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Contract - JIMNI Systems Inc. - 2013-06-03 FIRST ADDENDUM TO AGREEMENT FOR PUMP STATION MAINTENANCE SERVICES (JIMNI Systems, Inc.) This First Addendum ("FIRST ADDENDUM") to the June 3, 2013 Agreement ("AGREEMENT") between the Costa Mesa Sanitary District, a sanitary district, ("DISTRICT") and JIMNI Systems, Inc., a California corporation, ("CONTRACTOR") is made and effective as of June 7, 2013. In consideration of the mutual covenants and conditions set forth herein, the parties agree as follows: Recitals WHEREAS, on June 3, 2013, DISTRICT and CONTRACTOR entered into the AGREEMENT for maintenance and inspection of sewer pump stations owned and operated by the DISTRICT; and WHEREAS, pursuant to the AGREEMENT, CONTRACTOR will have access to DISTRICT's property after hours and when no DISTRICT employee is on site; and WHEREAS, the DISTRICT has an indemnification and insurance provision in said AGREEMENT that controls the respective liability of the parties; and WHEREAS, DISTRICT and CONTRACTOR desire to further clarify matters of liability by example as they pertain to the services to be performed under the AGREEMENT; NOW, THEREFORE, the parties hereto agree as follows: Addendum 1. CONTRACTOR shall be responsible for damage or loss to DISTRICT property caused or contributed to by CONTRACTOR in its performance of the AGREEMENT. This shall include damage or loss to DISTRICT property by failing to secure the property from risk of loss by third parties such as trespassers, criminals, or vagrants. CONTRACTOR shall not be responsible for such events if it took reasonable measures to secure DISTRICT property, including the use of locking, security, and alarm systems used by DISTRICT. 2. DISTRICT shall not be responsible for accident or injury caused, contributed to, or suffered by employees, agents, independent contractors, officers, or directors of CONTRACTOR performing services under the AGREEMENT. CONTRACTOR shall defend, indemnify, and hold DISTRICT harmless from any and all claims asserted by such persons against DISTRICT. 1 3. This FIRST ADDENDUM is meant as a clarification of the parties' understanding of the terms of the AGREEMENT. Nothing in this FIRST ADDENDUM is meant to modify or derogate the terms of the AGREEMENT, including, but not limited to, the Insurance and Indemnification provisions of the AGREEMENT. IN WITNESS WHEREOF, the parties hereto have caused this FIRST ADDENDUM to be executed this day and year first above written. COSTA MESA SANITARY DISTRICT JIMNI SYSTEMS, INC. / ___ • / General Manager Sit ature -- ' ATTEST: Z.51/� r�C1 ne a Typed Name l District Clerk 1Ce. '/' 6e1Dc11/1 U Title APPROVED AS TO FORM: Associate District Counsel • • 6 2