1452 RES CITY COUNCIL IN RES NO 1444 DIRECTED ROBERT G DAY BE AUTHORIZED AND DIRECTED TO ACT AS FISCAL AGENT

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Alk a FINANCIAL ADVISORY CONTRACT (Revenue Bonds) (M.A.C. Form C-2. Standard Form of dgreement between Munic4pai Subdivision and Municipal Bond Dealer Coverinq REVENiIE BONDS. Form Approved by Munictpal Ad- visory Council for Use of Members Only.) Date November 8, 1971 To• Hon. Mayor & City Council City of Paris Paris, Texas Gentlemen : 1. We understand that you contemplate ordering an election within your City at which there will be submitted to its qualified voters the proposition (N.) of authorizing the is- suance of certain bonds in the following amount(s) and for the purpose(s) indicated: $550,000 Water & Sewer Revenue Bonds, proceeds from which will be used to construct a sewer plant and sewer improvements, and that in connection with the authorization, issuance, sale and delivery of such bonds you desire this proposal from us to perform professional services in the capacity of Financial Advisors for your Citv . 2. By this proposal we offer our professional services and our facilities as Financial Advisors and agree to perform the following duties normally performed by such advisors, and to perform such other duties as, in our judgment, may be necessary or advisable: a. To make a study of the operating results of your ulat er and Sewer System (s) and, after taking into account any outstanding obligations which are payable from the net revenues thereof, additional net revenues to arise from pro- posed rate increases, if any, and additional net revenues as projected by your consulting engineers, to devise and recommend for your approval a plan of financing to cover the proposed bonds. Such plan shall include a maturity schedule and other terms and con- ditions, such as options of prior payment, retention of the right to issue additional bonds and the like, as will, in our opinion, result in the issuance of the bonds under terms and conditions most advantageous to your Citv consistent with a minimum effective interest rate. b. We understand that you have retained or expect to retainMcCall, Parkhurst & Horton , a firm of recognized muncipal bond attorneys, who will prepare the proceedings and advise the steps necessary to be taken in the bond election, the legal issuance of the bonds and the final delivery of the bonds and who will issue an opinion approving the legality of the bonds. All financial services rendered pursuant to this contract will be performed in such manner, and will include assembling and ac- cumulating such financial facts, information and data, as will be necessary or appropri- ate to obtain the unqualified approving legal opinion of said attorneys. The fee of saici attorneys will be paid by us c. To advise you of current bond market conditions, forthcoming bond issues and other general information and economic data which might normally be expected to influence interest rates or bidding conditions so that the date for the sale of the bonds can be set at a time which, in our opinion, will be favorable. ~ d. To compile from your official records for submission to and approval by your governing body an Ofi'icial Statement or Prospectus, if required, containing official data and other information of the nature and to the extent ordinarily required in bidding on bonds of this type, all of which we are to furnish in a sufficient number of copies to permit mail- ing to prospective bidders, a list of which we agree to provide. e. To attend to and pay for the printing of bonds. f. To pay the necessary expenses in obtaining the approving opinion of the Attorney Gen- eral of the State of Texas and the registration of the bonds by the Comptroller of Public Accounts, and the delivery of the bonds to the purchaser at a bank in Austin, Texas. ~ We understand that you will wish to sell a portion or possibly all of these bonds to the Texas Water Development Fund. We agree to prepare the necessary application and furnish needed financial data for sale of these bonds to the Fund. EXHIBIT A