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Randal R. Morrison to Damien Brower, Esq. and Michael Church re: revised proposal / Redwood City sign regulation matters March 20, 2003 page 4 Professional Fee and payment For the entire package of detailed under "scope of work" above, my professional fee will be $5,000. Alternatively, an hourly fee of $185 per hour would also be acceptable; I estimate that if billbed on an hourly basis, the package of numbered items would total somewhere between $4,000 and $7,500. Payment is due within thirty calendar days of delivery of the completed project materials. Extras If, during the course of the project, the City should wish to add mom items to the project, those can be done at the rate of $185/hr., or by a mutually agreeable adjustment to the project fee. Cancellation If the City decides to cancel the project at any time prior to completion, the fee will then be at the greater of $185 per hour or as a completed portion of the whole project, prorated to the project fee. Disclaimers The scope of this agreement is consultation on sign regulation matters, as requested by the City. Since sign regulation invokes the free speech principles of the First Amendment, and corresponding provisions of the California consitution, and the exact requirements of the law are subject to constant evolution and refinement by the courts, it is not possible for me (or anyone else) to guarantee that my recommendations, if adopted by the City, will be upheld by a reviewing court. Sign regulation is a famously difficult area because of the changes in the law, the uncertainties inherent in all legal proceedings, and the evolutionary nature of judicial opinions. My normal practice is to base my fees upon the amount of time devoted to matters for the client. My customary rate for sign regulation work is presently $185 per hour, and $30 per hour for my legal assistant. Rates for others who may assist me, such as other attorneys, paralegals, secretaries, etc., must be approved in advance by your office. Any other fee arrangements must be agreed to in advance and in writing, signed by myself and an authorized representative of your office. I believe that my current rate is comparable to or lower than the rates charged by other attorneys with similar experience, knowledge, and expertise. My rates are reviewed periodically and adjusted to reflect increases in seniority, experience, inflation, and other relevant factors. I advise all clients of changes in my rate not less than 60 days in advance of any rate change taking effect; timely noticed rate adjustments not protested in writing within those 60 days are deemed accepted by the client.