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3r receive only reasonable and equitable compensation for the 'satisfactory v,ork completed and only in. ratio to the monetary consideration covenanted and agreed upon in this agreement may, at his convenience, terminate this agreement by on-e giving to the other, or each giving to the other, t- iritten notice of such termination and specifying the effective date at least 30 days prior to the effective date of such termination so specified. Upon termination of this agreement, whether for cause or at the convenience of one or both principals, the contractor shall _be reimbursed for that portion of out -of- pocket expenses (not otherwise reimbursed. prior thereto) incurred by the contractor during the contract period which are directly attributable to the incompleted portion of the services :covered by this agreement. The contractor shall be paid an amount which bears the same ratio to the total compensation as-the services actuall1i performed bear to the total services of the contractor. 12. Cost Provisions The Office of Management and Budget Circulars A -87, "Principles for Determining Costs Applicable to Grant and Contracts with State and vocal Governments ", and A -21, "Principles for Determining Costs Applicable to Research and Development under - Grants and Contracts with Educational Institutions," are hereby incorporated - as a part of this agreement and shall govern al1olwabi1ity of costs where appropriate. 13. The contractor agrees to bill the owner at the individual time of completion of work performed under Sections I and 2. 14. Contractor agrees to save and hold harmless the olomier from any and all claims and liabilities due to contracotrs negligent acts or acts of subcontractors, agents or employees. 15. This agreement shall take effect ten days after owner`s receipt of final approval by the Governor's Office of Traffic Safety of a grant re- quested by the owner pursuant to carrying out this contract, and upon written notification by owner to contractor of receipt of receipt of said approval. IN WITNESS I-iHEREOE, the parties to these presents have executed this Agreement in the year and day first above written. City of Paris Paris Junior College O'1WNER C/ _i .RAC T OR j - BY: 6 ames IM. Brunette, Mayor - ATTEST: ATTEST: I-I. C. Greene, City Clerk r