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U <br />Robert J. Wheeler, Esq. <br />March 6, 1996 <br />Page 3 <br />Re: Bristol House <br />Chapter 11 Case <br />the United States Mails at 20 Civic Center Plaza\M-29, P.O. Box <br />1988, Santa Ana, California 92702. <br />The Client may terminate this Firm's employment at any time by <br />written notice effective upon actual receipt of the notice by <br />this Firm. Notwithstanding such termination, the Client will <br />remain obligated to pay this Firm the compensation provided for <br />in this Agreement through the effective date of termination. <br />This Firm may also withdraw from its representation of the <br />Client at any time, as permitted under the Rules of <br />Professional Conduct for the State Bar of California, under the <br />Rules of the American Bar Association, or under other <br />applicable law. Notwithstanding such withdrawal, the Client <br />will remain obligated to pay this Firm the compensation <br />provided for in this Agreement through the effective date of <br />withdrawal. <br />The Client hereby agrees that this Firm will have fully <br />discharged its duties at any time in the future with respect to <br />the Client's files, records or other things in the possession <br />of this Firm by giving the Client at least 90 days written <br />notice by mail for the Client to retrieve such things from this <br />Firm. The Client hereby agrees that, if the Client fails to <br />timely retrieve such things, this Firm may thereafter abandon <br />such files, records and other things without liability by this <br />Firm to the Client. <br />The Client hereby -agrees that this Firm will have fully <br />discharged its obligations to the Client to keep the Client <br />informed of developments in connection with this Firm's <br />representation of the Client by communicating exclusively with <br />Robert J. Wheeler, Assistant City Attorney, by telephone, <br />facsimile transmission or United States Mails. The Client <br />hereby further agrees that this Firm may rely exclusively upon <br />instructions given to this Firm by Robert J. Wheeler, Assistant <br />City Attorney, in connection with this Firm's representation of <br />the Client. <br />If the terms and conditions of this Agreement, as summarized in <br />this letter, are acceptable to the Client, the Client should <br />execute the enclosed copy of this letter where indicated below, <br />and return a fully executed copy to this Firm in the return <br />envelope furnished herewith for convenience. <br />Any individual executing this Agreement on behalf of the Client <br />hereby represents and warrants to this Firm that he or she has <br />