Statement of Work - Crowe LLP - Municipal Advisory Services

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DocuSign Envelope ID: 1D04DD2B-AB85-48E8-8609-6A197DIB9F71 STATEMENT OF WORK to that certain Master Services Agreement dated as of July 1, 2016 • Management Representative Jennifer Hockenhull Controller Name/Title • Fees and Expenses The total fee for this project is a fixed fee of $53,000, plus out-of-pocket expenses. Services requested which are outside of the Scope of Services listed herein will be described and quoted separately. Fees will be billed for the following fixed fee milestones: Milestone Fixed Fee Band Issuance $ 50,000 Parity Report' $ 3,000 Total $ 53,000 T Crowe expects to submit a separate agreed -upon -procedures agreement for the completion of a parity report at or around the time of the Bonds closing in an amount of $3, 000. The fee for the parity report is shown above for cost of issuance planning purposes and is included in the total fixed fee amount. We will invoice you for our services and out-of-pocket expenses at the time of issuance of the Bonds. Out-of-pocket expenses paid by Crowe will be billed to the client at cost. These expenses generally include, but are not limited to, communication, printing (including printing of the Official Statement), binding, electronic marketing, electronic bidding expense, evaluation software and travel expenses incurred on behalf of the City. Should the project terminate prior to the issuance of the Bonds, we will invoice the City for the time and out-of-pocket expenses through the date of project termination. Otherwise, our fees can be paid from Bond proceeds at closing. Our invoices are due and payable upon receipt. Invoices that are not paid within 30 days of receipt are subject to a monthly interest charge of one percent per month or the highest interest rate allowed by law, whichever is less, which we may elect to waive at our sole discretion, plus costs of collection including reasonable attorneys' fees. If any amounts invoiced remain unpaid 30 days after the invoice date, you agree that Crowe may, in its sole discretion, cease work until all such amounts are paid or terminate this engagement. The fee payment arrangements are designed for clarity and efficiency and will frequently not correspond to the amount of time and cost we incur on your behalf during a particular calendar period for a variety of reasons. While we may bill you for services on an equal monthly payment, our professional fees and expenses incurred will often exceed the monthly billing amount early in the contract period because of engagement planning. You agree that in the event, regardless of the cause, the arrangement under this letter is terminated, you will pay us any professional fees and expenses incurred in excess of billings received, in addition to any termination payment this letter might require. Similarly, in the event of early termination, if your payments have exceeded our fees and expenses, we will return the excess payments to you. The fees outlined above are based on certain assumptions. Those assumptions may be incorrect due to incomplete or inaccurate information provided, or circumstances may arise under which we must perform additional work, which in either case will require additional billings for our services. 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, Crowe will so advise Client. Further, these fees do not consider any time that might be necessary to assist Client in the implementation or adoption of any recommendation made by Crowe. Our fee estimates 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, Page 2 of 4