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negotiated between the City and the undersigned. In the event that Attorney General filing fee is <br />ftled, but the issue does not close, we will be reimbursed for those advances, if we have made them <br />on behalf of the City. Our fee will be billed after the Closing. If the financing is not consuxnmated, <br />we understand and agree that we will not be paid, except that we would be reimbursed for the <br />amount that we have advanced on behalf of the City to pay the Attorney General's review fee. <br />E. RECORDS <br />At your request, papers and property furnished by you will be returned prompdy upon <br />receipt of payment for outstanding fees and client charges. Our own files, including lawyer work <br />product, pertaining to the transaction will be retained by us. For various reasons, including the <br />minimi7ation of unnecessary storage expenses, we reserve the right to dispose of any documents or <br />other materials retained by us after the tertninarion of this engagement. <br />If the foregoing terms are acceptable to you, please so indicate by returning the enclosed <br />copy of this engagement letter dated and signed by an authorized officer, retaining the original for <br />your ftles. We look forward to working with you. <br />Respectfully yours, <br />Page I A-4 <br />