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Scott Fazekas & Associates Inc (2013) > a <4, First Amendment Agreement between d to g the City of Rancho Palos Verdes and Scott Fazekas &Associates, Inc. This agreement is an amendment ("Amendment") to the building and safety consulting services agreement between the City of Rancho Palos Verdes("City")and Scott Fazekas & Associates, Inc. ("Consultant"), dated May 17, 2011 ("Agreement"). This Amendment is effective as of July 1, 2013, and is being made to extend the term of the Agreement for two years. SECTION 1. Article III ("TERM") of the Agreement is hereby amended to read as follows: "This Agreement shall commence on July 1, 2011 and shall terminate on June 30, 2015, unless sooner terminated pursuant to Article X of this Agreement." SECTION 2. Section A of Article IX ("INDEMNIFICATION AND INSURANCE") of the Agreement is hereby amended to read as follows: "Indemnification. Consultant agrees, at its cost, to defend (with legal counsel of Consultant's choice and as approved by the City,which approval may not be unreasonably withheld), indemnify, and hold harmless the City, its officials, officers, employees, agents and independent contractors serving in the role of City officials, and volunteers(collectively "Indemnitees"), from any and all claims, demands, causes of action, costs, expenses, liabilities, losses, damages or injuries, in law or equity, to property or persons, including wrongful death (collectively"Claims"), arising out of or incident to any acts or omissions of Consultant, its officials, officers, employees or agents in connection with the performance of this Agreement, including without limitation the payment of all consequential damages, attorneys'fees, and other related costs and expenses, except for such Claims arising out of the sole or active negligence or willful misconduct of the Indemnitees. With respect to any and all such Claims, Consultant shall defend lndemnitees at Consultant's own cost, expense, and risk and shall pay and satisfy any judgment, award, or decree that may be rendered against Indemnitees. Consultant shall also reimburse Indemnitees for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Consultant's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by Consultant or lndemnitees. All duties of Consultant under this Section shall survive termination of this Agreement." SECTION 3. Subsection i of Section F ("Notice of Cancellation") of Article IX ("INDEMNIFICATION AND INSURANCE")of the Agreement is hereby amended to read as follows: "All insurance policies shall provide that the insurance coverage shall not be cancelled or modified by the insurance carrier without thirty(30)days prior written notice to City,or ten(10)days notice if cancellation is due to nonpayment of premium. Additionally, Consultant shall provide immediate notice to the City if it receives a cancellation or policy 86876-000111548987v2.doc D-7 • revision notice from the insurer. Consultant agrees that it will not cancel or reduce any required insurance coverage." SECTION 4. Section G of Article IX ("INDEMNIFICATION AND INSURANCE") of the Agreement is hereby amended to read as follows: "Entire Policy and Certificate of Insurance. At all times during the term of this Agreement, Consultant shall maintain on file with the City Clerk both a copy of the entire policy and a certificate of insurance showing that the aforesaid policies are in effect in the required amounts. The commercial general liability policy shall contain endorsements naming the City, its officers, agents and employees as additional insureds." SECTION 5. Except as expressly amended by this amendment to the Agreement, all of the other provisions of the Agreement shall remain in full force and effect as written in the Agreement. IN WITNESS WHEREOF,the parties hereto have executed this Amendment as of the date and year first above written. Dated: 0943 Scott Fazekas & Associates, Inc. ("Consultant") i By: .i syr Printed Name: gi I -z45 Title: Printed Name: K Title: G �. The City of Rancho Palos Verdes ("City") By: c5()&6 Mayor ATTEST: By: /12. f . City Clerk 86876-000111548987v2.doc D-8