**Document:** Certificate of Incorporation
*   **State:** Delaware
*   **Corporation Name:** Hyperion Air, Inc.
*   **Registered Office Address:** 32 Louckerman Square, Suite L-100, City of Dover, County of Kent
*   **Registered Agent:** The Prentice-Hall Corporation System, Inc.
*   **Number of Shares Authorized:** One thousand five hundred
*   **Incorporator Name:** Athena Togias
*   **Date Filed:** 07/18/1991

Confidential Treatment Requested by
JPMorgan Chase

JPM-SDNY-00001788

EFTA00029206

Key Information:

*   **SEVENTH:** Details a process for compromise or arrangement between the corporation, its creditors, and stockholders, involving court jurisdiction in Delaware.
*   **EIGHTH:** Focuses on the management of the corporation, vesting it in the Board of Directors. The Bylaws determine the number of directors. Amending or repealing Bylaws is the power of the Board of Directors, per Delaware law.

Confidential Treatment Requested by
JPMorgan Chase

JPM-SDNY-00001789

EFTA00029207

BK-U135FG120

initial Bylaw or in a Bylaw adopted by the stockholders entided to vote of the corporation unless provisions for such classification shall be set forth in this certificate of incorporation.

3. Whenever the corporation shall be authorized to issue only one class of stock, each outstanding share shall entitle the holder thereof to notice of, and the right to vote at, any meeting of stockholders. Whenever the corporation shall be authorized to issue more than one class of stock, no outstanding share of any class of stock which is denied voting power under the provisions of the certificate of incorporation shall entitle the holder thereof to the right to vote at any meeting of stockholders except as the provisions of paragraph (2) of subsection (b) of 242 of the General Corporation Law of the State of Delaware shall otherwise require; provided, that no share of any such class which is otherwise denied voting power shall entitle the holder thereof to vote upon the increase or decrease in the number of authorized shares of said class.

NINTH: The personal liability of the directors of the corporation is hereby eliminated to the fullest extent permitted by the provisions of paragraph (7) of subsection (b) of 102 of the General Corporation Law of the State of Delaware, as the same may be amended and supplemented.

TENTH: The corporation shall, to the fullest extent permitted by the provisions of $145 of the General Corporation Law of the State of Delaware, as the surne may be amended and supplemented, indemnify any and all persons whom it shall buve power to Indemnify under said section from and against any and all of the cxpenses, liabilities, or other matters referred to in or covered by said section, and the indemnification provided for herein shall not be deemed exclusive of any other rights to which those indemnified may be entitled under any Bylaw, agreement, vote of stockholders or disinterested directors or otherwise, both as to action in his official capacity and as to action in another capacity while holding such office, and shall continue as to a person who hus ceased to be a director, officer, employee, or agent and shall inure to the benefit of the hetrs, executors, and administrators of such a person

ELEVENTU: From time to dime any of the provisions of this certificate of incorporation may be amended, altered, or repealed, and other provisions authorized by the Laws of the State of Delaware at the time in force may be added or inserted in the manner and at the time prescribed by said laws, and all rights at any time conferred upon the stockholders of the corporation by this certificate of incorporation are granted subject to the provisions of this Article ELEVENTH.

8896 EGE 818-01

18-01-20

t

500/1000 500/1000

311 ISAN

8002 8002 092 212 XV CO ZL 9002/90/11 092 212 XV CO ZL 9002/90/11

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JPM-SDNY-00001790

EFTA00029208

Key information from the image:

*   **Document ID:** BK-U135PG121
*   **Signature Date:** July 18, 1991
*   **Incorporator Signature:** Present
*   **NYSG LLC**
*   **Date:** 11/06/2006
*   **FAX:** 212 750 2408
*   **Phone:** 10-212 373 7620
*   **PHCS/Special services**

Confidential Treatment Requested by
JPMorgan Chase

JPM-SDNY-00001791

EFTA00029209

Al

Comments:<empty>

Date[mmddyyyy]: 04242012
Box Number: <empty>
Form Type = "CITADEL"

Doc Code: 086
Doc Code: <empty>
Doc Code: <empty>
Doc Code: <empty>
Account Numbers: <empty>

Account Numbers: <empty>
Account Numbers: <empty>
Account Numbers: <empty>
Account Numbers: <empty>
Account Numbers: <empty>
Account Numbers: <empty>
Account Numbers: <empty>
Account Numbers: <empty>
Account Numbers: <empty>
Account Numbers: <empty>
Account Numbers: <empty>
Account Numbers: <empty>
Account Numbers: <empty>
Account Numbers: <empty>
Account Numbers: <empty>
Account Numbers: <empty>
Account Numbers: <empty>
Account Numbers: <empty>
Account Numbers: <empty>
Account Numbers: <empty>

Confidential Treatment Requested by
JPMorgan Chase

JPM-SDNY-00001792

EFTA00029210

## The Morgan Account

Account type

Account number

The Morgan Account

Month: 1
Date: 1
Year: <empty>

Account type: <empty>
Account number: <empty>

Social Security no.: <empty>
Tax ID no.: <empty>
Passport no: <empty>

Account title: <empty>
BAC #: <empty>

All Accountholders/Signers must sign this Signature Form exactly as the checks/instructions will be signed.

Print (Accountholder/Signer, Trustee, Custodian, Director, etc.): Jeffrey Foskin, President
Title: CEO

X <signature>
if facsimile signature, check box [ ]

Print (Accountholder/Signer, Trustee, Custodian, Director, etc.): Ghislaine Maxwell, Treasurer
Title: CFO

X <signature>
if facsimile signature, check box [ ]

Print (other): Harry Bellet, Secretary
Title: SVP

X <signature>
if facsimile signature, check box [ ]

Is this an existing account?
[ ] yes
[ ] no
If yes, does this card replace all other cards against it + account?
[ ] yes
[ ] no

Signing instructions (Please use back of card if necessary): <empty>

The Morgan Account

Month: <empty>
Date: <empty>
Year: <empty>

Account Type: <empty>
Account Number: <empty>

Social Security No / Tax ID no / Passport No.: <empty>

Account title: <empty>
BAC #: <empty>

All Accountholders/Signers must sign this Signature Form exactly as the checks/instructions will be signed.

Print (Accountholder/Signer, Trustee, Custodian, Director, etc.): Jeffrey Epstein, President
Title: <empty>
If facsimile signature, check box [ ]: X
Signature: <signature>

Print (Accountholder/Signer, Trustee, Custodian, Director, etc.): Ghislaine Maxwell, Treasurer
Title: <empty>
If facsimile signature, check box [ ]: X
Signature: <signature>

Print (other): Harry Belafonte, Secretary
Title: <empty>
If facsimile signature, check box [ ]: X
Signature: <signature>

Is this an existing account?
[ ] yes
[ ] no
If yes, does this card replace all other cards against this account?
[ ] yes
[ ] no
(signed card if necessary)

Page: 1 page
Date: 11/15/06
Stamp: 174

Confidential Treatment Requested by
JPMorgan Chase

JPM-SDNY-00001793

EFTA00029211

A1

I cannot extract data from the image as the text is illegible.

The image is a form titled "CITADEL". It includes fields for date, box number, document codes, and account numbers. The date field is filled with "04182012" and one of the document code fields is filled with "194". There are multiple rows for account numbers.

Confidential Treatment Requested by
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JPM-SDNY-00001794

EFTA00029212

The Morgan Account
Application: Business Deposit Accounts

BX 453785204



JPMorgan Private Bank

CAS 0220476583 CAS 0220476583 MORGAN USE ONLY US$41 10/05

SCAN SCAN Title HYPERION AIR, INC.
SPN #: 1716553 SPN #: 17165530 MMIA No.
ACCT. # <empty> ACCT. # <empty> Primary CAS
Doc ID # 771 Doc ID # 876 Business Checking with Interest Acct. No.
Effective Date: <empty> Effective Date: <empty> JP Morgan Rep. (sent package): THOMAS A. RICE

A ACCOUNT INFORMATION
Title of Account HYPERION AIR, INC.
Entity Type:
[x] Corporation [ ] Foundation
[ ] Limited Liability Company [ ] LLP
[ ] Partnership Check if applicable:
[ ] Sole Proprietorship [ ] Not for Profit
[ ] Other

B ACCOUNT TYPE
[x] Checking Account [ ] Business Checking with Interest Account* [ ] Money Market Investment Account [ ] Other
* Available only to trusts & estates, sole proprietorships, net-for-profits, school districts, and government organizations.

C CORPORATE/PARTNERSHIP INFORMATION
**Must be Authorized Person
Name of Corporation/Partnership/LLC/Doing Business As HYPERION AIR, INC., C/O NEW YORK STRATEGY
Type of Business Fax Identification Number (TIN)
Contact Person** Title Telephone Fax
Current Mailing Address City State Zip Code/Country
457 MADISON AVE 4TH FLOOR NEW YORK NY 10022

D CHECKS
Check Style (JPMorgan exclusive check style):
[ ] Wallet (single check) [ ] Newport Desk Book (spiral binder, 3 checks/page) [ ] Business Style Book (ring binder, 3 checks/page)
[x] Computer Checks (list software) QuickBooks [ ] Other****
Lace Jet - Single Voucher
***Other check styles may incur additional fees.
Check Imprint: Checks will be imprinted with Title of Account as it appears on this Application, and address as listed in the corporate partnership information section of this application, or on file
[ ] Please omit my address from the check imprint.
Alternate Check Delivery Address:
Name Company
Address City
Note Zip Code Country

E STATEMENTS
Redundant side images of the front and back of each check will be returned with statements unless otherwise indicated
[ ] Franchise checks and do not return

F ACCOUNT LINKING
Note: Linking Agreement contained in Subdivision I of this application
Link for Pricing: To apply earning credits/fee allowances to offset monthly maintenance and/or transaction charges (as listed on my current fee schedule):
[ ] Link my following non-interest bearing Business Checking accounts
Account Number for Lead Checking Account to be billed any monthly maintenance charges

841

Confidential Treatment Requested by

JPMorgan Chase

JPM-SDNY-00001795

EFTA00029213

Key information from the document:

*   **Account Linking:** Options for combining account information or minimizing overdraft interest charges.
*   **Online Account Access:** Includes fields for user ID (entered as JEJEJE JE), choices for internet access login ID, and email address. Requires indication of current Morgan Online/Chase Online user status.
*   **Pledge Agreement:** States that the account is an account under The General Terms for Accounts and Services and is pledged as collateral.
*   **Linking Agreement:** Outlines JPMorgan Private Bank's earning credit/fee allowance calculation and implications of linking accounts.
*   **JPMorgan Agreement:** Mentions The General Terms for Accounts and Services and Appendices, and the application's role in comprising an agreement. Also covers acknowledgement of various documents and the JPMorgan Private Bank Privacy Policy.
*   **Important Notice:** Application must be completed, and changes to information must be notified. Incomplete or inaccurate applications will be deemed incomplete.

841

Confidential Treatment Requested by
JPMorgan Chase

JPM-SDNY-00001796

EFTA00029214

K IMPORTANT TAX INFORMATION

FOREIGN PERSONS TAX STATUS:
A FOREIGN PERSON MAY HAVE TO COMPLETE IRS FORM W-8BEN OR FORM W-SIMY. A "FOREIGN PERSON" MEANS A NONRESIDENT ALIEN INDIVIDUAL, A FOREIGN CORPORATION, A FOREIGN PARTNERSHIP, A FOREIGN TRUST, A FOREIGN ESTATE, AND ANY OTHER PERSON THAT IS NOT AN U.S. PERSON. IT ALSO INCLUDES A FOREIGN BRANCH OR OFFICE OF AN U.S. FINANCIAL INSTITUTION OR U.S. CLEARING ORGANIZATION IF THE FOREIGN BRANCH IS A QUALIFIED INTERMEDIARY.
[ ] I AM A FOREIGN PERSON; THEREFORE, I ACKNOWLEDGE THAT YOU ADVISE ME TO READ THE IRS W-8 INSTRUCTIONS (ENCLOSED IN THIS PACKAGE) CAREFULLY AND THAT I HAVE BEEN ADVISED TO CONSULT MY TAX ADVISOR. Please sign and return the attached W8 form(s).

IF I HAVE NOT CHECKED THE FOREIGN PERSONS TAX STATUS BOX ABOVE,
UNDER PENALTIES OF PERJURY I CERTIFY, AS THE ACCOUNTHOLDER SIGNING BELOW, THAT [1] THE NUMBER SHOWN ON THIS APPLICATION IS MY CORRECT TAXPAYER IDENTIFICATION NUMBER (OR I AM WAITING FOR A NUMBER TO BE ISSUED TO ME), AND [2] THAT I AM NOT SUBJECT TO BACK-UP WITHHOLDING BECAUSE: (A) I AM EXEMPT FROM BACKUP WITHHOLDING, OR (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 IN THE PREVIOUS PARAGRAPH.) THE IRS DOES NOT REQUIRE CONSENT TO ANY PROVISION OF THIS DOCUMENT OTHER THAN THE CERTIFICATION REQUIRED TO AVOID BACK-UP WITHHOLDING.

LIMITED LIABILITY COMPANIES ONLY - FOR FEDERAL TAX PURPOSES IF THE MEMBERS HAVE CHOSEN TO BE CLASSIFIED AS AN ASSOCIATION TAXABLE AS A CORPORATION YOU MUST CHECK THE BOX TO THE LEFT OF THE WORD EXEMPT TO BE EXEMPT FROM BACKUP WITHHOLDING ON INTEREST AND DIVIDEND PAYMENTS. OTHERWISE, THE CLASSIFICATION WILL BE DEFAULTED TO A PARTNERSHIP OR AS A SINGLE OWNER DISREGARDED AS AN ENTITY SEPARATE FROM ITS OWNER.
[ ] EXEMPT (CLASSIFIED AS AN ASSOCIATION TAXABLE AS A CORPORATION)

SIGN HERE:
[x]
ALL ACCOUNTHOLDERS ARE REQUIRED TO SIGN BELOW:

Signature (Accountholder): <signature>
Date: 09/18/06
Print Name/Title: Jeffrey Epstein, President

Signature (Additional Accountholder): <signature>
Date: 09/18/06
Print Name/Title: Giselle Maxwell, Treasurer

Signature (Additional Accountholder): <signature>
Date: 09/18/06
Print Name/Title: Harry Belzer, Secretary

Signature (Additional Accountholder): <empty>
Date: <empty>
Print Name/Title: <empty>

Deposit Accounts are with JPMorgan Chase Bank, NA JP Morgan Trust Company, NA, or Chase Bank USA, NA

841

Confidential Treatment Requested by
JPMorgan Chase

JPM-SDNY-00001797

EFTA00029215

A1

- Form Type: "CITADEL"
- Date (mmddyyyy): 04182012
- Box Number: (empty; grid of small boxes)
- Doc Code(s): first = 1060; remaining doc code fields = empty
- Comments: (empty)
- Account Numbers: two-column list of empty entry fields (first left entry redacted/blackened)

Confidential Treatment Requested by
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JPM-SDNY-00001798

EFTA00029216



AIR

JPMorgan
Private Bank

The Morgan Account
Application: Corporate/Other Organization Resolutions

I, Henry Belka , the Secretary (or duly authorised officer) of HYPERION, INC., (the "Organization") duly organised under the laws of [Country] hereby certify that the following is a true and complete copy of resolutions adopted by the Board of Directors of the Organization by unanimous written consent at a meeting held on 18th day September 2004 at which a quorum of the Board of Directors was present and voting and that these resolutions have not been rescinded or modified and are now in full force and effect.

A. Authorized signers

In this space, please list, by names or titles, the persons authorized to sign or act pursuant to the resolutions indicated below (signers must be identified in each resolution as passed.) Also, each signer may act singly unless that word is crossed out below and the word "jointly" is written in, which means that any two signers must act jointly.

Jeffrey Epstein, President Singly
Print Name and Title (if any) or Title Only: Jeffrey Epstein, President
Manner of Signing: Singly

Ghislaine Maxwell, Treasurer Singly
Print Name and Title (if any) or Title Only: Ghislaine Maxwell, Treasurer
Manner of Signing: Singly

Harry Belafonte, Secretary Singly
Print Name and Title (if any) or Title Only: Harry Belafonte, Secretary
Manner of Signing: Singly

*A photo copy of a current Driver's License or Passport and social security number are required for each signer listed above.
Please check the line to the left of any one or more of the following resolutions which have been adopted. If the line to the left of any particular lettered subdivision is not checked, that resolution has not been adopted.

B. Banking and custody

X1 RESOLVED, that the individuals identified above an authorized to enter sato depot and custody costs with JPMorgan Chase Hank N.A. ura Morgan Affliat (individually or collectively, "Mongan") and my assigns designating Mongan as a deposity of the funds and castodian of the securities of the Organization and to act on behalf of the Organeation on all respects regarding the 4 bgnization's banking and custody accounts with Morgan as they is their discretion determine

C. Investment management

2. RESOLVED, that the persons specified above are authorised, in the name and on behalf of the Organization to execute an investment management agreement designating Morgan as the Organization's investment manager, to deliver or modify any asset allocation guideline, mandate, or other instruction, and to act on behalf of the Organization in all respects regarding the Organization's investment management accounts with Morgan.

D. Brokerage
3. RISK(S) AND VET(ED), that those persons identified above are authorized in the name and on behalf of the Organization to execute a brokerage agreement with J.P. Morgan Securities Inc. and any successors or assigns; to purchase on margin or otherwise and borrow (on a secured or unsecured basis) from, sell (including short sales in a margin account), and lend (on a secured or unsecured basis) to, and to otherwise enter into transactions of any kind with Morgan with respect to any and all securities and financial instruments whatsoever in which Morgan may deal, broker or act as counterparty from time to time, to enter into any derivative transactions with respect to the foregoing, including over-the-counter equity derivatives and structured transactions (including, but not limited to options, swaps, call/sykes, caps and floors), to pledge any funds or instruments for the purposes of securing the Organization's obligations with respect to the foregoing, to establish and operate one or more brokerage or other accounts in connection with the foregoing activities and transactions, and, to act on behalf of the Organization in all respects regarding the Organization's brokerage accounts

E. Credit

<empty> 4. RESERVED, that those persons specified above are authorized in the matter set out below (on behalf of the Organization) to borrow from time to time from Morgan sums of money, for periods of time and upon terms as may be shown in their discretion seem advisable; to execute notes or other obligations to evidence borrowings; to enter into agreements with respect to borrowings; to discount with Morgan any bills or notes receivable held by the Organization upon such terms as they may deem proper; to apply for and obtain letters of credit and to execute applications, agreements, trust receipts and all other documents in connection therewith; to execute and deliver, as their discretion, any guarantee, indemnity agreement or undertakings deemed necessary or advisable to carry out the purpose and intent of the foregoing resolutions; to pledge any of the assets or property of the Organization, for the purpose of securing any of the foregoing transactions or any transaction entered into by any other entity or person; and, to endorse securities and/or to issue appropriate powers of attorney, documents or assignments in furtherance thereof:
IPMorgan Chase Indy
T/Acct
HYPERION AIR, INC.
S/S/N:
C A S
10536019/000

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JPM-SDNY-00001799

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JPMorgan
Private Bank

## The Morgan Account

Application: Corporate/Other Organization Resolutions

F. General

X 5. RESOLVED, that those individuals identified in above, acting in the manner specified therein, are authorized to delegate the authority granted under the foregoing resolutions to any other person by written appointment submitted to Morgan and any such appointment shall remain in full force and effect until Morgan shall receive written notice to the contrary from the 6 organization;
X 6. RESOLVED, that any transaction of the type authorized by the preceding resolutions which has been taken are hereby in all respects approved, confirmed and ratified; and
X 7. RESOLVED, that any resolution certified to Morgan by the Secretary, or other duly appointed officer of the Organization shall remain in full force and effect until Morgan shall receive certification of a subsequent resolution amending, superseding or revoking it.
X 8. RESOLVED, Any persons authorised to act by the preceding resolutions may either the website provided by Morgan (the "Site") via the Internet 24 hours a day, seven days a week to act in the manner indicated in this resolution provided the functionality is available via the Site.
Transactions requiring more than one signature to complete will not be available via the Site. Site usage by any Authorised Person is subject to the website agreements and disclosures available on the website, or via hard copy at your request.

## G. Certification of incumbency

The following certificate of incumbency must be completed when the authorized signers are identified by title only.
I also certify that the following are officers of this Organization elected or appointed until their successors are elected or appointed and that you shall be entitled to rely upon their continued incumbency and empowerment to act for the Organization until you have been furnished with a duly certified notice to the contrary:

Print Name:<empty>
Title:<empty>
Date:<empty>

Print Name:<empty>
Title:<empty>
Date:<empty>

Print Name:<empty>
Title:<empty>
Date:<empty>

Print Name:<empty>
Title:<empty>
Date:<empty>

I further certify that this Organization is duly organized and existing and has the power and authority to take the actions contemplated by the foregoing resolutions.

H. Signature:<empty>

IN WITNESS OF WHICH I have set my hand as Secretary (or other duly authorized officer) of this Organization on
this 18th Day of September , 2006

Signature:<signature>
Print Name and Title: HARRY BELLEW, SECRETARY
Date: 09/13/06

IPMorgan U.S. Credit
Labs
HYPERION ARL INC.
SPN
CAS
US$190,678

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JPM-SDNY-00001800

EFTA00029218