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Capitalized terms used herein and not otherwise defined have the meanings set forth in <br /> the Indenture. <br /> The Underwriter understands that Jones Hall, A Professional Law Co�poration, bond <br /> counsel, will rely upon this certificate, among other things, in reaching its conciusion that the <br /> Bonds do not constitute "arbitrage bonds" within the meaning of Section 148 of the Internal <br /> Revenue Code of 1986, as amended (the "Code"), provided, however, that nothing herein <br /> represents our interpretation of any laws, and in particular, regulations under Section 148 of the <br /> Code. <br /> Dated: <br /> as Underwriter <br /> 6y: <br /> Authorized Officer <br /> D-2 <br />