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party in the event of substantial failure by the other to fulfill its obligations under <br /> this contract , provided that no termination may be effected unless the other party <br /> is given ( 1 ) not less than ten ( 10 ) calendar days written notice ( delivered by hand <br /> or by certified mail , return receipt requested) of intent to terminate and ( 2 ) an <br /> opportunity for consultation with the terminating party during said 10 day period <br /> prior to termination . <br /> ( b ) This contract may be terminated in whole or in part in writing by the Local <br /> Government for its convenience , provided that the other party is afforded the <br /> same notice and consultation opportunity specified in I I ( a) above . <br /> ( c ) If termination for default is effected by the Local Government, an equitable <br /> adjustment in the price for this contract shall be made , but ( 1 ) no amount shall be <br /> allowed for anticipated profit on unperformed services or other work, and (2 ) any <br /> payment due to the Administrator at the time of termination may be adjusted to <br /> cover any additional costs to the Local Government because of the <br /> Administrator' s default . <br /> If termination for convenience is effected by the Local Government , the <br /> equitable adjustment shall provide for payment to the Administrator for services <br /> rendered and expenses incurred prior to receipt of the notice of intent to <br /> terminate , in addition to termination settlement costs reasonably incurred by the <br /> 7 <br />