Statement of Work - Crowe LLP - Municipal Advisory Services

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DocuSign Envelope I D: I D04DD2e-AB85-48E8-BB09-6Al97DlB9F71 STATEMENT OF WORK to that certain Master Services Agreement dated as of July 1, 2016 following up on exceptions, and in other similar ways. We also 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 whiile on Client's premises. Crowe will access the internet using a secure virtual private network. Crowe will be responsiblle 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 Ipremises, Client will reimburse Crowe for the cost of internet access through other means while on Client's site. 0 Crowe Subcontractors to be used to complete Services Crowe LLP will not be using any subcontractors. a Disclosure of Conflicts of Interest Pursuant to MSRB Rule G-42, if any known material conflicts of interest based on the exercise of reasonable diligence by Crowe are determined, Crowe will provide a written statement to the Client to that effect. As of the date of this Agreement, Crowe is not aware of any material conflicts of interest, 0 Other Information Crowe is registered with the Municipal Securities Rulemaking Board (MSRB) and the U.S. Securities and Exchange Commission (SEC) as a Municipal Advisor. As a Municipal Advisor, Crowe is required to file a Form MA pertaining to Crowe and Form MA-1 for each employee engaged" in Municipal Advisory activities. These forms include information about any criminal actions, regulatory actions, investigations, terminations, judgments, liens, civil judicial actions, customer complaints, arbitrations and civil litigation. Such information can be viewed on the U.S. Securities and Exchange Commission EDGAR Company Filings. Crowe LLP CIK#: 0001620621 filings can be viewed at: http://www.sec..qov/cgi-bin/browse!- Crowe's latest MA -A was accepted on July 3, 2018, The MSRB is the principal regulator in the municipal securities market and develops rules for financial professionals designed to ensure a fair and efficient market by preventing fraud and other unfair practices,, establishing professional qualifications, supporting market transparency, and applying uniform practices, to the industry. The MSRB offers a brochure that describes the protections available under MSRB rules and how to file a complaint with an appropriate reguilatory authority. This brochure is located on the MSRiB webs to at www.msrb.org. a Term of Statement of Work ("SOW") 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 thirty (30) days prior to the date of the desired termination. This Agreement will commence on the signed' by both parties. This Agreement will terminate with the completion of the Scope -of -Services. (signature page follows) Page 3 of 4