Loading...
20-DELIBERATE/ACT ON RES APPROVING PROFESSIONAL SERVICES CONTRACT WITH MCCALL, PARKHURTS & HORTON LLP FOR BOND COUNSEL SERVICES FOR $15,000CITY COUNCIL AGENDA ITEM BRIEFING SHEET Submittal Date: Originating Department: Presented By: Agenda Item No.: 4-27-2012 Engineering, Planning & Shawn Napier, P.E. Director of Council Date: Development Engineering, Planning & 20, 5-14-2012 Development RECOMMENDED MOTION: Deliberate and act on a resolution approving a professional services contract with McCa11, Parkhurst & Horton, L.L.P. for Bond Counsel Services in the amount of $15,000.00 for the Texas Water Development Board's Drinking Water State Revolving Fund loan for project #9424. POLICY ISSUE(S): Contract BACKGROUND: The City of Paris has submitted an application to the Texas Water Development Board for a Drinking Water State Revolving Fund loan in the amount of approximately $3.4-million dollars. The loan will be used to fund 15 water line replacement projects from the City s Capital Improvement Project list (see attached map). The application deadline is June 25th. The Hayter Engineering has prepared the previous applications and has qualified the project as a green project. The green project status qualifies the City for approximately 15% ($510,317.00) loan forgiveness. This reduces the loan amount to $2,895,000.00. The current interest rate is approximately 2.1 The City of Paris is required to acquire the following professional services in order to get the loan: Bond Council, Financial Advisar and Engineering Firm. BOARD/COMMISSION RECOMMENDATION: EXHIBITS: Resolution, Contract with addendum & location map ACTION: BUDGET INFO: ❑ Financial Report ❑ Minute Order Expense $ F-I Department Report ~ Resolution Budgeted Amt. $ ❑ Presentation ❑ Ordinance yTD Actual $ ❑ Public Hearing ❑ Other AName [ AcEct. Number FISCAL NOTES: REVIEWED AND APPROVED BY: ~ Administration E City Clerk E Eng., Planning & Development ❑ EMS/IT ❑ Finance ❑ Fire ❑ Municipal Court ❑ Legal ❑ Library ❑ Police ❑ Public Works ❑ Utilities City of Paris Revised 2/04/08 I I A Draft RESOLUTION N0. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PARIS, TEXAS; APPROVING A PROPOSAL FOR PROFESSIONAL SERVICES WITH MCCALL, PARKHURST & HORTON, L.L.P., FOR BOND COUNSEL SERVICES ASSOCIATED WITH CITY'S APPLICATION TO THE TEXAS WATER DEVELOPMENT BOARD FOR A DRINKING WATER STATE REVOLVING FUND LOAN. MAKING OTHER FINDINGS AND PROVISIONS RELATED TO THE SUBJECT; AND DECLARING AN EFFECTIVE DATE. WHEREAS, the City of Paris is preparing an application to the Texas Water Development Board for a Drinking Water State Revolving Fund Loan in the amount of $3,400,000.00 to fund 15 City water line replacement projects designated on the City's Capital Improvement Project list; and WHEREAS, the Texas Water Development Board and other State Law requires the City to hire Bond Counsel Services to advise City and TWDB on preparation and approval of the certificates of obligations to fund the water line replacement projects for the City; and, WHEREAS, McCall, Parkhurst & Horton, L.L.P., has submitted a Proposal for Professional Bond Counsel Services in the base amount of $15,000.00 to assist City with loan approval process and issuance of debt obligations for the water system improvements, a copy of which is attached hereto as Exhibit "A". NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PARIS, TEXAS: Section 1. That the findings set out in the preamble to this resolution are hereby in all things approved. Section 2. That the City Council of the City of Paris, Texas hereby accepts the Proposal for Professional Bond Counsel Services from McCall, Parkhurst & Horton, L.L.P., to assist City with the TWDB Loan Approval process and issuance of debt obligation for the Water System Improvements Project, a copy of which is attached hereto as Exhibit "A". Section 3. That the City Manager is authorized to negotiate and execute all documents necessary to accept the Proposal for Professional Services and to proceed with application for funding through the TWDB. Section 4. This resolution shall be effective immediately upon passage. DULY PASSED AND APPROVED this 14th day of May, 2012. - 1 11'7 Proposal for Bond Counsel Services to City of Paris,, Texas EXHIBIT 119 O . LETTER April 13, 2012 City of Paxis, Texas Mr. Gene Anderson P.O. Box 9037 Paris, Texas 75461 Dear Mr. Anderson: On behalf of McCall, Parkhurst & Horton L.L.P. ("McCall," the "firm," or "us"), I submit this proposal for bond counsel services to the City of Paris, Texas ("you" or the "City") in response to the City's Request for Proposals, dated April 5, 2012. McCall serves as bond counsel to more issuers of tax-exempt debt than any other law ftrm in the State of Texas or in the Southwestern United States. Accordingly, we serve as bond counsel to more Texas cities than any other lawyer or law firm. We are consistendy ranked by Thompson Reuters among the top ten bond counsel firms in the United States, as well as the #1 bond counsel firm here in Texas. Fox over 90 years, we have been cominitted to providing Texas political subdivisions with quality bond counsel services, and we hereby reaffirm our coininitment to provide the City of Paris with such services to the best of our collective abilities. Investment banks, local and state government agencies, financial advisors and other professionals rely on us daily to guide them through the most basic, and the most complicated, financings in the State of Texas and in the United States. We aYe confident that our level of service to you will be unmatched. V ery truly yours, McCall, Parkhurst & Horton L.L.P. Bv: Dan S. Culver Enclosures - 120 Page I 1 McCall, Parkhurst & Horton L.L.P. ("McCall") has practiced exclusively in the area of public fmance law since its creation in 1919. The firm's opinion (as to the validity and enforceability of a public entity's debt obligations and, later, tax exemption) was the first given by a Texas firm accepted in the national securiries markets. We are the only law firm in Texas, and one of a few law firms nationwide, that specialize solely in the field of public finance. The firm is composed ot 23 attorneys located in Dallas, San Antonio, and Austin. McCall is the leading bond counsel in Texas and routinely ranks in the top ten bond counsel firms nationally. Historically, the firm has served as bond counsel for more issuers of public securities than any other law firm in the southwestern United States. Our high national ranking is not only an indicarion of the stature of the firm in the public finance industry, but more importandy, an indication of the depth and breadth of our practice. We consistently achieve our high rankings by holding ourselves to the highest standards of technical experrise, professional dedication, client service and ethical responsibility. McCall represents some of the largest and most sophisricated issuers in the country, including the Cities of Austin, Dallas and Fort Worth, the Dallas/Fort Worth International Airport, the North Texas Tollway Authority, the Texas Department of Transportauon, the Texas Water Development Board, the University of Texas S3-stem, Texas A&M University System, Texas State University System, and many more. McCall has been a leader in drafting legislation and developing innovative financing techniques in Texas. The following tables summarize the number of transactions and dollar value of public finance issues for which McCall has served as bond counsel in recent years: National and Stat e Rankingsl Narional Ranldng Texas Ranldng Year Rank Par Amount No. of Issues Rank Par Amount No. of Issues 2011 8 $6,941,800,000 291 1 $6,760,100,000 283 2010 7 $11,467,000,000 360 1 $11,419,300,000 355 2009 5 $9,390,700,000 258 1 $9,206,700,000 230 2008 6 $11,276,400,000 238 1 $11,215,000,000 229 2007 8 $9,221,500,000 292 2 $7,703,400,000 232 2006 5 $10,992,000,000 282 1 $10,961,200,000 271 2005 8 $8,770,900,000 310 1 $8,677,000,000 295 2004 14 $5,080,900,000 250 2 $5,031,800,000 238 2003 10 $6,149,600,000 292 2 $6,113,900,000 264 2002 5 $8,500,400,000 324 1 $8,446,000,000 297 I As reported by Thomson Reuters in its US Municipals Review; excludes private bank placements and remarketing of variable xate demand obligations. Page 1 2 2011 Top Ten National Firms by Volumel Rank Firm Par Amount No. of Issues 1 Orrick Herrington & Sutcliffe LLP $25,262,300,000 328 2 Hawkins Delafield & Wood LLP ; $15,535,400,000 259 3 Kutak Rock LLP $12,969,600,000 219 4 Squire Sanders & Dempsey LLP $12,594,900,000 196 5 Sidley Austin LLP $10,872,700,000 60 6 Futbright & Jawoxski LLP $7,532,000,000 305 7 Nucon Peabody LLP 7,487,300,000 57 8 McCall Patkhurst & Harton LLP $6,941,SOp,000 291 9 Edwards Wildman Palmer LLP $5,574,500,000 224 10 Winston & Strawn $5;422;500 000 11 2010 Top Ten National Firms by Volumel Rank Firm Par Amount No. of Issues 1 Orrick Hexrington & Sutcliffe LLP $44,685,900,000 416 2 HawkinsDelafield & Wood LLP $21,$27,000,000 339 3 Sidley Austin LLP $15,593,800,000 83 4 Kutak Rock LLP $15,159,200,000 375 5 Squire Sanders & Dempsey LLP $13,550,200,000 275 6 Nixon Peabody LLP $12,960,500,000 54 7 McCall Parkhurst & Horton LLP $11,467,000,000 360 8 Fulbright & Jaworski LLP $11;173,000,000 363 9 Edwaxds Angell Palmer & Dodge LLP $10,045,300,000 281 10 Cha man and Cuder I.I.P $ 8,106,600,000 603 2009 Top Ten National Firms by Volumel Rank Firm Pax Amount No. of Issues 1 Oxrick Herrington & Sutcliffe LLP $54,970,800,000 434 2 Hawkins Delafield 8c Wood LLP $23,624,200;000 292 3 Sidley Austin LLP $19,705,100,000 77 4 Squire Sandets & Dempsey LLP $1 1,326,200,000 229 5 McCall Parkhurst & Horton LLP $ 9,390,700,000 258 G Nixon Peabodp LLP $ 8,994,500,000 69 7 Kutak Rock LLP $ 8,827,700,000 255 8 Chapman and Cutler LLP $ 8,730,600,000 5$4 9 Fulbright & Jaworski LLP $ 8,715,800,000 269 10 Edwazds An ell Palmer & Dod e LLP $ 7,636,600,000 246 2008 Top Ten National Firms by Volumel Rank Firm Par Amount No. of Issues 1 Orrick Herrington & Sutcliffe LLP $34,544,900,000 407 2 Hawkins Delafield & Wood LLP $25,266,306,000 325 3 Sidley Austin LLP $19,249,400,000 127 4 Squire Sanders & Dempsey LLP $11,868;700;000 209 5 Fulbright & Jaworski LLP $11,582,000,000 262 6 McCall I'arkhunst & Horton LLP $11,276,400,000 23$ 7 Kutak Rock LLP $11,184,900,000 270 8 Nixon Peabody LI P $10,19$,3 OO,OOq 76 9 Vinson & Elkins LLP $10,061,000,000 151 10 Edwards An ell Palmex & Dod e LLP $ 8,690100,000 221 1 Souxce: Thomson Reuters US Municipals Review. Page 1 3 2011 Top Five Texas Firms by Volumel Rank Firm Par Amount 1 McCall, Parkhurst & Horton L.L.P. $6,760,100,000 2 Fulbright & Jawaxski L.L.P. $ 4,661,500,000 3 Vinson & Elkins LLP $ 3,629,700,000 4 Andrews Kurth LLP $ 2,093,200,000 5 Mahomes Bolden PC $ 1,050,200,000 2010 Top Five Texas Firms by Volume2 Rank Firm Par Amount 1 McCall, Parkhurst & Horton L.L.P. $11,419,300,000 2 N"inson & Elkins LI,P $ 6,323,900,000 3 Fulbright & Jaworski L.L.P. $ 6,294,300,000 4 Andrews I.uxth LLP $ 3,875,700;000 5 West & Associates LLP $ 1,632,800,000 2009 Top Five Texas Firms bX Volume3 Rank Firm Par Amount 1 McCall, Parkhurst & Horton L.L.P. $9,206,700,000 2 Vinson Rc Ellcins LLP $ 6,513,300,000 3 Fulbright & Jaworski L.L.P. $ 6,066,000,000 4 Andrews Kurth LLP $ 1,943,800,000 5 Bates & Coleman PC $ 1,542,500,000 2008 Top Five Texas Firms by Volume4 Rank Firm Par Amount 1 McCall, Parkhurst & Horton L.L.P. $11,215,000,000 2 Vinson & Elkins LLP $10,061,000,000 3 Fulbright & Jaworski LLP $ 8,021,300,000 4 Simmons Mahomes $ 2,592,900,000 5 3ndrews Kurth LLP $ 2,515,900,000 I Source: Thomson Reuters, as published in The Bond Buyer on February 14, 2012. z Source: Thomson Reuters, as published in The Bond Buyer on Februar3- 15, 2011. 3 Source: Thomson Reuters, as published in The Bond Bzryer on February 9, 2010. 4 Souxce: Thomson Reuters, as published in Tbe Bond Buyer on February 10, 2009. Page 14 TEXAS WATER DEVELOPMENT • ARD EXPERIENCE McCall, Parkhurst & Horton L.L.P. has served as bond counsel on a large number of transactions involving the Texas Water Development Board ("TWDB"). In addition to representing the "lAX1DB itself, our firm has represented many Texas cities, counries, water districts, and authorities in issues sold to the TWDB. The following table is a list of such issues, limited only to issues sold to the ZW'DB during the last 5 years: Issuer Issue Name Amount Improvement Revenue Bonds, Series 2012 $4,400,000 Authority ' ' 124 2012 Guadalupe-Blanco River Hubbard Texas ' Combination Tax and Revenue Certificates of Obligation, Series $1 500 000 ' ' 2012 Keller Texas Combinarion Tax and Surplus Revenue Cerrificates of Obligation, $5,835 000 ' ' Series 2012 North Central Texas Revenue Bonds, Series 2012 $55500,000 unicial ~Y/ater Authori M Parker Counry Special Utility System Revenue Bonds, Series 2012 $2,000,000 Utili District Somervell County Water General Obligation Bonds, Series 2012 $700,000 District 2011 Robert Lee, Texas Combination Tax and Revenue CO, Series 2011 $758,000 Robstown, Texas Sewer S stem Revenue Bonds, Series 2011 $2,635,000 San An elo Texas g ' Combination Tax and Revenue Certificates of Obligation, Series $120 000 000 ' ' 2011 B Trini River Authori ~ ~ Denton Creek Regional Wastewater Treatment System Revenue $19,465,000 Bonds, Series 2011 Trinity River Authority Denton Creek Regional Wastewater Treatment System Revenue $37,765,000 Bonds, Series 2011A Trinity River Authority Mountain Creek Regional Wastewater System Revenue Bonds ' $11,015,000 eries 2011 S Trini River Authori Re ional Wastewater S stem Revenue Bonds, Series 2011A $108,395,000 Trini River Authority Oak Creek S stem Revenue Bonds, Series 2011 $11,710,000 Trini River Authori Ten Mile Creek S stem Revenue Bonds, Series 2011 $27,690,000 2010 Texas Alba Combination Tax and Surplus Revenue Ceruficates of Obligation, $1 130 000 ' ' , Series 2009 Alice Texas Combination Tax and Surplus Revenue Certificates of Obligation, $2 148 000 ' ' ' Series 2010 Bell County Water Control & Improvement District Utility System Revenue Bonds, Series 2010 $390,000 No. 2 Colorado River Municipal State Participation Fund $455315,000 Water District Colorado River Municipal Water System Revenue Bonds, Series 2010 $11,685,000 Water District Colorado River Municipal Water System Revenue Bonds, Series 2010A $11,970,000 Water District Commerce Texas Combination Tax and Revenue Certificates of Obligarion, Series $2 274 000 , 2010A Page 15 Issuer Issue Name Amount Page 16 125 Commerce, Texas Combination Tax and Revenue Certificates of Obligarion, Series $466,000 2010B Texas Commerce Combination Tax and Revenue Certificates of Obligation, Series $3,490,000, , 2010C Fort Worth, Texas Water and Sewer S stem Revenue Bonds, Series 2009 $16,265,000 Fort Worth, Texas Water and Sewer S stem Revenue Bonds, Series 2010A $40,000,000 Fort Worth, Texas Water and Sewer S stem Revenue Bonds, Series 2010B $28,000,000 Henrietta Texas Combination Tax and Revenue Certificates of Obligation, Series $3 250 000 ' ' ' 2010 Ingram, Texas Combination Tax and Surplus Revenue Certificates of Obligation, $837,000 Series 2009 Lamar County Water Water System Revenue Bonds, Series 2010 $1,385,000 Su 1 District McAllen Texas ~~aterworks and Sewer System Improvement Revenue Bonds ' $39,485,000 , Series 2009 S Parker County Special Water System Revenue Bonds, Series 2010 $3,000,000 UtiliDistrict Sabinal, Texas Combination Tax and Revenue Certificates of Obligation, Series $600,000 2010 Tarrant Regional Water Water Revenue Bonds, Series 2010A $17,835,000 District Tarrant Regional Water Water Revenue Bonds, Series 2010B $83,785,000 District Travis County Water Control and Improvement Water and Sewer System Revenue Bonds, Series 2010 $1,775,000 District No. 17 Trini River Authori Re ional Wastewater S stem Revenue Bonds, Series 2010 $107,180,000 Trini River Authori Re onal Wastewater S stem Revenue Bonds, Series 2010A $127,005,000 Trini River Authori Ten Mile Creek S stem Revenue Bonds, Series 2010 $23,410,000 2009 Alice Texas Combination Tax and Surplus Revenue Ceruficates of Obligation, $4,495,000 , Series 2009 Anthony, Texas Combination Tax and Surplus Revenue Cerrificates of Obligation, $4,000,000 Series 2009A Brazos River Authori y Water Su 1 S stem Revenue Bonds, Series 2009 $22,000,000 Dallas, Texas Waterworks and Sewer S stem Revenue Bonds, Series 2009A $15,100,000 Dallas, Texas Waterworks and Sewer S stem Revenue Bonds, Series 2009B $8,280,000 Dallas, Texas Waterworks and Sewer S stem Revenue Bonds, Series 2009C $94,723,000 Del Rio Texas Combination Tax and Revenue Certificates of Obligation, Series $10 000 000 ' ' ' 2009C Ear ly, Texas Combination Tax and Revenue Certificates of Obligation, Series $6 000 000 ' ' 2009 Eastland Texas Combination Tax and Revenue Cerrificates of Obligation, Series $2 385 000 ' ' ' 2008B Edgewood, Texas Combination Tax and Revenue Certificates of Obligation, Series $835,000 2009 El Paso County Tornillo Waterworks & Sewer Svstem Revenue Bonds Series 2008 ' Water Improvement $130,000 District Laredo Texas Subordinate Waterworks and Sewer System Revenue Bonds ' $7,500,000 , Series 2009 S Merkel Texas Combination Tax and Watenvorks and Sewer System Surplus $3 000 000 ' ' ' Revenue Certificates of Obliarion, Series 2009 Issuer Issue Name Amount Page 1 7 . North Texas Municipal Water System Revenue Bonds, Series 2009A $9,930,000 Water District North Texas Municipal `~ater SS~stem Revenue Bonds, Series 2009B $43,980,000 Water District Sabinal, Texas Combination Tax and Revenue Refundin Bonds, Series 2009 $130,000 Somervell County Water General Obligation Bonds, Series 2009A $1,340,000 District Somervell Counry Water General Obligation Bonds, Series 2009B $9,494,000 District Somervell County Water General Obligation Bonds, Series 2009C $9,367,000 District Trini River Authority Re 6onal XVastewater S stem Revenue Bonds, Series 2009 $86,780,000 Trinity River Authority Denton Creek Regional Wastewater System Revenue Bonds, $7,760,000 Series 2009 Trinity River Authority Mountain Creek Regional Wastewater System Revenue Bonds ' $1,775,000 eries 2009 S Trini River Authori Red Oak Creek S stem Revenue Bonds, Series 2009 $8,280,000 2008 Bell County Water Control & Improvement District Utility System Revenue Bonds, Series 2008 $1,055,000 No. 2 Buffalo, Texas Combination Tax and Revenue CO, Series 2008 $3,500,000 Central Harris County Revenue Bonds, Series 2008 $22,50,000 Water Authori R ional e Ci sco, T exas Combination Tax and Revenue CO, Series 2008 $2,200,000 Cisco, Texas Combination Tax and Revenue CO, Series 2008A $3,000,000 Clarksville, Texas Combination Tax and Revenue CO, Series 2008 $1,400,000 Commerce, Texas Combination Tax and Revenue Certificates of Obligation, Series $2,005,000 2007 Easdand Texas Combination Tax and Revenue Cerrificate of Obligarion, Series $975,000 , 2008-A Edinbur , Texas Utili - S stem unior Lien Revenue Bonds, Series 2008 $4,020,000 Laredo Texas Subordinate Waterworks and Sewer System Revenue Bonds, $915 000 ' ' Series 2008 Lower Valley Water Utiliry System Revenue Bonds, Series 2008 $10,245,000 District Midlothian, Texas Waterworks and Sewer S stem Revenue Bonds, Series 2008 $25,010,000 Mount Pleasant, Texas Waterworks and Sewex S stem Revenue Bonds, Series 2008 $24,785,000 North Central Texas unicial Water Authori M Subordinate Revenue Bonds, Series 2008 $565,000 Northeast Texas Municipal `~ater System Revenue Bonds, Series 2008 $1,550,000 Water District Paducah Texas ' Combinauon Tax and Revenue Cerrificates of Obligauon, Series $945 000 ' 2008 Pecos City, Texas Waterworks and Wastewater System Revenue Bonds' Series $6,870,000 2008B Tarrant Regional Water Revenue Bonds, Series 2008A $3,135,000 District Tarrant Regional Water Revenue Bonds, Series 2008B $6,755,000 District Trini • River Authori Red Oak Creek S stem Revenue Bonds, Series 2008 $24,800,000 Trinity River Authority Regional Wastewater System Improvement Revenue Bonds ' $90,000,000 2008 Series Issuer Issue Name Amount Page 18 - 127 Woodsboro Texas i Combination Tax and Combined Waterworks and Sanitary Sewer $525 ,000 , Surplus Revenue CO, Series 2008 2007 Brooksmith Special Utility Waterworks and Sewer System Revenue Bonds, Series 2007 $2,500,000 District El Paso County Tornillo Water Improvement Water and Sewer Revenue Bonds, Series 2007A $410,000 District Fort Worth Texas Water and Sewer System Subordinate Lien Revenue Bonds, Series $33 560 000 ' ' ' 2007A Fort Worth Texas Water and Sewer System Subardinate Lien Revenue Bonds, Series $49 865 000 ' ' ' 2007B Houston Water Control and Improvement District Water System Revenue Bonds, Series 2007 $6,000,000 No. 1 Lamar County Water Water System Revenue Bonds, Series 2007 $3,180,000 Su 1 District Lorena Texas Combination Tax and Revenue Certificates of Obligation, Series $2 260 000 ' ' ' 2007 Lower Valley Water Utility System Revenue Bonds, Series 2007 $20,600,000 District Marfa, Texas Waterworks and Wastewater S stem Revenue Bonds, Series 2007 $1,265,000 Travis Co. Water Control & Improvement District Water System Revenue Bonds, Series 2007 $3,100,000 No. 17 Trinidad Texas Combination Tax and Revenue Certificates of Obligation, Series $250 000 ' ' 2007 Trinidad Texas Combination Tax and Revenue Certificates of Obligation, Series $400 000 ' ' 2007A Trinity River Authoriry Denton Creek Regional Wastewater Treatment System Revenue $47,595,000 Bonds, Series 2007 Trini River Authori Re 6onal Wastewater System Revenue Bonds, Series 2007 $1201000,000 Trini River Authori Ten Nfile Creek S stem Revenue Bonds, Series 2007 $46,190,000 2006 Bonham Texas Combination Tax and Revenue Certificates of Obligation, Series $7355 000 ' ' ' 2006 Brown Co. Water $20,490,000 Improvement District No. Revenue Bonds, Series 2006 1 Coo er, Texas Waterworks and Sewer S stem Revenue Bonds, Series 2005 $205,000 DeKalb, Texas Waterwoxks and Sewer S stem Revenue Bonds, Series 2006 $250,000 Texas Marlin Combination Tax and Revenue Certificates of Obligation, Series $2,255,000 , 2005A Texas Marlin Combination Tax and Revenue Certificates of Obligation, Series $10,710,000 , 2005B Texas Redwater Combination Tax and Revenue Certificates of Obligarion, Series $470,000 , 2005 Round Rock, Texas Utili S stem Revenue Bonds, Series 2006 $12,000,000 Travis Co. Water Control & Improvement District Steiner Ranch Defined Area Unlimited Tax Bonds, Series 2006 $5,890,000 No. 17 Issuer Issue Name Amount Travis Co. Water Control & Improvement District Water and Sewer System Revenue Refunding Bonds, Series 2005 $6,735,000 No. 17 The above table shows the extensive experience of our firm with issues purchased by the I'WDB. Each of the attorneys in the firm, particularly Mr. Dan Culver, has represented clients in some of the issues shown above. See Attachment B for a list of transacrions in which McCall, Parkhurst & Horton L.L.P. served as Bond Counsel for the TWDB. Page 19 . OFESSIO , . The professional staff of McCall, Parkhurst & Horton L.L.P. is composed of 23 active attorneys. Each and every attorney practices exclusively in the area of public finance. The following table lists the name, position, locarion and years of experience as an attoxney for each member of the professional staf£ Name Position Location Z'ears Experience Richard C. Porter Partner Dallas 39 G. Charles Kobdish* Partner Dallas 37 Alan H. Raynor Partner Dallas 38 Jeffrey A. Leuschel Parrner Dallas 31 L.E. (Ted) Brizzolara III Partner Dallas 31 Thomas K. Spurgeon Partner San Antonio 30 Dan S. Culver Partner Dallas 26 Carol D. Polumbo* Partner Austin 26 Gregory B. Salinas Partner Austin 22 Mark A. Malveaux Paxtner Dallas 19 Leroy Grawunder, Jr.* Partner Dallas 33 Sara A. Tangen Parmer Dallas 29 Gregory C. Schaecher Partner Dallas 15 Richard S. Donoghue, Jr. Partner Dallas 12 Joe Eckert Partner Dallas 14 Noel Valdez Partner San Antonio 11 J. Bart Fowler* Parmer Austin 13 Stefano Taverna Partner Dallas 9 Jeff Gulbas Associate Dallas 5 Jana M. Edwards Associate Austin 6 Rodolfo Segura Jr Associate Dallas 2 Harold T. Flanagan Of Counsel Dallas 33 Peter M. Tart Of Counsel Dallas 47 Kathy S. CoopeY Legal Asst. San Antonio N/A Victoria D. DiMaria Le al Asst. Dallas N/A *Served as Assistant Attorney General of Texas in the Public Finance Division. Below are the names, titles, office locations and years experience for each of the persons to be assigned to the City's account: Name Title Office Location Experience Dan S. Culver Partner Dallas 26 years Stefano J. Taverna Partner Dallas 9 ears Brief resumes for each of the above-listed attorneys follows: Page 1 10 1 pi a Dan Culver is a 1985 gYaduate of Southexn Methodist University School of Law. He joined McCall, Parkhurst & Horton L.L.P. upon graduarion from the SMU School of Law, and has been a partner in the firm since 1991. Dan's pracrice includes a wide variety of general governmental issuers, including ciries, counries, school districts, junior college districts, hospital districts and special utility districts. In addition, his practice includes representation of a variety of regional issuexs, including joint powers agencies and river authorities, with respect to which Mr. Culver has provided bond counsel services for both governmental bonds, as well as for private activity "conduit" issues. His practice in the area of conduit fmancing has included a laYge volume of sewage and solid waste, dock and wharf and small issue manufacturing projects, as well as transactions involving 501(c) (3) organizations that use tax-exempt financing for university, primary and secondary educational facilities. Among other representations, Dan has represented the Texas Permanent School Fund as disclosure counsel since the initiation of SEC Rule 15c-12 in 1996. Dan pxovides leadership to the firm with respect to its Yepresentation of governmental issuers as disclosure counsel, and he frequently represents regional and narional investment banking firms as underwYiter counsel on negoriated governmental and 501(c) (3) transactions. Dan has served as Bond Counsel for a broad array of issuers. Representarive clients include Parker County, Hood County, Johnson County and the Cities of Abbot, Breckenridge, Buffalo, Childxess, Commerce, EaYly, Longview, Lorena, Marlin, Mart, Navasota, Pantego, Paris, Prosper, Stephenville and Wills Point. Dan has also served as Bond C ounsel for Arlington ISD, Frenship ISD, Granbury ISD, Longview ISD, Lovejoy ISD, Midway ISD, Malakoff ISD, New Boston ISD, Palestine ISD, Paris ISD, Ponder ISD, Quinlan ISD, and San Saba ISD. Other clients include Austin College (through the Sherman Higher Education Finance AuthoYity), the Texas Municipal Power Agency, the Lower Colorado River AuthoYity, the Brazos Rivex Authority, the Smith County WateY Control & Improvement District Number One, the Sabine River Authority and the MatagoYda County Navigation District Number One. Additionally, Dan has served as undenvriters counsel and disclosure counsel in connecrion with the issuance of debt by numerous Texas cities, counties, and school districts, including Collin County, Tarrant County and Webb County, the Cities of Allen, Carrollton, Colleyville, Denton, Denver City, Gainesville, Midland, Odessa, Sherman, Tyler and Webster, and Alvarado ISD, Allen ISD, Crosby ISD, Grape Creek ISD, MaYlin ISD, New Caney ISD and Woodville ISD. Page 1 11 Stefano Taverna, a partner of the firm, pracrices exclusively in the area of federal income taxation of tax-exempt and tax- credit bonds. Stefano provides tax advice to issuexs and underwriters regarding tax-exempt bond financings involving new money projects, current and advance refundings, capital and working capital financings, commercial paper issues, and pooled bonds. He guides clients with respect to the structuring of tax-exempt bonds, private activity bonds, qualified school construction bonds, recovery zone bonds, qualified zone academy bonds, and other types of tax-cxedit bonds. Stefano also represents numerous clients before the Internal Revenue Service in connection with audits of tax-exempt and tax-credit bonds, Voluntary Compliance Agreements, and other PrioY to joining the firm, Stefano was a tax attorney at two law fiYms with an established Wall Street presence. Stefano has sen ed as bond counsel, underwriters' counsel and special tax counsel for numerous financing transactions throughout the country. Addirionally, Stefano has advised clients on the federal and state tax aspects of domestic and international hedge fund formations and operarions, mergers, acquisirions and reorganizations, public and private debt and equity offerings, and general corporate, parmership and investment issues. Stefano has represented numexous clients on swap transacrions and has advised tax-exempt entiries with regard to the federal and state tax implications related to their formation and operarions. Prior to jouung private practice, Stefano clerked for the Honorable O'C. Wefing, Appellate Division, Superior Court of the State of New Jersey. Stefano is a graduate of Rutgexs, the State University of New Jersey (B.A., summa cum laude), Brooklyn Law School (J.D.) and New York University School of Law (LL.M.). He is admitted in New York and New Jersey and is a member of the American Bar Association, the New York State Bar Association, and the National Association of Bond Lawyers. Stefano has been a speaker and panelist at various events, including panels on public finance and federal tax matters. Stefano is a contributing editor of Federal Taxation of Municipal Bonds, a treatise published by the National Association of Bond Lawyers. 131, Page 1 12 admuiistrarive proceedings. Neither McCall nor any individuals to be assigned to the City's account are suspended, or otherwise prohibited from professional practice by any federal, state, or local agency. All attorneys of the fitm are members of the State Bar of Texas and are fully licensed to practice law in Texas. Some attorneys are licensed to practice law in other jutisdictions as well. McCall maintains a strong cointnitment to the continuing education of our attorneys and other professional staff in order to provide the highest level of service to our clients, and to ensure compliance with all licensing requirements imposed on our attorneys. Page 1 13 Below is contact information for clients with borrowing needs that are similar to those of the City who can speak to the firm's abiliries and to the qualifications and experience of the members of the proposed project team. Name, Address, Contact, Tide, Phone Numbex 1. City of Commerce, Texas 1119 Alamo Street, Commerce, Texas 75428 Marc Clayton, City Manager (903) 886-1130 2. City of Winfield, Texas P.O. Box 9$, Winfield, Texas 75493-0098 John Walton, Mayor (903) 285-5239 3. City of Stephenville, Texas 298 West Washington, Stephenville, Texas 76401 Mark Kaiser, Ciry Manager (254) 918-1225 4. Johnson County 2 N. Main Street. Room 312, Cleburne, Texas 76033 Kirk Kirkpatrick, Countq Auditor (817) 556-6305 5. Town of Prosper, Texas P.O. Box 307, Prosper, Texas 75078 Mike Land, Town Manager (972) 346-2640 133 Page 1 14 [Date] Mayor and Members of the City Council City of Paris, Texas P.O. Box 9037 Paris, Texas 75461 Re: Ciry debt to be sold to the Texas Water. Development Board for the purpose of financing a water lines replacement project Ladies and Gendemen: This letteY is submitted to state our fees and describe the legal serx-ices of the undersigned law firm in performing the duties of bond counsel for the City of Paris, Texas (the "Ciry") with reference to the issuance of the debt described above (the "Obligations") and the sale of the Obligations to the Texas Water Development Board. We understand that the City expects to issue a series of Obligations through the Texas Water Development Board for the purpose of financing a water lines replacement project. A. SCOPE OF ENGAGEMENT In this engagement, we expect to perform the following duries: 1. Prepare all resolutions, oYdinances and other instruments pursuant to which the Obligations will be authorized, issued, delivered and secured, in cooperation and upon consultation with the City Council of the City, its fmancial advisors and other consultants of the City. 2. Attend meetings of the City Council with reference to the authorization and issuance of the Obligations to the extent required or requested. 3. Cooperate with the City Council and all other intetested parties in the sale of the Obligations to the Texas Water Development Board. 4. Supervise the execution of the Obligarions, their approval by the Attoxney General of Texas and registrarion by the Comptroller of Public Accounts of Texas, and the delivery thereof to the purchaser, the Texas Water Development Board. 5. When so delivered, give our objective approving opinion covering the validity of the Obligations and the exemption of interest thereon from federal income taxes, it being understood Page I A-1 that the approving opinion will be fully acceptable nationally in regular commercial investment banking bond marketing channels. Our Legal Opuuon will be delivered by us on the date the Obligarions are exchanged for their purchase price (the "Closing"). The City will be entided to rely on our Legal Opinion. The Legal Opiruon will be based on facts and law existing as of its date. In rendering our Legal Opinion, we will rely upon the certified proceedings and other cerrificarions of public officials and other persons furnished to us without undertaking to verify the same by independent invesrigation, and we will assume continuing compliance by the City with applicable laws relating to the Obligations. During the course of this engagement, we will rely on you to provide us with complete and timely information on all developments pertaining to any aspect of the Obligations and their security. We understand that you will direct members of your staff and other employees of the City to cooperate with us in this regard. Our duries in this engagement are limited to those expressly set foYth above. Unless we are separately engaged in writing to perform other services, our duties do not include any other services, including the following: (1) Preparing requests for tax rulings from the Internal Revenue Service, or no action letters from the Securities and Exchange Cominission. (2) Drafting state constitutional or legislative amendments. (3) Pursuing test cases or other litigation. (4) Making an investigarion or expressing any view as to the creditworthiness of the City or the Obligations. (5) Representing the City in Internal Revenue Service examinations or inquiries, or Securities and Exchange Cominission investigarions. (6) Except as described in paragraph 1 above, assisting in the prepararion of, or opuung on, a continuing disclosure undertaking pertaining to the Obligations or, after Closing, providing advice concerning any acrions necessary to assuxe compliance with any continuing disclosure undertaking. (7) After Closing, providing continuing advice to the City or any other party concerning any actions necessary to assure that interest paid on the Obligations will continue to be excludable from gross income for federal income tax purposes (e.g., our engagement does not include rebate calculations for the Obligarions). (8) Addressing any other matter not specifically set forth above that is not required to render our Legal Opinion. ~ I t~ Page I A-2 B. ATTORNEY-CLIENT RELATIONSHIP Upon execurion of this engagement letter, the City will be our client and an attorney-client relarionship will exist between us. We further assume that all other parties in this transaction understand that we represent only the City in this transaction, we aYe not counsel to any other party, and we are not acting as an intermediary among the parries. Our services as bond counsel are limited to those contracted for in this letter; the City's execution of this engagement letter will constitute an acknowledgment of those limitations. Our xepresentation of the City will not affect, however, our responsibility to render an objective Legal Opinion. Our representation of the City and the attorney-client relationship created by this engagement letter will be concluded upon issuance of the Obligations. Nevertheless, subsequent to Closing, we will mail the appropriate Internal Revenue Service Form 8038, prepaYe and distribute to the participants in the transaction a transcYipt of the proceedings pertaining to the Obligarions. C. CONFLICTS As you are awaxe, our firm represents many political subdivisions and investment banking firms, among others, who do business with political subdivisions. Our firm also repxesents the Texas Water Development Board in the capacity as bond counsel. It is possible that during the time that we aYe xepresenting the City, one or more of our present or future clients will have transactions ~vith the Cit~~. It is also possible that we may be asked to represent, in an unrelated matter, one or more of the entiries involved in the issuance of the Obligations. We do not believe such representation, if it occuxs, will adversely affect our ability to represent you as pxovided in this letter, either because such matters will be sufficiently different from the issuance of the Obligations so as to make such representations not adverse to our representation of you, or because the potential fox such adversity is remote or minor and outweighed by the considerarion that it is unlikely that advice given to the other client will be relevant to any aspect of the issuance of the Obligations. Execurion of this letter will signify the City's consent to ouY xepresentation of others consistent with the circumstances described in this paragraph. D. FEES Based upon: (i) our current understancling of the terms, structure, size and schedule of the financing represented by the Obligations; (u) the duries we will undertake pursuant to this engagement letter; (iu) the time we anricipate devoting to the financing; and (iv) the responsibilities we will assume in connecrion therewith, our fee will be $10,000 for the first $1,000,000 in principal amount of Obligations sold, plus $2 per $1,000 of Obligations for all principal amounts in excess of $1,000,000, but with a minimum fee of $15,000. We will be reimbursed for our out-of-pocket expenses reasonably and necessarily incurred in connecrion with the authorization, issuance, and delivery of such Obligations, e.g. travel, photocopying, and similar expenses. In addirion, we will advance for the City and be reimbursed for the Attorney General filing fee, and said fee and expenses will be payable at the time of the delivery of and payment for the Obligations, but our fees are wholly contingent upon actual delivery of the Obligations. Fees for lirigarion, and any other special services not noYmally included in the legal services performed by bond counsel will be Page I A-3 - 13 negoriated between the City and the undersigned. In the event that Attorney General filing fee is filed, but the issue does not close, we will be reimbursed for those ad`rances, if we have made them on behalf of the City. Our fee will be billed after the Closing. If the financing is not consummated, we understand and agree that we will not be paid, except that we would be reimbursed for the amount that we have advanced on behalf of the City to pay the Attorney General's review fee. E. RECORDS At your request, papers and property furnished by you will be returned promptly upon Yeceipt of payment for outstanding fees and client charges. Our own files, including lawyer work product, pertaining to the transacrion will be retained by us. For various reasons, including the minimization of unnecessary storage expenses, we reserve the right to dispose of any documents or other materials retained by us after the termuiation of this engagement. If the foregoing terms are acceptable to you, please so indicate by returning the enclosed copy of this engagement letter dated and signed by an authorized officer, retauung the original for your files. We look forward to working with you. Respectfully yours, Page I A-4 . . . WATER DEVELOPMENT •ARD ISSUES Following is a list of recent issues issued by the Texas Water Development Board for which McCall, Parkhurst & Horton L.L.P. served as bond counsel to the Texas Water Development Board. Issue Name Princi al Water Financial Assistance Refundin Bonds, Series 2007A $118,465,000 2006 Water Financial Assistance Refundin Bonds, Series 2006A $13,175,000 Water Financial Assistance Refundin Bonds, Series 2005A $55,675,000 Page I B-1 2011 General Obli ation Bonds Water Financial Assistance Bonds, Series 2011B $92,255,000 2010 Water Financial Assistance Bonds, Series 2010B ater Infrastructure Fund $143,225,000 Water Financial Assistance Bonds, Series 2010C State Partici ation Fund $42,280,000 Water Financial Assistance Bonds, Series 2010D conomicallDistressed Areas Pro am $32,350,000 2009 ater Financial Assistance Refundin Bonds, Series 2008B $26,510,000 ater Financial Assistance Refunding Bonds, Series 2008C (Economically Distressed Areas Pro ram $34,235,000 Water Financial Assistance Bonds, Series 2009, Sub-Series 2009A (Water Infrastructure Fund $144,995,000 'ater Financial Assistance Bonds, Series 2009, Sub-Series 2009B (Water Infrastructure Fund $157,240,000 Water Financial Assistance Bonds, Series 2009C-1 and Refundin Bonds, Series 2009C-2 $282,645,000 ater Financial Assistance Refundin Bonds, Series 2009D State Partici ation Pro am $49,775,000 State Revolving Fund Subordinate Lien Reeenue Bonds, Series 2009, Sub-Series 2009A-1 and State Revolving Fund Subordinate Lien Revenue Refunding Bonds, Series 2009A, Sub- Series 2009A-2 $257,740,000 Water Financial Assistance Bonds, Series 2009E Water Infrastructure Fund $101,400,000 Water Financial Assistance Bonds, Series 2009F conomicallDistressed Areas Pro am $24,540,000 200$ State Revolvin Fund Subordinate Lien Revenue Bonds, Pro ram Series 2008A $203,050,000 General Obligation Bonds Water Financial Assistance Bonds, Series 2008A (Water Infrastructure Fund $112,920,000 State Revolvin Fund Subordinate Lien Revenue Bonds, Pro am Series 2008B $261,425,000 2007 Water Financial Assistance Refunding Bonds, Series 2007B (Economically Distressed Areas Pro am $19,680,000 Water Financial Assistance Bonds, Series 2007C conomicall Distressed Areas Pro am $24,665,000 ater Financial Assistance Bonds, Series 2007D (AMJ~ $25,000,000 State Revolving Fund Subordinate Lien Revenue Bonds (Variable Rate Refunding), Series 2007A $309,240,000 State Revolving Fund Subordinate Lien Revenue Bonds (Fixed Rate Refunding) Series 2007B $211,620,000 2005 _ ater Financial Assistance Bonds Taxable Series 2005B $155000,000 Water Financial Assistance Refunding Bonds, Series 2005C (Economically Distressed Areas Pro am $49,270,000 State Revolving Fund Subardinate Lien Revenue Bonds, (Variable Rate Refunding), Series 2005 $136,055,000 2004 Water Financial Assistance Bonds, Series 2004A $25,000,000 138 Issue Name Princi al Water Financial Assistance and Refundin Bonds, Series 2003C $70,330,000 Water Financial Assistance Refundin Bonds, Series 2003D State Partici ation Pro am $1,870,000 Water Financial Assistance Bonds, Series 2002A $25,000,000 Water Financial Assistance Bonds, Series 2002C conomicallDistressed Areas Pro ram $23,980,000 V'ater Develo ment Refundin Bonds Series 2001 A $30,940,000 Page I B-2 3 9 ater Financial Assistance and Refundin Bonds, Series 2004B $71,530,000 Water Financial Assistance Bonds, Series 2004C conomicallDistressed Areas Pro am $24,415,000 Water Financial Assistance Bonds, Series 2004D $60,085,000 ater Financial Assistance and Refundin Bonds 1'axable Series 2004E $38,820,000 2003 ater Financial Assistance Bonds, Series 2003-A $25,000,000 ater Financial Assistance Refundin Bonds, Taxable Series 2003B $50,915,000 2002 Water Financial Assistance and Refundin Bonds, Series 2002B $98,500,000 Water Financial Assistance Bonds, Series 2002D State Partici ation Pro ram $20,000,000 Water Financial Assistance Series 2002E $18,035,000 2001 Water Develo ment Bonds Taxable Series 2001 B $245,000 Water Financial Assistance Bonds Series 2001 A.conomicallDistressed Areas Pro ram $25,000,000 Water Financial Assistance Bonds Series 2001 B $43,725,000 Water Financial Assistance Bonds Series 2001C $49,840,000 2000 Water Financial Assistance Refundin and Financial Assistance Bonds, Series 2000 $60,000,000 ater Financial Assistance Bonds, Series 2000A $75,000,000 1999 Water Financial Assistance Series 1999A $74,735,000 ater Financial Assistance Series 1999B conomicall Distressed Areas Pro am $243995,000 Water Financial Assistance Series 1999C State Partici ation Proram $50,000,000 ~o ~ to y 90BL1' vmlJ Alunoo 42nd St NE 3S S M.F 3S . ~ a 3S IS W6C ~ r ~ ~ 36th S1SE st. . . 3H IS ugc q 3N IS 4KC Q ~ . 3N 1S YIYf 'ryKe r. l 33,0 St E ! y ~ 3N is o.zc 5 re 3uisate p 05 3 ¢"$c ~I m n ~ XIIeaW"RS a IS 19!RWW d sisna ~ d S iS 'o iQOOj" 10°'"UOr ~ ,b y! 3N IS WOC 4%lb 77 N ~i 3N1SW 8L ~ k.. qo1Mofto-I S 1ea 5CA"" ~ ~ y ~ 3N IS 492 Y in ~ o ac 3N Iswst ~ 3 , I'm DtoF, a Z ~ N Z ~ N X H N, O; ~ r 2 ~ ~ ~N 4V b- i+ j U 6 « W 3S IS 4YZ 3N IS PuZZ 3S S IwZZ ~ 05 i z ~ 3S Ms MOZ w ~ $ 3d 1$ 4111 i y ~ 1 i2 $ ~ . 3NiSan I 5 N a p~ ~ A 35 S VI£t , j 3NI5 ~Zt 3SISVKI 351SWZt ~ J " 3$ IS ~AOI ~I I ~ V/ ~ 3N IS WOl S 3N 15 4ql ~ 46MM •AY N 4 , ~ 357S06 ~ a H ¢ 3S 'S ui8 ~ ~ W 35 is ag ~ ~ 31 15 49 ~ 3N ~y g ~ 3N IS 418 f t MP d ; w 3S IS V9 ~ ' s 3S ISOW9 p m ~ 7 W S w N 3N a5 a s . 3S 1S WS ~ e t E V lh OL a ~ LL 15~P~YJ9 W W _ 4S 4~~IJ S ry O~ 3N47 ,.)s~'~/yp ' ~.3s~S~~_ 7771 ~S~FV_ , asuaws ~ MNISnt N ~ MSSFt ~ Q NMN7S P+C i `MS3SNE w MN M+ 4w~ ~ NS 16 Nf . MS IS lP► r, m qq~q y_ a r ~ t~ MSiSW9 V Q y . . . . MS IS 41! ~ MS 15 141 $ V 05 ~ . ~ 91h St NVY ~ MN K a0l il: MN 1S Utt t 1 ' Z MN IS MZl 171h 51 SW ~ MN t5 ~a£t m MS M '~01 I I ' O MN 13 W9l MI~~Wtt ~ i ~ v ~ IS LK& ~ N " e n H is a s, ; IS wtt . MNISLA[t 16 .f MN is Lost 19R1S1NW T' ~ ~IMSISV161 . aS a f a xq 3 3 0~ 3 y~? ~ 3 N . Y tll A O Ti ' a & o °cmg tit N Is atz ~ ~ ~g MN iswz MS 1S WBZ m ~ y , 6 FP MSSSt[ ai ~ 'tiMV IS UIbE r ~ NS 1S DKC yp ~F .+J , 55MLY Iswz► a"g$ p g $ $ ~ ~ ° 9 w ~ ~ s 8 8~ S 9➢= 9 4 $ 9 # a~ W o_ r~, ¢ e € &IIIIBI~lillllll oxw•aNCnnn annn i 7.Ln7%SdvvA7vsodoadlslaV&SIs\~X :41ed iAn ~ ~ waa..ooa lr N t ~ gp9y► B'.'nN AIwwJ ~2~d 5E NE 3S IS W2C ~ 35 'E as Is wec g~ U~ 3Vs st sE O N ~ SE ~ ~ u c ~ ~ k ~ ! 7 o o° r 3r~ Is u~t ~ .ai 3N IS m1SC ~ V c1 7 ~ I o~ p t 3N l5 MYC a~4 in 3. ~ I 4 ~ 34fi SNE'n j 33A St SE ~ ~ 1 Iu 5 a+rc I I 5 - 3N7$1!?6L = W 'LC O ` ~ 3S1SIOlE J ~ q N ' iob ~ nti+»~cs Is M.°°w d~s a wuw.~ uoevwr ~ I5 ~xd d b 3NnwX ~ ~ 3H IS "BL Kl d1eAo!'dJ S W.' 5 IS 49L E '(n ~ ~ q d e = in a o 35 Mura r, r an 5 wizz 6 as Is wu 5 3S IS 4oOZ 3r+tsLktt ~ Y o E 3N 1S 41h y ~ z p 6i$ 35kSNEl J 3S1SWtL aN1SwZl ~ dS 3SiSmZt ¢ 3N 1S ~Al l~ ~ 3n 5Left ~ 3N IS 4101 W 35 IS V0t N f, z enV 4~ir.ni ; 3513 N6 ~ I ,•All +M Fi ~ 3S 1S LOB W 3515 4W 13 u19 ~ 3N 5 u[ ~ 9N 1S D w 35 IS M9 ~ 3 3S 1S V9 4 S h N Yn ~i"' W 3N~' yx g 3515 4K ~ W Np 351SPK ~ b ~ & W U We N - . Y~. Ul~v~tJS ` ° iSw+~nc~S W~ISi. A. Is ~"°W N W I5 Muh S° , K u1~Y1 S MN1S7ft . n M551si MS IS PR ~ MN j& PC : i M6 iS Nt g MN K uN~ r nas Is at nas is wr ~ E. ro+siswe MS IS Wt X r MN 1S 4Ot 3 MNiSkRtI Z MNISWZk t21h415W 3 e ~ MN IS VKl ; ' m ~+SrSwE~ m M!1 S 6~ $ ~ R ~ MN15WSl v MN IS N9l g LSM51 W Mr+tsuti ~a AwiSNBt 3 e18" st W" N6 5 Y6 . ~ J as Ms~ vi Sf~ 3 ~ m O 3 ^ a ~ MN 1$ 412 & ~ MN 1S M8Z ~ MS IS u62 ~ MS iS »1t MS tS WEt 4 ~ ~ 4*+ IS wK f ~ u 1! z 0 ~ Jn ~ ~ « O VJ , ~ ms is V ~ LL~ v ` v ~ N gms Is upct ~ m MS5Ktt s $ ~ ~ MS 1$ DQt v a c - p Oxw'at4SMO eOMl ZLOZ1SdVMjtrSOdOMd%S12lVdftS19VX Atgd 1-A 1