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SECTION XI = NOTICES Any notices , reports or other written communications from the ENGINEER to the COUNTY shall be considered delivered when posted by certified mail or delivered in person to the Director of the Public works Department or County Engineer . Any notices , reports or other communications from the COUNTY to the ENGINEER shall be considered delivered when posed by certified mail to the ENGINEER at the last address left on file with the COUNTY or delivered in person to said ENGINEER or his authorized representative . In person deliveries shall be evident by signed receipts . SECTION XII = TERMINATION The obligation to provide further services under this Agreement may be terminated by either party upon seven ( 7 ) days written notice in the event of substantial failure by the other party to perform in accordance with the terms hereof through no fault of the terminating party . The COUNTY may , for public convenience , terminate this contract at any time provided 90 days written notice is given to the ENGINEER . In the event of any terminations , the ENGINEER will be paid for all services rendered to the date of termination , all expenses subject to reimbursement hereunder, and other reasonable incurred by the ENGINEER as a result of such termination . SECTION XIII = AUDIT RIGHTS The COUNTY reserves the right to audit the records of the ENGINEER related to this AGREEMENT at any time during the prosecution of the work included herein and for a period of one year after final payment is made . SECTION XIV = SUBLETTING The ENGINEER shall not sublet , assign , or transfer any work under this Agreement without the written consent of the COUNTY . When applicable and upon receipt of such consent in writing , the ENGINEER shall cause the names of the engineering and surveying firms responsible for the major portions of each separate specialty of the work to be inserted on the reports or other data . SECTION XV = WARRANTY The ENGINEER warrants that he has not employed or retained any company or person other than bona fide employee working solely for the ENGINEER or subconsultant to solicit or secure this contract and that he has not paid or agreed to pay any company or person other than a bona fide employee working solely for the ENGINEER any fee , commission , percentage 9 F :\Engineering\Capital Projects\0107-B & 9920-B Bridge Design\9920-B-Box Culvert in Canal at 16th St & 74th Ave\9920B Professional Agreement for Bridge Design-8-5-05. doc