Agmt07 William Euphrat Municipal Finance, Inc.

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rating agency representatives as is necessary to explain the credit underlying the issue; 17. Assist disclosure counsel prepare and distribute copies of the preliminary official statement and coordinate with disclosure counsel the preparation and distribution of the final official statement after the sale; 18. Prior to the sale, provide estimates of interest rates, prepare bond sizing analyses, total project cost analyses and debt amortization schedules; 19. Advise the staff regarding matters relating to the City's financial interests during the structuring of the transaction and during the initial offering and subsequent sale of securities; 20. Arrange for the investment of any unexpended proceeds in a prudent and cost-effective manner consistent with federal tax limitations and the City's capital expenditure requirements; 21. Advise the staff during the structuring of the transaction and during the initial offering and subsequent sale of securities regarding matters related to the City's financial interest; 22. Coordinate with bond counsel the timely closing of the bond issue; and, 23. Perform such other duties as are customarily performed by municipal bond financial advisors in connection with the structuring and sale of municipal bonds and which we are competent to perform. If bonds are sold competitively, William Euphrat Municipal Finance, Inc. will: 24. Maintain contact with underwriters and major investors during the pre-sale period and answer all questions pertaining to the financial aspects of the offering; 25. Prepare and arrange for the distribution of a notice of sale and bid form: 26. Conduct asealed-bid auction for the sale of the bonds or other publicly offered securities; 27. When bids are opened, calculate the winning bid and recommend award of the securities to the highest bidder if such award will permit the financing program to proceed within acceptable interest rate levels; 28. Apply for CUSIP numbers and Depository Trust Clearing services to assure the delivery of securities in marketable form to the initial purchaser;, and, 29. Coordinate the delivery of funds between the successful underwriter and the bond trustee. If bonds are sold on a negotiated basis, William Euphrat Municipal Finance, Inc. will 30. Evaluate all recommendations and proposed financing structures suggested by the underwriter and assist in the negotiation of underwriter fees; 31. Provide suggestions regarding the best financing structure and the best marketing structure and provide advice regarding the suitability of underwriter proposals; 32. Clarify the consequences of any financial decisions requested of staff so that decisions may be made on a fully informed basis; 33. Recommend revisions in the structure or security of the financing proposed by the underwriter that may be in the City's best interests; 9