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Docusign Envelope ID:494EA4AD-341A-4F79-A86F-A35BAC4AE353 <br /> Firm delivers it, and; <br /> (2) Any payment made by the Owner to the Firm that includes fees payable to a subconsultant, <br /> subcontractor or agent of Professional Firm under this Agreement shall constitute an acceptance <br /> by the Owner of Firm's use of any such subconsultant, subcontractor or agent of the Firm under <br /> this Agreement. <br /> Force Majeure. Professional Firm shall have no liability for any delay caused by an event of force <br /> majeure,the Owner or any of its consultant's or contractors, or circumstances outside of its reasonable control. <br /> Termination for Convenience. The Owner's City Manager or the City Manager's designee may terminate <br /> the Agreement at any time upon thirty(30)calendar days' notice in writing to the Firm. Upon receipt of such notice, <br /> the Firm shall,unless the notice directs otherwise,discontinue all services in connection with the performance of the <br /> Agreement. As soon as practicable after the receipt of notice of termination, Professional Firm shall submit a <br /> statement to the appropriate department(s) showing in detail the services performed or items delivered under the <br /> Agreement to date oftermination. The Owner agrees to compensate the Firm for that portion of the prescribed charges <br /> for which the services were actually performed or items delivered under the Agreement and not previously paid. <br /> Notices. All notices referenced in this Agreement shall be provided in writing. Notices shall be deemed <br /> effective when delivered by hand delivery or on the third business day after the notice is deposited in the U.S. Mail. <br /> Notices shall be sent to the following addresses: <br /> If to Owner: The City of San Marcos <br /> 630 East Hopkins Street <br /> San Marcos, Texas 78666 <br /> Attn: City Purchasing Manager's Office <br /> cosmpurchasing�rc sanmarcostx.gov <br /> With Copies to: The City of San Marcos <br /> 630 East Hopkins Street <br /> San Marcos, Texas 78666 <br /> Attn: City Attorney's Office <br /> Le al_al foksanmarcostx. og_v <br /> If to Professional Firm ALPHA Facilities Solutions <br /> 4085 Cibolo Canyons Street, Suite 200 <br /> San Antonio,Texas 78261 <br /> Attn: Keith Jones, Chief Practice Officer <br /> Keith joneskalphafacilities.com <br /> The parties may designate alternative persons or addresses for receipt of notices by written notice. <br /> Changes in Service. If a Party requires a change or amendment to this Agreement or its Exhibits, the <br /> Parties agree to use the Authorization of Change in Services Form in Exhibit 3 to do so. The Authorization of <br /> Change in Services Form must be agreed to and signed by both Parties before any change to this Agreement is <br /> effective. <br /> ARTICLE 8 <br /> REIMBURSABLE EXPENSES <br /> Reimbursable Expenses are in addition to Compensation for the Firm's Services and include actual and <br /> reasonable expenses incurred by the Firm,that are (i) outside the services listed in Exhibit l; and (ii) solely and <br /> Rev 12.12.2024 Page 6 of 14 <br />