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April 28,2020 Page 3 preceding sentence shall not apply in any instance where, as a result of our representation of the County, we have obtained proprietary or other confidential information of a non-public nature, that, if known to JPMorgan, could be used in any such other matter by such client to your material disadvantage. By executing this letter where indicated below, the County hereby waives any such conflict of interest described above. COMPLETION OF SERVICES At the conclusion of our work for you on this matter, we will return to you, upon request, any materials you have furnished us in connection with this representation. Thereupon, we will store files respecting this matter for a minimum of six years following the conclusion of our representation of you in this matter, and we will provide you with access to those files upon request. After six years from the conclusion for our representation in this matter, we will review the stored files with respect to whether they should be retained or destroyed. We disclaim any obligation to provide further notice to you before destroying the files concerning this matter at any time after six years from the conclusion of our representation of you in this matter. INTERNAL ADVICE AND PRIVILEGE Womble Bond Dickinson (US) LLP is a multi jurisdictional law firm representing many clients and handling a large number of complex matters each year. As a result, conflict of interest issues may arise and, from time to time, may even include disputes between the firm and our own clients over the handling of a matter. Under such circumstances, we need the ability to seek analysis of our obligations from our General Counsel's office or outside counsel without waiving the firm's own attorney-client privilege. We believe that seeking advice is in our clients' interest as well as our own. Accordingly, in signing this agreement, you consent to our seeking advice from our General Counsel's office or outside counsel of our choosing on legal ethics or related issues that may arise during our representation of the County and that our representation of the County shall not, thereby, waive any attorney-client privilege that our firm may have to protect the confidentiality of our communications with counsel. LEGAL SUPPORT SERVICE PROVIDERS In an effort to continue delivering cost effective services, our firm uses legal support service providers located both inside and outside the United States to assist with help desk and technology issues, word processing, time entry, photocopying and other administrative tasks. In order for these service providers to complete these tasks, we must share certain client information. Our firm has made reasonable efforts to ensure that these services are performed in a manner that is consistent with our firm's obligations under the relevant Rules of Professional Conduct with regards to maintaining client confidentiality and supervision of non-lawyer assistants, and the firm bears responsibility for the resulting work product. As part of the engagement with our firm, you agree and consent to the use of the services of these providers in the manner stated above. If you have any objections, please contact me to discuss.