiple IMAs. Designation of one of my existing TD Ameritrade Accounts as a Funding Account will not alter the existing authorizations of my Advisor on the Funding Account, and additional authorizations included in this Managed Account Application and Agreement will be added to those already existing on the Funding Account. The Funding Account must have identical registration information with my other TD Ameritrade Accounts. If I do designate one of my existing TD Ameritrade Accounts as the Funding Account, the Funding Account will be governed by my existing account agreement for the Account and will retain all features, except that commissions, fees, and other charges may be charged in different amounts as provided by the Managed Account Agreement. TD Ameritrade statements from my Funding Account may include the words “Funding Account.”

Manager Selection – My Advisor will advise me on the selection of appropriate Managers for my IMAs, and may provide me with information my Advisor considers relevant in such selection, such as the Manager’s investment style, philosophy, historical performance data, fee schedule, applicable asset-based pricing rates, commission charges, and account requirements. Each Manager I select will have investment discretion and trading authority over a separate IMA.

Advisor and Manager Authorization – If I have so indicated in the Managed Account Application, I authorize TD Ameritrade to: execute trades in my Account at the direction of my Advisor and/or Manager as provided in the Trading Authorization section of the TD Ameritrade Institutional Client Agreement.

If I have so indicated in the Managed Account Application, I authorize TD Ameritrade to send duplicate copies of confirmations and statements from my Accounts to my Advisor, and duplicate copies of confirmations and statements from my IMAs to the Manager of each IMA.

I will not direct trading in any IMA managed by a Manager unless the Manager’s authority to trade on that IMA has been removed by me, my Advisor, or TD Ameritrade. If a Manager’s authority to direct trading in an IMA has been properly removed, I authorize TD Ameritrade to take any actions it deems reasonably necessary to carry out instructions from me including, but not limited to, disbursing assets for the settlement of trades.

Disbursement Authorization – By my signature on the application, I hereby authorize TD Ameritrade to: disburse assets to me at my address of record at the direction of my Advisor, transfer money among my Individually Managed Account(s) and my Funding Account and journal assets between my TD Ameritrade accounts of identical registration at the direction of my Advisor as provided in the TD Ameritrade Institutional Client Agreement. If I or my Advisor direct TD Ameritrade to make any disbursement, withdrawal, or transfer from a given Account, I or my Advisor will give the Manager on that Account at least two days’ notice.

Additions, Changes, or Terminations to Manager Authorization – If I have so indicated in the Managed Account Application, I hereby authorize TD Ameritrade at the direction of my Advisor to: (1) open additional Accounts on my behalf with TD Ameritrade; (2) terminate Managers and appoint new Managers to my IMAs; and (3) terminate Managers on my IMAs and close the IMAs. My Advisor may sign any necessary forms and agreements on my behalf to execute such obligations, and I will be bound by those forms and agreements as though I had signed them myself. Any such form or agreement will be in full force until termination by me or my Advisor. Furthermore, any new Accounts opened by my Advisor and/or any Managers appointed to my IMAs by my Advisor will be subject to all the terms and conditions of this Application and Agreement.

Brokerage Commission, Asset-Based Pricing, Other Fees, and Charges – TD Ameritrade will charge my IMAs: (1) brokerage commissions on securities transactions in my IMAs or Accounts pursuant to the terms agreed upon by my Advisor and TD Ameritrade; or (2) a single periodic asset based fee (an “ABF”) based on the amount of certain assets (subject to exclusions below) in my IMA or Account rather than transaction-based commissions. Note that Funding Accounts will not be charged ABP fees, but they may be charged normal commissions for brokerage transactions in the Funding Account. Irrespective of how my IMAs are charged, I may incur other fees for services TD Ameritrade renders for my Accounts as described in the Application and Agreement.

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Asset Based Pricing If I designate one or more of my IMAs to incur fees based on ABP, I will be charged a periodic fixed fee based on a percentage of my IMAs’ value rather than transaction-based commissions. Below are set forth the terms and conditions under which TD Ameritrade, Inc. (“TD Ameritrade”) will charge to your TD Ameritrade Institutional brokerage account(s) (collectively, the “Account”) and you agree to pay a single periodic asset based fee (an “ABF”) based on the amount of certain assets (subject to exclusions below) in your IMA or Account rather than transaction-based commissions (the “Asset-Based Fee Program” or the “Program”).

The ABP Program will become effective, and the IMAs or Accounts I have selected to be charged ABP fees (“ABF”) will be charged such fees, upon TD Ameritrade’s acceptance of this Application and Agreement, following both its submission and the submission of the applicable documents by my Advisor to TD Ameritrade.

For each of my IMAs or Accounts accepted into the ABP Program, I acknowledge and agree as follows:

1. TD Ameritrade will effect transactions for my IMAs or Accounts upon instructions of me, my Advisor, or each IMA’s Manager. In effecting these transactions, TD Ameritrade will act solely as a broker-dealer and custodian, not as an investment advisor with respect to each of my IMAs. TD Ameritrade does not take investment discretion on my Account.

2. The ABF will be based on the amount of assets in the Account to which such asset-based pricing applies (the “Eligible Assets”). The Eligible Assets include all assets in the Account except for assets held in money market funds, non-transaction-fee mutual funds, and commission-free exchange traded funds. The ABF does not cover every fee and expense associated with my IMA or Account. Please see 4., below for more information.

3. The annual ABF will be determined in accordance with Section 13 of the Program application above, by either (i) the annual minimum or (ii) multiplying the amount of Eligible Assets by the annual asset-based price percentage rate (“Annual Percentage Rate”). The Annual Percentage Rate depends on the amount of Eligible Assets in my IMA or Account (the “Asset Range”). TD Ameritrade, in its sole discretion, determines the Annual Percentage Rate that applies to each Asset Range in my IMA or Account. Notwithstanding the foregoing, if upon my Advisor’s instructions, TD Ameritrade designates an existing ABF Program Account as an additional IMA, the ABF for the new IMA will be determined as provided by the existing ABF terms and conditions applicable to that Account. My Advisor can inform me of the ABF Rate that applies to each of my IMAs or Accounts I have selected for ABP. The maximum ABF Rate that can apply to my IMA or Account can be found at advisorclient.com. The ABF will appear in TD Ameritrade’s statements of my Account, under the “Account Details” column as “ABF.”

4. The ABF covers most brokerage services provided by TD Ameritrade to my IMA or Account. However, the ABF does not pay for any of the following services, for which fees may be charged to my IMA or Account in addition to the ABF: brokerage and execution costs associated with Non-Eligible Assets held in my IMA or Account or with securities and other property held outside of the IMA or Account; certain transfer taxes, SEC fees, exchange fees, electronic fund and wire transfer fees, auction fees, debit balances, margin interest, certain odd-lot differentials and mutual fund short-term redemption fees; services provided by broker-dealers other than TD Ameritrade (which may include affiliates of TD Ameritrade) for transactions executed or effected by or through them that settle into or from my IMA or Account; TD Ameritrade’s (or an affiliate’s) services in connection with transactions in which TD Ameritrade (or an affiliate) receives other compensation in lieu of transaction fees, including, without limitation, any fees charged by TD Ameritrade for its Prime Brokerage Services or its Trade Away Services; custody fees for Non-Traditional Assets (“Nontraditional Assets” shall include, but shall not be limited to, non-publicly traded limited partnership or limited liability company interests, foreign securities and nonmarketable securities); and any other similar costs or charges. I will be responsible for any such costs and charges.

In the event I, my Advisor or Manager purchases for my IMA or Account an underwritten offering at a public offering price that includes sales compensation, the ABF will be applied to the underwritten offering security purchased or held in my IMA or Account. TD Ameritrade will receive a selling concession or other underwriting sales compensation, (as described in the relevant offering documents), in addition to the ABF.

5. The Program and the ABF described herein are not right for everyone. In determining whether to agree to these arrangements, I, my Advisor and my Manager should consider, among other things, my, my Advisor’s and my Manager’s investment strategies and trading patterns (including the frequency of trading and the number and size of the transactions that my Advisor or Manager orders for my IMA or Account), the costs and potential benefits of this arrangement as compared to paying commissions on a per-trade basis, and my investment objectives and goals. This Program may not be appropriate if I am a “Buy and Hold” investor or if I otherwise anticipate engaging in a lower level of trading activity, as substantially greater transaction cost savings might be realized in the context of a traditional pay-per-trade commission structure.

This Program may be appropriate for me if I place value on considerations such as links to other Accounts that are already in the Program or other features that may not be available in other programs. Depending on the circumstances, the brokerage and execution services offered through the Program may be available for less money than if I paid commissions and execution costs on a per-trade basis assuming a moderate to high level of trading activity in the IMA or Account. Furthermore, an ABF may allow me to better align my interests with the financial interests of my broker because my broker’s revenues from the IMA or Account will be tied to the value of the IMA or Account. Finally, an ABF provides consistent and explicit periodic charges.

6. In connection with the Program, I should also consider the following:

(a) TD Ameritrade is not responsible for determining that the Asset-Based Fee Program is appropriate for an IMA or Account, nor is it responsible for monitoring future trading activity in an IMA or Account to determine whether ABFs and the Program are or remain appropriate for me. Rather, that determination, and any monitoring, is my and my Advisor’s responsibility.

My Advisor has agreed to make a determination as to whether it believes my IMA or Account is appropriate for the Program before TD Ameritrade will enroll my Account in the Program. In addition, my Advisor has agreed to continue to monitor, at least annually, whether the Program continues to be appropriate for my Account. I understand I should discuss these matters with my Advisor.

(b) TD Ameritrade is not acting as an investment advisor with respect to my IMA or Account, and the ABF is not charged for any investment advice.

(c) TD Ameritrade is not a fiduciary as defined under the U.S. Employee Retirement Income Security Act of 1974, as amended, with respect to any IMA or Account’s decision to enroll in the Program.

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(d) Because I will pay TD Ameritrade’s ABF in addition to any commissions and/or other charges paid to broker-dealers other than TD Ameritrade who execute transactions for my IMA or Account, my Advisor may have an incentive to execute most transactions for my IMA or Account through TD Ameritrade. This incentive could, in some circumstances, conflict with my Advisor’s duties to obtain best execution of transactions for my Account. I understand I should discuss these matters with my Advisor.

7. TD Ameritrade reserves the right to disallow ABF for my IMA or Account if it determines that the trading activity in the IMA or Account is excessive or if it determines that the trading activity for the IMA or Account is too low to justify an ABF. Neither of these should be construed as an obligation on the part of TD Ameritrade to monitor trading in my IMAs or Accounts in the ABP Program. If TD Ameritrade disallows an ABF for either of these reasons, I or my Advisor will be given written notice by TD Ameritrade, and after such notice, my Account will be charged a commission for each transaction.

8. The ABF will be calculated and charged quarterly for each IMA or Account as follows:

• The ABF will be computed for each of my Asset-Based Fee Program IMAs or Accounts for each calendar quarterly billing period and charged on a quarterly basis in arrears.

• TD Ameritrade will calculate and charge the Asset-Based Fee to each of my ABP IMAs or Accounts shortly after the last day of the billing period. The billing periods match calendar quarters (for example, March, June, September, and December).

• At the end of each billing period, TD Ameritrade will multiply each of the previous three months’ “end of the month” balances by the amount of tier-chargeable assets for each tier by the corresponding annual rate and apply the resulting amounts to each of the applicable remaining tiers.

• The ABF for the billing period is calculated by adding each month’s proceeding amount from the resulting tiered fee.

• If an IMA or Account opens in the middle of the month, that month’s monthly ABF for the account will be prorated for the number of days in the month that the IMA or Account was in existence.

• If an IMA or Account closes before the end of a month, the end of the month balance will be considered the eligible assets in the IMA or Account at the close of business the day before the IMA or Account was closed for purposes of determining the monthly ABF. The monthly ABF for that month will be prorated for the number of days in the month the IMA or Account was in existence.

Please note that the ABF Rate that corresponds with each of your IMA or Account may vary.

For example, an IMA or Account whose Eligible Assets are $5,000,000 the first month, $5,500,000 the next month, and $6,000,000 the final month of the quarter had a rate of 15 basis points for up to $2,000,000 of Eligible Assets, 12 basis points for up to $4,000,000, and 10 basis points if Eligible Assets are in excess of $4,000,000.

The Quarterly ABF charged to the IMA or Account would be $1,725. Month one ABF = ($2,000,000 x 0.15%)/12 = $250 + ($2,000,000 x 0.12%)/12 = $200 + ($1,000,000 x 0.10%)/12 = $83.33 for a total Month one fee of $533.33. Month two ABF = ($2,000,000 x 0.15%)/12 = $250 + ($2,000,000 x 0.12%)/12 = $200 + ($1,500,000 x 0.10%)/12 = $125 for a total Month Two fee of $575. Month three ABF = ($2,000,000 x 0.15%)/12 = $250 + ($2,000,000 x 0.12%)/12 = $200 + ($2,000,000 x 0.10%)/12 = $166.67 for a total Month three fee of $616.67. Month one ABF + Month two ABF + Month three ABF = Quarterly ABF.

Using the same scenario above, if the IMA or Account was subject to an annual maximum ABF of $4,000 and assuming that the IMA or Account was charged $1,725 in the first quarter, $1,500 in the second quarter, and $775 in the third quarter, if the calculated ABF charge for the fourth quarter was $750, the actual ABF charge for the fourth quarter would be $0 because the IMA or Account had already reached the annual maximum fee during the third quarter.

Using the same scenario above, if the IMA or Account was subject to an annual minimum ABF of $5,000 and assuming that the IMA or Account was charged $1,725 in the first quarter, $1,500 in the second quarter, and $775 in the third quarter, if the calculated ABF charge for the fourth quarter was $750, the actual ABF charge for the fourth quarter would be $1,000 because the IMA or Account had not reached its annual minimum fee during the fourth quarter.

9. For the purpose of calculating the ABF, TD Ameritrade will compute the value of the Eligible Assets in my IMA or Account in a manner determined in good faith by TD Ameritrade in its sole discretion to reflect market value. TD Ameritrade may use prices obtained from third-party vendors. While TD Ameritrade believes these sources to be reliable, TD Ameritrade’s valuation of Eligible Assets for purposes of ABP should not be considered a guarantee of any kind whatsoever of the value of any assets in my IMA or Account. The actual prices at which securities may be bought and sold may be different from those used for purposes of calculating ABF.

10. I authorize TD Ameritrade, without notice to me or my Advisor, to liquidate or withdraw the securities and other property in my IMA or Account and to determine which securities and other property are to be sold in order to pay the ABF and any other fees due to TD Ameritrade under the ABP Program. Payment of fees, including the ABF, generally will be made first from free credit balances, next from the liquidation of shares of money market funds, and finally from the liquidation of any remaining securities or other property on a pro rata basis until the debt is satisfied.

11. As part of this Managed Account Agreement, these terms and/or the Annual Percentage Rate schedule may be amended at any time by TD Ameritrade. My Advisor has agreed to assume responsibility for informing me of any changes to the Annual Percentage Rate schedule that will apply to my IMA or Account. In addition, at all times I may find the maximum TD Ameritrade Annual Percentage Rates that TD Ameritrade may possibly apply to an ABF account on the TD Ameritrade website at advisorclient.com.

Fee Payment Authorization – TD Ameritrade may use cash in my Accounts or liquidate shares in any money market mutual fund or cash sweep vehicle in my Accounts to the extent necessary to pay Account Fees. In the event that the balance in my money market mutual funds or cash sweep vehicles is insufficient to pay Account Fees, TD Ameritrade will contact my Advisor. TD Ameritrade shall rely on invoices from my Advisor and/or Managers, and has no responsibility for the calculation or verification of fees. TD Ameritrade need not confirm instructions or verify those fees with me. These fees may be aggregated and deducted from my Accounts in a single transaction.

Authorization Termination – Authorizations granted in this Application and Agreement and elsewhere pertaining to my Accounts will remain in effect until I revoke such authorizations, a person or entity with authorization to revoke such authorizations (such as my Advisor) does so, or the authorized person or entity resigns his/her/its authorization. Revocation of any authorization or designation pursuant to the Agreement may be made upon two business days’ written notice. If my Advisor or another person or entity having such authority revokes such authorizations, it must be accomplished by submitting a completed Authorization to Add, Change, or Terminate Manager Form by mail, facsimile, or messenger. If I revoke or terminate the authorization of my Advisor or Managers, I agree to notify them of such revocation or termination by the time such revocation is submitted. Revocation or termination of authority will have no effect on my obligations arising before such revocation or termination becomes effective.

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If TD Ameritrade or my Advisor terminates the Advisor Master Account Agreement between them, my Advisor’s and each Manager’s authority over the applicable Accounts will also be terminated. TD Ameritrade will notify me of any such termination. Until I appoint a new Advisor, my Accounts will remain unmanaged, and I will have exclusive control and sole responsibility for my Accounts. My Accounts will become regular TD Ameritrade retail accounts subject to all terms and conditions applicable thereto, including, but not limited to, the terms and conditions relating to fees and commissions, investment products, and other services available to TD Ameritrade retail clients unless TD Ameritrade notify me otherwise.

If I, TD Ameritrade, or my Advisor terminates the Manager of one or more of my IMAs, I have the option to discuss using other Managers on TD Ameritrade’s platform with my Advisor.

Until I choose to appoint a new Manager for my IMAs, my Advisor will manage my IMAs in accordance with the powers granted to the Advisor in the Advisor and Manager Authorization Section of the Managed Account Agreement, assuming that I have granted my Advisor such powers in the Managed Account Application. If I have not granted my Advisor such powers, my IMAs will become TD Ameritrade retail accounts, subject to all terms and conditions applicable thereto, including, but not limited to, the terms and conditions relating to fees and commissions, investment products, and other services available to TD Ameritrade retail clients unless TD Ameritrade notifies me otherwise.

Indemnification – I will indemnify and hold TD Ameritrade and its affiliates, directors, officers, employees, successors, and assigns harmless from all losses, claims, damages, liabilities, and costs, including attorneys’ fees, arising out of or relating to: (1) TD Ameritrade’s reliance upon my representations and/or the representations of my Advisor or Managers; (2) TD Ameritrade’s reliance upon the fee payment authorization contained in this Application and Agreement; and (3) TD Ameritrade’s execution of instructions from me, my Advisor, or Managers.

Losses Due to Extraordinary Events – TD Ameritrade will not be liable for losses caused by events outside of its control. Such events include, but are not limited to, natural disasters, war, terrorist attacks, strikes, government restrictions, public or private regulatory rulings, and communications or market interruptions.

Credit Information – I acknowledge that TD Ameritrade will verify the information I provide on the Managed Account Application through a third-party provider in accordance with federal law. I authorize TD Ameritrade to make inquiries for the purpose of verifying my identity and my creditworthiness and to provide information regarding my performance under these agreements to credit reporting agencies and to its affiliates. I further authorize TD Ameritrade to share the results of such inquiries relating to the verification of my identity with my Advisor. I further understand that TD Ameritrade may share this information with its affiliates to determine my eligibility for other products and services they may offer. I may opt out of such information sharing by providing TD Ameritrade with written notification. I understand that, upon my request, TD Ameritrade will tell me whether a credit report was requested and provide the name and address of the agency that furnished it.

Account Ownership – Accounts held in joint tenants with right of survivorship vest in remaining joint tenant(s) upon death of any joint tenant. Tenants in common are presumed to own equal shares unless the parties inform TD Ameritrade otherwise, and decedent’s share will vest in the party’s estate at death. Distribution of Accounts held as Community Property will be governed by applicable state law, and custodial accounts will be governed by the Uniform Gifts to Minors Act (UGMA) or the Uniform Transfers to Minors Act (UTMA). Deposits made pursuant to the UGMA or the UTMA are irrevocable and belong to the minor for the minor’s sole benefit, and are delivered to the minor upon attaining majority or other age mandated by law.

Trustee Representations (For Trusts other than Employee Benefit Plans, Retirement Trusts, or Individual Retirement Accounts) – If the Account is a Trust, the following additional terms apply. Trustees make the following continuing representations and warranties to TD Ameritrade regarding the agreement by which the Trust named above was created (the “Trust Agreement”). Should only one person sign below, that signer represents to be the sole Trustee. In such a situation, plural references herein are deemed to be singular. Furthermore, the persons signing below represent that they are the only Trustees on the Trust.

(1) TD Ameritrade is authorized to follow the instructions of any Trustee and to deliver funds, securities, or any other assets in the Accounts to any Trustee or on any Trustee’s instructions by: (a) express provision of the Trust Agreement that each Trustee is authorized to act individually, independently, and without the consent of the other Trustees for all purposes related to the Accounts; or (b) consent of the other Trustees in accordance with the requirements of the Trust Agreement.

(2) The Trust Agreement grants them the ability to delegate authority over the assets held in the Accounts to their Advisor or Managers and permits the Advisor or Managers to direct TD Ameritrade to enter into transactions for the purchase or sale of securities.

(3) TD Ameritrade is authorized to follow the instructions of any Trustee whose signature appears below, even if there is more than one Trustee, and no one Trustee has authority, acting individually and without notice to any other Trustee, to deal with TD Ameritrade independently, on the presumption that such instructions have been approved as required by the Trust Agreement. Pursuant to that presumption of adequate Trustee consent to instructions received from a single Trustee, TD Ameritrade is authorized to deliver Account assets to any Trustee or at any Trustee’s instructions.

(4) TD Ameritrade is not responsible for determining whether any instruction regarding a Transaction is authorized or proper.

(5) Notice by TD Ameritrade to the person designated in this Application and Agreement to receive notices shall constitute notice to all Trustees. We acknowledge your right to examine the Trust Agreement and hereby agree to provide you with a copy of the Trust Agreement if so requested in writing. The Trustees/Fiduciaries agree to notify TD Ameritrade promptly in writing of: (1) any changes to the representations, warranties, and certifications made herein; (2) any changes in identities of the Trustees or Fiduciaries; or (3) any revocation, modification, amendment, or other alteration to the Trust Agreement or the Plan’s governing documents that would make the representations, warranties, and certifications contained herein inaccurate, incorrect, or incomplete. TD Ameritrade reserves the right to terminate this Application and Agreement in the event of any changes in the representations, warranties, and certifications made herein.

Fiduciary Representations (For Employee Benefit Plan, Retirement Trust, or Individual Retirement Accounts Only) – If you have executed an Application and Agreement on behalf of an employee benefit plan or an IRA (referred to below for convenience as the “Plan”), you represent, warrant, and agree as follows:

(1) TD Ameritrade does not and shall not have discretionary authority or responsibility with respect to any assets subject to the Agreement or render “investment advice” (within the meaning of DOL regulations at 29 C.F.R.§2510.3-21(c)) with respect to such assets.

(2) You are a fiduciary of the Plan who is authorized to enter into contracts and invest Plan assets or acting at the direction of a Plan fiduciary who is so authorized. You (a) have determined that this Application and Agreement is consistent with your responsibilities to the Plan under ERISA or other applicable law; and (b) you or your Advisor are qualified to make the investment decisions contemplated by this Application and Agreement.

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(3) The execution and delivery of this Application and Agreement, and the transactions contemplated by it: (a) have been duly authorized by all appropriate and necessary parties pursuant to the provisions of the instrument or instruments governing the Plan and any related trust; and (b) will not violate, and is not otherwise inconsistent with, the terms of such instrument or instruments or any laws and regulations applicable to the Plan.

(4) For Plans other than IRAs, to the extent that the Plan provides for individual participant accounts and participant direction of such accounts, the Trustee or the Advisor is authorized and responsible under the terms of the Plan for determining the permissibility of participant directions and forwarding them for execution. TD Ameritrade will not accept investment directions from any person other than the Trustee, Advisor, or a Manager.

(5) In directing purchases and sales of securities and all other transactions (collectively referred to as “Transactions”) under this Application and Agreement, you or your Advisor will determine that the Transaction is prudent and in the interests of the Plan, considering, among other things, the role that the Transaction will play in the Plan’s portfolio, taking into consideration whether the Transaction is designed reasonably to further the Plan’s purposes; the risk and return factors associated with the Transaction; the composition of the Plan’s total investment portfolio with regard to diversification; the liquidity and current return of the Plan’s portfolio relative to its anticipated cash flow needs; and the projected return of the Plan’s portfolio relative to its objectives.

(6) The Advisor and any Manager authorized to direct TD Ameritrade with respect to any Transaction will be fully authorized under the terms of the Plan and applicable law to direct TD Ameritrade with respect to such Transactions.

(7) Neither the execution of this Application and Agreement nor any Transaction will be a non-exempt prohibited transaction under ERISA, Section 4975 of the Code, or applicable state law. Notwithstanding anything in this Application and Agreement, TD Ameritrade may immediately terminate this Application and Agreement and all Transactions in the event that TD Ameritrade determines in good faith that any Transaction is a non-exempt “prohibited transaction” within the meaning of ERISA or Code Section 4975. This right will not affect your responsibility to satisfy all of your obligations to TD Ameritrade or any other party.

Certification of Trust or Fiduciary Powers, Indemnification, and Agreement In consideration of TD Ameritrade and TD Ameritrade Clearing, Inc., accepting and carrying IMAs and, as applicable, a Funding Account for the Trust or Plan named above, the undersigned represents, warrants, and certifies now and for the duration of this Agreement:

• The Trust Agreement and governing Plan documents authorize the Trustee/Fiduciary to pledge assets held in the Accounts to secure the Trust’s/Plan’s obligations to third parties.

• The Trust Agreement or Plan’s governing documents have not been revoked, modified, amended, or otherwise altered such that the representations, warranties, and certifications contained herein are inaccurate, incorrect, or incomplete.

• All representations made in this Application and Agreement are truthful, accurate, and complete as of the date of this Application and Agreement for its duration.

Terms for IRAs By signing this Application and Agreement, I acknowledge that:

For SEP and SIMPLE IRAs: I represent and warrant that I am eligible to participate in the plan as adopted by my employer.

(1) I agree to read and be bound by the terms of the TD Ameritrade Account Agreement, the TD Ameritrade Clearing, Inc., IRA Custodial Agreement, and the SEP IRA and SIMPLE IRA Adoption Agreements, as applicable, as currently in effect and as amended from time to time. However, the terms of this Application and Agreement supersede the Limited Power of Attorney and Authorization to Pay Fees to Agent sections of the TD Ameritrade Clearing, Inc., IRA Custodial Agreement. To the extent there are any conflicts between the terms found in the Limited Power of Attorney and Authorization to Pay Fees sections of the IRA Custodial Agreement and this Application and Agreement, the terms of this Application and Agreement will be followed.

(2) I also understand that I have the right to cancel my IRA within seven days from the date I receive the TD Ameritrade Account Agreement, the IRA Custodial Agreement, and Disclosure Statement. If I do not receive or understand the TD Ameritrade Account Agreement, the IRA Custodial Agreement, and Disclosure Statement, I will notify TD Ameritrade.

(3) I understand that I have the right to direct the investment and reinvestment of the contributions to my Account and hereby appoint TD Ameritrade as my agent to execute directions, as Broker, under the terms of the TD Ameritrade Account Agreement, the IRA Custodial Agreement, and Disclosure Statement.

(4) I hereby establish a TD Ameritrade Clearing, Inc., Individual Retirement Custodian Account, and certify the accuracy of all information provided, in each case effective upon acceptance by TD Ameritrade Clearing, Inc.

(5) In the case of a rollover contribution, I irrevocably elect to treat this as such, as stated in the Rollovers and Recharacterizations section of the Traditional IRA Disclosure Statement and the Roth IRA Disclosure Statement.

(6) If a nonresident alien, I declare that I have “earned income” actually and actively earned within the United States. “Earned income” does not include, among other things, money earned from property, interest or dividend income, or money received from a pension or annuity, as deferred compensation or as a deferred incentive award.

(7) I understand this Designation of Beneficiary will be effective on the date received by the Custodian. This Designation of Beneficiary will remain in full force and effect until such time as the Custodian is in actual receipt of a written revocation or change of beneficiary signed by me and in such form and substance as the Custodian deems necessary. If I change the beneficiaries, all previously designated beneficiaries no longer have the right to receive benefits under this Agreement.

(8) All securities, dividends, and proceeds will be held at TD Ameritrade Clearing, Inc., (the “Clearing Firm”), unless otherwise instructed.

(9) I understand that TD Ameritrade may relate information regarding this account, including account delinquency and voluntary closures, to consumer or credit reporting agencies. Upon my request, TD Ameritrade shall inform me of each consumer or credit reporting agency from which they have obtained and/or reported my consumer or credit report. TD Ameritrade agrees to notify the consumer or credit reporting agencies if I dispute the completeness or accuracy of the information furnished by TD Ameritrade. By my signature, I authorize TD Ameritrade to obtain consumer or credit reports for the name(s) set forth in the Application.

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(10) The application provides for the deposit of funds or securities into the account. I understand that the funding of this account is subject to the rules and regulations of the U.S. Internal Revenue Service and that my failure to abide by such rules and regulations may have important and possibly irrevocable tax and financial consequences. I attest that the funding information provided is true and correct, authorize TD Ameritrade Clearing, Inc., to deposit the funds or securities according to the funding instructions, and assume full responsibility for this funding transaction. I release and agree to indemnify and hold harmless TD Ameritrade Clearing, Inc., from any and all liability and claims for damages from any adverse consequences that may result.

Certification by Coverdell Education Savings Account Responsible Individual By signing this Application: (i) I, the Depositor, hereby establish a Coverdell ESA under the Client Agreement set forth in this Application and the Coverdell ESA Custodial Agreement (Custodial Agreement), which is incorporated by reference, subject to acceptance of the Coverdell ESA by the Custodian, TD Ameritrade Clearing, Inc.; and (ii) I acknowledge that I have received, read, understand, and agree to the Client Agreement set forth in this Application and the Custodial Agreement and the TD Ameritrade Institutional Client Agreement that will govern this Coverdell ESA, as well as the TD Ameritrade Privacy Policy.

I understand that non-deposit investments purchased through TD Ameritrade are not insured by the Federal Deposit Insurance Corporation (FDIC), are not obligations of or guaranteed by any financial institution, and are subject to investment risk and loss that may exceed the principal invested.

I understand that this Coverdell ESA is subject to the requirements of the Internal Revenue Code and the regulations thereunder and that the funding and/or operation of this account may have significant tax and financial consequences. I understand and acknowledge that TD Ameritrade does not provide tax, financial, or legal advice and that, subsequent to the initial contribution, which will be invested as directed above, TD Ameritrade will invest and reinvest the assets in the Coverdell ESA only pursuant to the instructions of the Responsible Individual or his/her authorized representative. I further accept responsibility for the information contained in this Application about me (and, if I am the Depositor, about the Designated Beneficiary) and affirm that such information is true and correct. I agree to indemnify and hold harmless TD Ameritrade from any and all liability and claims for damages resulting from any action taken pursuant to this Application, the Custodial Agreement, and/or the TD Ameritrade Institutional Client Agreement.

The Laws of Nebraska Govern – This Application and Agreement and its enforcement shall be governed BY THE LAWS OF THE STATE OF NEBRASKA. This Application and Agreement shall cover individually and collectively all Accounts which I may open or reopen with TD Ameritrade. This Application and Agreement shall inure to the benefit of TD Ameritrade’s successors (whether by merger, consolidation, or otherwise) and assigns, and TD Ameritrade may transfer my Accounts and my agreements to its successors and assigns. Further, this Application and Agreement shall be binding upon my heirs, executors, administrators, successors, and assigns.

Entire Agreement – This Application and Agreement constitutes the entire agreement between the parties, supersedes any previous agreement, and may be amended or modified only by a writing signed by both parties.

I understand that any alteration to this Managed Account Agreement will be ineffective to relieve me of my obligations hereunder.

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MANAGED ACCOUNT APPLICATION This Third-Party Investment Management Program Managed Account Application (“Managed Account Application”) with its attached Third-Party Investment Management Program Managed Account Agreement (“Managed Account Agreement”) and the TD Ameritrade Institutional Client Agreement, (sometimes referred to individually herein and, collectively, as the “Application and Agreement”) allows you to open one or more accounts with TD Ameritrade, Inc., to facilitate a third-party investment management program (“Program”). The Program consists of the following types of accounts:

• Individually Managed Accounts (“IMAs”) are TD Ameritrade, Inc., accounts that are managed by third-party investment managers (“Managers”) selected by you and your investment advisor (“Advisor”).

• A “Funding Account” is a TD Ameritrade, Inc., account used to facilitate funding of your IMAs (the Funding Account and IMAs are collectively referred to as “Accounts”). The Funding Account is managed by you and your Advisor, but does not have a Manager.

For purposes of this Application and Agreement, the terms “I,” “my,” “me,” “myself,” “you,” “your,” “yourself,” and “Account Owner” refer to each person who signs this Application and Agreement. The terms “we,” “us,” “our,” and “TD Ameritrade” refer to TD Ameritrade, Inc., a registered broker-dealer and member of FINRA and SIPC. The Clearing Broker is TD Ameritrade Clearing, Inc., Note that you are not required to open more than one Account with TD Ameritrade. To the extent only one Account is opened with TD Ameritrade, please read all plural references as singular. Please contact your Advisor if you require additional forms or information.

The instructions below are an integral part of this Application and Agreement and should be read in full.

Instructions

Investment Advisor Identification Please supply the name and identifying information for your Advisor.

Sections 1 and 2: Account Owner and Co-Owner/Trustee/Custodian In the spaces provided, please supply information about the Account Owner. If opening an Entity Account, please supply information on the contact person for the entity. This information will apply to all Accounts covered by this Application and Agreement, whether opened now or in the future by you or your Advisor. TD Ameritrade has a privacy policy pursuant to which your information contained in this Application and Agreement and otherwise disclosed to TD Ameritrade may be shared with third parties. TD Ameritrade’s Privacy Statement will be supplied at the time you open your Accounts, and is also available online at advisorclient.com, or by calling 800-431-3500. TD Ameritrade is required by federal law to verify your identity, and will use the information provided here to do so.

Section 3: Entity Information, Control Person, and Beneficial Owners In the spaces provided, please supply information about the Entity, Control Person, and Beneficial Owners. If you are not opening an Entity Account with this Application and Agreement, do not fill out this section.

Section 4: Taxable Account Type Check the box that applies to the type of Account desired and the type of entity that will hold the Account. If you are opening a retirement account, please see Section 5.

Section 5: Please Select the Type of of Non-Taxable Account You Want If you are opening a Non-Taxable Account with this Application and Agreement, please select the type of Non-Taxable Account you wish to open. If you are not opening a Non-Taxable Account with this Application and Agreement, do not fill out this section.

Section 6: Coverdell Education Savings Accounts only Please check the appropriate box in regards to the Responsible Individual.

Section 7: Additional Information for Non-Taxable Accounts For those Non-Taxable accounts designated above in Section 5, please provide the information about the plan, employer, record keeper (if applicable), and waiver election (if applicable).

Section 8: Designate Your Beneficiary(ies) (Retirement Accounts only) If you are opening a Non-Taxable account with this Application and Agreement, please list the beneficiaries of your account, including whether such beneficiaries are primary or contingent, and the share each beneficiary takes. If you wish to list more beneficiaries, you may attach additional sheets, each signed by all Account Owners/Trustees/Custodians/Authorized Agents.

Section 9: Beneficiary Elections (for Beneficiary IRA’s only) Indicate your relationship with the decedent.

Section 10: Trust Information (Trust Accounts only) If you are opening an Account for a trust with this Application and Agreement, provide the requested information in the spaces provided. If you are not opening an Account for a trust, do not fill out this section.

Section 11: Authorization to Act Individually (Trust Accounts only) If you are opening an Account for a trust with this Application and Agreement, provide the requested information in the spaces provided. If you are not opening an Account for a trust, do not fill out this section.

Section 12: Duplicate Statements & Confirms for an Interested Party If you want duplicate confirmations and/or statements sent to a third party (not an investment Advisor), please provide the requested information on the spaces provided.

Section 13: Selection of Managers for Individually Managed Accounts In the spaces provided, please fill in the Manager Firm name assigned to each IMA and other required information. Also specify by checking the appropriate box whether each IMA will be subject to Transaction Based Pricing or Asset-Based Pricing or commissions. If you select Asset-Based Pricing, specify the current rate that applies to each IMA as provided by your Advisor. You and your Advisor may choose Asset-Based Pricing for one or more of your IMAs. It is your Advisor’s responsibility to monitor the appropriateness of Asset-Based Pricing for your IMAs. Please review carefully the information relevant to Asset-Based Pricing in the Brokerage Commission, Asset-Based Pricing, Other Fees and Charges section of the terms of the Managed Account Agreement. By signing this document, you will be consenting to the Managed Account Agreement including the terms of the Brokerage Commission, Asset-Based Pricing, Other Fees and Charges section, and acknowledging that you understand which Asset-Based Pricing rate applies to the Managers you have chosen for your IMAs.

Page 25 of 26

Section 14: Funding Account This section allows you to open a Funding Account at the same time as you open your IMAs. Funding Accounts may be used to facilitate assets transferred from another brokerage firm or custodian to more than one IMA custodied at TD Ameritrade, or to hold assets that will not be managed by a Manager. Should a Funding Account become necessary for the efficient operation of your IMAs at some point after they have been opened, TD Ameritrade will open one for you. The Funding Account is managed by you and your Advisor.

A Funding Account may or may not be required as described below. If you are uncertain, ask your Advisor.

A Funding Account may be required for:

• Clients who intend to transfer assets from other custodians into multiple IMAs custodied at TD Ameritrade managed by new Managers. TD Ameritrade will use the Funding Account to facilitate the funding of your IMAs.

A Funding Account may not be required for:

• Clients opening only one IMA.

• Clients who intend to transfer assets from other custodians into multiple IMAs custodied at TD Ameritrade managed by Managers who previously managed the same account with another custodian.

Section 15: Cash Sweep Vehicle Choices Please choose only one. That selection will apply to all of your Accounts. If you do not make a selection, your cash balances will be swept to the TD Ameritrade FDIC Insured Deposit Account. If you prefer to change cash sweep vehicles once your Accounts are open, please contact your Advisor.

Section 16: Confirmation and Statement Preferences By providing an email address in section 1, you consent to electronic delivery of information related to your Accounts including, but not limited to, trade confirmations.

Section 17: Advisor and Manager Powers Authorizations This section grants your Advisor and Managers authorization to make trades in and otherwise manage your IMAs, and to be paid from your Accounts. Each Account Owner must select which authorizations apply to the IMAs.

Section 18: Communication From Issuers From time to time, issuers of securities held in your Accounts may send out certain issuer and issuer-related communications (proxies, tender offers, proposed mergers, rights offerings, exchange offers, and warrants, among other things) that may require a voting decision or other action regarding investments held in your Accounts. You may appoint your Advisor or the Manager managing the IMA containing the communicating issuer’s securities to answer communications for you. By doing so, you will be appointing your Advisor and/or Managers to take actions on your behalf including: (i) voting proxy ballots; (ii) providing instructions regarding corporate reorganizations and other corporate actions; and (iii) receiving proxy and related issuer materials. This authorization extends only as far as those voting decisions or other action communications received by you, your Advisor, or Managers.

Issuers may still send you certain other issuer and issuer-related communications regarding investments held in your Accounts. You agree that you will be responsible for providing TD Ameritrade any applicable instructions or directions on those items.

Note that your Managers may not be willing or able to vote proxies or otherwise exercise your shareowner rights. Please confer with your Advisor and designated Managers to determine how to manage such situations.

Section 19: Trusted Contact Trusted Contact means the individual(s) you have authorized TD Ameritrade to contact under certain circumstances, as described in Section 19 of this form.

Section 20: Authorization to Open Individually Managed Accounts The Managed Account Application must be signed by every account owner, trustee, custodian, partner, and/or authorized officer. All trustees or fiduciaries of trust accounts (including retirement trust, employee benefit plan, and Individual Retirement Accounts) must sign and date this section, if applicable.

Section 21: Sole Proprietor Certification Complete this section only if this account is for a sole proprietor.

Section 22: Secretary’s Certificate Regarding Corporate or Non-Incorporated Resolutions Fill out this section only if you are opening a Corporate or Non-Incorporated Organization Account. The Managed Account Application must be signed by every partner.

Section 23: Appendix A: Intra-TD Ameritrade Funding Instructions If funds for your IMAs will come from one or more other Accounts at TD Ameritrade, please list those Accounts in Appendix A.

TD Ameritrade Institutional, Division of TD Ameritrade, Inc., and TD Ameritrade Clearing, Inc., members FINRA/SIPC. TD Ameritrade is a trademark jointly owned by TD Ameritrade IP Company, Inc. and The Toronto-Dominion Bank. © 2018 TD Ameritrade.

Investment Products: Not FDIC Insured * No Bank Guarantee * May Lose Value

TDAI 4954 REV. 03/18

Mailing Address: TD Ameritrade Institutional

PO BOX 650567 Dallas, TX 75265-0567

Page 26 of 26 TDAI 4954 REV. 03/18

A11 AccountingA21 Advertising/MarketingA31 Aerospace/DefenseA41 Agriculture/ForestryA51 Amusement and RecreationA61 Animal Services and VeterinaryA71 Architecture/DesignA81 Arts/AntiquesA91 Athletics/FitnessA32 AutomotiveB11 AviationC11 Bar/Nightclub/Adult Entertainment ClubC21 ChildcareC31 Cleaning/Janitorial/HousekeepingC41 Communications/TelecommunicationsC51 Construction/Carpentry/LandscapingC61 Convenience Store/Liquor Store/

Gas StationC71 Customer Service and SupportE11 EducationE21 Embassy/ConsulateE31 EnergyE41 Engineering

F11 Fashion/ClothingF21 Financial ServicesF51 Firearms and ExplosivesG11 Gaming/Casino/Card ClubG21 Government/Public AdministrationG31 Grocery/SupermarketH11 Healthcare/Medical ServicesH21 Hotel/HospitalityI11 Import/ExportI21 Information Technology (IT)I31 InsuranceJ11 Jewelry, Gems, and Precious MetalsL11 Legal Services/Public SafetyL21 Logistics/Supply ChainM11 ManufacturingM21 MaritimeM31 Media/EntertainmentM41 Mining, Oil, and GasM51 Money Services Businesses (Check

Cashing, Money Transmitting, Payday Loans, Currency Exchange)

N11 Non-Profit/NGO (Non-Government Agency)/Charity

O31 Other; If Other, include a description in the Industry of Occupation box

P11 Parking and Car WashesP21 Pawn Shops/BrokersP31 Personal Care/Hygiene (Beauty,

Salon, Cosmetics, Massage, etc.)P41 PharmaceuticalsP51 Printing/PublishingP71 Professional/Civic Organizations

(Non-Retail)R11 Real EstateR21 Religious OrganizationR31 Repair Services - Home, Auto,

and OtherR41 Restaurant/Food ServiceR51 Retail Sales/Retail TradeS11 Science and BiotechnologyS21 SecurityT11 Transportation T31 TravelU11 Utilities (Public)W11 Wholesale Sales/Trade

Industry of Occupation Codes

A42 Accountant/Auditor/BookkeeperA62 AdjusterA82 Advertiser/Marketer/PR ProfessionalA33 Air Traffic ControllerA43 Ambassador/Consulate ProfessionalA53 AnalystA63 AppraiserA73 Architect/DesignerA83 Artist/Performer/Actor/DancerA93 Assistant/Executive AssistantA44 AthleteA64 Attorney/Judge/Legal ProfessionalA74 AuctioneerL51 Banker/Lending ProfessionalB21 Barber/Beautician/HairstylistB31 Broker/Registered RepB41 Business Executive (VP, Director, etc.)B51 Business OwnerC81 CaregiverC91 Carpenter/Construction Worker/

ContractorC22 CashierC32 Chef/CookC42 ChiropractorC52 Civil ServantC62 ClergyC72 Clerk

C82 Compliance/Regulatory ProfessionalC92 ConsultantC43 Counselor/TherapistC53 Customer Service RepresentativeD11 DealerD61 DentistD31 DistributorD41 Doctor/Surgeon/PhysicianD51 DriverE51 EngineerE71 ExterminatorF71 Factory/Warehouse WorkerF81 Farmer/RancherF91 Financial Planner/AdvisorF22 Flight AttendantF32 Human Resources ProfessionalI41 Importer/ExporterI51 Inspector/InvestigatorI81 InvestorI91 IT Professional/IT AssociateJ31 JanitorJ41 JewelerL31 LaborerL41 LandscaperM91 MechanicM22 Military, Officer or AssociatedM32 Mortician/Funeral Director

N21 NurseO11 Office AssociateO21 Other; If Other, include a description

in the Occupation box.P81 PharmacistP91 Physical TherapistP22 PilotP32 Police Officer/Firefighter/

Law Enforcement ProfessionalP42 PoliticianP52 Project ManagerR81 Real Estate Professional R71 ResearcherS41 SalespersonS51 ScientistS61 Seamstress/TailorS71 Security GuardS81 Social WorkerT41 Teacher/ProfessorT51 TechnicianT61 TellerT71 Tradesperson/CraftspersonT81 Trainer/InstructorU21 UnderwriterV11 VeterinarianW21 Writer/Journalist/Editor

Occupation Codes

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TDAI4954 - TD Ameritrade INVESTMENT PROGRAM ... What best describes the initial M Employment/Wages...