This
Hold Harmless and Indemnification Agreement for Appointment of a Brokerage Option
Third Party Financial Advisor (the “Agreement”) is required by the FedEx
Corporation, Federal Express
Corporation, their affiliates, directors, officers,
shareholders, and employees; the Retirement Plans Investment Board, the Pilot Investment Committee, the Pilot Benefit Review Board, and
their members; and the Air Line Pilots Association,
Int’l, their affiliates, officers, members, and employees (collectively, referred to as the
“Indemnitees”) as a condition of your
designation of a third party financial advisor as an agent (the “Agent”) with
authority over your Federal Express Corporation Pilots’ Retirement Savings Plan (“PRSP”)
Fidelity BrokerageLink® (“Brokerage Option”)
account. You (the “PRSP Participant”)
must sign and return this Agreement before your Brokerage Option third party
financial advisor designation takes effect.
Please note that if a periodic review of PRSP records shows that you granted
an Agent authority over your Brokerage Option account without returning a
signed Agreement, your Agent’s authority over your Brokerage Option account
will be suspended until you return a signed copy of this Agreement.
By
signing this Agreement, you agree to indemnify and hold harmless the
Indemnitees, from and against all claims, suits, actions, costs, losses,
penalties, expenses, interest, damages, taxes, and liabilities (including all
legal costs incurred in taking advice and/or defending any action, suit, or
claim, whether at first instance or appeal), arising from or relating (directly
or indirectly) to investment recommendations and decisions made by your Agent,
and investment performance, prohibited transactions, or other breaches (alleged
or actual) that are caused by your Agent or that otherwise result (directly or indirectly)
from your grant of authority to the Agent.
You agree that none of the Indemnitees will be held responsible for the
investment recommendations, investment decisions, or other actions of your
Agent, and that none of the Indemnitees has any duty whatsoever to question any
instructions received from your Agent or the suitability of any transactions
requested by your Agent. You agree to
indemnify and hold the Indemnitees harmless from acting on instructions,
whether oral, written, or online, reasonably believed to have originated from
your Agent and from all acts of your Agent involving the Brokerage Option.
If any provision of this agreement shall be determined to
be invalid or unenforceable, the remaining provisions shall remain in
full force and effect. All parties agree that any dispute or disagreement
arising out of this agreement shall
be subject to the laws of Tennessee, to the extent not preempted
by ERISA or federal law.
This agreement survives
termination of the Brokerage Option
and your participation in the PRSP and all terms of this agreement shall be binding
upon your heirs, representative, and assigns.
IN WITNESS
WHEREOF, the PRSP Participant hereby
executes this agreement
as of the date provided
below: