Agmt15 William Euphrat Municipal Finance, Inc.

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EXHIBIT "B" DISCL�SURE OF MUNICIPAL ADVISOR DUTIES PURSUANT TO MSRB RULES Municipal advisors are subjeet to a variety of regulations that became effective July 1, 2014. Under current federal regulations, William Euphrat Municipal Finance, Inc. qualifies as a municipal advisor and is registered with the SEC and the MSRB as such. Under the MSRB rule G-36, municipal advisors are subject to a fiduciary duty that includes a duty of loyalty and a duty of care in the conduct of municipal advisary activiti�s on behalf of their clients. Such duties include, but are not limited to, dealing honestly and with the utmost good faith with a municipal entity client and acting in the client's best interests without regard to the financial or other interests of the manicipal aduisor. Municipal advisors may not recommend that their municipal clients enter into any municipal securities transaction or municipal financial product unless the municipal advisor has a reasonable basis for believing, based on information obtained through the reasonable diligence of the advisor, that the transaction or product is suitable for the client. In addition, the municipal advisor must discuss with its client: i. the municipal advisor's evaluation of the material risks, potential benefits, structure, and other characteristi�cs of the recommended municipal securities transaction or municipal financial product; ii. the basis upon which the municipal advisor reasonably believes that the recommended municipal securities transaction or municipal financial produc# is suitable for the client; and iii. whether the municipal advisor has investigated or considered other reasonably feasible alternatives to the recommended municipal securities transaction or municipal �nancial product that might also or altematively senre the client's objectives, With respect to a client that is a municipal entity, a municipal advisor may oniy recommend a municipal securities transaction or municipal financial product that is in the client's best interest. Under MSRB regulations, when requested to do so by its municipal client and within the scope of its engagement, a municipal advisor must undertake a thorough review of any recommendation made by any third party regarding a municipal securities transaction or municipal financial product. In addition, the municipal advisor must discuss with its client: i. the municipal advisor's evaluation of the material risks, potential benefits, structure, and other characteristics of the recommended municipal securities transaction or municipal financial product; ii. whether the municipal advisor reasonably believes that the recommended municipal securities transaction ar municipal financial prvduct is suitable for the client, and the basis for such belief; and iii. whether the municipal advisor has investigated or considered other reasanably feasible alternatives to the recommended municipal securities transaction or REV:03-10-15 MLG Page li of 14 ATTYlAGR.2015.047NVilliam Euphrat Municipal Finance, Inc.