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Magellan ADVISORS Scope of Services Task 1. Community Anchor Institution Engagement Magellan will assist the City of Santa Ana in engaging with the Santa Ana Unified School District to gain an understanding of their current and future broadband needs and ability to partner with the City in deploying distance learning solutions. Magellan's team will meet with the School District to provide background about the City's broadband planning approach and obtain information about how the schools' needs and assets might play a role in furthering internet access and education goals in the community. This scope of work will allow for up to five (5) teleconference meetings. Task 2. RFP Preparation and Promotion Magellan's team will prepare a Request for Proposals (RFP) to evaluate options for the City to of Santa Ana to enter into public -private partnerships with wired and wireless internet service providers. The RFP will be designed to collect responses from multiple private parties interested in using the City of Santa Ana's fiber, conduit, poles, and other broadband assets to deliver services to both residents and businesses in the community, expanding access to broadband and working with the City to develop a business model in which free or low-cost services are available for virtual education and telehealth. We will develop a customized RFP and release it in coordination with the City to solicit responses from potential partners. Using our industry contacts, Magellan will manage industry outreach to ascertain interest and assist the City in promoting the RFP. Task 3. Bidder's Meeting and Response Evaluation After the release of the of the RFP, Magellan will support the City in conducting a bidder's meeting and answering questions from interested parties. At the close of the RFP process, we will work with the City to evaluate responses to the City's RFP for P3 broadband partners. Magellan's consultants will develop a matrix to assist the City in selecting which bidders offer the most beneficial agreement, including identification of bidders who offer the services and business models best aligned with the City's goals and objectives. Magellan will make recommendations on which partnership agreement(s) should be pursued by Santa Ana. Task 4. Partnership Agreement Negotiation Magellan will assist the City by overseeing contract negotiations with up to two selected proposer(s) to ensure that terms are in line with best practice and are beneficial to the City of Santa Ana. Magellan will also review the resultant contract with the lead proposer(s) to ensure that terms are consistent with discussions during negotiations. Magellan's team will not assess the terms of the agreement for legality; this review is solely to ensure that the City getting what is presented in RFP responses and discussed and agreed upon at the meetings with the proposer. Project Management, Meetings, and Presentations Magellan's project team will meet regularly with the City of Santa Ana's project team to discuss the status of the project, major milestones and deliverables, and ensure alignment on project goals. Our team will also be readily available for meetings with City leadership to support the adoption of our recommendations and we are happy to present the final report and any resultant partnership agreement findings to your leadership, City officials or other stakeholders the City believes should be included in the final presentations. Magellan will be available to the City of Santa Ana for up to two (2) onsite* meetings/presentations. *Due to the COVID-19 pandemic, Magellan's team will follow the Center for Disease Control's guidelines, which may prohibit onsite meetings of more than 10 individuals. Should this be the case, we will attend these meetings virtually. w .magellan-advisors.com 2019 Magellan Advisors 20A-10