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<br />otherwise in this Agreement or assumed in writing by FSC. <br /> <br />(3) Assist the staff of the Issuer in the safekeeping of any good faith checks, to the <br />extent there are any such, and provide a cost comparison, for both expenses and <br />interest which are suggested by the underwriters, to the then current market. <br /> <br />(4) Advise the Issuer as to the fairness of the price offered by the underwriters. <br /> <br />2. Offering Documents. Coordinate the preparation of the notice of sale and bidding <br />instructions, official statement, official bid form and such other documents as may be required and <br />submit all such documents to the Issuer for examination, approval and certification. After such <br />examination, approval and certification, FSC shall provide the Issuer with a supply of all such <br />documents sufficient to its needs and distribute by mail or, where appropriate, by electronic <br />delivery, sets of the same to prospective purchasers of the Debt Instruments. Also, FSC shall <br />provide copies of the final Official Statement to the purchaser of the Debt Instruments m <br />accordance with the Notice of Sale and Bidding Instructions. <br /> <br />3. Credit Ratings. Make recommendations to the Issuer as to the advisability of obtaining a <br />credit rating, or ratings, for the Debt Instruments and, when directed by the Issuer, coordinate the <br />preparation of such information as may be appropriate for submission to the rating agency, or <br />agencies. In those cases where the advisability of personal presentation of information to the <br />rating agency, or agencies, may be indicated, FSC will arrange for such personal presentations, <br />utilizing such composition of representatives from the Issuer as may be finally approved or <br />directed by the Issuer. <br /> <br />4. Trustee, Paving Agent, Registrar. Upon request, counsel with the Issuer in the selection of a <br />Trustee and/or Paying Agent/Registrar for the Debt Instruments, and assist in the negotiation of <br />agreements pertinent to these services and the fees incident thereto. <br /> <br />5. Financial Publications. When appropriate, advise financial publications ofthe forthcoming <br />sale of the Debt Instruments and provide them with all pertinent information. <br /> <br />6. Consultants. After consulting with and receiving directions from the Issuer, arrange for such <br />reports and opinions of recognized independent consultants as may be appropriate for the <br />successful marketing of the Debt Instruments. <br /> <br />4 <br />