Agmt15 Quint & Thimmig LLP Attorney at Law

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EXHIBIT "A" tion in the preparation of the official NO CONFLICTS OF INTEREST statement, we have been in contact with representatives of the City and others The firm and its attorneys are not aware concerning the contents of the official of any actual or potential conflicts of inter- statement and rela�ted rnatters, and based est with the City, or any arrangements or upon the foregoing, nothing has come to relationships, formal or infarmal, that Quint our attention to lead us to believe that the & Thimmig LLP or either Mr. Thimmig or official staternent (except for any financial Mr. Quint has with any party that might or statistical data or farecasts, numbers, iriterfere with the firm`s ability to provide charts, estimates,projections, assurnptions independent and unbiased advice to the or expressions of opinion included City in performing as bond counsel. therein, and information relating ta The De�ository Trust Company and its book- entry system, as to which we need express NO LITIGATION dR INVESTIGATIONS no view) as of the date of the official staternent or the date of the closing con- There is no litigation, administrative tains any untrue statement of a material praceeding or investigations (actual or fact or omits to state any material fact pending) in which the firm, or any attorney necessary in order ta make the staternents in the firm, is involved or to which it is sub- therein, in the light of the circumstances ject, or of which the City should be aware, under which they were rnade, not mis- in evaluating Quint & Thimmig LLP's ca- leading;and pacity to serve as bond counsel for the Re- funding Bands. The firm and its attorneys (vii)Such other and further services as have not had any rnalpractice claims filed are normally performed by disclosure against them relating to the firm's public counsel in connection with the Bonds. finance work. REFERENCES INSURANCE Mr.Stuart Schillinger The firrn rnaintains a professional liabil- Administrative Services Directar ity insurance policy with coverage in the City of Brisbane amount of $10,000,000 per occurrence and 50 Park Place in the aggregate with Lloyds of London. Brisbane,CA 94005-1310 (415}50$-2151 (41S)467-49$9(Fax) schillingerflci.brisbane.ca.us FEES Mr.Eric Erickson In general, our fees are based upan fac- Finance and Human Resources Directar tors such as the anticipated amount of wark City of Mill Valley involved and the size and complexity of the 26 Corte Madera Avenue financing. Our fees include all reasonable Mill Valley,CA 94941 follaw-up work done at the request of the (415)388-4033 client, so that the client pays only ance, at (415)381-1736{Fax} closing of the financing. Our fees are charged eericksonC�?cityofmillvattey.arg on a strictly contingent basis. If the financing Any number of additional refe�ences are is not closed,we receive no compensation. available upon request. We propose a bond counsel fee of$60,�0, inclusive of all out of pocket expenses. We propose a disclosure counsel fee of $30,000, inclusive af all out af pocket ex- penses. -5- ATTY/AGR.2015.0591Quint&Thimmig -Water Revenue Refunding Bonds 2Q15