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compensation under this section for failed referenda unless otherwise provided by agreement between the Client and the Advisor. Section 6. Due Dates: Section 7. 1. The Advisor's fees for a Debt Obligation shall be contingent upon closing of the Debt Obligation, except that if the Debt Obligation is awarded but cannot be closed by reason of an error or act of commission or omission by the Client, the Advisor shall be paid the amount which would have been due upon closing. If, however, the reason for non - closing is beyond the control of the Client and without fault of the Client, then the Advisor shall be compensated at one -half the amount which would have been due upon closing. 2. Amounts due the Advisor for expenses and services charged at hourly rates shall not be contingent. 3. All amounts due the Advisor shall be due upon the Client's receipt of billing. The fees set out herein shall be effective for 12 months from the effective date of the Agreement and shall extend to any Debt Obligation for which the Advisor has performed a service pursuant to the Agreement relative to the Debt Obligation within said 12 -month period. Thereafter, the Advisor's compensation shall be at the rates charged other similar clients as of the time a Debt Obligation is commenced. ABANDONMENT: If a Client Debt Obligation is abandoned for any reason and the Advisor is without fault for such abandonment, the Advisor shall be paid a fee in the amount that would have been due if the Advisor's services to the point of abandonment had been charged at the hourly rate set out in Section 4 herein. A Debt Obligation shall be deemed abandoned upon notice by the Client to the Advisor of abandonment or whenever the Client has taken no action with respect to the Debt Obligation within one year, whichever occurs first. Delay in the issuance of Debt Obligations resulting from failed authorization referenda shall not constitute abandonment unless otherwise provided by agreement between the Client and the Advisor. This Appendix is acknowledged to be a part of the Agreement, effective as of , 1991, between the Client and the Advisor. FOR CLIENT SPRINGSTED Incorporated Title Title Page 21 A -2