EX-99.C.3 2 exhibit.htm

Exhibit (c)(3)       



 

This presentation was prepared exclusively for the benefit and internal use of Blue in order to indicate, on a preliminary basis, the feasibility of a possible transaction or transactions and does not carry any right of publication or disclosure to any other party. This presentation is incomplete without reference to, and should be viewed solely in conjunction with, the oral briefing provided by J.P. Morgan. Neither this presentation nor any of its contents may be used for any other purpose without the prior written consent of J.P. Morgan.

Notwithstanding the above, by acceptance of these materials Blue and J.P. Morgan hereby agree that with respect to any description contained herein of the use of entities, plans or arrangements that are intended to produce significant U.S. federal income tax benefits for Blue, (i) Blue is not obligated to J.P. Morgan to keep confidential or otherwise limit the use of any element of our descriptions that is necessary to understand or support any such intended U.S. federal income tax benefits, and (ii) J.P. Morgan does not assert any claim of proprietary ownership in respect of our descriptions contained herein of the use of any entities, plans or arrangements to give rise to significant U.S. federal income tax benefits for Blue; provided however, that the right of disclosure contained in (i) and (ii) above shall not extend to the name or other specific identifying details of any party or potential party to any plan or arrangement, or of any party whose equity is referenced by a derivative embedded in any plan or arrangement.