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The undersigned understands that the foregoing information will be relied upon by the Issuer <br />with respect to certain of the representations set forth in the Federal Tax Certificate and with <br />respect to compliance with the federal income tax rules affecting the Bonds, and by McCall, <br />Parkhurst & Horton L.L.P. in connection with rendering its opinion that the interest on the Bonds <br />is excluded from gross income for federal income tax purposes, the preparation of the Internal <br />Revenue Service Form 8038-G, and other federal income tax advice that it may give to the Issuer <br />from time to time relating to the Bonds. Notwithstanding anything set forth herein, the <br />Purchaser is not engaged in the practice of law and makes no representation as to the legal <br />sufficiency of the factual matters set forth herein. <br />EXECUTED and DELIVERED as of this [ISSUE DATE]. <br />FMS Bonds, Inc., <br />as Underwriter <br />Name: Theodore A. Swinarski <br />Title: Senior Vice President - Trading <br />B-2 <br />4158-2138-4984.4 <br />