2019-22 Earth Systems - On-Call Materials Testingfor Additional Services shall constitute a waiver of any and all right to
adjustment of the Contract Sum or time to perform this Agreement, whether
by way of compensation, restitution, quantum meruit, or the like, for
Additional Services provided without the appropriate authorization from the
Contract Officer, or assigned designee. Compensation for properly
authorized Additional Services shall be made in accordance with Section 2.3
of this Agreement.
1.8 Special Requirements. Additional terms and conditions of this
Agreement, if any, which are made a part hereof are set forth in "Exhibit D"
(the "Special Requirements"), which is incorporated herein by this reference
and expressly made a part hereof. In the event of a conflict between the
provisions of the Special Requirements and any other provisions of this
Agreement, the provisions of the Special Requirements shall govern.
2. COMPENSATION.
2.1 Contract Sum. For the Services rendered pursuant to this
Agreement, Contracting Party shall be compensated in accordance with
"Exhibit B" (the "Schedule of Compensation") in an amount not to exceed
One Hundred Fifty Thousand Dollars {$150,000.00) per year for the life of
the Agreement, encompassing the initial and any extended terms (the
"Contract Sum"), except as provided in Section 1. 7. Contractor
expressly acknowledges and agrees that the Contract Sum in this
Agreement is the annual aggregate total amount covering this
Agreement, that certain Agreement for Contract Services by and
between the City and Converse Consultants, of or about even date as
this Agreement, such that the Contract Sum as defined herein is the
maximum amount available for services provided under both
agreements. The method of compensation set forth in the Schedule of
Compensation may incl_ude a lump sum payment upon completion, payment
in accordance with the percentage of completion of the Services, payment
for time and materials based upon Contracting Party's rate schedule, but
not exceeding the Contract Sum, or such other reasonable methods as
may be specified in the Schedule of Compensation. The Contract
Sum shall include the attendance of Contracting Party at all project
meetings reasonably deemed necessary by City; Contracting Party shall
not be entitled to any additional compensation for attending said
meetings. Compensation may include reimbursement for actual and
necessary expenditures for reproduction costs, transportation expense,
telephone expense, and similar costs and expenses when and if specified
in the Schedule of Compensation. Regardless of the method of
compensation set forth in the Schedule of Compensation, Contracting Party's
overall compensation shall not exceed the Contract Sum, except as provided
in Section 1. 7 of this Agreement.
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