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amount CONSULTANT shall be paid for such services The rates in Exhibit "B" <br /> shall be in effect through the end of the term of this Agreement " <br /> b Section 2.5, Term of Agreement, is hereby amended to read: <br /> "This Agreement shall commence on July 1, 2014 and shall terminate on June 30, <br /> 2020June 30,2019,unless sooner terminated pursuant to Article 4 of this Agreement <br /> No extensions shall be permitted beyond June 30, 2020." <br /> c Section 3.1, Indemnification, Hold Harmless, and Duty to Defend, is <br /> hereby replaced in its entirety with the following. <br /> "To the full extent permitted by law, Contractor agrees to indemnify, defend and <br /> hold harmless the City,its officers,employees and agents("Indemnified Parties") <br /> against,and will hold and save them and each of them harmless from,any and all <br /> actions,eitherjudicial,administrative,arbitration or regulatory claims,damages to <br /> persons or property, losses, costs, penalties, obligations, errors, omissions or <br /> liabilities whether actual or threatened(herein "claims or liabilities")that may be <br /> asserted or claimed by any person,firm or entity arising out of or in connection <br /> with the negligent performance of the work, operations or activities provided <br /> herein of Contractor,its officers,employees,agents,subcontractors,or invitees,or <br /> any individual or entity for which Contractor is legally liable("indemnitors"), or <br /> arising from Contractor's or indemnitors' reckless or willful misconduct, or <br /> arising from Contractor's or indemnitors'negligent performance of or failure to <br /> perform any term, provision, covenant or condition of this Agreement, and in <br /> connection therewith: <br /> (a) Contractor will defend any action or actions filed in connection with <br /> any of said claims or liabilities and will pay all costs and expenses,including legal <br /> costs and attorneys'fees incurred in connection therewith; <br /> (b) Contractor will promptly pay any judgment rendered against the <br /> City,its officers,agents or employees for any such claims or liabilities arising out <br /> of or in connection with the negligent performance of or failure to perform such <br /> work, operations or activities of Consultant hereunder;and Consultant agrees to <br /> save and hold the City, its officers, agents, and employees harmless therefrom; <br /> (c) In the event the City, its officers, agents or employees is made a <br /> party to any action or proceeding filed or prosecuted against Consultant for such <br /> damages or other claims arising out of or in connection with the negligent <br /> performance of or failure to perform the work,operation or activities of Contractor <br /> hereunder, Contractor agrees to pay to the City, its officers,agents or employees, <br /> any and all costs and expenses incurred by the City, its officers, agents or <br /> employees in such action or proceeding, including but not limited to, legal costs <br /> and attorneys'fees. <br /> (d) Contractor shall incorporate similar indemnity agreements with its <br /> subcontractors and if it fails to do so Consultant shall be fully responsible to <br /> indemnify City hereunder therefore,and failure of City to monitor compliance with <br /> (N3921765 1}01203 0006/559787 1 -2- <br />