Dear Company Name: We, _______________________________ , hereby represent the following: 1. We are an investment advisor registered with the Securities and Exchange Commission under the Investment Advisers Act of 1940 as amended (the. Act'), and maintain the records required by the Act. We act as investment advisor for a number of clients for whom we will be placing orders through you (the. Advisory Clients"). 2. Further, we acknowledge and represent that we have entered into agreements with our Advisory Clients giving us full discretionary power to purchase, sell or otherwise invest in securities and other financial instruments, to direct the use of average price billing, and to enter delivery instructions on their behalf. Additionally, we have the authority, on behalf of the Advisory Clients, to execute any and all documents, agreements or acknowledgments necessary or incidental to engage in all transactions describe above. We agree that prior to entering orders in products including, but not limited to, options, commodities futures, private placements, or conducting transactions on margin, we will enter into such agreements or provide you with such additional documentation as may be required by law, regulations or your firm policy. 3. We have examined relevant trust instruments, investment policies of public entities, corporate authorization and other authorizing documentation and are stratified that the person(s) who signed our contract were themselves properly authorized by the legal entity, which they represent. Moreover, based upon our review of these documents and other relevant information regarding our Advisory Clients, we have satisfied ourselves that the orders we placed through you are suitable for such Advisory Clients. We agree to indemnify you and hold you harmless in the event that such Advisory Clients should make claims against you that your execution of any order on the basis of our instructions was without authority or not suitable for such Advisory Clients. 4. You may rely on our assurance that we are familiar with and will comply Rule 2790 (Restrictions on the Purchase and Sale of IPOs of Equity Securities) which generally prohibits a member from selling a "new issue" to any account in which a "restricted person" has a beneficial interest. Very truly yours, _____________ Signature _____________ Printed Name _____________ Title _____________ Date