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below. Our Fees are not contingent on the substance of our findings, analyses, work product, and/or outcome of the Services. Our hourly rates are as follows: Ankura Position 2022 Standard Hourly City of Santa Ana Bill Rate Rates Range Senior Managing Director $525 - $610 $475 Managing Director $425 - $475 $400 Senior Director $375 - $410 $350 Director $325 - $360 $305 Senior Associate $300 $270 Associate $260 $240 Our hourly rates are based on the experience and skills of the personnel involved and may be adjusted periodically, typically on January 1. Ankua does not predict or warrant the outcome of any particular matter or issue, and our Fees are not dependent on such outcomes. From time to time, we may give you an estimate of Fees and Expenses relating to the Services. Please be advised that such estimates are subject to many unknown or uncontrollable variables. As such, they are only intended as approximate projections at the time they are provided and will be subject to engagement facts and circumstances. Our Fees are not contingent on the substance of our findings, analyses, work product, and/or outcome of the Services. Ankura does not predict or warrant the outcome of any particular matter or issue, and our Fees are not dependent on such outcomes. Our Fees are based on the experience and skills of the personnel involved and are adjusted periodically, typically on January 1st. The total sum to be expended by the City for Fees and Expenses for Services under this Engagement Letter shall not exceed $50,000.00. Ankura has the obligation of informing the City if and when this not - to -exceed amount is being approached, and the City reserves the right to increase it. Fees and Expenses in excess of this amount shall be subject to approval by the Santa Ana City Council. 3. Exoenee Reimbursement: Ankura shall be entitled to reimbursement of actual, reasonable out-of-pocket and direct expenses incurred in connection with the Services to be provided under this Engagement Letter, including travel and lodging, outside research, copying, telephone, postage and courier costs (collectively, "Expenses"). 4. Invoices and Payment: The payment of the Fees and Expenses hereunder are the exclusive obligations of the Client. Payment of the Fees and Expenses shall be made within 45 days of the Client's receipt of an invoice. Unless any objections to an invoice are received within 45 days, such invoice shall be deemed accepted by Client. In the event that you do not timely pay our invoice in accordance with its terms, we have the discretion to terminate or suspend the engagement and the performance of Services. Under these circumstances, you will also be responsible for any costs, including legal fees, associated with the collection of outstanding and overdue Fees and Expenses. You agree that you will pay the full amount of any invoices regardless of any deduction that you are required by law to make, and you will be responsible for any taxes, if required, that are due in relation to our goods and Services. Client is responsible for paying any local, or ankura.com