Agmt07 County of San Mateo - Fire Services

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6. Agreement, Para-graph 4. Term and Termination. parts a and b are hereb amended in their entiretyto read as follows' and parts c throb h d below are added as follows: 4. Term and Termination a) Subject to compliance with all terms and conditions of the term of the Agreement, the Amendment shall be extended for a new period of fifteen (15) years from July 1, 2022 through June 30, 2037. b) The Agreement as amended may be terminated by Contractor or County at any time without a requirement of good cause upon one hundred and eighty (180) days written notice to the other party. c) County may terminate the Agreement as amended, or a portion of the services referenced in the Attachments and Exhibits based upon the unavailability of Federal, State, or County funds by providing written notice to Contractor as soon as is reasonably possible after County learns of said unavailability of outside funding. d) County may terminate the Agreement as amended for cause. In order to terminate for cause, County must first give Contractor notice of the alleged breach. Contractor shall have five business days after receipt of such notice to respond and a total of ten calendar days after receipt of such notice to cure the alleged breach. If Contractor fails to cure the breach within this period, County may immediately terminate the Agreement as amended without further action. The option available in this paragraph is separate from the ability to terminate without cause with appropriate notice described above. In the event that County provides notice of an alleged breach pursuant to this section, County may, in extreme circumstances, immediately suspend performance of services and payment under this Agreement as amended pending the resolution of the process described in this paragraph. County has sole discretion to determine what constitutes an extreme circumstance for purposes of this paragraph, and County shall use reasonable judgment in making that determination. 7. Agreement, Paragraph 7. Hold Harmless is herebV amended to add the following ara ra h: 7. Hold Harmless The Contractor shall indemnify and hold harmless the County, its officers, employees, and agents from any and all claims, actions or liability for injuries to persons, including any sanctions, penalties, or claims of damages resulting from Contractor's failure to comply, if applicable, with the requirements set forth in the REV: 05-27-22 RL County Contract 068804, Amendment No. 1 County of San Mateo and City of Redwood City CSA -8 Subzone Fire Services, BOS Mtg, 06-28-2022 Page 4 of 13 ATTY/AGR.2022/Amend. No. 1/County of San Mateo (SA8) (Page 4 of 32)