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<br />I <br /> <br />ARTICLE 10 <br />SUCCESSORS AND ASSIGNS <br /> <br />10.1 The City and the Engineer, 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 Engineer will not assign, sublet or transfer any interest in this <br />Agreement without the prior written consent of the other. <br /> <br />ARTICLE 11 <br />EXTENT OF AGREEMENT <br /> <br />11.1 This Agreement, including appendices and referenced attachments represents the entire <br />and integrated Agreement between the City and the Engineer and supersedes all prior proposals, <br />negotiations, representations or agreements either written or oral between the parties. The <br />Engineer's expenses for travel, office, production and other expenses associated directly or <br />indirectly with this Agreement are not included as part of the total fee. Except as to a change in <br />the scope of services, the compensation for which does not exceed $25,000, this Agreement may <br />be amended only by separate written instrument approved by the City's governing body and <br />signed by both the City and Engineer. <br /> <br />I <br /> <br />11.2 Any exhibits and/or attachments attached to this Agreement are incorporated by reference <br />into this Agreement as though included verbatim herein. <br /> <br />11.3 In the event of any conflict between the Agreement and the provisions of any exhibit or <br />attachment to this Agreement, this Agreement will govern and control. <br /> <br />ARTICLE 12 <br />NOTICES <br /> <br />12.1 Notices required under this Agreement will be provided by the parties to one another by <br />certified mail, return receipt requested, or by confirmed facsimile transmission, to the following <br />addresses: <br /> <br />To the City: <br />City Manager <br />City of San Marcos <br />630 E. Hopkins <br />San Marcos, Texas 78666 <br />Fax: 512-396-4656 <br /> <br />To the Engineer: <br />Stephen A. Ramsey, P .E. <br />Baker-Aicklen & Associates, Inc. <br />100 North Edward Gary Street, Suite 101 <br />San Marcos, Texas 78666 <br />Fax: 512-392-6900 <br /> <br />I <br /> <br />Village Master Plan. doc <br /> <br />9 <br />