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Financial Advisory Services for Assessment District <br />City of Santa Ana <br />Page 3 <br />2. DueDilieenceMeetin_ <br />We will coordinate and participate in a due diligence meeting and assist the City <br />in the examination of all material facts related to Assessment District property <br />and the repayment of the proposed bond issue. <br />3. Pricine <br />We will assist the City in negotiating the sale of the contemplated Bonds to the <br />underwriter selected by the City and make appropriate recommendations to the <br />City. These recommendations will include our recommendations regarding the <br />appropriate pricing for the bonds (discount and interest rates), underwriting <br />costs, accrued interest, and any other financial items. <br />ENGAGEMENT <br />We would propose to enter into an agreement or contract acceptable to the City based on the services <br />outlined above and the fees provided in Exhibit A to this agreement. If desired, we can provide the City <br />with our standard contract for review and signature or you can sign this letter and we can begin our Phase <br />I services. Thank you for the opportunity to advise the City on the Project! <br />Sincerely, <br />Jalo a <br />James V. Fabian. <br />Principal <br />FIE, LDMAN, ROLAPP & ASSOCIATES <br />ACCEPTANCE <br />Executed on behalf of the City of Santa Ana this _ day of 2015. <br />By: <br />Title: <br />Date: <br />