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DECATUR URBAN AREA TRANSPORTATION STUDY <br /> CONSULTING SERVICES AGREEMENT <br /> This Agreement("Agreement")is made and entered into between Decatur Urban Area Transportation <br /> Study(DUATS),herein called the Study,and McKenna Associates,Inc.,herein called the Consultant, for <br /> and in consideration of the mutual covenants and promises and good and valuable consideration contained <br /> herein. <br /> SCOPE OF WORK <br /> The professional consulting services obtained by the Study under this Agreement concern the Project <br /> ("Project")as set forth in the attached as Exhibit"A",incorporated herein by reference and made a part of <br /> this Agreement hereof: <br /> SECTION I. GENERAL <br /> A. CONSULTANT. The Consultant shall provide professional planning services for the Study in all <br /> phases of the Project, serve as the Study's professional planning representative for the Project as set <br /> forth herein and shall give professional planning consultation and advice to the Study's <br /> Representative during the performance of services hereunder. All services provided hereunder shall <br /> be performed by the Consultant in accordance with generally accepted professional standards. <br /> B. NOTICE TO PROCEED. The Consultant shall only begin performance of each Phase of work <br /> required hereunder upon receipt of a written Notice to Proceed for that Phase,as shown in Exhibit B. <br /> C. TIME. The Consultant shall begin work on each successive phase within thirty(30)days after <br /> receipt of the Notice to Proceed for each phase and shall devote such personnel,technical equipment, <br /> computer time and materials to the Project so as to complete each phase within the time limits set <br /> forth in Exhibit A; Scope of Work. <br /> D. STUDY'S REPRESENTATIVE. The Study's representative to the Consultant shall be Lacie Elzy, <br /> Study Director or the designee as set forth in the Notice to Proceed for each phase of work. <br /> E. EXTRA WORK AND AMENDMENTS. The Consultant shall only perform the work authorized <br /> by this contract and defined in the Scope of Work(attached hereto,marked Exhibit A, incorporated <br /> by reference herein and made a part of this Agreement). Should the size or complexity of the project <br /> exceed the amount of work contemplated by this contract or defined in the Scope of Work,the <br /> Consultant shall obtain written authorization in the form of a Amendment from the Study's <br /> Representative,to perform extra work before such work is actually performed. An Amendment form <br /> is included in this Agreement as Exhibit D.The cost to perform any work prior to written <br /> authorization shall be paid exclusively by the Consultant and shall not be reimbursed by the Study. <br /> The Consultant expressly acknowledges,recognizes and agrees that the only authority to approve <br /> Amendments to this Agreement or the Scope or Services or the cost(s)therein is with the Study <br /> Council of the Study. <br /> F. KEY PERSONNEL. The Consultant acknowledges that the Study believes the below listed <br /> personnel to be so key to the completion of the project,that the Study has the right to immediately <br /> pause or terminate the contract if those key personnel leave the firm or are reassigned by the <br /> Consultant without Study approval of any replacement personnel. <br /> Donovan Smith and Lori Morgan <br /> 1 <br />