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<br />It is understood that the Engineers will have the primary responsibility <br />for accomplishing Phase I studies as set forth herein. However, in recog- <br />nition of the fact that Saffer is to be under contract with the City <br />related to the four phase study, data and other information requests ex- <br />pressed by Saffer shall be coordinated with those of the Engineers. Copies <br />of information obtained by both the Engineers and Saffer are to be made <br />available to the other. It is the intent of the City for Saffer to review <br />the working papers and the report of the Engineers so that Saffer will be <br />in a position to give independent comment to the City on the feasibility of <br />the potential electric distribution system purchase. Copies of the <br />Engineers work papers and draft report shall be made available to Saffer to <br />assist in the Saffer review. <br />PHASE II - NEGOTIATION RELATED TO PURCHASE <br />It is currently contemplated that upon review of the findings of the Phase <br />I report by the City, the City will proceed with negotiations with LCRA <br />related to the purchase, including negotiation of the effective date of <br />purchase, negotiation of purchase agreement including purchase price and <br />conditions related thereto, negotiation of potential agreement for LCRA to <br />operate the electric utility distribution system of the City for a period <br />of years, and negotiate other matters related to the potential purchase. <br />It is understood that Saffer will have primary responsibility for assisting <br />the City in the negotiation phase of the work. The Engineers are to pro- <br />vide technical data and assistance to Saffer and the City in negotiations <br />related to the purchase agreement and operating agreement. Services by the <br />Engineers will be as requested by the City at the time of need. <br />PHASE III - CITY APPROVAL OF PURCHASE <br />It is currently contemplated that upon completion of negotiation of the <br />terms of necessary agreements for the purchase and operation of the elec- <br />tric utility distribution system, both the Engineers and Saffer will be <br />requested by the City to assist in communicating with the public and other <br />interested parties information regarding the proposed acquisition. Such <br />assistance may be related but not limited to a potential bond election, <br />obtaining approvals of regulatory or other affected agencies, and making <br />information to possible potential investors. Services by the Engineers <br />will be as requested by the City at the time of need. <br />PHASE IV - FINANCING OF PURCHASE <br />It is currently contemplated that upon voter and/or other approval of the <br />purchase of the electric utility distribution system by the City, it will <br />be necessary to update the engineering feasibility report to recognize <br />negotiated and approved purchase conditions and price, anticipated bond <br />financing terms, and other elements essential, from the Engineers' stand- <br />point, to assist the City in obtaining financing of the purchase. The full <br />scope of services needed with regard to bond financing will need to be more <br />definitively established at a later date but may be expected to include, <br />but not necessarily be limited to updated financial and engineering feasi- <br />bility report and certification, statements as to condition of the system, <br />evaluation of proposed debt financing program, presentations before bond <br />rating agencies, review of ordinances and other documents related to the <br /> 3 <br />