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Confidential Notice to Recipient
<br />" RAnIk of Amenca" and ''ROfA SecuriOeS" are the marketing names Used by the Global Ranking and Global MAd<eLs divisions of Hank of Arneri0
<br />Corporation. Lending, other commercial bankink dctivihes, and trading in cerL-ain financial inslrurnenls are performed globally by banking
<br />affiliates of Rank of America Corporation, including Bank of America, N.A., Member WIC Equal Housing Lender. I rading in securities and
<br />financial instruments, and strategic advisory, and uther investment banking aetivitics, arc performed globally by invcstrmcot harking affiliates
<br />of Bank of Alnenca Corporation ("Investment Banking Affiliates"). including, in the United States, BofA secuntieS, Inc. and Merrill Lynch
<br />Professional Clearing Corp_, both of which are registered broker -dealers and Members ofSIPC, and, in otherjunsdi(tions, by locally registered
<br />entities.
<br />BofA Securities, Inc. and Merrill Lynch Professlonal Clearing Corp. arc reglstered as futures eommisslon merchants with the CFTC and arc
<br />members of the NFA.
<br />Investment products offered by Investment Banking Affiliates:
<br />Are Not FDIC Insured' May Lose Value' Are Not Bank Guaranteed.
<br />These maLerials have been prepared by one or more subsidiaries of Bank of America Corpora Lion for Lhe client or puLenLial client Lu whom
<br />Such maLenalS arc dircCLly addressed and delivered (Lhe "Company`) in 1-01MOCGun viLh an aCLual ur pOLun Gal rnandaLO or engagement and
<br />may not be used or relied upon for any purpose other than as specifically contemplated by a written agreement with us. These materials it
<br />based on information provided by or on behalf of the Company and/or other potential transaction participants, from public sources or
<br />otherwise reviewed by us. We assume no responsibility for independent investigation or verification of such information (including, without
<br />limitation, data from third party suppliers) and have relied on such information being complete and accurate in all material respects. To the
<br />extent Such information includes estiolateS and forecasts of future financial performance prepared by or reviewed with the managements of
<br />the Company and/or other potential transaction participants or obtained from public sources, we have assumed that such estimates and
<br />forecasts have been reasonably prepared on bases reflecting the best currently available estimates and judgments of such managements (or,
<br />with respect to estimates and forecasts obtained from public Sources, represent reasonable estimates). No representation or warranty,
<br />express or implied, is made as to the accuracy Or completeness of such information and nothing contained herein is, or shall be relied upon
<br />as, a representation, whether as to the past, the present or the future. These materials were designed for use by specific persons familiar
<br />with the business and affairs of the Company and are being furnished and should be considered only in connection with other information,
<br />oral or written, being provided by us in connection herewith. These materials are not intended to provide the sole basis for evaluating, and
<br />should not he considered a recommendation with respect to, any transaction or other matter. These materials do not rnnstrute an offer or
<br />Solicitation to Sell or purchase any securities and are not a commitment by Rank of America Corporation or any of its affiliates to provide or
<br />arrange any financing for arty lransdclirrl Or lU purchase arty Security in connection LherewiLh. These rridterial5 Are! for dhcuwori pUl'po5eS
<br />onlyand are subject tU our review and assessrnenL from a legal, compliance, au:ounling policy and risk perspective, As appropriate, following
<br />nut discussion with the Cnrnpany. We assume no obligation to update or otherwise revise these rnaterinls. I hese raterials have not been
<br />prepared with a view toward public disclosure under applicable securities laws or otherwise, are intended for the benefit and use of the
<br />CUlrlpaoy, and fray rinL bL rLprndnCLd, dl]]LrnlnaLud, quo Lud or rufurrud Lu, Irl whole UI Ill pall., wlLhUnL out prior w11LLc'll cu11su11L. Those
<br />materials may not reflect information known to other professionals in other husiness areas of BAnl( of America Corporation and its affiliates.
<br />Bank of America Corporation and its affiliates (collectively, the "BAC Group") comprise a full service securities firm and commercial bank
<br />engaged in m:cuiLics, eonunudil-ws and dr:rival.ives Lrading, fur:ign exchange and oLhcl blula:ragc dLLivi Lice, and principal investing as well
<br />as providing mvpstmp.nt, col'poratP. and private banking, asset and Investment management, financing and StratPgl(. advisory sPrvlc s and
<br />other cunvnercial servires and products to A wide range of corporations, governments and individuals, donlesucally and offshore, from which
<br />conflicting interests or duties, or a perception thereof, may arise. In the ordinary course Of these activities, parts of the BAC Group at any
<br />Lime may inveSL On a principal basis or manage funds LhaL inveSL, make or hold long or shorl. posiGonS, finance pOSlGons or Lrade orotherwue
<br />effect transactions, fur their own accounts or the accounts of Customers, in debt, equity or uther securities or financial instruments (including
<br />derivatives, bank loans or other obligations) of the Company, potential counterparties or any other company that may be involved in a
<br />transaction. Products and services that may be referenced in the accompanying materials may be provided through one or more affiliates of
<br />Bank of America Corporation. We have adopted policies and guidelines designed to preserve the independence of our research analysts.
<br />These policies prohibit employees from offering research coverage, a favorable research rating or a specific price target or offering to change
<br />a research rating or price target as consideration for or an inducement to obtain business or other compensation. We are required to obtain,
<br />verify and record certain information that identifies the Company, which information includes the name and address of the Company and
<br />other information that will allow us to identify the Company in accordance, as applicable, with the USA Patriot Act (Title III of Pub. 1 107-56
<br />(signed into law October 26, 2001)) and Such other laws, rules and regulations as applicable within and outside the United States.
<br />We do not provide legal, compliance, tax or accounting advice. If any person uses or refers to any Such tax statement in promoting, marketing
<br />or recommending a partnership Or other entity, investment plan or arrangement to any taxpayer, then the statement expressed herein is
<br />being delivered to Support the promotion or marketing of the transaction or matter addressed and the recipient should seek advice based
<br />on its particular cil curnstances front an independent Lax advisor. NULwiLhstanding anyl.hing that may appear herein or in other materials to
<br />the contrary, the Company shall be permitted to disclose the tax treatment and tax structure of a transaction (including any materials,
<br />opinions or analyses relatin to such tax treatment or tax structure, but without disclosure of identifying information or any nonpublic
<br />commercial or financial information (except to the extent any such information relates to the tax structure or tax treatment)) on and after
<br />the earliest to occur of the date of (i) public announrement of discussions relating to such transaction, (11) puhlir announcement of such
<br />lransa(tion Ur (111) exeCLlflpn of ) definitive agwerner,T (with or without ( undltWnS) to enter Into stJeh lrahsa(lion, provided, however, that If
<br />Such transaction i9 not consummated for any reason, the provi¢ons Of this Senlence shall (ease Lo apply.
<br />r912021 Bank of America Corporation. All rights rrservrd. 1/2021
<br />City Council 23 — 99 5/18/2021
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