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Item A.2.a. will be invoiced on an hourly rate basis, as defined below, and /or as reimbursable /Subconsultant Items. The amounts are estimated only, and the final amount shall not exceed the contract amount, without prior written approval from the OWNER, in accordance with Section VI, paragraph 12 of this Agreement and/or a subsequent approved amendment to the Agreement. If a Subconsultant is utilized, the ENGINEER shall receive as payment the actual cost incurred by the ENGINEER, along with an administrative fee in an amount not to exceed 20% of the amount of the invoice. Toll telephone calls, printing and mailing fees will not be reimbursable expenses and the costs thereof are included in the itemized costs as shown herein in Appendix "D ", Section 2. The ENGINEER shall not be paid for any services performed by the OWNER or not required to develop this project. 3. For those services performed by the ENGINEER which are included in the itemized costs, as shown herein in Appendix "D ", Section 2 as an "Hourly Rate ", the ENGINEER will be paid on the basis of an Hourly Rate in accordance with the Rate Schedule attached as Exhibit 2. The basis for payment includes mean salaries and wages (basic and incentive) paid to all ENGINEER's personnel engaged directly on the project, including, but not limited to, engineers, architects, surveyors, planners, designers, draftsmen, specification writers, estimators, other technical and business personnel, and include the cost of customary and statutory benefits including, but not limited to, social security contributions, unemployment, excise and payroll taxes, worker's compensation, health and retirement benefits, sick leave, vacation and holiday pay, other group benefits, overhead expenses and profit. 4. The ENGINEER shall receive as payment from the OWNER for the Additional Services rendered under Appendix "E" of this Agreement as follows: a. For Additional Services of ENGINEER's principals and employees engaged on the project, except services to appear as a consultant or witness, on the basis of the employee classification hourly rate and all Reimbursable Expenses incurred in connection with all Additional Services in accordance with the ENGINEER's fee structure attached as Exhibit 2 to this Agreement and made an integral part hereof. b. For services and Reimbursable expenses of independent professional associates and consultants employed by ENGINEER Fellows Street Right of Way Acquisition Services APPENDIX "D" March 2013 Page 2 of 4