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EXHIBIT A <br />Scope of Services to be Performed by Contractor <br />As bond counsel, Pacifica Law Group (the "Law Firm") shall provide all necessary legal services <br />necessary to issue bond, notes and other evidences of indebtedness, including but not limited to: <br />• Draft and distribute election documents, if a voted bond issue <br />• Assist in the development or review of a distribution list and proposed schedule, flagging key <br />notice, action and document deadlines <br />• Gather appropriate facts regarding the financing and the proposed project, generally <br />through an in-person kick off or "scoping" meeting <br />• Conduct federal and state law analysis <br />• Assess financing options and work with underwriters and financial advisors to consider legal <br />issues <br />• Review existing covenants and assess benefit of springing covenants <br />• Draft and distribute bond (and, if requested, disclosure) documents <br />• Revise, discuss, and explain documents <br />• Arrange and participate in conference calls and meetings with City staff and other members of <br />the finance team, as necessary, to follow up on issues identified at the scoping meeting or <br />to review document drafts <br />• Present documents to, and answer questions from, the City Council <br />• Complete appropriate tax due diligence analysis <br />• Work with the finance team to finalize disclosure documents in anticipation of marketing bonds <br />• Review the results of pricing and draft or comment on the bond purchase agreement <br />• Prepare closing certificates, prepare and print the notes or bonds, and deliver bond opinions <br />• Deliver hard copies or CDs of the final transcript to the finance team <br />• Coordinate with City staff on post -issuance compliance obligations (state, federal tax, and <br />securities law) as necessary <br />• Work cooperatively with the City Attorney and other special legal counsel retained by the City <br />for special projects involving the issuance of bonds, closing of bond transactions, <br />tracking of bond proceeds and related issues <br />{KZS2490554.DO CX;1 /13175.000001/1 <br />2013 <br />24 <br />CA Revised 1- <br />Page4of7 <br />