*TDAI8300* THIRD-PARTY INVESTMENT MANAGEMENT PROGRAM MANAGED ACCOUNT APPLICATION. Funding Account # Advisor # Fax:

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1 THIRD-PARTY INVESTMENT MANAGEMENT PROGRAM Funding Account # Advisor # Please direct mail to: Genworth Financial Wealth Management Account Operations 2300 Contra Costa Blvd. Pleasant Hill, CA Fax: Direct overnight mail to: Genworth Financial Wealth Management Account Operations 2300 Contra Costa Blvd., Suite 425 Pleasant Hill, CA 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 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 refers 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 One Funding Account will be activated for all of the IMAs in a registration. Section 1: Account Type Check the box that applies to the type of account desired and the type of entity that will hold the account. Section 2: Please Select the Type of IRA You Want If you are opening an IRA with this Application and Agreement, please select the type of IRA you wish to open. If you are not opening an IRA with this Application and Agreement, do not fill out this section. Section 3, 4 and 5: Entity Information, Account Owner and Co-Owner/Trustee In the spaces provided, please supply information about the Account Owner. 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 policy will be supplied at the time you open your Accounts, and is also available online at or by calling TD Ameritrade is required by federal law to verify your identity, and will use the information provided here to do so. Section 6: Designate Your Beneficiary(ies) If you are opening an IRA with this Application and Agreement, please list the beneficiaries of your IRA, 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. If you are not opening an IRA with this Application and Agreement, do not fill out this section. Section 7: Beneficiary Elections Indicate your relationship with the decedent. Section 8: 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 9: Investment Advisor Identification Please supply the name and identifying information for your Advisor. Section 10: 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 money market sweep vehicles once your Accounts are open, please contact your Advisor. Section 11: TD Ameritrade Investment Instructions Please complete this section with your Investment Advisor. *TDAI8300* Page 1 of 16

2 Section 12: Electronic Communications Enrollment By providing an address in this section, you consent to electronic delivery of information related to your accounts including, but not limited to, trade confirmations. Section 13: Request for Additional Statement Section 14: Advisor and Manager Powers 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 sign the application and which authorizations apply to the IMAs. Section 15: 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 shareholder rights. Please confer with your Advisor and designated Managers to determine how to manage such situations. Section 16: Authorization to Open Individually Managed Accounts The Managed Account Application must be signed by every account owner, trustee, custodian, partner and/or authorized officer. Section 17: Partnership Accounts Fill out this section only if you are opening a Partnership Account. The Managed Account Application must be signed by every partner. Section 18: Trustee and Fiduciary Section (for all Trust, Retirement Trust, Employee Benefit Plan and Individual Retirement Accounts only) All trustees or fiduciaries of trust accounts (including retirement trust, employee benefit plan and Individual Retirement Accounts) must sign and date this section. Page 2 of 16

3 1 2 account type: 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 Entireties* If one Joint owner dies, his/her interest passes to the surviving owner (spouses only). M Joint Tenants with Right of Survivorship If one Joint owner dies, his/her interest passes to the surviving owner(s). M Community/Separate Property* For AZ, CA, ID, LA, NV, TX, WA and WI only. Laws vary by state. M Custodian for a Minor** M Corporation* M Estate* M Trust* M Partnership* M Limited Liability Company* M Guardianship* *Additional information and/or paperwork may be required. Please contact your advisor. ** 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 4, and the custodian s information in the Co-Owner/Trustee portion of Section 5 below. please select the type of ira YOu want (iras only) (Select only one type of account) M Traditional IRA M New contribution. Make your check payable to TD Ameritrade. Contribution is for the tax year. M Transfer of existing Traditional IRA from another financial institution. Also complete and attach the Account Transfer Form. M Funds you have withdrawn from another institution. Assets you ve withdrawn from a Traditional IRA within the past 60 days. M ROTH CONTRIBUTORY IRA M New contribution. Make your check payable to TD Ameritrade. Contribution is for the tax year. M Transfer of existing Roth Contributory IRA from another financial institution. Also complete and attach the Account Transfer Form. M Funds you have withdrawn from another institution. Assets you ve withdrawn from a Roth Contributory IRA within the past 60 days. M ROTH CONVERSION IRA Eligibility to convert your Traditional IRA to a Roth IRA is based on income limits. I understand that this rollover conversion request will be processed promptly upon receipt by TD Ameritrade Retirement Plans Operations and that TD Ameritrade assumes no liability for the timing of such conversion and related tax consequences. M Convert current TD Ameritrade Traditional IRA: (A new account number will be assigned.) If only a portion of your current IRA is to be converted, please attach a separate sheet identifying which assets are to be moved. A. Federal Withholding B. State Withholding M I do not want federal income tax withheld from my distribution. M I do not want state income tax withheld from my distribution. M I do want federal income tax withheld from my distribution. M I do want state income tax withheld from my distribution. Ten percent (10%) of the distribution will be withheld. If you *NAME OF STATE: want a percentage greater than 10% withheld, please indicate % OR $ percentage OR dollar amount.% OR $ *Contact your Regional Service Team for your specific state to determine if sales tax is eligible. M Transfer of existing Roth Conversion IRA from another financial institution. Also complete and attach the Account Transfer Form. M Funds you have withdrawn from another institution. Assets you ve withdrawn from a Roth Conversion IRA within the past 60 days. M Funds you have withdrawn from another institution. Assets you ve withdrawn from a Traditional IRA within the past 60 days. M ROLLOVER IRA To fund your IRA with assets from an employer-sponsored retirement plan, such as a 401(k) or pension plan. PLEASE NOTE: If you re opening a Rollover IRA and wish to preserve your ability to transfer funds from this account to another qualified plan in the future, you may not make additional annual contributions to the Rollover IRA. Please consult with your tax advisor before making additional contributions to a Rollover IRA. M Rollover from an employer retirement plan. Complete any forms from your employer and provide them with your TD Ameritrade Rollover IRA information. Name of employer sponsoring plan Approximate total value of distribution Expected distribution date (mm/dd/yyyy), if known By signing this application, I elect that my IRA assets identified above be considered a rollover. This election is required by the IRS to qualify my contribution as a rollover contribution. M Transfer of existing Rollover IRA from another financial institution. Also complete and attach the Account Transfer Form. M Funds you have withdrawn from another institution. Rollover assets you ve withdrawn from a Rollover IRA within the past 60 days. PLEASE NOTE: You cannot directly roll over from a qualified plan to a Roth IRA. You must roll over to a Traditional IRA first. M IRA/QRP Beneficiary Decedent s Name: Type of Retirement Account: (Check box to indicate decedent s retirement account type.) M Traditional IRA M Roth IRA M SEP IRA M SIMPLE IRA M Profit-Sharing M Money Purchase M 401(k) M 403(b) M SIMPLIFIED EMPLOYEE PENSION (SEP) IRA M SAVINGS Incentive Match Plan for Employees (SIMPLE) IRA You must attach a copy of IRS Form 5305-SA. Account Number of Decedent s IRA/Qualified Retirement Plan: Relationship to Decedent: (i.e., spouse or non-spouse) Page 3 of 16

4 3 ENTITY INFORMATION: (PERSONAL ACCOUNTS CONTINUE TO SECTION 4) Legal Name of Entity: Street Address (no PO boxes or mail drops): Mailing Address (if different from above): Contact Name: Primary Phone Number: Driver s License Number: Secondary Phone Number: Address: Tax ID Number: State: ZIP Code: State: ZIP Code: Expiration: State/Country: M U.S. Entity M Foreign Entity-Country of Formation (complete appropriate W-8BEN Form) Nature of business: If this entity is a publicly traded company, please specify the stock symbol: M Check here if any Officer/Authorized Agent, any member of their immediate family or any business associate of theirs is a senior political figure (SPF). Specify the name of the Officer/Authorized Agent, the name of the SPF, political title, and relationship to the Officer/Authorized Agent: M Check here if any Officer/Authorized Agent is licensed or employed by a registered broker/dealer. We must receive a compliance letter along with this application. Specify the name of the Officer/Authorized Agent: M Check here if any Officer/Authorized Agent is a director, 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/province: 4 ACCOUNT OWNER: COMPLETE ALL INFORMATION BELOW FOR THE PRIMARY OR MINOR ACCOUNT OWNER Name (First, Middle Initial, Last): Home Street Address: Mailing Address (if different from above): Title in Organization (if this is an entity account): Primary Phone Number: Driver s License Number: Secondary Phone Number: Address: Social Security Number: Date of Birth: State: ZIP Code: State: ZIP Code: Expiration: State/Country: Please specify if you are: M Unemployed M Retired M Homemaker M Student Source of income (if retired or unemployed): Employer Name (if self-employed, please provide the name of your business and industry): Occupation: Type of Business: Employer Street Address: State: ZIP Code: Are you a U.S. citizen or a U.S. permanent resident? M Yes M No. Country of citizenship: Non-U.S. citizens: Do you hold a current U.S. immigration visa? M Yes M No. Specify visa type: Passport #: Expiration: (Non-resident 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 instruction explaining why you have a U.S. address.) Page 4 of 16

5 M Check here if you, a member of your immediate family or any business associate is a senior political figure (SPF). Specify the name of the SPF, political title, relationship to Account Owner and country of office: M Check here if you are a director, 10% shareholder or policy-making officer of a publicly traded company. Specify the company name, address, city and state/province: M Check here if you are licensed or employed by a registered broker/dealer, securities exchange or member of a securities exchange. Specify the company name and include a compliance letter: 5 CO-OWNER/TRUSTEE: COMPLETE ALL INFORMATION BELOW FOR THE CO-OWNER/TRUSTEE Name (First, Middle Initial, Last): Home Street Address: Mailing Address (if different from above): Title in Organization (if this is an entity account): Primary Phone Number: Driver s License Number: Secondary Phone Number: Address: Social Security Number: Date of Birth: State: ZIP Code: State: ZIP Code: Expiration: State/Country: Please specify if you are: M Unemployed M Retired M Homemaker M Student Source of income (if retired or unemployed): Employer Name (if self-employed, please provide the name of your business and industry): Occupation: Type of Business: Employer Street Address: State: ZIP Code: Are you a U.S. citizen or a U.S. permanent resident? M Yes M No. Country of citizenship: Non-U.S. citizens: Do you hold a current U.S. immigration visa? M Yes M No. Specify visa type: Passport #: Expiration: (Non-resident 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 instruction explaining why you have a U.S. address.) M Check here if you, a member of your immediate family or any business associate is a senior political figure (SPF). Specify the name of the SPF, political title, relationship to Account Owner and country of office: M Check here if you are a director, 10% shareholder or policy-making officer of a publicly traded company. Specify the company name, address, city and state/province: M Check here if you are licensed or employed by a registered broker/dealer, securities exchange or member of a securities exchange. Specify the company name and include a compliance letter: 6 DESIGNATE YOUR BENEFICIARY(IES)* (IRAS ONLY) Name Date of Birth Social Security Number Relationship Type of Beneficiary Share Percentage N Primary N Contingent N Primary N Contingent N Primary N Contingent N Primary N Contingent N Primary N Contingent *PLEASE NOTE: Type of beneficiary is required. The total percentages for primary beneficiaries must equal 100%. The total percentages for contingent beneficiaries must equal 100%. If additional space is required, please attach a separate sheet with additional beneficiaries. M I have attached a separate sheet with additional beneficiaries. Page 5 of 16

6 7 BENEFICIARY ELECTIONS (FOR IRA BENEFICIARY ACCOUNTS ONLY) My relationship to the deceased is: M Spouse Beneficiary (choose from elections listed below) M Treat as Own (decedent had not begun RMDs) Transfer the deceased 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 Treat as Own (decedent had begun RMDs) The spouse beneficiary must satisfy the decedent s remaining RMDs at TD Ameritrade. The remaining RMDs will be deposited into a Beneficiary IRA, and the residual balance will be deposited into your 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 begun RMDs) 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 begun RMDs) 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. Note: For QRP only M Please leave the assets in the QRP Beneficiary Account. M Please roll the assets from QRP Beneficiary Account into my IRA (attach QRP distribution form with this request). M Non-Spouse Beneficiary (choose from elections listed below) M Five-Year Rule (decedent had not begun RMDs) 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 begun RMDs) 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 (choose from elections listed below) Attach copy of trust and/or estate paperwork. M Five-Year Rule (decedent had not begun RMDs) The non-individual beneficiary must withdraw the entire balance by December 31 of the fifth year after the IRA owner s death. M Life Expectancy Payments (decedent had begun RMDs) A non-individual beneficiary can take distributions over life expectancy using the nonrecalculation method. These distributions must begin by December 31 of the year after the IRA owner s death. Restrictions may apply. 8 TRUST INFORMATION (TRUST ACCOUNTS ONLY) Name of Trust:* Effective Date of Trust: Types of Trust: M Retirement Trust M Personal Trust Latest Date of Amendment or Restatement: *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.) 9 INVESTMENT ADVISOR ( ADVISOR ) IDENTIFICATION Firm Name: Primary Contact: Advisor ID Number: 10 CASH SWEEP VEHICLE CHOICES (Please select only one) Please choose only one. That selection will apply to all of your Accounts. If you do not make a selection, your cash balance will be swept to the TD Ameritrade FDIC Insured Deposit Account. If you prefer to change money market sweep vehicles once your Accounts are open, please contact your Advisor. 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. Please note: If you do not make a selection, you will default to the TD Ameritrade FDIC Insured Deposit Account. See the Client Agreement for a complete description of the Cash Sweep program. Money market availability is dependent upon the specific participation and pricing in one of the strategies available through Genworth Financial Wealth Management. An investment in a money market mutual fund is not insured or guaranteed by the Federal Deposit Insurance Corporation (FDIC) or any other government agency. Although a money market fund seeks to preserve the value of your investment at $1 per share, it is possible to lose money by investing in a money market fund. Tax-exempt portfolios may pay dividends that are subject to the alternative minimum tax, and also may pay taxable dividends due to investments in taxable obligations. More complete information about the money market funds, including management fees and expenses, is contained in the prospectus, which can be obtained by calling your advisor. Please read the prospectus carefully before you invest or send money. Page 6 of 16

7 11 TD Ameritrade INVESTMENT INSTRUCTIONS Please complete this section with your Investment Advisor. A separate account with TD Ameritrade will be established for each strategist, model portfolio or IMA (Individually Managed Account) or CMA (Consolidated Managed Account) each to which this form will apply and govern. All deposits sent to TD Ameritrade will be allocated to the standing allocation percentages listed unless other investment instructions are provided to TD Ameritrade. *Funding Account # Strategist, Model Portfolio or Investment Manager Account Type Account Number Allocation % Attach additional pages as needed. NOTE: Each Investment Manager, in its sole and absolute discretion, may elect not to accept the Investment Manager designation for an account. *Funding Account Usage for Individually Managed Accounts. One Funding Account will be opened for each Client Registration created that will have one or more Individually Managed Accounts. This account will be in addition to the account specified in the Account Allocation table. All initial contributions and additions will be created into your Funding Account and allocated among your other accounts as indicated above, unless otherwise instructed. Consolidated Managed Account Instructions. For Consolidated Managed Accounts, please indicate the Strategist and Profile, but do not list the underlying managers within the CMA Model Portfolio. Account Minimums and Allocation Instructions. Mutual Fund Accounts: $50,000 minimum per individual Model Portfolio account It is assumed that all models are Global and Standard unless otherwise specified. Exchange Traded Fund (ETF) Accounts: $100,000 minimum per individual Model Portfolio account It is assumed that all models are Global and Standard unless otherwise specified. IMAs: $100,000 minimum per individual Investment Manager Account, with some exceptions as designated by the Investment Manager. CMAs: $500,000 minimum per individual Account. Distribution Strategy (DS) Accounts: $250,000 minimum per individual mutual fund or ETF strategy. If you wish to open and invest in other Mutual Fund, ETF or PMAP accounts, or to change your allocation, you must give written authorization on the TD Ameritrade Instruction Form. Any Accounts opened pursuant to such instructions shall be subject to the terms and conditions of this TD Ameritrade Custodial Account Agreement. Page 7 of 16

8 12 ELECTRONIC COMMUNICATIONS ENROLLMENT By providing your address below, you consent to receive electronic trade confirmations and statements. Account statements and trade confirmations detailing any purchase or sale of a security will be sent to the address on record unless you choose to have them sent to the mailing address of record by checking below. M Monthly Paper Statements M Paper Trade Confirmations Address: Confirmation preferences: You will receive trade confirmations on a quarterly basis unless you choose to receive them daily by checking below: M Daily Trade Confirmations 13 Request For Additional STATEMENT The Custodian is instructed to send an additional copy of the monthly statement to the following firm or individual: Name (First, Middle Initial, Last): Firm Name: Home Street Address: ADVISOR AND MANAGER POWERS State: ZIP Code: Unless you notify TD Ameritrade otherwise, by signing this Application and Agreement, you authorize TD Ameritrade to pay investment advisory fees and related fees (collectively, Advisory Fees ) to your Advisor from your Account(s) in the amounts instructed by the Advisor. Unless you notify TD Ameritrade otherwise, by signing this Application and Agreement you authorize TD Ameritrade to pay investment manager fees to your Managers from their respective IMAs in the amount instructed by your Managers. Advisory Fees and investment manager fees are collectively referred to herein as Account Fees. This fee payment authorization will remain in full force and effect until revoked by me by written notice delivered to TD Ameritrade. If there are more than three account owners or trustees, please attach additional pages as needed. Advisor s Powers: Directed Trading and Disbursement Authorization. I authorize TD Ameritrade Institutional to: (1) enter trades in my account(s) at the direction of my Advisor, as provided under the Advisor and Manager Authorization heading in the Managed Account Agreement; (2) transfer money among my Individually Managed Account(s) and my Funding Account at the direction of my Advisor; and (3) disburse assets or funds held in my IMAs to me personally at my address of record, as instructed by my Advisor. Directed Trading Authorization. I authorize TD Ameritrade Institutional to: (1) enter trades in my IMAs at the direction of my Advisor, as provided under the Advisor and Manager Authorization heading in the Managed Account Agreement; and (2) transfer money among my Individually Managed Account(s) and my Funding Account at the direction of my Advisor. Directed Addition, Change or Termination of Manager Authorization. I authorize TD Ameritrade Institutional 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. Manager s Powers: Directed Trading Authorization. I authorize TD Ameritrade Institutional 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). Advisor and Manager Powers: Account Information. I authorize TD Ameritrade Institutional to send information, including duplicate account statements and trade confirmations, to third parties as designated by my Advisor or Manager. By signing the application, all account owners agree to the terms of Section 14. COMMUNICATION FROM ISSUERS Unless you indicate otherwise below, TD Ameritrade will presume that you do not want your Advisor or Managers to answer issuer-related communications 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. Page 8 of 16

9 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 Funding Account (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 addressed 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. 16 AUTHORIZATION TO OPEN INDIVIDUALLY MANAGED ACCOUNTS By 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. I certify under penalty of perjury that: (1) the number shown on this Managed Account Application is my correct taxpayer identification number; (2) I am not subject to back-up withholding because (a) I am exempt from back-up withholding, (b) I have not been notified by the Internal Revenue Service (IRS) that I am subject to back-up withholding as a result of a failure to report all interest and dividends, or (c) the IRS has notified me that I am no longer subject to back-up withholding; and (3) I am a U.S. person (including a U.S. resident alien). (I understand that if I have been notified by the IRS that I am subject to back-up withholding as a result of dividend or interest underreporting and I have not received a notice from the IRS advising me that back-up withholding is terminated, I must strike or cross out the information contained in item 2 above.) The IRS does not require my consent to any provision of this document other than the certification required to avoid back-up withholding. 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 to 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 Web site at I consent to TD Ameritrade providing me maximum commissions and Asset-Based Pricing fee rates and other such information on the TD Ameritrade Web site. I understand that my Advisor can provide me with more specific commission and Asset-Based Pricing fee information for each of my Accounts. The Client Agreement applicable to this brokerage account agreement contains predispute arbitration clauses. By signing this agreement, the parties agree to be bound by the terms of the agreement, including the arbitration agreement located at section 12 of the Client Agreement. I acknowledge that I have received and read the Client Agreement, available at or by calling , 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 Institutional 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 that the information contained in this application is true and correct. I hereby request, subject to acceptance by TD Ameritrade Institutional, an account be opened in the name(s) set forth below. Unless specified otherwise, I understand that investments purchased through TD Ameritrade Institutional 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. Account Owner/Trustee/Custodian/Partner/Authorized Agent Signature: Date: Additional Account Owner/Trustee/Custodian/Partner/Authorized Agent Signature: Date: Additional Account Owner/Trustee/Custodian/Partner/Authorized Agent Signature: Date: Additional Account Owner/Trustee/Custodian/Partner/Authorized Agent Signature: Date: Page 9 of 16

10 17 PARTNERSHIP ACCOUNTS (FOR PARTNERSHIP ACCOUNTS ONLY) The undersigned hereby represent and warrant to you that they are all the partners in a (general/limited) partnership known as, and hereinafter called the Partnership, and the undersigned hereby authorize you to open an Account for the Partnership known as the Account. Federal ID Number of the Partnership: The terms, representations and authorizations of this Application and Agreement are continuing authorizations and shall remain in full force and effect until revoked by a written notice, addressed to TD Ameritrade and delivered to TD Ameritrade at the address set forth above, signed by any partners. (number required to sign) It is further agreed that in the event of the death of any of the undersigned, the survivors shall immediately give TD Ameritrade written notice thereof, and TD Ameritrade may, before or after receiving such notice, take such proceedings, require such papers, retain such portion of and/or restrict transactions in the Account as TD Ameritrade may deem advisable to protect itself against any liability, tax or penalty under any present or future laws or otherwise. The estate of any of the undersigned who have died shall be liable, and each survivor shall continue to be jointly and severally liable, to TD Ameritrade on the foregoing indemnity and for any debit balance of loss in said Account resulting from the completion of transactions initiated prior to the receipt by TD Ameritrade of the written notice of the death of the decedent or incurred in the liquidation of the account or the adjustment of the interests of the respective parties. The terms and conditions applicable to this brokerage account agreement contain predispute arbitration clauses. By signing this agreement, the parties agree to be bound by the terms of the agreement, including the arbitration agreement located at section 12 of the Client Agreement. Signature of Agent/General Partner: SIGNATURE OF PARTNER Name (First, Middle Initial, Last): Street Address: Signature: Occupation: State: ZIP Code: SIGNATURE OF PARTNER Name (First, Middle Initial, Last): Street Address: Signature: Occupation: State: ZIP Code: SIGNATURE OF PARTNER Name (First, Middle Initial, Last): Street Address: Signature: Occupation: State: ZIP Code: If additional signatures are needed, please include them on a separate piece of paper. Page 10 of 16

11 18 TRUSTEE AND FIDUCIARY SECTION (FOR ALL TRUST, RETIREMENT TRUST, EMPLOYEE BENEFIT PLAN AND INDIVIDUAL RETIREMENT ACCOUNTS ONLY) A. Trustee Representations (For Trusts other than Employee Benefit Plans, Retirement Trusts or Individual Retirement Accounts) By signing below, the 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. B. Fiduciary Representations (For Employee Benefit Plan, Retirement Trust or Individual Retirement Accounts Only) If you are executing this 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 renders investment advice (within the meaning of DOL regulations at 29 C.F.R (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. (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 This right will not affect your responsibility to satisfy all of your obligations to TD Ameritrade or any other party. C. Additional Terms for Traditional, Roth and Rollover IRAs By signing this Application and Agreement, I acknowledge that: (1) I agree to read and be bound by the terms of the TD Ameritrade Account Agreement Booklet. the TD Ameritrade Clearing, Inc. IRA Custodial Agreements Booklet, 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 Agreements Booklet. 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 Agreements Booklet 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 Booklet, the IRA Custodial Agreement and Disclosure Statement. If I do not receive or understand the TD Ameritrade Account Agreement Booklet, 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 Booklet, 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 Institutional (TDAI) may relate information regarding this account, including account delinquency and voluntary closures, to consumer or creditreporting agencies. Upon my request, TDAI shall inform me of each consumer or credit-reporting agency from which they have obtained and/or reported my consumer or credit report. TDAI agrees to notify the consumer or credit-reporting agencies if I dispute the completeness or accuracy of the information furnished by TDAI. By my signature below, I authorize TDAI to obtain consumer or credit reports for the name(s) set forth below. (10) This 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. Page 11 of 16