14-124.00 Moody's Investors Service 72106
M04DY'S Moody's Investors Service
7 WTC at 250 Greenwich Street
INVESTORS SERVICE New York, NY 10007
Phone:212-553-4055
Fax:212-298-6761
PFGRatinoAoolications anmoodys.com
Thank you for contacting Moody's. In connection with our rating services, we require agreement to the
following terms and conditions:
A. Usage,
When used in this Application:
1. Moody's. "Moody's", "we", "our" and "us" refer to the Moody's entity specified above and its group companies
and all directors, officers and employees of that entity and its group companies.
2. "Moody's Group"refers to Moody's and it agents.
1. Credit Rating. "Credit rating" or "rating" refers to an opinion regarding the creditworthiness of: (1) a debt,
financial obligation, debt security, preferred share or other financial instrument(each, an"Issue"); or(2)an entity,
assigned using an established and defined ranking system of rating categories. Moody's credit ratings do not
address any other risk, including: liquidity risk, market value risk, or price volatility. Any rating must be construed
solely as a statement of opinion and not a statement of fact. A credit rating is not an offer, invitation, inducement
or recommendation to purchase, sell or hold any securities or otherwise act in relation to the Issue,the issuer(the
"Issuer") or the transaction (the "Transaction") to which this Application relates or otherwise in connection with
any associated transaction, entity, or matter. References in this Application to "rating" or "credit rating" also
encompass any related RAC(defined below)and the terms of this Application will apply to any such RAC.
2. Application. "Application" refers to these written terms and conditions, and all schedules (including all Fee
Schedule(s)), appendices and exhibits attached, each as may be amended, supplemented or modified from time
to time.
B. Applicant Warranties and Covenants
1. Agreement to Provide Information. You agree to provide (or cause to be provided to Moody's) all information
relevant for the purposes of assigning and, on an ongoing basis, for the purposes of monitoring, the rating(s)
requested under this Application.
2. Warranties with Respect to Information Provided to Moody's. We rely on the information provided by or on
behalf of either you or the Issuer, including information obtained by Moody's from third parties where such
information has been provided to such third parties by or on behalf of you or the Issuer. We will not be obliged to
you to independently verify, audit or validate any such information. You warrant that you have undertaken all
reasonable due diligence in respect of such information and all such information is in all respects true, accurate,
complete and not misleading. You warrant that you have all legal rights and have obtained all consents
necessary to disclose such information to Moody's. Finally, you also warrant that such information is not subject
to any restrictions that would prevent Moody's use of such information in connection with its rating processes.
You agree that you are solely responsible and liable for the quality of such information.
3. Use of Information.We may aggregate and/or transform any information provided so that it cannot be associated
with any issuer and publish, distribute or use such aggregated or transformed information as part of Moody's
general business activities.
4. Fees. You agree to pay or cause to be paid all relevant fees under the Fee Schedule(s) included in this
Application. Moody's reserves the right to revise this Application.
This Fee Schedule sets out Moody's fees for the period 1/1/2014 to 12/31/2014. Moody's reserves the right to revise this Fee
Schedule from time to time. If Moody's does not revise this Fee Schedule, the current Fee Schedule will also apply in subsequent
periods. Please request a current Fee Schedule at the time of your rating assignment.
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5. Economic and Trade Sanctions Warranty. You represent and warrant that:
(a) none of: (i) you; (ii)the Issuer; (iii) any officer or director of you or the Issuer; (iv) any person that owns (50% or
more) or directly or indirectly controls you or the Issuer(a"Controlling Entity"); or(v) any person that is owned
(50% or more) or controlled by, directly or indirectly, you or the Issuer is subject to asset freeze sanctions
("Sanctions"), including the U.S. List of Specially Designated Nationals and Blocked Persons and the U.K.
Consolidated Financial Sanctions List(collectively, the"Sanction Lists"), that are imposed by the United States,
the European Union or the United Kingdom;
(b) none of you, the Issuer or any Controlling Entity is: (i) organized, headquartered or, if a natural person, ordinarily
resident in, a country subject to comprehensive economic or trade sanctions imposed by the United States,which
currently includes Cuba, North Korea, Iran, Syria, and Sudan ("Sanctioned Countries"); or (ii) a governmental
instrumentality of a Sanctioned Country;
(c) neither the Issuer nor its group companies, if any, derive a material portion of its or their profits or revenues from
business involving Sanctioned Countries;
(d) this Application relates neither to any transaction involving the provision of security services, directly or indirectly,
to, nor any investment involving or benefitting, Burma's Ministry of Defense, any armed group for any activity in
Burma, or any entity 50%or more owned by such entities;
(e) upon due and reasonable diligence, no person that is subject to Sanctions, on a Sanctions List or organized,
headquartered, or ordinarily resident in a Sanctioned Country currently has any direct or indirect interest in any
asset that forms all or part of the collateral underlying any Issue related to this Application;and
(f) upon due and reasonable diligence, no asset that forms all or part of the collateral underlying any Issue related to
this Application originated from or relates to commerce involving or benefiting any Sanctioned Country.
You also agree to promptly notify Moody's if you learn that these circumstances have changed. If we determine that
we are prohibited under any applicable law or regulation from providing services under this Application,we may cease
work and will not be obliged to produce any work product or other information developed by any part of the Moody's
Group in connection with such services.
6. Use of Rating for Intended Purpose Only. You will only use the requested rating for its intended purpose and
will not,for example, represent an issuer rating as a securities rating.
C. Moody's Reservation of Rights and Disclaimers
1. Rating Actions. Moody's rating(s)or any corresponding outlook, if assigned, are subject to revision, suspension
or withdrawal, or may be placed on review, by us at any time, without notice, in our sole discretion. We are an
independent rating agency and may determine, apply and amend our methodologies in our sole discretion from
time to time. Moody's will not be obliged to opine whether certain specified events or amendments to the
Transaction's structure or documentation will result in a change in, or withdrawal of, any related rating(s) (such
opinion, in whatever form, along with any information or feedback relating to it,a"RAC").
2. Disclaimer of Advice. We are not: (a) providing any financial, legal, tax, advisory, consultative or business
services; or (b) advising on structuring, drafting or negotiating transaction documentation. You and the Issuer
should each take independent legal, tax, financial and other advice when structuring, negotiating and
documenting transactions. You agree that neither a rating nor any discussions with Moody's analysts constitutes
advice on business operations.
3. Disclaimer of Warranties. ALL INFORMATION, INCLUDING RATINGS AND OTHER COMMUNICATIONS,
PROVIDED BY MOODY'S RELATING TO YOU, THIS APPLICATION OR ANY OF THE ISSUER, THE ISSUE
OR THE TRANSACTION IS PROVIDED"AS IS"AND WITHOUT REPRESENTATION OR WARRANTY OF ANY
KIND. IN PARTICULAR, NEITHER MOODY'S NOR ITS AGENTS MAKE ANY REPRESENTATION OR
WARRANTY, EXPRESS OR IMPLIED, AS TO THE ACCURACY, TIMELINESS, COMPLETENESS,
MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OF ANY SUCH INFORMATION OR
COMMUNICATION.
This Fee Schedule sets out Moody's fees for the period 1/1/2014 to 12/31/2014. Moody's reserves the right to revise this Fee
Schedule from time to time. If Moody's does not revise this Fee Schedule,the current Fee Schedule will also apply in subsequent
periods. Please request a current Fee Schedule at the time of your rating assignment.
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4. Limitation of Liability. Notwithstanding anything to the contrary contained in this Application, to the extent
permitted by applicable law:
(a) no one in the Moody's Group will be liable in contract, tort (including negligence), statutory duty or otherwise to
anyone (including you and the Issuer) for any loss, liability, claim, injury or cost, whether direct or indirect and
however caused (including by any contingency within or beyond the control of anyone in the Moody's Group),
arising from or in connection with this Application,the Transaction or Moody's services including:
(i) the procuring, compilation, analysis, interpretation, communication, dissemination, or delivery of any
information or rating;
(ii) the withdrawal of any rating and any associated disclosure;
(iii) the inability to issue or monitor a rating due to legislative,judicial or administrative decisions;
(iv) any change in Moody's methodologies;
(v) any unauthorized publication, unauthorized use or any misuse; or
(vi) any reliance otherwise acknowledged as inappropriate;and
(b)in any event,the aggregate liability of the Moody's Group for any reason whatsoever related to this Application,the
Transaction or our services will not be more than the greater of: (i) the total amount paid by either you and/or the
Issuer for the relevant rating(s)during the 12 months prior to breach; or(ii) US$50,000 (or the equivalent amount
in this Application's billing currency);
provided that nothing in this Application attempts to limit or exclude Moody's liability for fraud,willful misconduct or any
other type of liability that under applicable law cannot be limited or excluded.
D. Moody's Policies
1. Offering Documents. Regardless of any past communications or dealings between you and Moody's,we do not
consent to or authorize any disclosure of, reference to (including by hyperlink), or other use in any registration
statement, offering circular or prospectus(each, an"Offering Document")of any Moody's rating(s), report(s),other
disclosures or any information relating to Moody's preparation of such rating(s), reports) or disclosures. The
preceding sentence does not prohibit the disclosure of, reference to, or other use of, any Moody's rating(s) in an
Offering Document except in circumstances where such disclosure, reference or use would require a consent or
authorization from Moody's to be given and/or filed under any applicable laws, regulations, directives or rules
(including, if applicable,the U.S.securities laws or the rules of any securities market or securities exchange).
2. Web Posting. If we publish research or press releases regarding the Issuer or its Issue(s), either you or the
Issuer may link to or post such research or press releases as described in Appendix A.
3. Moody's Privacy Policy. For information on how we process and protect personal data, please see our Privacy
Policy available at moodys.com.
E. Confidentiality Provisions
1. Applicant Confidentiality. You agree to keep the provisions of this Application and any other non-public
information with respect to the related rating(s)disclosed by Moody's to you confidential and not to disclose such
provisions or information to any person or entity except: (i) to your group companies, officers, directors,
employees and agents; and (ii) as required by applicable law, or at the request of any governmental authority
having jurisdiction. You will be responsible for any failure by any of your group companies, officers, directors,
employees, or agents to comply with these confidentiality restrictions. If Moody's provides a RAC that has not
been publicly disclosed by Moody's, the RAC must be kept strictly confidential, and may not be disclosed to any
person or entity without Moody's prior written consent,
This Fee Schedule sets out Moody's fees for the period 1/1/2014 to 12/31/2014. Moody's reserves the right to revise this Fee
Schedule from time to time. If Moody's does not revise this Fee Schedule,the current Fee Schedule will also apply in subsequent
periods. Please request a current Fee Schedule at the time of your rating assignment.
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2. Unpublished Ratings. See Appendix B for additional legal terms applicable to any unpublished rating or other
opinion delivered by Moody's hereunder, i.e., any rating or other opinion not disclosed by Moody's to the general
public at the time of delivery by Moody's.
F. Miscellaneous
1. Entire Agreement. This Application represents the whole and only agreement between the parties in relation to
its subject matter. When entering into this Application, you did not rely upon any pre-contractual statement or
previous agreement which is not repeated in this Application. To the extent permitted by law, no other terms,
conditions, representations and warranties that would otherwise be implied (by law or otherwise) are part of this
Application. Nothing in this Application attempts to limit or exclude liability for fraudulent misrepresentation.
2. Assignment. We may assign this Application to any other Moody's group company without either your or the
Issuer's consent.
3. Agents. We may use, and disclose any information provided to Moody's, to third party contractors or agents
bound by confidentiality obligations in connection with Moody's business and research activities.
4. Governing Law and Jurisdiction. This Application and any contractual or non-contractual obligations arising
from or connected to it are governed by and construed in accordance with the laws of the State of New York in the
United States of America and subject to the exclusive jurisdiction of the courts of the State of New York located in
the City and County of New York, Borough of Manhattan.
5. No Third Party Beneficiaries. This Application is solely for the benefit of you and Moody's. Everyone
comprising Moody's is entitled to the benefit of all protective provisions in this Application. Nothing in this
Application will give any other person any legal or equitable right, remedy or claim, except a successor or
permitted assignee pursuant to the "Assignment" provision above. This Application may be terminated or
amended in accordance with its provisions without the consent of any third party.
6. Website Terms. No consent, amendment, modification, supplement, or waiver of this Application or any
provision of this Application will be effective if provided by means of an electronic click-through or any other
electronic means. No one in the Moody's Group will be bound by or subject to any terms or conditions of use
("Website Terms") for access to a website containing information with respect to you, the Issuer, any Issue or
Transaction, even if any such person clicks-through or has clicked-through to such Website Terms by electronic
means at any time before or after the date of this Application. No amendment or waiver of this Application will be
effective unless evidenced by handwritten signature of an authorized representative of the Global Commercial
Group of Moody's.
7. Severability. The provisions of this Application are severable. If any such provision or part of any such provision
shall to any extent be determined to be void or unenforceable,then the validity and enforceability of the remainder
will not be affected. Furthermore, any void or unenforceable provision will be replaced with a valid and
enforceable provision that preserves, to the fullest extent possible, the same economic, business and other
purposes as such void or unenforceable provision.
8. Termination. If this Application relates to a request for an unpublished rating, then this Application will apply to
such unpublished rating only, and any additional requested ratings must be applied for under a separate rating
application. If this Application relates to a request for published rating(s), then this Application will renew on each
one-year anniversary of the date executed unless you deliver a written notice of cancellation at least thirty (30)
days prior to an annual anniversary of this Application. Any fees already paid will be non-refundable, and any
fees that to were to become due before the next renewal date will remain payable despite the termination. We
may terminate this Application at any time in our sole discretion. Except as may be expressly set out elsewhere in
this Application, all Application terms and conditions survive any termination hereof.
9. Instructions. Please fill out the Authorization Form below and any relevant product request boxes attached, and
return the Application to your contact in our Commercial Group. PLEASE ONLY REPLY TO YOUR ACCOUNT
MANAGER AT MOODY'S.
This Fee Schedule sets out Moody's fees for the period 1/1/2014 to 12/31/2014. Moody's reserves the right to revise this Fee
Schedule from time to time. If Moody's does not revise this Fee Schedule,the current Fee Schedule will also apply in subsequent
periods. Please request a current Fee Schedule at the time of your rating assignment.
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AUTHORIZATION FORM
By completing the below,you, both in your own capacity and on behalf of the Issuer(if you are not the Issuer),
agree with the terms and conditions of this Application and apply for the rating service(s) requested below.
Please return this Authorization Form to your contact in Moody's Commercial Group.
Thank you again for selecting Moody's.
Cy s �e1l II
t i)c)(\a ISSUING AUT, NAME(if applicable)
CF SfOkaYle Ya�l'� 11UA
BORROWING ENTITY'S NAMEL
iwA(4P� -Tax, C e�n,.ar 0 Ur` ar'l ovi u.vl(1)i vc & ), 2 (�
(BOND NAME(applicable only when resting an indicative rating)
A 1 � 4l 7,255/
PROPOSED OF BOND SALE / EXP TED AMOUNT OFIISSUE(applicable only when requesting an indicative rating)
APPLICANT: C13y I arse VC(,L CeY) ` " 4
AUTHORIZED BY(signature): . DATE: 7 2 2! i
PRINT NAME: MI Ke JUAC D✓1 TITLE: 61-y Al.auvaarr
MAILING ADDRESS: 11 707 Ect.4r u� Ave ,_S14,14e 4
CITY: f AI//��e. a�I.e1 STATE/PROVINCE:
/AWA
POSTAL CODE: V' �Z/�go COUNTRY: L. 5A c� / Q
TELEPHONE NUMBER:( �'q) 120 - 52� FAX NUMBER:(509) 688 0 Z 3(,
E-MAIL: YY1 5(-W 510Kapte VaJO-ey.0
J Billing recipient(if different from above)
IXr send the initial invoice/� ` to the contact below 1/ ( J send each invoice to the contact below
COMPANY NAME: CIT'' � A^vl P ►`Q/l1 Wt
CONTACT AND DEPARTMENT NAME: `'Cla_,('k Cat QUVt
MAILING ADDRESS: 11701 t Q Sfi Zprf (.('e AVOJ<5('( -i2 l
CITY: c ,I.bIP_ Valk/ 1 I STATE/PROVINCE: WA
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POSTAL CODE: q q 2% COUNTRY: LISA-
TELEPHONE
SA-
TELEPHONE NUM(BER::,(,�) �2.0 - 5040 FAX NUMBER:(50g) (bbS-
E-MAIL: WICa.f► OUkaplP_1 a I(e\/'or
This Fee Schedule sets out Moody's fees for the period 1/1/2014 to 12/31/2014. Moody's reserves the right to revise this Fee
Schedule from time to time. If Moody's does not revise this Fee Schedule,the current Fee Schedule will also apply in subsequent
periods. Please request a current Fee Schedule at the time of your rating assignment.
Page 5 of 11 May 2014
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Moody's Code of Professional Conduct states that Moody's employees who approve or participate in determining or
monitoring credit ratings, or who are involved in the development or approval of models or methodologies used in
providing rating services, will not participate in discussions regarding fees or payments with any rated entity.
Therefore,please do not return this rating application or Fee Schedule to any member of the analytic team involved in
the rating process (including managers), or include the analytic team (including managers) in any fee-related
correspondence. Moody's maintains a separate, dedicated group not involved in the rating process for handling
applications, fee schedules and fee and payment discussions. If you have any questions regarding this Application or
Fee Schedule,please contact the Moody's Relationship Management Team.
PLEASE COMPLETE THIS SECTION(check only one):
❑ 1. Indicative Rating(Private Unmonitored Point-in-Time Rating)
gr 2. Public Rating
Moody's rating fees are shown in the schedule below.
Revenue,Lease,
General Special Tax& Short
Obligation State Revolving Term
Issue Size Bonds Fund Bonds Notes
Less than$1 mil.** $9,000 $12,000 $4,000
$1 mil to$4,999,999 $10,500 $12,000 $7,000
$5 mil.to$9,999,999 $13,000 $16,000 $8,000
$10 mil. to$19,999,999 $17,500 $20,000 $10,500
$20 mil. to$24,999,999 $17,500 $23,500 $10,500
$25 mil. to$34,999,999 $25,000 $23,500 $13,500
$35 mil.to$39,999,999 $25,000 $29,000 $13,500
$40 mil.to$49,999,999 $25,000 $29,000 $16,000
$50 mil.to$74,999,999 $29,000 $38,500 $18,000
$75 mil.to$99,999,999 $40,000 $51,500 $20,000
$100 mil.to$149,999,999 $60,000 $70,000 $25,000
$150 mil.to$199,999,999 $80,000 $85,000 $30,000
$200 mil.to$299,999,999 $105,000 $110,000 $50,000
$300 mil.to$499,999,999 $105,000 $130,000 $50,000
$500 mil.to$999,999,999 $120,000 $155,000 $60,000
$1 bil.and over Case by case Case by case Case by case
Multiple sales issued on the same day will be viewed as independent issues and will be billed separately. Preferred
Pricing may apply.
This Fee Schedule sets out Moody's fees for theperiod 1/1/2014 to 12/31/2014. Moody's reserves the right to revise this Fee
Y Y
Schedule from time to time. If Moody's does not revise this Fee Schedule,the current Fee Schedule will also apply in subsequent
periods. Please request a current Fee Schedule at the time of your rating assignment.
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Bond Anticipation Notes
Issue Standard
Size Fee
Less than$5,000,000 $4,000
$5,000,000-$14,999,999 $6,000
$15,000,000-$24,999,999 $9,000
$25,000,000-$49,999,999 $12,000
$50,000,000-$74,999,999 $16,000
$75,000,000-$99,999,999 $21,000
$100,000,000-$249,999,999 $31,000
$250,000,000-$749,999,999 $51,000
$750,000,000 and over $76,000
Commercial Paper
The Initial and annual fee for program sizes less than$100m is$16,000 and$18,500 if greater than$100m. Annual
fees will be discounted for multiple programs.
Variable Rate Issues
Initial and annual fees for Variable Rate issues are as follows:
Initially:Additional$7,250 added to the long term fees.
Annual Fees-based on principal amount(Excludes self-liquidity):
Less than$10m $5,750
$10m-$49.9m $8,000
$50m-$99.9m $8,300
$100m-$499.9m $8,800
$500m and over $9,300
Self Liquidity
Less than$100m $20,000
$100m-$499.9m $30,000
$500m-$999.9m $35,000
$1b and over $45,000
Annual Fees are non-refundable.
This Fee Schedule sets out Moody's fees for the period 1/1/2014 to 12/31/2014. Moody's reserves the right to revise this Fee
Schedule from time to time. If Moody's does not revise this Fee Schedule,the current Fee Schedule will also apply in subsequent
periods. Please request a current Fee Schedule at the time of your rating assignment.
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Amendments to Existing Variable Rate Transactions and/or RAC
$1,500 Applies to extension of credit or liquidity enhancement.
$2,500 and up Applies to Rating Agency Comment or affirmation of rating.
$8,000 Applies to substitution of credit or liquidity enhancement with no provision changes. Where
there are multiple deals with identical documents,the fee for the first deal is$8,000 and
each additional deal is$4,000.
$8,000 Applies to substitution of credit or liquidity enhancement with provision changes (amending
auto terminations, amending indentures, changing any other document other than the
LOC/SBPA). Where there are multiple deals with identical documents, the fee for the first
deal is$8,000 and each additional deal is$4,000.
80%of new Applies to restructuring of security and complex substitutions, i.e.,when the replacement
issuance fee credit or liquidity enhancement is a different type of enhancement vehicle.
Bank Bonds
A$6,000 fee will be charged for Bank Bond Ratings assigned in conjunction with the rating of the initial bonds.
Termination of Rating Process
Applicable when substantial analytical research is provided, but the rating process is terminated. The fee is 75% of
what the fee would have been if the rating process had not been terminated. This fee is payable at the time of the
termination of the rating process. However, if the issue is reactivated and a rating is assigned within six months of the
termination of the rating process,this fee will be credited against the applicable rating fee. Any excess over the actual
charges for the definitive rating is non-refundable.
Postponed/Canceled Sales
The fee for an issue that has been assigned a rating and is subsequently canceled or postponed will be 75%of that
which would have been applicable had the issue sold. The fee is payable at the time of cancellation or postponement.
If the issue sells within six months,the balance of the original fee will be invoiced. Any excess over the actual charges
for the definitive rating is non-refundable.
Indicative Rating Service
The fee for an issue that has been assigned a preliminary rating indicator will be 75% of the standard fee. If an
application for a public underlying and/or insured rating is received within six months of the assignment of the
indicative rating, the indicative rating fee will be credited against the charges outlined on the current fee schedule.
Circumstances under which Indicative Ratings may be published by Moody's include, without limitation (i)as required
by law, regulation, judicial or governmental order, subpoena or other legal process or requested or required by any
governmental or regulatory authority, (ii) in the event that the Indicative Rating is disclosed (other than by Moody's or
any affiliate of Moody's) to any third party other than as expressly permitted pursuant to the confidentiality provisions
set forth in Appendix B to this Rating Application, or(iii)in the event that a rating agency other than Moody's publishes
a rating with respect to the issue to which this Rating Application relates.Any excess of the indicative rating fee over
the actual charges for the subsequently assigned definitive rating is non-refundable.
Preferred Pricing
Preferred Pricing is applied only in circumstances where Moody's has rated an issue during the prior 9 months and
there are no outstanding unpaid rating fees. Moody's normal BAN rating fees are discounted for preferred pricing
clients. Contact the Moody's Relationship Management Team to verify eligibility.
Preferred Pricing clients issuing bonds in the amount of$500,000 or less would be charged$3,500.
This Fee Schedule sets out Moody's fees for the period 1/1/2014 to 12/31/2014. Moody's reserves the right to revise this Fee
Schedule from time to time. If Moody's does not revise this Fee Schedule,the current Fee Schedule will also apply in subsequent
periods. Please request a current Fee Schedule at the time of your rating assignment.
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Complex Financings
Moody's may charge an additional fee of up to $150,000 for certain types of complex financings. Please contact the
Moody's Relationship Management Team to discuss whether such complex deal fees apply to a planned financing.
Rapid Turnaround
A minimum fee of$1,000 may be charged at Moody's sole discretion if there is a request for expedient delivery of a
rating.
Credit Estimates
There will be a non-refundable Initial/Annual Fee of$1,500 for each credit estimate assigned on Pooled Transactions.
Additional Fee for 3rd Party Service Providers/Out-of-pocket expenses
Moody's may: (i)request reimbursement of reasonable travel and related expenses; and (ii) in some instances, charge
an additional fee for services/opinions provided by a third party in connection with the ratings process. In either of
these circumstances, Moody's will seek confirmation from the applicant in advance. Any such fees will be payable
upon receipt of an invoice from Moody's.
Pooled financings, letters of credit and structured issues are not included in any of the above rates.
Moody's reserves the right to change rating fees without prior notification.
All inquiries may be directed to the Moody's Relationship Management Team at(212)553-4055.
This Fee Schedule sets out Moody's fees for the period 1/1/2014 to 12/31/2014. Moody's reserves the right to revise this Fee
Schedule from time to time. If Moody's does not revise this Fee Schedule, the current Fee Schedule will also apply in subsequent
periods. Please request a current Fee Schedule at the time of your rating assignment.
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Appendix A
Web Posting/Linking Terms and Conditions
To the extent Moody's publishes written research or press releases specifically regarding the Issuer, as a direct result
of this Application ("Issuer Research"), and Issuer desires to link to or post same on its website, the following terms
will apply.
The undersigned is hereby granted a royalty-free, non-sublicensable(except as to the Issuer, if the undersigned is not
the Issuer), revocable license to post Issuer Research on the Issuer's website(or to post a link to the page on Moody's
website where such Issuer Research appears), subject in all cases to the following restrictions. Where the
undersigned is not the Issuer, the undersigned agrees that it shall procure that the Issuer complies with all the
conditions pertaining to posting or linking to Issuer Research as set forth herein. All Issuer Research and all
trademarks and logos contained therein are the intellectual property of Moody's or its affiliates, and all rights not
expressly granted herein are reserved.
In no event shall the Issuer Research include any pre-sale reports (prior to initial sale of the relevant security), non-
public, or unmonitored ratings. Only the most recent Issuer Research may be posted, in the exact form and format
provided by Moody's without any alterations or editing whatsoever (including all disclaimers, logos, and proprietary
rights notices thereon). All outdated Issuer Research must be promptly deleted and updated Issuer Research posted
promptly after it is published by Moody's. Any links to or posting of Issuer Research shall be indicated by Moody's
corporate name only in plain text font, and may not display Moody's logo under any circumstances. Issuer Research
or links to Issuer Research may only be displayed on the investor relations portion of the relevant website (or an
analogous area where general corporate information is displayed) and not on any portion of the site (or in any hard
copy form) for the purpose of marketing, promotion or advertising. Issuer Research may not be posted, linked to,
displayed, or otherwise used in connection with a prospectus, "road show"deck, or any other document related to the
offering of securities.
The undersigned, on behalf of itself and the Issuer, agrees and acknowledges that it is solely responsible for
compliance with all laws, rules, and regulations including but not limited to applicable securities laws, in connection
with the posting or linking to the Issuer Research. The undersigned (on behalf of itself and Issuer, if different entities)
hereby agrees to indemnify and hold Moody's, its affiliates, and all of their respective employees, officers, directors,
representatives, agents, successors, and assigns, harmless against any and all losses, claims, damages, costs or
injury (including without limitation attorneys' fees), of whatever nature (whether foreseeable or not) and however
caused, in whole or in part caused by, resulting from or relating to, posting or linking to the Issuer Research.
This license shall terminate as of the date that the undersigned and/or this Issuer are no longer active Moody's clients;
or upon advance written notice from Moody's at any time. Upon termination, all posting and linking to Issuer Research
permitted hereunder must cease immediately.
This Fee Schedule sets out Moody's fees for the period 1/1/2014 to 12/31/2014. Moody's reserves the right to revise this Fee
Schedule from time to time. If Moody's does not revise this Fee Schedule,the current Fee Schedule will also apply in subsequent
periods. Please request a current Fee Schedule at the time of your rating assignment.
Page 10 of 11 May 2014
MOODY'S 2014 APPLICATION AND FEE SCHEDULE FOR
LOCAL GOVERNMENTS
72106
Appendix B
Additional Terms and Conditions Applicable to Unpublished Ratings
As used herein,the term"unpublished rating"shall mean any rating issued by Moody's hereunder that is not disclosed
by Moody's to the general public at the time of issuance to the Applicant, including any indicative rating.
Notwithstanding anything to the contrary contained in this Application and Fee Schedule, the following terms and
conditions shall apply to all unpublished ratings and shall survive termination of this Application.
Confidentiality
The applicant shall treat as confidential and may not disclose an unpublished rating or any other information received
or obtained as a result of entering into or performing this Application which relates to the provisions of this Application,
the negotiations relating to this Application or Moody's; provided, however, that the applicant may disclose such
confidential information: (i) if and to the extent required by applicable law, (ii) to those of its financial and legal
advisors, in their capacity as such and to whom Moody's owes no duty or responsibility, with a need to know, and (A)
who enter into a non-disclosure agreement with Moody's in the form provided by Moody's (a "NDA") prior to such
disclosure, or (B) with respect to whom Moody's consents to such disclosure and who agree to be bound by the
confidentiality obligations and limitation of liability provisions of this Application, and (iii) to its directors, officers,
employees with a need to know; provided that any breach of such confidentiality obligations by the recipients
described in clauses (ii) and (iii) will be deemed the applicant's breach of the corresponding provision(s) of this
Application.
Indemnity
The applicant agrees to indemnify and hold harmless Moody's and its affiliates and their respective directors, officers,
employees and agents (each, an "indemnified party") from and against any losses, claims, damages, costs, or
liabilities (including, without limitation, attorneys' fees) of whatever nature (whether foreseeable or not) and however
caused which the indemnified party may suffer or incur relating to or arising directly or indirectly out of (i) this
Application and the attached Fee Schedule, (ii)the delivery to the applicant of, or reliance by the applicant or by any
third party on, the unpublished rating, (iii) any breach of this Application by the applicant, (iv) any disclosure of
confidential information or the unpublished rating or other opinion, or(v) any actions taken or omitted to be taken by
Moody's as contemplated by this Agreement. The terms of this indemnity shall not apply to the extent that any such
claim arises by reason of any fraud, dishonesty or willful misconduct on the part of Moody's other than to the extent
such claim derives from any unauthorized publication, unauthorized use or misuse of the unpublished rating or from
any reliance otherwise acknowledged as inappropriate.This indemnity shall supersede and replace the indemnification
provision in the main body of this Application with respect to unpublished ratings only.
17g-5
Notwithstanding anything to the contrary herein, if the unpublished rating relates to a structured finance instrument,the
Applicant acknowledges and agrees that Moody's shall not issue or publish the unpublished rating if Moody's, in its
sole discretion, determines that US Securities and Exchange Commission Rule 17g-5 under the Securities Exchange
Act of 1934 would apply to such unpublished rating.
This Fee Schedule sets out Moody's fees for the period 1/1/2014 to 12/31/2014. Moody's reserves the right to revise this Fee
Schedule from time to time. If Moody's does not revise this Fee Schedule,the current Fee Schedule will also apply in subsequent
periods. Please request a current Fee Schedule at the time of your rating assignment.
Page 11 of 11 May 2014