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and weather or otherwise. No charge will be made by the Contractor for any hindrance or delay <br />from any cause whatever during the progress of any portion of its work contemplated by the <br />specifications, but the City may grant an extension of time for the completion of the work, provided <br />it has satisfied that such delays or hindrances were due to extraordinary causes or to the acts of <br />omission or commission by the City. It is agreed that the granting of such extensions of time will <br />in no instance exceed the time actually lost by Contractor for reason of such causes, provided that <br />the Contractor will give the City immediate notice in writing of the cause of the detention or delay. <br />Any such extension of time will be provided utilizing the City's Authorization of Change in <br />Services form included as Exhibit E. <br />ARTICLE 11 <br />SUCCESSORS AND ASSIGNS <br />11.1 The City and the Contractor, respectively, bind themselves, their partners, successors, <br />assigns and legal representatives to the other party to this Agreement and to the partners, <br />successors, assigns and legal representatives of such other party with respect to all covenants of <br />this Agreement. The City and the Contractor will not assign, sublet or transfer any interest in this <br />Agreement without the prior written consent of the other. <br />11.2 The Contractor will notify the City, in writing, of any change in its partnership/ownership <br />within 30 calendar days of such change. <br />ARTICLE 12 <br />EXTENT OF AGREEMENT <br />12.1 This Agreement, including appendices and referenced attachments represents the entire <br />and integrated Agreement between the City and the Contractor and supersedes all prior proposals, <br />negotiations, representations or agreements either written or oral between the parties. In the event <br />of a dispute between the City and Contractor regarding the intent of this Agreement, both parties <br />agree that they will construe this Agreement in a manner consistent with the City's Request for <br />Proposals, the Contractor's proposal response and the public record of the City Council's approval <br />of this agreement as applicable. The Contractor's expenses for travel, office, production and other <br />expenses associated directly or indirectly with this Agreement are included as part of the total fee. <br />This Agreement may be amended only by written instrument, which must be signed by both the <br />City and the Contractor. The San Marcos City Council must approve any such authorization of <br />change in services or amendment if the compensation for which exceeds $50,000.00. <br />12.2 Any exhibits and/or attachments attached to this Agreement are incorporated by reference <br />into this Agreement as though included verbatim herein. This Agreement includes the following <br />attachments/exhibits: <br />Exhibit A—Software License Agreement <br />Exhibit B—Multi-License Software Escrow Agreement <br />Exhibit C—Standardization and Analysis Verification Testing Plan <br />Exhibit D—Server Configuration for SWTP & WWTP <br />Exhibit E—Authorization of Change in Service Form <br />Contractor Proposal (incorporated by reference herein for all intents and <br />17 <br />