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<br />I <br /> <br />I <br /> <br />I <br /> <br />board of adjustment or variance. Members of the Firm must discharge those duties without regard to their employment or <br />association with the Firm, and more importantly, it would be a prohibited conflict of interest for them to give any special <br />consideration, benefit, or access to you or any other client of the Firm by virtue of your engagement of Winstead in any capacity, <br />including the actual lobbying of any such governmental body or agency Accordingly, you acknowledge and confirm that thIs <br />engagement of Winstead is not in consideration for or in contemplation of any expected benefit to be derived from the activities <br />of such persons in elected or appointed positions. <br /> <br />You also understand that in the course of such public service thes(~ persons may be called upon to take positions, cast votes, adopt <br />rules and regulations or otherwise act in a manner adverse to your actual or perceived business interests and you acknowledge <br />that such events are not conflicts of interest or ethIcal violations of Winstead's duties to you as a client. You further acknowledge <br />that in the course of the Firm's engagement by other clients expressly for lobbying any governmental body at the federal, state, <br />county, or municipal level we could be advocating positions or attempting to achieve outcomes or results for such clients that <br />could adversely affect you or your industry (often without our knowledge) and your engagement of Winstead for the services <br />contemplated herein does not, in and of itself, create a conflict of Interest or ethical violation by virtue of our lobbying activities. <br />We further do not undertake or assume any duty to advise you as to what clients or positions we have undertaken to represent in <br />any lobbying role or engagement or any duty to explore with you those issues of interest to you or your industry, that if taken or <br />advocated by us on behalf of our lobby clients, would be detrimental to you or your industry <br /> <br />Hillin!! Arran!!ements and Terms of Payment <br /> <br />We will bill you on a regular basis, normally each month, for both fees and disbursements. You agree to make payment within <br />30 days from the date of invoice unless other billing arrangements have been agreed to in writing. Moreover you agree that your <br />obligation to pay our fees is not dependent on the outcome of our representation. <br /> <br />We will gIve you prompt notice if your account becomes delinquent, and you agree to bring the account or the retainer deposIt <br />current. If the delinquency continues and you do not arrange satisfactory payment terms, we may terminate the representation. <br />We reserve the right to pursue collection of any unpaid balance of your account. You agree to pay the costs of collecting the <br />debt, includmg court costs, filmg fees and a reasonable attorney's fee. <br /> <br />Endin!! Your Relationship with Us <br /> <br />You may terminate our representation at any time, with or without cause, by notifying us. If we terminate the engagement, we <br />will take such steps as are reasonably practicable to protect your interests with respect to the scope of our representation. <br /> <br />Unless previously terminated, our representation of you with respect to the agreed upon scope of representation will terminate <br />upon sending you our final statement for services rendered. Following such termination, any otherwise nonpublic information <br />you have supplied to us, which is retained by us, will be kept confidential in accordance with applicable rules of professional <br />conduct. Your papers and property will be returned to you upon receipt of payment for outstanding fees and costs unless a court <br />orders otherwise. We will retain our own files, including work product, pertaining to the representation. For various reasons, <br />including the minimization of unnecessary storage expenses, we reserve the right to destroy or otherwise dispose of any <br />documents or other materials retained by us five years after the termination of the engagement. <br /> <br />Austin 1 261502v 1 <br />