PSA - Bond Arbitrage Services - Crowe LLP

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City of South Bend 3 February 14, 2020 additional work, which in either case will require additional billings for our Services. Examples of such circumstances include, but are not limited to: New or changing professional standards or regulatory requirements A change in the Services Plan by Client A change in your information systems environment over the time period Erroneous or incomplete information or records New or unusual transactions Change in your organizational structure or size due to merger and acquisition activity or other events Change in your controls Agreed-upon level of preparation and assistance from your personnel not provided Numerous revisions to your information Lack of availability of appropriate Client personnel during fieldwork. Additionally, to accommodate requests to reschedule fieldwork without reasonable notice, additional billings for our Services could be required, and our assigned staffing and ability to meet agreed-upon deadlines could be impacted. Reasonable notice is deemed as a minimum of ten business days before the start of fieldwork. Due to such potential changes in circumstance, we reserve the right to revise our fees. However, if such a change in circumstances arises or if some other significant change occurs that causes our fees to exceed our estimate, we will advise management. Additionally, these fees do not consider any time that might be necessary to assist management in the implementation or adoption of new or existing accounting, reporting, regulatory, or tax requirements that may apply. Our fee estimates also assume that personnel of the Client will assist us in gathering the information necessary to perform the engagement, including obtaining supporting documents, pulling customer files, following up on exceptions, and in other similar ways. Further, our fees and expenses take into consideration the pre-planning that takes place in coordinating our review. If Crowe is requested to delay the start of the confirmed review, we reserve the right to invoice you for all expenses incurred for which we cannot recuperate and any professional time for which Crowe professionals cannot be re-assigned to other projects. We assume that no irregularities will be discovered, no unusual procedures will be required, internal control is reasonably adequate, and there will be no substantial changes in the operations of the Client. If unforeseen circumstances indicate that the fees will change, the situation will be discussed with management. Our fees are exclusive of taxes or similar charges, as well as customs, duties or tariffs, imposed in respect of the Services, any work product or any license, all of which Client agrees to pay if applicable or if they become applicable (other than taxes imposed on Crowe’s income generally), without deduction from any fees or expenses invoiced to Client by Crowe. To facilitate Crowe’s presence at Client’s premises, Client will provide Crowe with internet access while on Client’s premises. Crowe will access the internet using a secure virtual private network. Crowe will be responsible for all internet activity performed by its personnel while on Client’s premises. In the event Client does not provide Crowe with internet access while on Client’s premises, Client will reimburse Crowe for the cost of internet access through other means while on Client’s site. CONTRACT TERMINATION From time-to-time, businesses decide that an Agreement does not continue to meet their needs. Accordingly, we mutually agree that either party can terminate this engagement upon delivery of written notice 90 days prior to the date of the desired termination. We also mutually agree that specific scope elements may be terminated upon delivery of written notice 90 days prior to the date of the desired termination. MISCELLANEOUS