BANK LEUMI (JERSEY) LIMITED TERMS OF BUSINESS

BANK LEUMI (JERSEY) LIMITED TERMS OF BUSINESS 1. OUR PARTICULARS These Terms set out the terms and conditions upon which Bank Leumi (Jersey) Limited ("Bank Leumi") will provide investment services to you from time to time and references to "we", "us", "our", "Bank Leumi" and to "you" or "your" should be construed accordingly. The address of our principal place of business in Jersey is 2 Hill Street, St. Helier, JE2 4UA. Our telephone number is 44 (0)1534 702 525 and our fax number is +44 (0)1534 617 446. We are authorised and regulated by the Jersey Financial Services Commission (the JFSC ) (registered no. 55751). You can contact the JFSC at 14-18 Castle Street, St Helier, Jersey, JE4 8TP or by telephone on +44 (0)1534 822001. You can view the JFSC's register at www.jerseyfsc.org/registry. The services we are authorised to provide include investment management, investment advice, custody and dealing services. You can contact us by telephone, e-mail or other means. These Terms govern your relationship with us and create a contractual relationship which has legal consequences. 2. GENERAL These Terms contain important material regarding the services which we will provide to you. These Terms affect your legal position and you should read them carefully. You must let us know as soon as possible (and in any event before using our services) if there is anything which you do not understand or if there is anything in respect of which you require clarification. Your attention is drawn in particular to clause 7 (Conflicts of Interest and Material Interests.). Amongst other things, this allows us to act for you, for ourselves or for others in situations when there may be a conflict with your interests. Your attention is also drawn to our standard risk warnings the current version of which is set out in Appendix 1. If you have not physically met a representative of Bank Leumi in relation to our services before entering into an agreement with us, then additional provisions apply for your protection. These are set out in Appendix 2. In particular, in these circumstances, you may have a right to cancel your agreement to be bound by these Terms. If you have physically met a representative of Bank Leumi in relation to the services to be provided before entering into an Agreement to be bound by these Terms, then the provisions of Appendix 2 do not apply and, in particular, you do not have cancellation rights. We will treat you, but not any person on whose behalf you may be acting, as our customer. Each time you send to us an Instruction in relation to an order where you are acting on behalf of one or more underlying customers you agree that you, and not your customer(s), are bound by these Terms in relation to such order and Instruction. These Terms shall bind you as a principal. Accordingly, whether or not you are acting on behalf of an underlying customer in relation to orders which you send to us, you shall be bound by our acts under these Terms and without limitation shall be liable as principal for all Liabilities arising as a result of any transaction which we enter into on your behalf in accordance with these Terms. 1

You agree that we may use the service of one or more other persons or entities in connection with our obligations under these Terms but this shall be without prejudice to our responsibility to you for the fulfilment of those obligations. These Terms including the appendices or supplements, together with the application for investment services, investor profile, investor agreement and any notice which either party has sent to the other in accordance with these Terms, constitute the entire agreement between us and you and supersede all prior agreements relating to the subject matter of these Terms. 3. THE SERVICES WE WILL PROVIDE 3.1 General We will provide investment services as selected by you, including advisory services, receipt and transmission of orders, related advisory services concerning investments, arranging deals in investments, financial planning services, custody services and such other services as we may determine from time to time. For advisory services, we will rely on the information about you comprised in a completed profiling form setting out your financial circumstances, investment objectives, risk profile, tax status and other personal circumstances that may be relevant to our performance of the services provided under these Terms. In order to provide the services under these Terms, it is important that we are made aware of any changes to your personal circumstances as these may affect how we aim to achieve your investment objectives. You agree to notify us immediately in writing (by requesting and completing a new client profile form) of any changes in the information you have provided to us which may be relevant to our performance of the services under these Terms. We reserve the right to decline to enter any transaction or to provide or continue to provide any investment services where we reasonably believe we are required to do so by the JFSC, any other regulatory authority or any applicable law. 3.2 Advisory Services Where you have selected our investment advisory service, we will advise you, at your request, on investments and on the merits of entering into any transaction and assess its suitability for you. We will assess suitability by taking into account your knowledge and experience of the investment field relevant to the particular kind of investment, your financial situation and your investment objectives. In addition, we will assume that you have adequate financial resources to absorb the risks of any investment we recommend to you. Our investment advisory offering does not involve us in assessing the composition of your investment portfolio or undertaking any other review of your circumstances other than those which we need to take into account before we make an assessment of suitability of any personal recommendation we may make. Accordingly, when you select to avail of our investment advisory service you do not anticipate that we monitor your ongoing portfolio in any respect. We may communicate our advice to you either orally, or in writing, or both. We will not be responsible for advising you on a continuing basis in respect of investments in respect of which we provide investment advice under this clause. 3.3 Non-Advisory Sales service Where you have selected non-advisory sales services, you may place an order with us to deal in an investment. We will transmit your order to a third party for execution by them with you 2

as principal or for you as agent. Where we provide non-advisory sales services to you, we may be obliged to consider whether a particular investment or service is appropriate for you (in the context of your understanding of the risks involved). The information provided by you to us will be relied upon by us to determine your knowledge and experience in the investment field so that we can determine whether you are able to understand the risks involved. If you do not provide us with the information we request, we may not be able to determine whether the transaction or service is appropriate for you. In such circumstances we will warn you that we do not have sufficient information to determine the appropriateness of a particular transaction and we reserve the right to decline to act on your Instruction to enter into a transaction. If any of the information you have provided to us about your financial circumstances, investment objectives or investment experience or knowledge changes you should inform us promptly, otherwise we may reach the wrong conclusions about whether a particular investment or service is appropriate for you. We shall have no liability to you for the appropriateness of any transaction in circumstances where you fail to inform us promptly of changes to information that you have provided to us. In assessing the appropriateness of a transaction for you, we may use the information you provide and any other relevant information in our possession. 3.4 Dealing Assessing appropriateness is not the same as advising on suitability. We will not advise you on the merits of entering into any transaction or assess its suitability for you. We will not provide you with any trading recommendations or market or other information. Accordingly, we will not take into account your financial situation or your investment objectives. You take all trading decisions in reliance on your own judgment. You should seek independent investment, legal, tax or other advice as you see fit. We are not always obliged to assess appropriateness in the context of every transaction. You should note that, in the event that we provide you with non-advisory sales services in relation to non-complex instruments (for example, shares admitted to trading on a regulated market, money market instruments, bonds and UCITS), we are not required to obtain information from you regarding your knowledge and experience, your financial situation or your investment objectives so as to enable us to make an assessment as to the appropriateness of the instrument or service provided or offered. As stated above, we will carry out transactions for you by passing orders to third parties such as other brokers, who are responsible to us for execution of the transaction. We have a policy for acting in your best interests when we pass orders to third parties for execution. We are also required to tell you about these policies and a summary of our order execution policy has been provided to you. By conducting business with us under these Terms, you consent to your transactions being handled in accordance with our order execution policy and you further consent to orders being executed outside EEA regulated markets and multilateral trading facilities, where to do so is considered by us to be necessary in order to comply with our overarching obligation to achieve the best possible result for your orders in accordance with our execution policy. If you wish, you can notify us that your order should be executed in the manner you dictate when it is given to us. If you do so, your specific instructions may prevent us from taking the steps in our execution policy which are designed to achieve the best result for you. To the extent that you do not give specific instructions in relation to every execution factor, we will address other factors in accordance with our execution policy. You agree that subject to any express requirements which you specify in an Instruction we may exercise our discretion in relation to the nature, timing and number of 3

transactions to be executed in order to fulfil that Instruction (each a Transaction ) in accordance with our execution policy. We will notify you of any material changes that we make to our execution policy. We may refuse to enter into any Transactions on the basis of an Instruction without providing you with a reason. We shall endeavour to notify you promptly of such a decision. We shall have no liability whatsoever to you for declining to enter into a Transaction on the basis of an Instruction or otherwise. If you give us a limit order (that is, an order to buy or sell at a specified price limit or better and/or for a specified size) then if the order is not immediately executed under prevailing market conditions, you request us to instruct the executing broker not to make the unexecuted order public immediately unless we or they consider that it is in your best interests to do so. Transactions entered into for you on an exchange or other trading facility shall be subject to the rules of the exchange or facility and applicable law and regulation. You authorise us to take any action which we consider is necessary or desirable to comply with requirements imposed by an exchange, the operators of a trading or settlement facility, any court or regulatory authority and appropriate market practice in relation to any Instruction or Transaction. Any such action shall be binding on you. We give you no warranty and make no representation as to the suitability for you of any investment traded by you when you use our dealing services (save where you are entering transactions on the basis of personal recommendations made by us) or the tax consequences of any Transaction. Following our entering into a Transaction in response to an Instruction from you, we shall issue a confirmation confirming the principle terms of the Transaction. The confirmation will be sent to you not later than the first Business Day after the Transaction or, if relevant, after we receive confirmation of the Transaction from a third party. In the absence of manifest error, such confirmations shall be binding on you. The confirmation will include detailed information about the execution of your order. You may ask your primary contact at Bank Leumi for further details. We will not normally send you any other report on our services other than the confirmations and any statements sent to you in accordance with clause 11.4 (Statements). 4. COMMUNICATIONS FROM YOU You authorise us to treat any communication which we reasonably believe is made (whether over the telephone, by electronic mail or other electronic device or otherwise) by you or otherwise notified to us as having been made by you without further enquiry as to its genuineness. We may rely and act upon any instructions. Subject to clause 16 (Our Liability), you release us from any liability in relation to our reliance on the authenticity of any such communication and from any liability in relation to communications sent by you but not received by us or which we reasonably believe were not made by you. You acknowledge that where we receive from you an electronic Instruction this will have legal consequences as set out in these Terms. We give no undertaking, warranty or representation that access will always be available by telephone or any means of electronic communication during normal operating hours. Subject to clause 17, we shall have no liability for the unavailability of or for any fault in any medium 4

of communication which you use to send us a communication or any loss or corruption of any such communication or any errors made by you in any communication. You should note that we will only act upon orders or Instructions to the extent that they are received by us during normal working hours and we shall have no liability to you or any other person for any loss, cost, expense or damage howsoever arising from orders or Instructions that have not been processed by reason of having been received by us outside of normal working hours. Any order or Instruction which is received at our offices outside of normal working hours will only be processed by us on the next Business Day. Electronic trading orders must be sent to such electronic addresses and/or using such systems as we may specify from time to time. We will retain records of all such orders and arrange for confirmations to be sent to you. Errors made by you in preparing your order for electronic transmission must be corrected before the communication is received by us. You may communicate with us only in the English language, unless we otherwise expressly agree. 5. COMMUNICATIONS FROM US You have requested us to contact you with regard to financial services provided by us or any of our Associates in respect of which we reasonably believe you wish to receive information from us. You agree that, from time to time Bank Leumi or its Associates may make financial promotions to you in the course of personal visits, telephone conversations or other interactive dialogue and this represents an express invitation by you to make such contact. Any such communication will be deemed to be solicited promotions not in writing. You agree that Bank Leumi or its Associates may make financial promotions to you in the course of personal visits, telephone conversations or other interactive dialogue at any time of the day after 8 a.m. and before 9 p.m. (London time). Financial promotions made by telephone may be made to any of your telephone numbers, including any unlisted telephone numbers known to Bank Leumi or its Associates. We may communicate with you by telephone, fax, e-mail or by any other means. We will supply our services to you and communicate with you only in the English language. Documents and other information we supply will be in English. You consent to receiving information from us by means of our website, www.leumijersey.com where it is appropriate for us to provide information in this manner. 6. REPORTING TO YOU 6.1 Contract/confirmation notes Where we transmit an order on your behalf, we will promptly provide you with the essential information concerning the execution of the order. This information will be provided to us by the executing broker or another third party and we will deliver it to you promptly upon receipt from that third party. You are required to check the information supplied to ensure that it accurately reflects your Instructions. Transactions in securities which are not listed on a recognised investment exchange may take more time than on-exchange transactions to be confirmed and we accept no responsibility for any reporting delays beyond our reasonable control in respect of such transactions. You should check any confirmation or statement we give you and contact us promptly if you think it is not consistent with your instructions or there is any inaccuracy. 5

6.2 Periodic reporting When we are managing investments for you as a discretionary or non-discretionary client, upon receipt of the investments comprising your portfolio we will send you a written confirmation of the initial composition of the portfolio and its initial value. Thereafter, we will send you a periodic statement every six months, although you may request that we provide a statement every three months. Where we do not provide confirmations in respect of transactions to you on a transaction-by-transaction basis, information on each transaction carried out for you during the reporting period will be set out in the periodic statement. If we are managing investments on your behalf, we are required to send a periodic statement to you. Likewise, if we are safe-keeping your assets as well as giving you investment advice or execution only services, we must send you periodic statements. On your specific Instructions, we may despatch the periodic statement to an agent that is not us, or an Associate of ours, nominated by you in writing. For the purposes of calculating the unit price in periodic statements, where we execute an order in tranches, we will supply you with information about the price of each tranche or the average price. If we supply you with information about the average price, you have the right to request information about the price of each tranche. All statements of account we give you will be sent by post and will be considered received by you no later than four Business Days after despatch if sent to a UK address or ten Business Days after despatch if sent to an address outside the UK. 7. CONFLICTS OF INTEREST AND MATERIAL INTERESTS We have provided to you a summary of our Conflicts of Interest Policy. Subject to clause 16 (Our Liability), we may provide services to you under these Terms irrespective of whether we have or an Associate of ours has a material interest or relationship which may involve a conflict with your interests or those of any person to whom you provide services. In accordance with the Conflicts of Interest Policy, we have in place arrangements to manage conflicts of interest that arise between ourselves and our clients and between our different clients. Where we do not consider that the arrangements under our Conflicts of Interest Policy are sufficient to manage a particular conflict, we will inform you of the nature of the conflict so that you can decide how to proceed. In relation to any Transaction which we execute or arrange with or for you, we or an Associate may have an interest, relationship, arrangement, or duty which is material or which gives or may give rise to a conflict of interest with your interest(s) in relation to the investment or transaction concerned or investments or assets underlying, derived from or otherwise directly or indirectly related to such investments (a 'material interest'). We will take all necessary steps to ensure fair treatment for you in relation to any such transactions and will manage any conflict of interest in accordance with our Conflicts of Interest Policy. You agree that we and/or our Associates are entitled to provide services to, or effect transactions with or for, you notwithstanding that we may have a material interest in or a conflict of duty in relation to the transaction or investment concerned and consent to our acting in any manner which we would consider appropriate in such cases. A material interest may include but is not limited to circumstances where we or an Associate may: (a) be dealing as principal for our or its own account by selling the investment concerned to you or buying it from you, or being a market-maker or otherwise having a holding or dealing position in the investment concerned or an associated investment; 6

(b) (c) (d) (e) (f) (g) (h) (i) be providing services to another person in relation to an investment in relation to which you are entering into transactions; be matching your transaction with that of another person by acting on that person's behalf as well as yours where we are acting or seeking to act as agent for (and to receive and retain commission or other charges from) both parties; have other business relationships, including investment banking relationships, with the company, or a related entity, in relation to whose securities you are entering into transactions; trade (or may have traded) for our or their own account (or for or on behalf of other clients), have either a long or short position in the investment concerned or related or other investments or otherwise pursue our or their legitimate business as a market maker or dealer (including entering into an agreement for the underwriting of an issue of financial instruments) in connection with the investment concerned or related or other investments; receive payments or other benefits for giving business to a firm with or through which your order is placed or executed; execute hedging transactions prior to or following receipt of an order or information concerning a contemplated order or transaction from you or from someone acting on your behalf in order to manage our risk in relation to transactions you are entering into or contemplating, or execute transactions in order to facilitate the dutiful execution of your order or manage our own market maker or dealing activities, all of which may impact on the price you pay or receive in relation to such transactions and any profits generated by such hedging or other transaction may be retained by us or an Associate without reference to you; be (or be an adviser to) the trustee, operator or manager of an investment fund, units in which we are buying or selling to or from you or on your behalf; or provide or have provided venture capital and/or related advice to the company whose securities are the subject of a transaction of yours. We and/or our Associates shall be entitled to enter into a transaction with or for you or retain your investments or act as your agent or provide any other service notwithstanding any such material interest and shall not be under a duty to disclose to you any profit arising therefrom without further reference to you to the extent permissible under the JFSC Codes of Conduct. However, in such cases we or our Associate (as the case may be) may in our absolute discretion decline to carry out a transaction for or with you or to give advice or make a recommendation to you. Save to the extent otherwise required by the JFSC Codes of Conduct, neither we nor any Associate shall be liable to account to you for or (save in respect of fees or commissions charged to you) to disclose to you the amount of any profit, commission or remuneration made or received (whether from any client or by reason of any material interest or otherwise) by us by reason of any investment services provided to you. We and any Associate of ours may provide any services to others (including other members of the Bank Leumi group) or carry out transactions as principal where we have or an Associate of ours has a material interest or relationship which may involve a conflict with your interests. Where we rely on procedures referred to below in this clause 7 or to the extent 7

that it is reasonable for us or our Associate to do so, both we and any Associate may disregard your interests in providing such services to other persons or carrying out such transactions. Neither we nor any Associate shall be liable to you for any amount of any profit, benefit, commission or remuneration received in these circumstances nor shall our fees be abated. None of the services to be provided hereunder nor any other matter shall give rise to any fiduciary or equitable duties which would prevent or hinder us or any Associate of ours from providing investment services to other persons. The Bank Leumi group has instituted procedures, to which we subscribe, designed to ensure the independence of services. This includes restricting access to confidential information for employees in situations where there may be a conflict of interest. You agree that in providing you with any service or information, we shall not be obliged to take into account any information where the persons responsible for dealing for or with you are prevented from having access to that information by our procedures or where we are otherwise prohibited by law or regulation from taking that information into account. We shall not be obliged to disclose to you any information which we are prohibited from disclosing or which in our reasonable opinion it would be inappropriate to disclose given our legal and regulatory obligations. Except where otherwise agreed with you, we may from time to time deal on your behalf with someone with whom we have or an Associate has an agreement under which we or our Associate receives goods or services in return for transacting with them. We will notify you before the end of each calendar year in the event that we have dealt under any such agreement. 8. OUR CHARGES We will be entitled to be remunerated by you for the investment services and for any Safe Custody services we provide to you and for each Transaction which we enter into for you under these Terms. Our fees and charges are set out in the tariff provided to you. When we purchase units in a collective investment scheme, the manager of the scheme will usually charge a commission on that purchase. For your information where we execute a Transaction with or through another person we may pay that person a commission or other payments. When you sell UK Securities, you instruct us to procure that our executing broker's settlement agent effects settlement in accordance with clause 11 (Custody and Settlement) by remitting the monies to your custodian net of any commission. When you purchase UK Securities, purchase monies required to be provided by your custodian to effect settlement with a settlement agent will include commission. Where we hold money for you in an account, you authorise us to debit commission from the relevant account immediately following settlement with you. We shall not be obliged to account to you for any financial benefit derived by us or any of our Associates in connection with any Transaction entered into as your agent under these Terms, including any commissions received by us or any Associate from any third party in respect of Transactions. Where required by law, we may pay stamp duty reserve tax on your behalf at the prevailing rate (currently 0.5% or, where applicable, 1.5%). Other taxes may exist that are not paid through us or imposed by us. You will be liable for any taxes, stamp duties, stock exchange levies or imposts, custodial charges and other fiscal liabilities arising as a result of any Transaction. We will pay these as they arise at debit or any account of yours with us, and you 8

hereby authorise us to do so without further reference to you. Your tax position depends on your individual circumstances and may be subject to change in the future. Commission, costs and expenses are calculated on a sterling basis save that where valuations are prepared or transactions effected in a currency other than sterling we may, at our discretion, charge such fees, costs and expenses in that currency. We will not charge any other fees, charges or expenses other than those described in this clause 8. Other costs may exist that are not paid through us or imposed by us. Where any exist, we reserve the right to seek to represent your interests and make any payments at your expense to secure your ownership rights. Where a shareholder action may be instituted we reserve the right to join in or not as we may consider reasonable in the circumstances and any costs for so doing will be borne by you. 9. AGGREGATION AND ALLOCATION OF ORDERS We may combine your order with our own orders, orders of our Associates, directors or employees and orders of other clients, except where you give an Instruction to the contrary. The effect of such aggregation may sometimes work to your disadvantage in relation to a particular order. We will allocate transactions entered into as a result of such aggregation fairly in accordance with our order allocation policy. Where we aggregate one or more of your orders with those of any other person resulting in a series of transactions we may determine the amount due from you (or on a sale, the amount owed to you) as the price paid for each investment or a volume-weighted average of the prices of a series of transactions. Orders received from you may be executed in a series of Transactions over several days. This may result in the report to you of the average of prices effected during the time required to effect a purchase or sale. 10. YOUR MONEY We are a bank and any monies placed by you with us under these Terms will not be client money as defined by the Client Assets Order ("Client Money") money will be held by us in our capacity as a bank, unless specifically agreed between us to the contrary. 11. CUSTODY AND SETTLEMENT 11.1 Custody Where client assets are held or received by us, they will be held or received by us in the course of conducting our regulated Investment Business and subject to the Client Assets Order. We may agree to act as custodian or to arrange for your securities and other assets ("Custody Assets") to be held in custody. The service we provide here is Safe Custody Service. Where we do so, we will open, or cause to be opened, such accounts as are required to safeguard adequately your ownership rights in those securities and other assets in the event of our insolvency, and to minimise the chance of loss or diminution of those assets. You hereby authorise us to register or arrange the registration of Custody Assets in any name permitted by the Client Assets Order. Normally, your Custody Assets will be held in your name or in the name of an eligible nominee. However, where the Custody Assets are subject to the laws or market practice of a jurisdiction outside Jersey and it is in your best interests to do so, we may register or record your Custody Assets in the name of the custodian or our name. If Custody Assets are held in our name or that of a custodian, the Custody Assets may not be segregated or separately identifiable from our assets or those of a custodian and, in the event of a default by us or the custodian, may not be as well protected from any claims by our creditors. 9

If we deposit your Custody Assets with a person in a non-eea state, they will be subject to the law of that state and your rights in relation to those assets may differ accordingly. We will not deposit your Custody Assets with a person in a non-eea state which does not regulate custody activities unless (i) the nature of the financial instrument requires it to be deposited in such a state or (ii) we receive a prior written Instruction from you, in which case the consequences of so doing are entirely at your own risk. We are responsible for the acts of our nominee to the same extent as for our own acts. We accept no liability for the default of any other nominees, custodians or third parties. Investments registered or recorded in the name of a nominee will be pooled with those of one or more of our other clients. Accordingly, your individual entitlements may not be identifiable by separate certificates, physical documents or entries on the register or equivalent electronic records. In the event of an irrecoverable shortfall following any default or failure by the custodian responsible for pooled investments, you may not receive your full entitlement and may share in that shortfall pro-rata to your original share of the assets in the pool. When corporate events (such as partial redemptions) affect some but not all of the investments held in a pooled account, we will allocate the investments so affected to particular clients in such fair and equitable manner as we consider appropriate (which may without limitation involve pro rata allocation or an impartial lottery). We will claim all amounts of any dividends, interest, payments or analogous sums to which you may be entitled in relation to Custody Assets and of which we are notified, but we shall not be responsible for claiming any entitlement or benefit you may have under any applicable taxation treaty or arrangement. Where we appoint a custodian to hold Custody Assets it may be an Associate of ours. Subject to using our reasonable efforts to obtain your Instructions, you agree that if we have received no Instructions in respect of your Custody Assets for a period of at least six years (notwithstanding any receipts of dividends, coupons or similar items), we shall have the right to sell or otherwise dispose of your Custody Assets for value. Where we do so, the consideration received shall not be treated as Client Money and may be placed on a suspense or other account with us. Such money will, however, remain owing to you and we will make and retain records of all balances released from our client bank accounts and will undertake to make good any valid claims against any released balances. Where you purchase investments in a registrable form, we will register or record them in your own name, or in the name of our nominee company, AIB Nominees Ltd. Investments held in an account for you may be subject to a lien or security interest imposed in accordance with the requirements of the relevant settlement agent, securities depository, custodian, clearing or settlement system or applicable law or regulation. 11.2 Settlement You undertake, represent and warrant that where we notify you (or procure notification to you) by issuing you with a confirmation in accordance with these Terms that we have executed a Transaction pursuant to an Instruction from you, you shall deliver or cause to be delivered, on the settlement date indicated on the confirmation, in good deliverable form, the subject investments and/or monies, as well as any required remittance of interest, dividend payments, and/or other distributions. You agree that where your obligation is to deliver investments you shall deliver such investments free of any liens, charges and encumbrances 10

and free from all rights exercisable by third parties (other than those exercisable by any securities depository, clearing or settlement system). We shall not be obliged to settle a Transaction unless you have delivered in advance all monies or investments payable to us in respect of the Transaction or you settle in accordance with market practice and the rules of a relevant settlement system on the date specified in the confirmation for the relevant Transaction. Without prejudice to the generality of the foregoing, if you have not delivered the appropriate funds or securities to us on the due date for settlement, we reserve the right, as appropriate, to exercise a sell-out of the relevant securities or acquire alternative securities by whatever means we determine in our absolute discretion. Where we do so, our obligation to deliver the securities to you or pay the purchase price due will cease. You shall be responsible for any losses we incur arising out of your nonperformance or any actions we take as a result thereof. Where permitted to do so by any applicable rules, we may effect a net settlement with or for you or on your behalf. Our obligation to settle any transaction, whether we are acting as principal or agent for you, is conditional upon the receipt by us or our agents on or before the due date for settlement of all necessary documents or funds due to be delivered by you or on your behalf including, for the avoidance of doubt, settlement instructions. If, in any transaction we deliver securities to you or to your order at that time or subsequently and, for whatever reason, your obligations are not performed simultaneously with or prior to our obligations, you shall hold on trust for us any such securities or money received from us until your own obligations are fully performed. 11.3 Security and Further Provisions To secure payment of your obligations under these Terms as well as any other obligations which you owe to us, we reserve the right to require that you enter into such further and other security documentation as shall from time to time be necessary in order that we may have a security interest over and in any investments held or controlled by us and irrespective of any such further or other security interest agreement you agree that, each time you send us an Instruction relating to investments, we shall be entitled to: (a) (b) (c) sell, transfer or assign or otherwise realise the value of any such investments and securities and to apply the proceeds in satisfaction of such obligations; set-off and apply credit balances in any account maintained with us or with a settlement agent in reduction or payment of your obligations to us; cover any position outstanding using collateral you have deposited with us; and you agree that clauses (a) and (c) above are close-out netting provisions for the purposes of the Netting Law and that clause (b) above is a set-off provision for the purposes of the Netting Law. 11.4 Statements Except where we have notified you otherwise, and in respect of accounts utilising our nominee service, we shall send to you a statement every six months showing any investments which were held for you by us or our nominee as at the date of each service. 12. RIGHTS ISSUES, TAKE-OVERS, ETC. As regard investments which we hold on your behalf as custodian, we shall be responsible for: 11

(a) (b) (c) (d) (e) taking up any rights; exercising any conversion or subscription rights; dealing with take-over or other offers or capital reorganisations; exercising voting rights; or dealing with any other corporate actions. We shall credit to the relevant account any dividends, interest payments or other entitlements received in relation to investments held for you. In situations where a company declares a dividend in a form other than cash, we will adopt the default shareholder option. In general we will act as follows, but will seek your specific instructions where we do not have discretionary powers over the portfolio: (i) (ii) in the case of a company declaring a scrip dividend, we may opt for cash; or where there is an enhanced scrip dividend, we may opt for the scrip and sell the new shares under any offer made by the sponsoring bank or stockbroker. 13. COMPLAINTS Should you have any complaints in relation to our services, please address them to the Compliance Officer, Bank Leumi (Jersey) Limited, 2 Hill Street, St Helier, Jersey, JE2 4UA. In the unlikely event that we are unable to resolve your complaint, or if you remain dissatisfied, you may also complain directly to the JFSC, details of which will be given to you at the time. 14. PROVISION AND DISCLOSURE OF INFORMATION 14.1 Confidentiality Neither of us may disclose to any other person information of a confidential nature acquired in consequence of the arrangements described in these Terms, except for information which we or you are bound to disclose by law or regulation, or which is requested by regulatory or fiscal authorities or a court of competent jurisdiction, or which is disclosed to professional advisers where reasonably necessary for the performance of their professional services. We may disclose confidential information relating to you to our Associates, delegates and other agents but only to assist or enable the proper performance of our services. 14.2 Provision of information You will provide us on demand with evidence reasonably satisfactory to us of your identity, or that of your associates, employees and agents and such other matters as we may require, in each case in order to comply with law or regulation or any of our policies relating to such law or regulation, including (but not limited to) applicable law concerning money laundering. 14.3 Data Protection You acknowledge that we may obtain information (including personal data and sensitive personal data, each as defined in the Data Protection (Jersey) Law 2005) about you or your directors, officers and employees. You authorise us to store any such information (whether provided electronically or otherwise) and to disclose any such information (including, without 12

limitation, information relating to your transactions and accounts) either as we or any of our relevant Associates shall be obliged or requested to do under or pursuant to any applicable rules or by any regulatory authority or as may be required to provide the services contemplated by these Terms to you. You agree that we may disclose such information to an Associate or third party wherever located in the world to the extent necessary for the provision to you of investment services. You expressly consent for this purpose to the transfer of information we hold about you to any country including countries outside the European Economic Area (which may not have data protection laws which are commensurate with those in force in Jersey). Unless you have instructed us otherwise, we may use the information which we hold about you to enable us to contact you or provide you with information about our products or services and those of our Associates, research and other items which we believe may be of interest to you and to contact you in the course of providing services under these Terms by post, telephone, fax, electronic mail or other medium. 15. YOUR WARRANTIES AND LIABILITIES 15.1 Warranties and representations You warrant and represent and each time you provide us with an Instruction you shall be deemed to warrant and represent that: (a) (b) (c) (d) you have all necessary authority, powers, consents, licences and authorisations and have taken all necessary action to enable you lawfully to enter into and perform these Terms, to appoint us as your agent under these Terms in respect of each Instruction which we receive from you and to authorise us to perform Transactions entered into by us as your agent in fulfilling those Instructions and to comply with any settlement instructions; where you give us an Instruction in whole or in part on behalf of one or more of your customers, each such customer has all requisite power, authority and legal capacity to instruct you to enter into such Transaction; you have been solely responsible for making your own independent appraisal and investigations into the risks of entering into Transactions and you have sufficient knowledge and experience to make your own evaluation of the merits and risks of any such Transactions; and except to the extent that you have notified us otherwise, no Event of Default has occurred. 15.2 Indemnity Except insofar as the same may result from our wilful breach of these Terms or breach of any obligations owed to you under FSJL or from our or our Indemnified Person s negligence or fraud, you shall indemnify us and each Indemnified Person against and hold us and our Indemnified Persons harmless from all claims brought or established against us or our Indemnified Persons by any customer or third parties (other than our agents), and against all Liabilities which we or our Indemnified Persons may suffer or incur either: (a) arising out of the lawful and proper performance of our duties under these Terms; or 13

(b) as a result of any failure by you to provide us with settlement instructions in accordance with clause 11.2 (Settlement) or any failure by you to settle any Transaction with us in accordance with these Terms (including without limitation any failure to settle on time). 15.3 Events of Default An Event of Default occurs where: (a) (b) (c) (d) (e) (f) (g) (h) (i) you make a general assignment for the benefit of, or enter into a re-organisation, arrangement or composition with, creditors; you state in writing or otherwise we reasonably determine that you are unable to pay your debts as they become due; you seek, consent to or otherwise acquiesce in, the appointment of any trustee or administrator, receiver or liquidator or analogous officer of the whole or any material part of your property or assets; you or any other person file a petition or other application (other than by us in respect of any obligation under these Terms) in any court or before any agency for your bankruptcy (to include any process as defined in Article 8 of the Interpretation (Jersey) Law 1954) or seeking any re-organisation, arrangement, composition, readjustment, administration, liquidation, dissolution or similar relief under any present or future statute, law or regulation and, where such petition or other application is presented or filed by a person other than you such petition or other application (except in the case of a petition or in the case of an application for an administration order, in respect of which no such 30 day period shall apply) has not been stayed or dismissed within 30 days of its presentation or filing; a receiver, administrator, liquidator or trustee or analogous officer to include the Viscount of the Royal Court of Jersey) is appointed over all or any material part of your property, or a notice of intention to appoint an administrator is given or filed; any regulatory, administrative or other licence, permission or consent maintained by you for the purpose of carrying on a business is revoked, suspended or invalidated; where you are an individual, we are notified of your death (or, in the case of joint accounts, we are notified of the death of the last surviving joint tenant); an attachment before judgment or in execution is levied over all or any material part of your property; or a moratorium is agreed, declared or otherwise obtained in respect of or affecting all or any material part of your indebtedness. In the case of a joint account, where any Event of Default shall occur in relation to one of the joint tenants, we will regard the Event of Default as having occurred in relation to all joint tenants. 16. OUR LIABILITY Our obligation in the provision of services under these Terms is to use reasonable care. We accept responsibility for any injury or death caused by our negligence and for Liabilities 14

suffered or incurred by you to the extent that such Liabilities arise directly from our wilful default, fraud, and/or our deliberate and wilful breach of any duties which we owe you under FSJL. We are responsible for the acts, omissions and default of our nominee companies and agents (as provided in clauses 9 and 10) as if they were our own acts or omissions or default. Accordingly, references in the previous paragraph to our wilful default, breach or fraud (as appropriate) shall be deemed for this purpose to be references to the wilful default, breach or fraud of such persons. Except as noted in this clause 17, you agree that we shall not be liable for any Liabilities suffered or incurred by you. 17. CHANGES We may amend these Terms at any time by giving you a written notice setting out the amendments. The notice will state the date from which the amendments will be effective and this date will normally be at least 30 days after the date of the notice. You may at any time notify us of changes to your personal contact or other information by writing to our Compliance Officer and we may at any time notify changes in our contact details by delivering the same to you or your agent at the address for the time being retained in our records, in each case in accordance with clause 19 (Notices) below. No amendment will affect any outstanding order or transaction or any legal rights or obligations, which may have arisen prior to the making of such amendment. 18. NOTICES Any notice to be given under these Terms (other than an Instruction) shall be given in writing signed by or on behalf of the party giving it and shall be irrevocable without the written consent of the party on whom it is served. Any such notice may only be served by sending it by prepaid letter through the post, or by fax: in the case of Bank Leumi: - to the Compliance Officer at our above address or to our fax number; or - to such other address or fax number as may be notified to you from time to time; and - signed in accordance with the mandate for the time being held by us in relation to your account. in your case: - to you or your agent at the address or to the fax number as notified by you for the time being held in our records; and - signed on behalf of Bank Leumi A notice sent by post shall be deemed served on the third Business Day following the day on which it was posted and in proving such service it shall be sufficient to prove that the notice was properly addressed, stamped and posted. A notice sent by fax shall be deemed served on 15

the Business Day immediately following the day on which it was sent and in proving service it shall be sufficient to demonstrate from an automated delivery receipt that the fax was sent without error. 19. JOINT ACCOUNTS Where these Terms are issued jointly to more than one individual, we are entitled to deal with you on the basis that you are joint tenants of all cash and investments to which these Terms relate, however lodged with us or registered, to hold you jointly and severally liable for any debt liability or charge arising out of these Terms, and to act on the Instructions given by any one of you or the survivor of you. Until and unless we give you written notice of termination these Terms will continue in force notwithstanding the death of any or all of you until we receive either: (a) (b) written notice of the death or legal incapacity of all of you or the last surviving joint tenant; or written notice of termination from any one of you; and subject to the other provisions of this clause these Terms will terminate in respect of all of you. Any notice issued by us shall be valid and effective in relation to each of you if served on any one of you. 20. DEATH In the event that you, being an individual (or, in the case of a joint account, the last surviving individual joint tenant) shall die, your account will be suspended immediately that we receive notice of your death and no instructions in respect of any account in your name can be accepted until the title of your personal representatives to the accounts has been satisfactorily established. Your personal representatives may thereafter instruct us (as appropriate) to sell, transfer or otherwise deal with your investments in the orderly administration of your estate. 21. TELEPHONE TAPING You understand and agree that we may record telephone conversations between us and you (and any of your Associates) for the purpose of evidencing your instructions, monitoring quality of service, or otherwise for our internal records. We will also record telephone conversations between you and us where we are obliged to do so by applicable law or regulations. You are advised that recording may take place without the use of a warning tone. Copyright in the tapes will belong to us and we shall not be obliged in any circumstances to make any tapes available to you or to provide you with transcripts thereof. 22. APPLICABILITY AND TERMINATION These Terms constitute legally binding terms of business and shall come into force upon the earlier of (a) you confirming your acceptance of these Terms; and (b) you accepting from us the benefit of any of the services described in these Terms. These Terms will cease to apply where (a) we send you an agreement which is expressed to supersede these Terms, with effect from the date on which the relevant provisions of that agreement become effective; or (b) these Terms are otherwise terminated by us or by you giving written notice to the other to that effect. Such termination will take effect upon 10 Business Days from the receipt of such notice by the party to whom the termination notice is addressed, but will be without prejudice to Transactions already initiated or outstanding Liabilities between us and you and the rights which we and you have against one another in 16

respect of such Liabilities. Where an Event of Default has occurred we may terminate these Terms forthwith by notice in writing. Following termination of these Terms, any Transactions in progress will be dealt with on the terms under which each of the particular Transactions were initiated. 23. FORCE MAJEURE Notwithstanding anything to the contrary we shall have no liability whatsoever to you nor be deemed to be in default of these Terms as a result of any delay or failure in performing our obligations under these Terms to the extent that any such delay or failure arises from causes beyond our reasonable control including, but not limited to, suspension of trading, acts of God, acts or regulations of any governmental or supranational authority, war or national emergency, accident, fire, riot, civil disturbance, failure of electronic equipment or communications equipment, strikes, lock-outs and industrial disputes. 24. ASSIGNMENT These Terms are personal to you and shall not be capable of assignment by you or of being transferred by you. You agree that we may assign our rights under these Terms to any of our Associates without your further consent. Upon giving you 20 Business Day's prior notice in writing, we may appoint any of our Associates to provide the services contemplated by these Terms in our place and shall then transfer to such appointee all of our rights and obligations under the Terms. 25. GOVERNING LAW These Terms are governed by the law of Jersey. Any disputes in relation to these Terms shall be subject to the exclusive jurisdiction of the Jersey courts to which you and we submit. 26. DEFINITIONS AND INTERPRETATION Save where the context otherwise admits or requires, words and expressions defined in the JFSC Codes of Conduct shall have the same meaning when used in these Terms. Words in the singular shall include the plural and vice versa and references to male gender shall include the female and neuter and vice versa References to statutes, Codes of Conduct and any other regulations shall, unless the context otherwise requires, be construed as a reference to such statute, statutory provision or regulation as amended or replaced from time to time. In these Terms: "Associate" means any company in the same group as Bank Leumi or connected or associated with Bank Leumi from time to time; "Business Day" means any day on which Bank Leumi (Jersey) Limited is open for business; 17

"Client Assets Order" means the Financial Services (Investment Business) (Client Assets) (Jersey) Order 2001; "Event of Default" has the meaning given in Clause 16.4; "FSJL" means Financial Services Jersey Law 1998 and any secondary legislation made under FSJL including regulations and orders; "Indemnified Persons" means our agents and our controlling persons officers, directors, agents, servants and employees; "Instruction" means any communication which purports to be an instruction to deal on your behalf; "JFSC" means the Jersey Financial Services Commission and any replacement or substitute body; "JFSC Codes of Conduct" means the rules, guidance, directions and other provisions in the Codes of Conduct or otherwise made by the JFSC as from time to time in force; "Liability" means any liability, damage, loss, cost, claim or expense of any kind or nature, whether direct, indirect, special, consequential or otherwise; "Netting Law" "Safe Custody" Means the Bankruptcy (Netting, Contractual Subordination and Non-Petition Provisions) (Jersey) Law 2005 means the holding by way of custody only by us of assets for you; 18

"Terms" means these "Terms of Business"; and "UK Securities" means any investments which are listed or traded on the Official List of the London Stock Exchange or the Alternative Investment Market. 19

APPENDIX 1 RISK WARNINGS The content of this Appendix is very important. It explains the risks involved in certain investments that, (depending on your instructions), we may purchase for your portfolio. The schedule contains an analysis of the risks involved in: General risks of investment activity; Equity of companies; Money market and related instruments; Dealing in Securities, which may be subject to stabilisation; Listed securities involving gearing; Investments dominated in a currency other than the base currency of your portfolio; Forward foreign exchange contracts; Emerging markets; Penny shares; Structured capital at risk products; Hedge funds; Futures; Options; Warrants; Contracts for difference; Contingent liability investment transactions Limited liability transactions Collateral. In addition, we have included a risk warning advising you that when we provide execution-only services to you in relation to non-complex instruments we are not required to assess the appropriateness of the instrument or the service provided or offered to you. Please see page 8 of this document for full details. If you have any questions at all about the contents of this schedule please raise them with your Relationship Manager at Bank Leumi (Jersey) Ltd. General Risks of Investment Activity There are significant risks inherent in investing in certain financial instruments and in certain markets. Investments in derivatives, futures, options and warrants may expose you to risks which are different to those you might expect when you invest in equities. Similarly, investment in shares issued by issuers in emerging markets, (by which we mean those that have an underdeveloped infrastructure or which are less economically or politically stable as markets in developed countries), involves risks not typically associated with equity investment in well developed markets. Investment in any of the foregoing kinds of financial instruments is generally appropriate for sophisticated investors who understand and are able to bear the risks involved. Among such risks, is the risk of losing the entire value of an investment or, (in the case of certain derivative and other transactions), the risk of being exposed to a liability over and above the initial investment. We set out below some specific risks and considerations for investors in relation to financial instruments of the type referred to above. This information is not intended to constitute a comprehensive statement of all the risks to which investors might be exposed and there may be others that exist now or which may arise in the future. Past performance is not an indicator of future performance. The value of investments may go down as well as up. 20

You are not certain to make a profit. You may make a loss. You may lose your entire investment. The price or value of investments may fluctuate significantly. If there are income distributions, they may also fluctuate significantly. Equity of Companies With regard to investment in the equity of companies please bear in mind the following specific risks: Equity prices can go down as well as up; Dividend growth is not guaranteed, nor are investee companies obliged to pay dividends; Companies may go bankrupt rendering the original equity investment valueless; Equity markets may decline in value; Corporate earnings and financial markets may be volatile; So far as investments in overseas companies are concerned foreign exchange rates may move in an unfavourable direction affecting adversely the valuation of investments in base currency terms. Money Market and Related Instruments With regard to investments in cash and cash instruments, UK government bonds, sterling and foreign currency denominated corporate issues and interest-paying instruments such as convertible securities please bear in mind: The risk of default; The risk of capital erosion in real terms over time due to the effects of inflation; The value of fixed income securities may rise as well as fall due to market movements; For investments in foreign currency denominated instruments foreign exchange rates may move in an unfavourable direction affecting adversely the value of investments in base currency terms; Compensation may not be available at all or to the entire extent of deposits made with banks that subsequently default. Dealing in Securities which may be subject to Stabilisation We may, from time to time, carry out such transactions on your behalf, where the price may have been influenced by measures taken to stabilise it. - What is Stabilisation? Stabilisation enables the market price of a security to be maintained artificially during the period when a new issue of securities is sold to the public. Stabilisation may affect not only the price of the new issue but also the price of other securities relating to it. 21

Stabilisation is allowed in order to help counter the fact that, when a new issue comes onto the market for the first time, the price can sometimes drop for a time before buyers are found. Stabilisation is carried out by a Stabilisation Manager, (normally the firm chiefly responsible for bringing a new issue to market). As long as the Stabilising Manager follows a strict set of rules, he is entitled to buy back securities that were previously sold to investors or allotted to institutions which have decided not to keep them. The effect of this may be to keep the price at a higher level than it would otherwise be during the period of stabilisation. - The Stabilisation Rules: 1. Limit the period when a stabilising manager may stabilise a new issue; 2. Fix the price at which he may stabilise (in the case of shares and warrants, but not bonds); 3. Require him to disclose that he may be stabilising but not that he is actually doing so. The fact that a new issue or a related security is being stabilised should not be taken as any indication of the level of interest from investors, nor of the price at which they are prepared to buy the securities. Listed Securities Involving Gearing We may undertake on your behalf, the purchase of securities forming part of investment companies, (including investment trusts), that may use gearing as an investment strategy. Gearing is the method by which the investment company may borrow against the investment fund in order to increase the size of the fund. In relation to such securities you should be aware that: Movements in the price of such securities may be more volatile than those in the underlying investments; Such securities and the underlying investments may be subject to sudden and large falls in value; You may get back nothing at all if there is a sufficiently large fall in the value of such securities. Investments Denominated in a Currency other than the Base Currency of your Portfolio We may effect transactions on your behalf in an investment denominated in a currency other than the agreed base currency of your portfolio, (which is the currency in which your portfolio is valued). A movement in exchange rates may have a separate effect, unfavourable as well as favourable, on the gain or loss otherwise experienced on the investment concerned. In addition, if you deposit collateral denominated in one currency, you may be subject to margin calls in circumstances where the obligations secured by such collateral are denominated in another currency, (in addition to the risk of margin calls for fluctuations in relative values). Some currencies are not freely convertible and restrictions may be placed on the conversion and/or repatriation of your funds including any profits or dividends. The base currency of your portfolio is specified in the application form. Forward Foreign Exchange Contracts The use of forward foreign exchange contracts has the effect of fixing the rate of exchange available when the proceeds of foreign denominated investments are converted into the base currency. The 22

advantage of their use is that if the base currency falls against the foreign currency concerned the conversion can be made at the (higher) conversion rate fixed by the forward contract. The disadvantage is that if the base currency strengthens against the foreign currency concerned the conversion must by made at the (lower) conversion rate fixed by the forward contract. Emerging Markets You should be aware that there may be potential risks posed by volatile political, legal and commercial conditions in emerging markets, which may affect the value of, or result in the loss of, investments. The quality and reliability of official data published by governments and their agencies in emerging markets might not be equivalent to that available in developed markets. In addition, the absence of developed securities markets as well as potentially underdeveloped banking and telecommunications systems in such countries may give rise to greater custody, settlement, clearing and registration risks. Foreign investment in issuers in emerging markets may be restricted - sometimes such restrictions may not be published and investors may not be readily made aware of them. In such circumstances, there may be restrictions on repatriation of capital or an investment may have to be scaled down to comply with local foreign ownership restrictions. Penny Shares There is an extra risk of losing money when shares are bought in some smaller companies including penny shares. There is a big difference between the buying and selling price of these shares, and it may be difficult to sell at a reasonable price, and in some circumstances it may be difficult to sell this type of investment at any price. If they have to be sold immediately, you may get back much less than you paid for them. The price may change quickly and it may go down as well as up. Structured Capital at Risk Products We may purchase investments on your behalf, which constitute structured capital at risk products. Please bear in mind in relation to these products: That the return of initial capital invested at the end of the investment period is not guaranteed and therefore you may get back less than was originally invested; That the amount of initial capital repaid may be geared, which means that a small percentage fall in the related index may result in a larger reduction in the amount paid out to you; That any maximum benefit advertised to you is only available after a set period, (we will let you know how long that period is in relation to a specific structured capital at risk product); That redeeming a product early may result in redemption penalties and a poor return; That the initial capital invested may be placed into high risk investments, such as noninvestment grade bonds; That the rate of income or growth advertised may depend on specified conditions being met, (if conditions apply we will let you know what these are); That you should not instruct us to enter into such transactions unless you are prepared to lose some or all of the money you have invested. 23

Hedge Funds Hedge Funds differ from traditional collective investment schemes in their ability to utilise an unrestricted number of, and often speculative, investment techniques, including short-selling, options and derivatives to enhance performance. Common hedge fund structures involve a combination of entities of varying legal form, located in a mixture of onshore major financial centres and offshore low tax and light touch regulatory regimes. The optimal location and form of each entity within the structure is frequently determined according to factors such as tax efficiency, proximity to major markets and appropriate regulatory regime. Investments in Hedge Funds are only suitable for investors for whom such investments do not represent a complete investment program and who fully understand and are capable of bearing the risks of such investments. Futures Transactions in futures involve the obligation to make, or to take, delivery of the underlying asset of the contract at a future date, or in some cases to settle the position with cash. They carry a high degree of risk. The gearing or leverage often obtainable in futures trading means that a small deposit or down payment can lead to large losses as well as gains. It also means that a relatively small movement can lead to a proportionately much larger movement in the value of your investment, and this can work against you as well as for you. Futures transactions have a contingent liability and investors should be aware of the implications of this. Options There are many different types of options with different characteristics subject to the following conditions. - Buying Options: Buying options involves less risk than selling options because, if the price of the underlying asset moves against you, investors can simply allow the option to lapse. The maximum loss is limited to the premium, plus any commission or other transaction charges. However, if you buy a call option on a futures contract and later exercise the option, you will acquire the future. This will expose you to the risks described under futures and contingent liability investment transactions. - Writing (Selling) Options: If you write an option, the risk involved is considerably greater than buying options. You may be liable for margin to maintain your position and a loss may be sustained well in excess of the premium received. By writing an option, you accept a legal obligation to purchase or sell the underlying asset if the option is exercised against you, irrespective of how far the market price has moved away from the exercise price. If you already own the underlying asset which you have contracted to sell (when the option is known as a covered call option ) the risk is reduced. If you do not own the underlying asset (known as an uncovered call options ) the risk can be unlimited. Only experienced persons should contemplate writing uncovered options, and then only after securing full details of the applicable conditions and potential risk exposure. 24

- Traditional Options: Certain London Stock Exchange member firms under special exchange rules write a particular type of option called a traditional option. These may involve greater risk than other options. Two-way prices are not usually quoted and there is no exchange market on which to close out an open position or to effect an equal and opposite transaction to reverse an open position. It may be difficult to assess its value or for the seller of such an option to manage his exposure to risk. Certain options markets operate on a margined basis, under which buyers do not pay the full premium on their option at the time they purchase it. In this situation you may subsequently be called upon to pay margin on the option up to the level of your premium. If you fail to do so as required, your position may be closed or liquidated in the same way as a futures position. Warrants A warrant is a time-limited right to subscribe for shares, debentures, loan stock or government securities and is exercisable against the original issuer of the underlying securities. A relatively small movement in the price of the underlying security results in a disproportionately large movement, unfavourable or favourable, in the price of the warrant. The prices of warrants can therefore be volatile. It is essential for anyone who is considering purchasing warrants to understand that the right to subscribe which a warrant confers is invariably limited in time with the consequence that if the investor fails to exercise this right within the predetermined time-scale then the investment becomes worthless. You should not buy a warrant unless you are prepared to sustain a total loss of the money you have invested plus any commission or other transaction charges. - Off-exchange warrant transactions Transactions in off-exchange warrants may involve greater risk than dealing in exchange traded warrants because there is no exchange market through which to liquidate your position, to assess the value of the warrant or the exposure to risk. Bid and offer prices need not be quoted, and even where they are, they will be established by dealers in the instruments and consequently it may be difficult to establish what is a fair price. We will make it clear to you if you are into an off-exchange transaction and advise you of any risks involved. Contracts for Difference Futures and options contracts can also be referred to as contracts for differences. These can be options and futures on the FTSE 100 index or any other index, as well as currency and interest rate swaps. However, unlike other futures and options, these contracts can only be settled in cash. Investing in a contract for differences carries the same risk as investing in a future or an option and you should be aware of these as set out above. Transactions in contracts for differences may also have a contingent liability and these are discussed below. Contingent Liability Investment Transactions Contingent liability investment transactions, which are margined, may require you to make a series of payments apart from any initial payment or premium. 25

If you trade in futures, contracts for differences or sell options, you may sustain a total loss of the margin you deposit to establish or maintain a position. If the market moves against you, you may be called upon to pay substantial additional margin at short notice to maintain the position. If you fail to do so within the time required, your position may be liquidated at a loss and you will be responsible for the resulting deficit. Even if a transaction is not margined, it may still carry an obligation to make further payments in certain circumstances over and above any amount paid when you entered the contract. Limited Liability Transactions The extent of your loss on a limited liability transaction will be limited to an amount agreed by you before you enter into the transaction. The amount you can lose in limited liability transactions will be less than in other margined transactions, which have no predetermined loss limit. Nevertheless, even though the extent of loss will be subject to the agreed limit, you may sustain the loss in a relatively short time. Your loss may be limited, but the risk of sustaining a total loss equivalent to the amount agreed is substantial. Collateral If you deposit collateral as security with us for transactions you enter, the way in which it will be treated will vary according to the type of transaction and where it is traded. There could be significant differences in the treatment of your collateral, depending on whether you are trading on a recognised or designated investment exchange, with the rules of that exchange (and any associated clearing house) applying, or trading off-exchange. Collateral may lose its identity as your property once dealings on your behalf are undertaken, particularly where you transfer the title to such collateral and 'right to use' provisions apply. Even if your dealings should ultimately prove profitable, you may not get back the same assets which you deposited, and may have to accept payment in cash. Risk Warning for Non-complex instruments In providing execution-only services to you in relation to non-complex instruments including, but not limited to, shares and bonds traded on regulated markets and units in regulated collective investment schemes, we are not required to assess the appropriateness of the instrument or the service provided or offered to you and, as a result, you will not benefit from protection on assessing appropriateness. Therefore we will not assess whether: a) The relevant product or service meets your investment objectives; and/or b) You would be able to financially bear the risk of any loss that the product or service may cause; and/or c) You have the necessary knowledge and experience to understand the risks involved. We will, however, be subject to our obligation to manage conflicts of interest. Under MiFID, the following are financial instruments where appropriateness on a non-advisory basis does not need to be assessed: Shares admitted to trading on a regulated market or an equivalent third country market; Money Market instruments, bonds or other forms of securitised debt (excluding any that embed a derivative); Units in a scheme authorised under the UCITS directive; 26

Other non-complex financial instruments * * Non- complex Financial Instruments must satisfy the following criteria: It is not a derivative or other security giving the right to acquire or sell a transferable security or giving rise to a cash settlement determined by reference to transferable securities, currencies, interest rates or yields, commodities or other indices or measures; There are frequent opportunities to dispose of, redeem, or otherwise realise the instrument at prices that are publicly available to the market participants and that are either market prices or prices made available, or validated, by valuation systems independent of the issuer; It does not involve any actual or potential liability for the client that exceeds the cost of acquiring the instrument; Adequately comprehensive information on its characteristics is publicly available and is likely to be readily understood so as to enable the average retail client to make an informed judgment as to whether to enter into a transaction in that instrument. 27

APPENDIX 2 ADDITIONAL PROVISIONS RELEVANT ONLY TO DISTANCE CONTRACTS These additional terms do not apply if you have physically met a representative of Bank Leumi (Jersey) Ltd in relation to these services before entering into these Terms. Cancellation Rights 1. For a period of fourteen days from the date on which the agreement constituted by these Terms was concluded, you have the right to cancel the agreement. In order to cancel you must send written notice of cancellation to us by post, fax or e-mail or deliver written notice of cancellation to us by hand, to the address, fax number or e-mail address (as appropriate) set out in Schedule 1 within the fourteen day period. 2. Where your right of cancellation is properly exercised, we will repay to you any sums already paid by you in respect of the cancelled agreement less such sums which would represent payment for any part of the services we have already provided to you and costs that we have incurred on your behalf in accordance with the Terms, particularly clause 3 (The Services We Will Provide). You may be required to return to us any sums or property you receive pursuant to the agreement or to reimburse us for any shortfall which we suffer caused by adverse market movements between the time the agreement was entered into and the time when we became aware of your cancellation notice. If you have a right of cancellation but you do not exercise it in accordance with this paragraph, your right to cancel the agreement ceases to exist after fourteen days from the date the contract was concluded. For the avoidance of doubt, nothing in this paragraph should be taken to create a right to cancel where no such right exists under the law. 3. You will lose your right of cancellation if you expressly request us to commence performance of our obligations under these Terms and to complete such performance at the earliest opportunity and before the end of the cancellation period. Who you deal with SUPPLEMENTARY INFORMATION 4. You may deal with professionals other than us in connection with the services which we provide under these Terms, for example your own lawyers or your other brokers. We may deal with these professionals on your instructions, but we will not arrange for any other professional to deal with you. Taxes, fees, charges and expenses 5. We will not make any specific additional charge to you for using a means of distance communication, such as e-mail. You may be required to pay fees to third parties, for example your internet service provider. 6. In providing you with best execution, we will take reasonable care to execute transactions for you in accordance with our execution policy, which has been provided to you. However, the price which we secure will depend upon the prices available in the market, which are beyond our control. Past performance is no indicator of future performance. There are no other special risks related to the specific features or other operations to be executed or whose price depends on the fluctuations in the financial markets outside our control. 28

Other information 7. We may undertake a series of transactions for you recurrently under these Terms. However, these Terms have no minimum duration. 8. The information in these Terms is valid on the date and at the time at which it is given. 9. The law of England and Wales is taken by us to be the basis for the establishment of relations with you prior to the conclusion of our agreement on these Terms. Purpose Summary of Bank Leumi (Jersey) Limited Conflicts of Interest Policy You may be aware that the European Commission has implemented the Markets in Financial Instruments Directive (MiFID), European legislation aimed at harmonising the way in which investment services are conducted throughout the European Union. MiFID came into effect in the UK on the 1st November 2007 but is not in effect in Jersey. Nevertheless, we have decided to put in place a MiFID compliant of Conflicts of Interest Policy and this document provides you with a summary. Identification of Conflicts On an ongoing basis Bank Leumi will consider the services and products provided by each of its business areas in order to identify any conflicts that may arise between clients of the firm, or that business area and a client. A log of actual and potential conflicts will be independently maintained by the Bank s Risk Control Department. In identifying actual or potential conflicts, Bank Leumi will take account of whether it, the service or product in question:.. is likely to make a financial gain, or avoid a financial loss, at the expense of a client;.. has an interest in the outcome of a service provided to a client or of a transaction carried out on behalf of a client, which is distinct from a client s interest in that outcome;.. has a financial or other incentive to favour the interest of a client or group of clients over the interests of another client;.. undertakes the same business as the client;.. receives or will receive from a person other than a client an inducement in relation to a service provided to the client; Actual or Potential Conflicts In assessing our services and products we have concluded that: Bank Leumi does not trade in proprietary positions in any security when at the same time it has information about potential future client orders in relation to that security; Bank Leumi does not provide investment research nor does it provide corporate finance advisory services; Bank Leumi does not allow employees to engage in personal account dealing in respect of securities where a client has an interest that potentially conflicts with such dealing; Bank Leumi does not create an internal market between its own assets and client assets on the buy side and sell side); Bank Leumi does not allow staff to receive substantial gifts or entertainment that may influence behaviour in a way that conflicts with the interests of the clients of the firm. 29

Bank Leumi has identified one potential conflicts both arising from the sale of collective investment schemes:.. Bank Leumi has differing commission rates between third party product providers and between the LGM funds. Managing Potential Conflicts Bank Leumi has established systems, controls and procedures to manage any actual or potential conflicts... It has established a Products Committee that reviews all new products and monitors the performance of existing products;.. It has detailed personal account dealing restrictions which are monitored by compliance;.. It has an established gifts and inducements policy that places restrictions on the type and value of gifts that staff may accept;.. It has an established independent compliance department that proactively monitors various types of activity. As part of that monitoring compliance assess the suitability of transactions in light of customer expectations... It maintains a register of all commission arrangements in relation to those funds that Bank Leumi advices or provides discretionary services and this is regularly reviewed by the Products Committee... Bank Leumi will disclose to clients details of any material interest it may have in a transaction that it provides advisory or discretionary services. If you have any questions in relation to this summary, or wish to receive a copy of the full policy, please contact your relationship manager. Purpose Information on Bank Leumi (Jersey) Limited s Order Execution Policy Bank Leumi has also decided to put in place a MiFID compliant Order Execution Policy and to take all reasonable steps to obtain the best possible result when executing investment transactions that fall within the scope of MiFID Business. The purpose of this document is to provide you with information on Bank Leumi s Order Execution Policy and to obtain your consent to such policy. Scope Bank Leumi s Order Execution Policy applies to Clients when receiving and transmitting client orders; and when executing orders on a client s behalf. It applies in relation to orders for the following financial Instruments:.. Transferable securities (equities, bonds etc);.. Money-market instruments (Treasury bills, certificates of deposits, commercial paper etc.);.. Units in collective investment undertakings (funds); 30

.. Various options, futures, swaps, forward rate agreements and other forms of derivative contracts or instruments relating to securities, foreign currencies, interest rates, yields, financial indices or financial measures;.. Derivative instruments for the transfer of credit risk; Order Execution obtaining the best possible result Subject to any specific instructions that may be given by you, when executing Orders on your behalf, Bank Leumi will take all reasonable steps to obtain the best possible result for you taking into account the Execution Factors detailed below. Bank Leumi will determine the relative importance of the Execution Factors by using its commercial judgement and experience in light of market information available. In considering the above factors Bank Leumi will always take into account the characteristics of the client, the specific order, the type of instrument being dealt, and the nature of the markets. Bank Leumi will always try to provide all clients with the same standards to achieve best result for their transaction. The Execution Factors In achieving the best result for a client, Bank Leumi will have regard to the price of the transaction, the cost in executing the transaction, the speed require to transact, the likelihood of completing the transaction, and the size of the transaction. It is Bank Leumi s experience that price generally has the highest relative importance for clients. However Bank Leumi believe it important to implement trading platforms that provide access to a wide range of the world s major exchanges and allow it to execute without delay. Bank Leumi will always choose execution methods that are cost effective. Specific Client Instructions Please note however that where you give Bank Leumi a specific instruction as to the execution of an order (for example a limit order), it will execute that order in accordance with your instructions. This may prevent Bank Leumi from taking the steps set out in the Order Execution Policy to obtain the best possible result for the execution of those orders in respect of the elements covered by those instructions. The Execution Venues Bank Leumi will regularly assess the Execution Venues available in respect of any products that are traded to identify those that will enable it, on a consistent basis, to obtain the best possible result when executing Orders. The list of the venues that Bank Leumi uses to execute client orders is constantly updated and can be accessed via the Bank s website on www.leumijersey.com. Alternatively, please ask your relationship manager to provide you with a current copy. 31