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Exhibit A <br /> Scope of Services <br /> Nossaman shall provide legal services in connection with the authorization, issuance, <br /> sale, execution and delivery of the Obligations for the 2005/2006 water refundings <br /> (collectively, the "Transaction"). Such services shall include, but not be limited to, the <br /> following: <br /> 1. Conferring and consulting with the City and the Authority, the officers, administrative <br /> staff, financial advisor, underwriter and other representatives of the City and the <br /> Authority in connection with the preparation and formulation of the Transaction. <br /> 2. Attendance at all meetings of the City and the Authority and any administrative <br /> meetings at which the Transaction is to be discussed or otherwise deemed <br /> necessary for the proper planning of the Transaction, when requested to attend such <br /> meetings by the City and the Authority. <br /> 3. Preparation of the Resolution of Issuance, security documents and all other <br /> resolutions, agreements, notices and other documents necessary for the proper <br /> conduct and consummation of the Transaction. <br /> 4. A review of all financial documents for legal sufficiency. <br /> 5. Review of the official statement or disclosure document in connection with the <br /> Transaction. <br /> 6. Preparation of an incumbency certificate, an arbitrage certificate, and any and all <br /> other closing documents required of the City and the Authority to accompany <br /> delivery of the financing documents. <br /> 7. Preparation of documentation and assistance in obtaining credit enhancement <br /> and/or a rating on the Obligations if such a rating is sought. <br /> 8. Attendance at and supervision of the closing, and issuing the tegal opinion of <br /> Nossaman stating that the interest payments with respect to the Obligations is <br /> exempt from present Federal and State income taxes, as the case may be, and <br /> approving in all respects the legality of all proceedings for the authorization, <br /> issuance, sale and delivery of the Obligations and other agreements relating to the <br /> Transaction. <br /> 9. Preparation of a transcript of the closing of the Transaction. <br /> 10.Conferring and consulting with City and Authority officials and agents with regard to <br /> any problems which may arise prior to the maturity of the issuance. <br /> 11.Providing any other necessary services, including ongoing monitoring of the <br /> Transaction after the sale of the Obligations and assistance to the City and the <br /> Authority regarding the Transaction, generally expected of Nossaman not listed <br /> above. <br /> Agreement over$10K 10 <br /> City Attorney Approved Version 012611 <br />