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part for more than three (3) months for reasons beyond the Client's control, it shall <br /> be deemed substantial failure by the Engineer and the Client may elect to terminate <br /> said agreement with seven (7) days written notice. If such delay or suspension <br /> extends for more than six (6) months (cumulatively) for reasons beyond the Engineer's <br /> control, the various rates of compensation provided for elsewhere in this Agreement <br /> shall be subject to renegotiation. <br /> (d) The Engineer's receipt of a. fully executed copy of. this Agreement shall <br /> constitute written notice for it to proceed with performance of the Services <br /> designated under Phase I in Exhibit A. Written notice to proceed will be issued for <br /> those tasks under Phase II after July 1, 1989, contingent upon funding. <br /> (5) Compensation, <br /> (a) For Services described in Exhibit A, the Engineer's compensation shall be <br /> computed on the basis set forth in Exhibit B, which is attached hereto and <br /> incorporated herein by reference. <br /> (b) If so provided in Exhibit B, direct expenses 'incurred by the Engineer in <br /> providing the Services described in Exhibit A shall be reimbursed to the Engineer. • <br /> Subject to the foregoing, reimbursable direct expenses shall mean the actual expenses <br /> - •) incurred directly by the Engineer in connection with performance of the Services, <br /> including, but not limited to, reasonable expenses for transportation and subsistence • <br /> incident thereto; toll'-telephone --calls ..and telegrams; computer services;' and- <br /> reproduction of reports-and..other...documents._ _-..._ __. . - .. ._- <br /> (c) If the Engineer's:.compensation:hereunder: is- on an hourly,.Mather -than:.a <br /> lump•sum fee basis, the..parties have estimated. costs and expenses; for,'the various:. - <br /> portions of the scope of work described in Exhibit A, and'such approximate costs and - <br /> expenses are set forth in Exhibit B. Services undertaken by the Engineer or expenses <br /> incurred by the Engineer exceeding the estimates set forth in Exhibit B shall be the <br /> liability of the Client. _ ., <br /> (d) In addition to amounts payable-by-the_Client to the.Engineer:hereunder;..the-..:_:=--:r <br /> Client shall be invoiced for and shall pay to the Engineer in accordance with these <br /> .provisions all taxes, if any, whether state, local, or federal levied with respect to <br /> such amounts. <br /> (6) Compensation for Additional Services. If upon the request of the Client, <br /> the Engineer agrees to perform-.Additional Services.hereunder, the. Client shall pay- the ._ <br /> Engineer for the performance of such Additional Services an amount (in addition to all <br /> other amounts payable under this Agreement) equivalent to (i) the current hourly rates <br /> CD-111 (01/88) 4 <br /> • <br /> • <br />