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EXHIBIT E MUNICIPAL UTILITY DISTRICT AGREEMENT Between THE CITY OF CLEVELAND And THIS MUNICIPAL UTILITY DISTRICT AGREEMENT ("Agreement"), entered into pursuant to Section 715.84 of the Ohio Revised Code (''R.C.'� and Article XVIII, Sections 3, 4 and 6 of the Ohio Constitution as of the day of , 2018 ("Effective Date"), by and between the City of Cleveland, Ohio (" Cleveland's, pursuant to the authority of Ordinance No. 1683-06, passed by Cleveland City Council on October 30, 2006, and the ("Municipality', pursuant to the authority of Ordinance No. , passed by the Council on , 2018; Cleveland and (collectively the "Parties' are municipal corporations in, and political subdivisions of, the State of Ohio (the "State', and duly organized and validly existing under the laws of the State. RECITALS: 1. Cleveland provides a long-term, reliable supply of high quality water service to political subdivisions in the region including that facilitates new and expanded commercial and industrial growth and strengthens the tax base for the benefit of residents. 2. The provision of Cleveland water facilitates economic development, creates and preserves jobs, improves property values, and advances the economic welfare of the inhabitants and businesses located within Cuyahoga County. 3. The provision of Cleveland water outside its borders may have negative economic impacts for Cleveland through the loss of economic development that may otherwise have occurred within Cleveland. 4. The Parties desire to work toward a regional economy focused on growth, innovation, and cooperative efforts, rather than competition amongst municipal neighbors within Cuyahoga County. 5. As part of this regional approach, Cleveland is willing to extend the terms of existing water service agreements with the Parties and assume ownership of the water distribution systems owned by the Parties, thus relieving them of the financially burdensome responsibilities to perform capital repairs and replacements of the distribution systems. 6. To facilitate the transfer of ownership of such distribution systems, as well as cleaning, relining, maintenance, repair, and replacement responsibilities, the Parties have entered into a Restatement of the Water Service Agreement, dated as of , 2018. 7. The Parties intend to enter into this Agreement to create and provide for the operation of a municipal utility district in accordance with R.C. §715.84 for the purpose of facilitating new or expanded growth for commercial or economic development for the benefit of their residents and of the State.