Letter of Engagement - HJ Umbaugh & Assoc. - Bond Services

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EXHIBIT A Scope t M ,rvices c nt'd The following events must be filed regardless of materiality: a. principal and interest payment delinquencies b, unscheduled draws on debt service reserves reflecting financial difficulties C. unscheduled draws on credit enhancements reflecting financial difficulties d. substitution of credit or liquidity providers, or their failure to perform e. defeasances f. rating changes g. adverse tax opinions or other material events affecting the tax-exempt status of the bonds; the issuance by the IRS of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other material events, notices or determinations with respect to the tax status of the securities h, tender offers i. bankruptcy, insolvency, receivership or similar event of the obligated person Article III. FIVE YEAR COMPLIANCE CHECK A, At the time any debt obligations subject to the Rule is issued, the Client must disclose in its official statement any instances in the past five years it failed to comply, in all material respects, with any previous undertakings for bonds which were subject to the Rule. The Firm will: • Compile reporting requirements for any bonds that were outstanding during the five-year period; • Assess the filings made on EMMA in conjunction with each applicable bond issue; • Research whether any bonds with an assigned rating changed during the look -back period, including rating changes for insured bonds; and • Determine whether all required notices related to events and filings were made to comply with the CDUs. B. Remedying Deficiencies for Outstanding Bonds If a deficiency is found and the Bonds remain outstanding at the time of the Firm's compliance check, the Firm will prepare any necessary reporting or notices to meet the CDU obligations. The Client will review and approve the prepared reporting or notices. Once approved by the Client, the Firm will file the documentation on the EMMA system. The Firm will provide the Client with documentation that the EMMA filing has occurred. C. Updating Compliance. At the time that Firm conducts services annually under Article 1, the Firm will update the compliance check completed under Article III A and B. Article IV. RATING SURVEILLANCE SUPPORT If applicable for rated outstanding bonds, the Firm will assist with compiling responses to rating agency requests for data and information during the rating surveillance process. The Firm will also participate on rating surveillance calls and provide additional support as needed. Article V. OTHER POST ISSUANCE SERVICES The Firm will provide upon request by the Client other post issuance services including, but not limited to, consultation related to post issuance policies and procedures and debt management.