Executed PSA Robin Read for DDAC Meeting Facilitation

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Agreement, including, but not limited to: (a) changes in, revisions to, substitutions for, additions to or deletions of any Work; (b) changes in schedule; and (c) acceleration, deceleration or suspension of performa-nce of any Work. 12.3 Professional Services Agreement PageT lf any change in the Work causes an increase or decrease on Contractor's cost of, or the time required for, performance of the work, an equitable adjustment in the compensation to Contractor and in the schedule for theperformance of the work shall be made to reflect such an increase or decrease. 12.4 Notwithstanding any dispute or delay in arriving at a mutually acceptable equ.itable-adjustment, Contractor shall proceed in accordance wiitr att Change Notices. Contractor mu9t, within thirty (30) days after receipt of any Chanle Notice that does not setforth any acceptable adjustment, submit to the Coun'ty a written statement setting forth any adjustment claimed. 12.5 lf any change results in a decrease in the Work performed, Contractor shallbe entitled to compensation associated with clranging the Work, such as revising design already completed, revising calculat]onl already performed, and revising documents. 13. Termination for Default: lf the Contractor defaults by failing to perform any of the obligations of the Agreement,including violating any law, regulation, rule or ordinance applicable to this AgreLment, oibecomes insolvent or is declared bankrupt or commits any act of bankruptcy 6r insolvencyor makes an assignment for the benefit of creditors, the Cbunty may, by depositing writtennotice to the Contractor in the U.S. mail, postage prepaid, terminate'the'Agreement, and atthe County's option, obtain performance of the work elsewhere. lf th; Agreement isterminated for default, the Contractor shall not be entitled to receive any furth6r payments under the Agreement until all work called for has been fully performed. Any extra tost ordamage to the County resulting from such default(s) shall be deducted from any money dueor coming due to the Contractor. The Contractor shall bear any extra expensei incurred bythe County in completing the work, and all damage sustained, or whiclr may be sustained by the County by reason of such default. lf a notice of termination for default has been issued and it is later determined for any reasonthat the Contractor was not in default, the rights and obligations of the parties shall be thesame as if the notice of termination had been issued pursuant to the Termination for public Convenience paragraph hereof.