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ARCADIS <br /> Mr . Chris Kafer , P . E . <br /> November 21 , 2005 <br /> Page 6 <br /> travel and document copy charges will be billed to the client monthly at cost plus 10 percent . <br /> Reproduction / Reimbursable expense estimated at $ 200 . 00 not including permit review fees . <br /> ASSIGNMENT <br /> This contract is not assignable to or assumable by any third party without the prior written <br /> consent of ARCADIS . <br /> ACCEPTANCE <br /> This proposal must be accepted within thirty ( 30 ) days of its date . If not accepted within that <br /> time period , ARCADIS reserves the right to re -evaluate the terms and conditions contained <br /> herein . The Total Contract Price for any work not commenced within a six ( 6 ) month period <br /> from the date of this proposal will be adjusted upward at the rate of 1 . 5 percent per month after <br /> the six ( 6 ) month period until the work is commenced . <br /> TIME OF PERFORMANCE <br /> ARCADIS . will proceed expeditiously in prosecuting the contract work described herein . <br /> However , in no event will ARCADIS be liable for any delay damages . <br /> TERMINATION <br /> Either party , with or without cause , shall have the right to terminate this contract upon giving the <br /> other party seven ( 7 ) days written notice . If the client cancels this contract , then client shall pay <br /> ARCADIS all unpaid invoices in addition to a final invoice for work completed from the date of <br /> the last invoice to the date that ARCADIS receives written notice of termination , plus any <br /> unreimbursed expenses . In the event that client claims that ARCADIS failed to perform under <br /> the terms of the contract , then client agrees that ARCADIS ' s liability shall not , in any event , <br /> exceed the amount of the Total Contract Price stated herein . <br /> DISPUTES : ARBITRATION <br /> Claims or disputes arising out of or relating to this Agreement , or breach thereof, shall be <br /> subject to and decided by arbitration in accordance with the Construction Industry Arbitration <br /> Rules of the American Arbitration Association currently in effect , unless the parties agree <br /> otherwise . Venue for any arbitration proceeding will be in Indian River County , Florida . <br /> MERGER <br /> This Agreement represents the entire and integrated agreement of the parties and supercedes <br /> all prior negotiations , representations or agreements , either written or oral . <br /> G : Admin\Marketing\Proposals\WPB\2005\05-0799 20th Avenue SW ( IRC ) 10 -7- 05 . doc <br />