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July 23, 2008 <br />Page 2 <br />the month in which the expenses were charged. Payment of the amount reflected on each <br />statement is due upon your receipt thereof. <br />You have requested that the scope of our engagement for federal government relations <br />representation include Winstead's planning, strategy development, and legislative representation <br />and advocacy before the federal level elected and administrative departments. Winstead's federal <br />work for San Marcos will include advocacy in support of the City's interest in federal <br />appropriations for airport projects, including T-hanger construction, a new terminal building, and <br />a fixed-base operator facility, and other targeted policy and program priorities as may be <br />determined by San Marcos. Bill LaForge, Winstead's DC office managing shareholder and chair <br />of the government relations practice group, will be your primary contact in Washington, D.C. <br />You have requested that the scope of our engagement for state government relations <br />representation include Winstead's planning, strategy development, and legislative representation <br />and advocacy before the Texas legislature, administrative offices and applicable regulatory <br />bodies. The scope of our engagement includes expressly enumerated policy program and <br />priorities as determined by San Marcos. Other targeted priorities as may be determined by San <br />Marcos and agreed upon by Winstead may be added as issues evolve during the legislative <br />process. Extraordinary or special issues not originally contemplated as general municipal issues <br />for cities in Texas shall be considered separate from this contract. However, should you desire to <br />enlarge the scope of the engagement in the future, we are willing to discuss with you the terms <br />that would be applicable thereto. Janis Carter will be your primary contact in Austin, Texas. <br />We understand that at this point in time, Winstead's representation of San Marcos with <br />respect to these issues is exclusive, and we will not provide services to any third party on these <br />issues without San Marcos' prior consent. Finally, we understand that as an on-going condition <br />of this agreement, Winstead shall maintain proper registration as a lobbying firm under the laws <br />of the United States government and the State of Texas, and shall comply with all applicable <br />laws and regulations, including, without limitation, those relating to political contributions and <br />gift rules. <br />Again, let me thank you for allowing Winstead to be of service to you in connection with <br />this engagement. If the provisions hereof meet with your approval, please so indicate by signing <br />and returning the original of this letter to me. A counterpart of this letter is enclosed for your <br />files. <br />