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<br /> bg~ <br /> ARTICLE-9 <br /> SUCCESSORS AND ASSIGNS <br /> 9.1 The CITY and the ENGINEER, respectively, bind themselves, their partners, <br /> successors, assigns and legal representatives to the other party to this Agreement and to <br /> the partners, successors, assigns and legal representatives of such other party with <br /> respect to all covenants of this Agreement. Neither the CITY nor the ENGINEER will <br /> assign, sublet or transfer any interest in this Agreement without the written cònsent of the <br /> other. <br /> ARTICLE 10 <br /> EXTENT OF AGREEMENT <br /> 10.1 This Agreement represents the entire and integrated agreement between the CITY <br /> and the ENGINEER and supersedes all prior negotiations, representations or agreements <br /> either written or oral. Except as to additional services, the compensation for which does <br /> not exceed $15,000, this Agreement may be amended only by written instrument approved <br /> by the CITY's governing body and signed by both the CITY and ENGINEER. <br /> ARTICLE 11 . <br /> OTHER DUTIES AS SET FORTH IN THE CONSTRUCTION DOCUMENTS <br /> 11.1 ENGINEER will have such other duties and responsibilities and limitations of <br /> authority as agreed to by ENGINEER in writing and as are set forth in the construction <br /> contract documents for the Project. However, in the event of conflict, dispute, or <br /> discrepancy between the provisions of this Agreement and the construction contract <br /> documents, the more restrictive and/or burdensome provisions will govern and control. <br /> ARTICLE 12 <br /> BASIS OF COMPENSATION <br /> The CITY will compensate the ENGINEER in accordance with Article 5 and the other terms <br /> and conditions of this Agreement as follows: <br /> 12.1 BASIC COMPENSATION <br /> 12.1.1 The total of all amounts paid to ENGINEER for Basic Services under Section 4.1 <br /> will be an amount equal to salary costs times 2.3, plus subconsultant costs times 1.00, plus <br /> reimbursable expenses. Total compensation for ENGINEER's Basic Services will not <br /> exceed $365,400 without a written amendment to this Agreement approved by the CITY's <br /> 18 <br />