0001068238-01-500159 Sample Contracts

June 6, 2001
Letter Agreement • July 11th, 2001 • Structured Products Corp • Finance services • New York

This letter agreement (this “Letter Agreement”) is being made and delivered to you in connection with the deposit in the CorTS® Trust II For SAFECO Capital Trust I (the “Trust”) of $20,000,000 8.072% Capital Securities issued by SAFECO Capital Trust I due July 15, 2037 (the “Additional Term Assets”). In accordance with Section 5 of the CorTS® Supplement 2001-23 dated as of May 30, 2001 (the “Trust Agreement”), between you and the undersigned, the undersigned does hereby sell, transfer, assign, set over and otherwise convey to you on behalf and for the benefit of the holders of the Certificates and the Trust, without recourse, the Additional Term Assets. The Additional Term Assets shall constitute Term Assets (as defined in the Trust Agreement). You hereby agree to pay the purchase price for the Additional Term Assets by (i) delivering to the undersigned on the date hereof 742,252 Corporate-Backed Trust Securities (CorTS®) Certificates (the “Certificates”) issued by the Trust, (ii) payi

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