STRADLING YOCCA CARLSON & RAUTH LLP

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EXHIBIT B COMPENSATION Fee Proposal including hourly rates if applicable For the services described in Section I of Exhibit A (Special Counsel Services Relating to the Projects), Consultant will be compensated on an hourly basis, in accordance with the following fee schedule: 2024 "B" GROUP DISCOUNTED RATES DEPARTMENT "B" SHAREHOLDERS 2023 "B" RATE PUBLIC VANESSA S. LEGBANDT $630.00 PUBLIC OTHER SHAREHOLDERS 600.00 — 630.00 DEPARTMENT "B" ASSOCIATES 2023 °'B" RATE PUBLIC NICOLAS G. YEAGER, $400.00 GREGORY MAESTRI, AND OTHER ASSOCIATES LL "B" GROUP PARALEGALS ARE AT $195.00/HOUR AND LAW CLERKS ARE AT $115.00/HOU In the event that the City proceeds with the issuance of Bonds (such as EIFD Bonds for the South Bristol Project or Lease Revenue Bonds for the Main Place Project), a mutually agreeable supplement to this agreement shall be entered into by the City and Consultant to set forth a fixed fee for bond and disclosure counsel services, as described in Section III of Exhibit A. Bond and Disclosure Counsel fees may be made contingent on successful issuance of the applicable Bonds. While this form of compensation is customary for bond counsel and disclosure counsel services to public entities such as the City, this may present a potential conflict of interest as Consultant could have an incentive to recommend to undertake the proposed transaction even if it is unnecessary or provides insufficient benefit. Typically your registered municipal advisor will provide advice with respect to the economic benefits of undertaking a proposed transaction and, as detailed in Exhibit A, above, under the caption "Consultant Not Providing Financial Advice," Consultant is not providing such financial advice with respect to the proposed transaction. This potential conflict is also mitigated by Consultant's ethical duties to you. 13 4862-4688-5795vl /200434-0006