Statement of Work - Crowe LLP - Municipal Advisory Services

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DocuSign Envelope I D: I D04DD2B-AB85-48E8-8I309-6A1 97DI 139F71 Crowe Crowe ILLP Independent Member Crowe Global 135 North Pennsylvania St, Suite 200 Indianapolis, Indiana 46204-2407 Tel +1 317 632 1100 Fax +1 317 635 6127 www.crowe.com STATEMENT OF WORK to that certain Master Services Agreement dated as of July 1, 2016 Municipal Advisory Services for the Proposed City of South Bend (the "City" or "Client") Bonds of 2018 (the "Bonds") • Description of Services and Deliverables Crowe will provide Services and Defiverables, as defined in the Agreement, which will include, the followings Planning and Financial Structuring 1. Attend working group meetings. 2. Communicate with local counsel and bond counsel concerning legal and financial timetables and necessary documentation. 3. Summarize sources and uses of funds and prepare amortization schedules for the Bonds, 4. Provide parameters to bond counsel for the bond ordinance. Disclosure and' Presentations 1. Participate in due diligence investigations as required in connection with the client's disclosure obligations under SEC regulations, including Rule 10(b)(5), and the Securities Acts of 1933 and 1934, and the disclosure rules applicable to governmental issuers under SEC Rule 15c2-12, if applicable. 2. Prepare for and attend up to three (3) public meetings. 3. Prepare a term sheet or Official Statement for the sale of securities at competitive bid or on a negotiated basis, including Preliminary or Nearly Final and Final. Official Statements, including determining direct and overlapping community debt, debt ratios and per capita ratios for the purpose of establishing limitations, if any, and credit capabilities, 4. Apply for and manage data presentations relative to request for credit ratings by Moody's Investors Service, Standard & Poor's, andlor Fitch Ratings, if required, Sale, Closing and Follow -Through 1. Participate in pricing calls on, behalf of the City, if the sale of the Bonds is negotiated, Arrange for sale of Bond's on PARITY if the Bonds are competitively bid. 2. Arrange for closing of sale and transfer of funds. 3. Assist with preparation of closing documents required by bond counsel. 4. Assist with pre -closing and closing, 5, Prepare post bond sale reporting documentation via Gateway to the Department of Local Government Finance (DLGF), if requested. Crowe will be providing services as a Municipal Advisor and not as a Registered Dealer, 0 Assum pti ons,ICI lent Responsibilities Client will provide financial data as requested by a data request. Page 1 of 4