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9. The MSRB web address is http://www.msrb.org/. <br />10.A municipal advisor must, at or prior to the inception of a municipal advisory <br />relationship, provide the client with a document making full and fair disclosure of <br />all material conflicts of interest, including disclosure of: <br />a. any actual or potential conflicts of interest of which it is aware after reasonable <br />inquiry that might impair its ability either to render unbiased and competent <br />advice to or on behalf of the client or to fulfill its fiduciary duty to the client, as <br />applicable. If a municipal advisor concludes that it has no material conflicts of <br />interest, the municipal advisor must provide written documentation to the client <br />to that effect; <br />William Euphrat Municipal Finance, Inc. is not aware of any such <br />conflict of interest. <br />b. any affiliate of the municipal advisor that provides any advice, service, or <br />product to or on behalf of the client that is directly or indirectly related to the <br />municipal advisory activities to be performed by the disclosing municipal <br />advisor; <br />William Euphrat Municipal Finance, Inc. does not have any affiliates. <br />c. any payments made by the municipal advisor directly or indirectly to obtain or <br />retain the client's municipal advisory business; <br />William Euphrat Municipal Finance, Inc. has not made any payments <br />to retain the City of Redwood City's business. <br />d. any payments received by the municipal advisor from third parties to enlist the <br />municipal advisor's recommendation to the client of its services, any municipal <br />securities transaction or any municipal financial product; <br />The only payments to be received by William Euphrat Municipal <br />Finance, Inc. relating to this engagement are the fees to be paid by the <br />City of Redwood City. <br />e. any fee -splitting arrangements involving the municipal advisor and any provider <br />of investments or services to the client; <br />William Euphrat Municipal Finance, Inc. will not participate in fees <br />earned by other parties on any work related to this engagement. <br />f. any conflicts of interest that may arise from the use of the form of compensation <br />under consideration or selected by the client for the municipal advisory <br />activities to be performed; <br />REV: 12-10-2020 EI <br />ATTY/AGR.2020.292/William Euphrat Municipal Finance, Inc. (Page 15 of 16) <br />