Common use of Compliance with Non-Discrimination Statutes Clause in Contracts

Compliance with Non-Discrimination Statutes. The Allocatee shall comply, to the extent applicable, with all Federal statutes relating to non-discrimination, including, but not limited to: Title VI of the Civil Rights Act of 1964; Title IX of the Education Amendments of 1972; Section 504 of the Rehabilitation Act of 1973; the Age Discrimination Act of 1975; the Drug Abuse Office and Treatment Act of 1972; the Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970; §§ 523 and 527 of the Public Health Service Act of 1912; and Title VIII of the Civil Rights Act of 1968. Schedule 3 Allocatee: [NAME OF ALLOCATEE] Control No.: 05NMA00 FORM OF OPINION OF COUNSEL [This Form Must be Submitted on the Counsel’s Letterhead] [Date] TO: Community Development Financial Institutions Fund 000 00xx Xxxxxx, X.X., Xxxxx 000 Xxxxx Washington, D.C. 20005 Attention: Grants Manager RE: New Markets Tax Credit Program Allocation [Name of Allocatee] [Control No. 05NMA00] [If applicable][Name of Each Subsidiary Allocatee and the respective CDE No.] Dear Ladies and Gentlemen: The undersigned counsel represents the above-referenced [Allocatee] and [Subsidiary Allocatees] as counsel in connection with an allocation of New Markets Tax Credits (NMTC) to [Allocatee] from the Community Development Financial Institutions (CDFI) Fund in the second round of the NMTC Program . We have reviewed the General Guidance (66 FR 21846); the CDE Certification Guidance (66 FR 65806); the Notice of Allocation Availability for the NMTC Program (68 FR 42806) and as amended (68 FR 53780); Section 45D of the Internal Revenue Code and the regulations issued pursuant thereto; and made such other investigations of law as we have deemed appropriate. We have also reviewed the Allocation Agreement and such other documents and records as we have deemed necessary to render this opinion. Capitalized terms contained herein shall have the same meaning assigned to them in the Allocation Agreement. Based upon the foregoing, the undersigned is of the opinion that:

Compliance with Non-Discrimination Statutes. The Allocatee shall comply, to the extent applicable, with all Federal statutes relating to non-discrimination, including, but not limited to: Title VI of the Civil Rights Act of 1964; Title IX of the Education Amendments of 1972; Section 504 of the Rehabilitation Act of 1973; the Age Discrimination Act of 1975; the Drug Abuse Office and Treatment Act of 1972; the Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970; §§ 523 and 527 of the Public Health Service Act of 1912; and Title VIII of the Civil Rights Act of 1968. Schedule 3 Allocatee: [NAME OF ALLOCATEE1] Control No.: 05NMA00 [2] FORM OF OPINION OF COUNSEL [This Form Must be Submitted on the Counsel’s Letterhead] [Date] TO: Community Development Financial Institutions Fund 000 00xx Xxxxxx, X.X., Xxxxx 000 Xxxxx Washington, D.C. 20005 Attention: Grants Manager RE: New Markets Tax Credit Program Allocation [Name of Allocatee] [Control No. 05NMA0007NMA00] [If applicable][Name of Each Subsidiary Allocatee and the respective CDE No.] Dear Ladies and Gentlemen: The undersigned counsel represents the above-referenced [Allocatee] and [Subsidiary Allocatees] as counsel in connection with an allocation of New Markets Tax Credits (NMTC) to [Allocatee] from the Community Development Financial Institutions (CDFI) Fund in the second fifth round of the NMTC Program Program. We have reviewed the General Guidance (66 FR 21846); the CDE Certification Guidance (66 FR 65806); the Notice of Allocation Availability for the NMTC Program (68 71 FR 42806) and as amended (68 FR 5378070835); Section 45D of the Internal Revenue Code and the regulations issued pursuant thereto; and made such other investigations of law law, as we have deemed appropriate. We have also reviewed the Allocation Agreement and such other documents and records as we have deemed necessary to render this opinion. Capitalized terms contained herein shall have the same meaning assigned to them in the Allocation Agreement. Based upon the foregoing, the undersigned is of the opinion that:

Compliance with Non-Discrimination Statutes. The Allocatee shall comply, to the extent applicable, with all Federal statutes relating to non-discrimination, including, but not limited to: Title VI of the Civil Rights Act of 1964; Title IX of the Education Amendments of 1972; Section 504 of the Rehabilitation Act of 1973; the Age Discrimination Act of 1975; the Drug Abuse Office and Treatment Act of 1972; the Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970; §§ 523 and 527 of the Public Health Service Act of 1912; and Title VIII of the Civil Rights Act of 1968. Schedule 3 Allocatee: [NAME OF ALLOCATEE1] Control No.: 05NMA00 [2] FORM OF OPINION OF COUNSEL [This Form Must be Submitted on the Counsel’s Letterhead] [Date] TO: Community Development Financial Institutions Fund 000 00xx 0000 Xxxxxxxxxxxx Xxxxxx, X.X., Xxxxx 000 Xxxxx XX Washington, D.C. 20005 20220 Attention: Grants CCME Manager RE: New Markets Tax Credit Program Allocation [Name of Allocatee] [Control No. 05NMA0013NMA00] [If applicable][Name of Each Subsidiary Allocatee and the respective CDE No.] Dear Ladies and Gentlemen: The undersigned counsel represents the above-referenced [Allocatee] and [Subsidiary Allocatees] as counsel in connection with an allocation of New Markets Tax Credits (NMTC) to [Allocatee] from the Community Development Financial Institutions (CDFI) Fund in the second eleventh round of the NMTC Program Program. We have reviewed the General Guidance (66 FR 21846); the CDE Certification Guidance (66 FR 65806); the Notice of Allocation Availability for the NMTC Program (68 78 FR 4280645604) and as amended (68 79 FR 5378012270); Section 45D of the Internal Revenue Code and the regulations issued pursuant thereto; if applicable, and made such other investigations of law law, as we have deemed appropriate. We have also reviewed the Allocation Agreement and such other documents and records as we have deemed necessary to render this opinion. Capitalized terms contained herein shall have the same meaning assigned to them in the Allocation Agreement. Based upon the foregoing, the undersigned is of the opinion that:

Compliance with Non-Discrimination Statutes. The Allocatee shall comply, to the extent applicable, with all Federal statutes relating to non-discrimination, including, but not limited to: Title VI of the Civil Rights Act of 1964; Title IX of the Education Amendments of 1972; Section 504 of the Rehabilitation Act of 1973; the Age Discrimination Act of 1975; the Drug Abuse Office and Treatment Act of 1972; the Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970; §§ Sections 523 and 527 of the Public Health Service Act of 1912; and Title VIII of the Civil Rights Act of 1968. Schedule SCHEDULE 3 AllocateeALLOCATEE: [NAME OF ALLOCATEE] Control NoROCKLAND TRUST COMMUNITY DEVELOPMENT CORPORATION II CONTROL NO.: 05NMA00 06NMA002322 FORM OF OPINION OF COUNSEL [This Form Must be Submitted on the Counsel’s LetterheadTHIS FORM MUST BE SUBMITTED ON THE COUNSEL'S LETTERHEAD] [Date] TO: Community Development Financial Institutions Fund 000 00xx Xxxxxx, X.X., Xxxxx 000 Xxxxx WashingtonXxxxxxxxxx, D.C. 20005 X.X. 00000 Attention: Grants Manager RE: New Markets Tax Credit Program Allocation [Name of Allocatee] [Control No. 05NMA00] [If applicable][Name of Each Subsidiary Allocatee and the respective CDE No.] Dear Ladies and Gentlemen: The undersigned counsel represents the above-referenced [Allocatee] and [Subsidiary Allocatees] as counsel in connection with an allocation of New Markets Tax Credits (NMTC) to [Allocatee] from the Community Development Financial Institutions (CDFI) Fund in the second third round of the NMTC Program Program. We have reviewed the General Guidance (66 FR 21846); the CDE Certification Guidance (66 FR 65806); the Notice of Allocation Availability for the NMTC Program (68 70 FR 42806) 41075 and as amended (68 FR 5378000 XX 00000); Section 45D of the Internal Revenue Code and the regulations issued pursuant thereto; and made such other investigations of law law, as we have deemed appropriate. We have also reviewed the Allocation Agreement and such other documents and records as we have deemed necessary to render this opinion. Capitalized terms contained herein shall have the same meaning assigned to them in the Allocation Agreement. Based upon the foregoing, the undersigned is of the opinion that:

Compliance with Non-Discrimination Statutes. The Allocatee shall comply, to the extent applicable, with all Federal statutes relating to non-discrimination, including, but not limited to: Title VI of the Civil Rights Act of 1964; Title IX of the Education Amendments of 1972; Section 504 of the Rehabilitation Act of 1973; the Age Discrimination Act of 1975; the Drug Abuse Office and Treatment Act of 1972; the Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970; §§ 523 and 527 of the Public Health Service Act of 1912; and Title VIII of the Civil Rights Act of 1968. Schedule 3 Allocatee: [NAME OF ALLOCATEE] Control No.: 05NMA00 03NMA00 FORM OF OPINION OF COUNSEL [This Form Must be Submitted on the Counsel’s Letterhead] [Date] TO: Community Development Financial Institutions Fund 000 00xx Xxxxxx, X.X., Xxxxx 000 Xxxxx Washington, D.C. 20005 Attention: Grants Management and Compliance Manager RE: New Markets Tax Credit Program Allocation [Name of Allocatee] [Control No. 05NMA0003NMA00] [If applicable][Name of Each Subsidiary Allocatee and the respective CDE No.] Dear Ladies and Gentlemen: The undersigned counsel represents the above-referenced [Allocatee] and [Subsidiary Allocatees] as counsel in connection with an allocation of New Markets Tax Credits (NMTC) to [Allocatee] from the Community Development Financial Institutions (CDFI) Fund in the second round of the NMTC Program . We have reviewed the General Guidance (66 FR 21846); the CDE Certification Guidance (66 FR 65806); the Notice of Allocation Availability for the NMTC Program (68 FR 42806) and as amended (68 FR 53780); Section 45D of the Internal Revenue Code and the regulations issued pursuant thereto; and made such other investigations of law as we have deemed appropriate. We have also reviewed the Allocation Agreement and such other documents and records as we have deemed necessary to render this opinion. Capitalized terms contained herein shall have the same meaning assigned to them in the Allocation Agreement. Based upon the foregoing, the undersigned is of the opinion that:

Compliance with Non-Discrimination Statutes. The Allocatee shall comply, to the extent applicable, with all Federal statutes relating to non-discrimination, including, but not limited to: Title VI of the Civil Rights Act of 1964; Title IX of the Education Amendments of 1972; Section 504 of the Rehabilitation Act of 1973; the Age Discrimination Act of 1975; the Drug Abuse Office and Treatment Act of 1972; the Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970; §§ 523 and 527 of the Public Health Service Act of 1912; and Title VIII of the Civil Rights Act of 1968. Schedule 3 Allocatee: [NAME OF ALLOCATEE1] Control No.: 05NMA00 [2] FORM OF OPINION OF COUNSEL [This Form Must be Submitted on the Counsel’s Letterhead] [Date] TO: Community Development Financial Institutions Fund 000 00xx 0000 Xxxxxxxxxxxx Xxxxxx, X.X., Xxxxx 000 Xxxxx XX Washington, D.C. 20005 20220 Attention: Grants CCME Manager RE: New Markets Tax Credit Program Allocation [Name of Allocatee] [Control No. 05NMA0012NMA00] [If applicable][Name of Each Subsidiary Allocatee and the respective CDE No.] Dear Ladies and Gentlemen: The undersigned counsel represents the above-referenced [Allocatee] and [Subsidiary Allocatees] as counsel in connection with an allocation of New Markets Tax Credits (NMTC) to [Allocatee] from the Community Development Financial Institutions (CDFI) Fund in the second tenth round of the NMTC Program Program. We have reviewed the General Guidance (66 FR 21846); the CDE Certification Guidance (66 FR 65806); the Notice of Allocation Availability for the NMTC Program (68 77 FR 42806) and as amended (68 FR 5378043418); Section 45D of the Internal Revenue Code and the regulations issued pursuant thereto; if applicable, and made such other investigations of law law, as we have deemed appropriate. We have also reviewed the Allocation Agreement and such other documents and records as we have deemed necessary to render this opinion. Capitalized terms contained herein shall have the same meaning assigned to them in the Allocation Agreement. Based upon the foregoing, the undersigned is of the opinion that:

Compliance with Non-Discrimination Statutes. The Allocatee shall comply, to the extent applicable, with all Federal statutes relating to non-discrimination, including, but not limited to: Title VI of the Civil Rights Act of 1964; Title IX of the Education Amendments of 1972; Section 504 of the Rehabilitation Act of 1973; the Age Discrimination Act of 1975; the Drug Abuse Office and Treatment Act of 1972; the Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970; §§ 523 and 527 of the Public Health Service Act of 1912; and Title VIII of the Civil Rights Act of 1968. Schedule 3 Allocatee: [NAME OF ALLOCATEE1] Control No.: 05NMA00 [2] FORM OF OPINION OF COUNSEL [This Form Must be Submitted on the Counsel’s Letterhead] [Date] TO: Community Development Financial Institutions Fund 000 00xx Xxxxxx, X.X., Xxxxx 000 Xxxxx Washington, D.C. 20005 Attention: Grants Manager RE: New Markets Tax Credit Program Allocation [Name of Allocatee] [Control No. 05NMA00] [If applicable][Name of Each Subsidiary Allocatee and the respective CDE No.] Dear Ladies and Gentlemen: The undersigned counsel represents the above-referenced [Allocatee] and [Subsidiary Allocatees] as counsel in connection with an allocation of New Markets Tax Credits (NMTC) to [Allocatee] from the Community Development Financial Institutions (CDFI) Fund in the second third round of the NMTC Program Program. We have reviewed the General Guidance (66 FR 21846); the CDE Certification Guidance (66 FR 65806); the Notice of Allocation Availability for the NMTC Program (68 70 FR 42806) 41075 and as amended (68 71 FR 5378012423); Section 45D of the Internal Revenue Code and the regulations issued pursuant thereto; and made such other investigations of law law, as we have deemed appropriate. We have also reviewed the Allocation Agreement and such other documents and records as we have deemed necessary to render this opinion. Capitalized terms contained herein shall have the same meaning assigned to them in the Allocation Agreement. Based upon the foregoing, the undersigned is of the opinion that:

Compliance with Non-Discrimination Statutes. The Allocatee shall comply, to the extent applicable, with all Federal statutes relating to non-discrimination, including, but not limited to: Title VI of the Civil Rights Act of 1964; Title IX of the Education Amendments of 1972; Section 504 of the Rehabilitation Act of 1973; the Age Discrimination Act of 1975; the Drug Abuse Office and Treatment Act of 1972; the Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970; §§ 523 and 527 of the Public Health Service Act of 1912; and Title VIII of the Civil Rights Act of 1968. Schedule Sche dule 3 AllocateeAllocate e: [NAME OF ALLOCATEE1] Control No.: 05NMA00 [2] FORM OF OPINION OF COUNSEL [This Form Must be Submitted Submitte d on the CounselCounse l’s Letterhead] [Date] TO: Community Development Financial Institutions Fund 000 00xx Xxxxxx, X.X., Xxxxx 000 Xxxxx WashingtonXxxxxxxxxx, D.C. 20005 X.X. 00000 Attention: Grants Manager RE: New Markets Tax Credit Program Allocation [Name of Allocatee1] [Control No. 05NMA002] [If applicable][Name of Each Subsidiary Allocatee and the respective CDE No.] Dear Ladies and Gentlemen: The undersigned counsel represents the above-referenced [Allocatee] and [Subsidiary Allocatees] as counsel in connection with an allocation of New Markets Tax Credits (NMTC) to [Allocatee] from the Community Development Financial Institutions (CDFI) Fund in the second ninth round of the NMTC Program Program. We have reviewed the General Guidance (66 FR 21846); the CDE Certification Guidance (66 FR 65806); the Notice of Allocation Availability for the NMTC Program (68 76 FR 42806) and as amended (68 FR 5378032392); Section 45D of the Internal Revenue Code and the regulations issued pursuant thereto; if applicable, and made such other investigations of law law, as we have deemed appropriate. We have also reviewed the Allocation Agreement and such other documents and records as we have deemed necessary to render this opinion. Capitalized terms contained herein shall have the same meaning assigned to them in the Allocation Agreement. Based upon the foregoing, the undersigned is of the opinion that:

Compliance with Non-Discrimination Statutes. The Allocatee shall comply, to the extent applicable, with all Federal statutes relating to non-discrimination, including, but not limited to: Title VI of the Civil Rights Act of 1964; Title IX of the Education Amendments of 1972; Section 504 of the Rehabilitation Act of 1973; the Age Discrimination Act of 1975; the Drug Abuse Office and Treatment Act of 1972; the Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970; §§ Sections 523 and 527 of the Public Health Service Act of 1912; and Title VIII of the Civil Rights Act of 1968. Schedule SCHEDULE 3 AllocateeALLOCATEE: [NAME OF ALLOCATEE] Control NoROCKLAND TRUST COMMUNITY DEVELOPMENT LLC CONTROL NO.: 05NMA00 03NMA001435 FORM OF OPINION OF COUNSEL [This Form Must be Submitted on the Counsel’s LetterheadTHIS FORM MUST BE SUBMITTED ON THE COUNSEL'S LETTERHEAD] [Date] TO: Community Development Financial Institutions Fund 000 00xx Xxxxxx, X.X., Xxxxx 000 Xxxxx WashingtonXxxxxxxxxx, D.C. 20005 X.X. 00000 Attention: Grants Management and Compliance Manager RE: New Markets Tax Credit Program Allocation [Name of Allocatee] [Control No. 05NMA0003NMA00] [If applicable][Name of Each Subsidiary Allocatee and the respective CDE No.] Dear Ladies and Gentlemen: The undersigned counsel represents the above-referenced [Allocatee] and [Subsidiary Allocatees] as counsel in connection with an allocation of New Markets Tax Credits (NMTC) to [Allocatee] from the Community Development Financial Institutions (CDFI) Fund in the second round of the NMTC Program Program. We have reviewed the General Guidance (66 FR 21846); the CDE Certification Guidance (66 FR 65806); the Notice of Allocation Availability for the NMTC Program (68 FR 42806) and as amended (68 FR 53780); Section 45D of the Internal Revenue Code and the regulations issued pursuant thereto; and made such other investigations of law as we have deemed appropriate. We have also reviewed the Allocation Agreement and such other documents and records as we have deemed necessary to render this opinion. Capitalized terms contained herein shall have the same meaning assigned to them in the Allocation Agreement. Based upon the foregoing, the undersigned is of the opinion that:

Compliance with Non-Discrimination Statutes. The Allocatee shall comply, to the extent applicable, with all Federal statutes relating to non-discrimination, including, but not limited to: Title VI of the Civil Rights Act of 1964; Title IX of the Education Amendments of 1972; Section 504 of the Rehabilitation Act of 1973; the Age Discrimination Act of 1975; the Drug Abuse Office and Treatment Act of 1972; the Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970; §§ 523 and 527 of the Public Health Service Act of 1912; and Title VIII of the Civil Rights Act of 1968. Schedule 3 Allocatee: [NAME OF ALLOCATEE1] Control No.: 05NMA00 [2] FORM OF OPINION OF COUNSEL [This Form Must be Submitted on the Counsel’s Letterhead] [Date] TO: Community Development Financial Institutions Fund 000 00xx Xxxxxx, X.X., Xxxxx 000 Xxxxx Washington, D.C. 20005 Attention: Grants Manager RE: New Markets Tax Credit Program Allocation [Name of Allocatee] [Control No. 05NMA00] [If applicable][Name of Each Subsidiary Allocatee and the respective CDE No.] Dear Ladies and Gentlemen: The undersigned counsel represents the above-referenced [Allocatee] and [Subsidiary Allocatees] as counsel in connection with an allocation of New Markets Tax Credits (NMTC) to [Allocatee] from the Community Development Financial Institutions (CDFI) Fund in the second third round of the NMTC Program . We have reviewed the General Guidance (66 FR 21846); the CDE Certification Guidance (66 FR 65806); the Notice of Allocation Availability for the NMTC Program (68 70 FR 42806) 41075 and as amended (68 71 FR 5378012423); Section 45D of the Internal Revenue Code and the regulations issued pursuant thereto; and made such other investigations of law as we have deemed appropriate. We have also reviewed the Allocation Agreement and such other documents and records as we have deemed necessary to render this opinion. Capitalized terms contained herein shall have the same meaning assigned to them in the Allocation Agreement. Based upon the foregoing, the undersigned is of the opinion that:

Compliance with Non-Discrimination Statutes. The Allocatee shall comply, to the extent applicable, with all Federal statutes relating to non-discrimination, including, but not limited to: Title VI of the Civil Rights Act of 1964; Title IX of the Education Amendments of 1972; Section 504 of the Rehabilitation Act of 1973; the Age Discrimination Act of 1975; the Drug Abuse Office and Treatment Act of 1972; the Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970; §§ 523 and 527 of the Public Health Service Act of 1912; and Title VIII of the Civil Rights Act of 1968. Schedule 3 Allocatee: [NAME OF ALLOCATEE1] Control No.: 05NMA00 [2] FORM OF OPINION OF COUNSEL [This Form Must be Submitted on the Counsel’s Letterhead] [Date] TO: Community Development Financial Institutions Fund 000 00xx Xxxxxx, X.X., Xxxxx 000 Xxxxx Washington, D.C. 20005 Attention: Grants Manager RE: New Markets Tax Credit Program Allocation [Name of Allocatee] [Control No. 05NMA0009NMA00] [If applicable][Name of Each Subsidiary Allocatee and the respective CDE No.] Dear Ladies and Gentlemen: The undersigned counsel represents the above-referenced [Allocatee] and [Subsidiary Allocatees] as counsel in connection with an allocation of New Markets Tax Credits (NMTC) to [Allocatee] from the Community Development Financial Institutions (CDFI) Fund in the second sixth round of the NMTC Program Program. We have reviewed the General Guidance (66 FR 21846); the CDE Certification Guidance (66 FR 65806); the Notice of Allocation Availability for the NMTC Program (68 74 FR 42806) and as amended (68 FR 537804077); Section 45D of the Internal Revenue Code and the regulations issued pursuant thereto; if applicable, [Section 1403 of the American Recovery and Reinvestment Act of 2009 (Pub. L.111-5, Division B, Section 1403), any regulations issued pursuant thereto; Office of Management and Budget (OMB) Guidance including M-09-15, “Updated Implementing Guidance for the American Recovery and Reinvestment Act of 2009,” and any updates thereto(if applicable)]; and made such other investigations of law law, as we have deemed appropriate. We have also reviewed the Allocation Agreement and such other documents and records as we have deemed necessary to render this opinion. Capitalized terms contained herein shall have the same meaning assigned to them in the Allocation Agreement. Based upon the foregoing, the undersigned is of the opinion that:

Compliance with Non-Discrimination Statutes. The Allocatee shall comply, to the extent applicable, with all Federal statutes relating to non-discrimination, including, but not limited to: Title VI of the Civil Rights Act of 1964; Title IX of the Education Amendments of 1972; Section 504 of the Rehabilitation Act of 1973; the Age Discrimination Act of 1975; the Drug Abuse Office and Treatment Act of 1972; the Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970; §§ 523 and 527 of the Public Health Service Act of 1912; and Title VIII of the Civil Rights Act of 1968. Schedule 3 Allocatee: [NAME OF ALLOCATEE1] Control No.: 05NMA00 [2] FORM OF OPINION OF COUNSEL [This Form Must be Submitted on the Counsel’s Letterhead] [Date] TO: Community Development Financial Institutions Fund 000 00xx Xxxxxx, X.X., Xxxxx 000 Xxxxx Washington, D.C. 20005 Attention: Grants Manager RE: New Markets Tax Credit Program Allocation [Name of Allocatee] [Control No. 05NMA0007NMA00] [If applicable][Name of Each Subsidiary Allocatee and the respective CDE No.] Dear Ladies and Gentlemen: The undersigned counsel represents the above-referenced [Allocatee] and [Subsidiary Allocatees] as counsel in connection with an allocation of New Markets Tax Credits (NMTC) to [Allocatee] from the Community Development Financial Institutions (CDFI) Fund in the second sixth round of the NMTC Program Program. We have reviewed the General Guidance (66 FR 21846); the CDE Certification Guidance (66 FR 65806); the Notice of Allocation Availability for the NMTC Program (68 72 FR 42806) and as amended (68 FR 5378073976); Section 45D of the Internal Revenue Code and the regulations issued pursuant thereto; and made such other investigations of law law, as we have deemed appropriate. We have also reviewed the Allocation Agreement and such other documents and records as we have deemed necessary to render this opinion. Capitalized terms contained herein shall have the same meaning assigned to them in the Allocation Agreement. Based upon the foregoing, the undersigned is of the opinion that: