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AssetWorks - 2017 Agreement - Amendment No. 1Addendum to Agreement for Services This Addendum is to the Agreement dated 141 day of December, 2016 ( "Agreement ") between: CITY: City of Gilroy, having a principal place of business at 7351 Rosanna Street, Gilroy, California And CONTRACTOR: AssetWorks LLC, having a principal place of business at 168 Industry Drive, Pittsburgh, PA 15275 CONTRACTOR's acceptance of the Agreement is conditioned upon acceptance by the CITY of this Addendum. The parties agree that the Agreement is modified as follows: Paragraph 713 of the Agreement is deleted in its entirety and replaced with the following: Termination by City for Default of CONTRACTOR Should CONTRACTOR default in the performance of this Agreement or materially breach any of its provisions, CITY, at CITY'S option, may terminate this Agreement by giving written notification to CONTRACTOR For the purposes of this section, material breach of this Agreement shall include, but not be limited to the following. - 1. CONTRACTOR'S failure to professionally and/or timely perform any of the services contemplated by this Agreement. 2. CONTRACTORS breach of arty of its representations, warranties or covenants contained in this Agreement. CONTRACTOR shall be entitled to payment only for work completed in accordance with the terms of this Agreement through the dare ofthe termination notice, as reasonably determined by CITY, provided that such payment shall not exceed the amounts set forth in this Agreement for the tasks described on Exhibit C" which have been fully, competently and timely rendered by CONTRACTOR In the event of Termination for CONTRACTOR's material breach, C17Yreserves all its rights and remedies under this Agreement and at law and in equity. 2. Exhibit One is modified to change "Greg Friz" to "Sandra Hou ". 3. The Agreement as modified by this Addendum governs CONTRACTOR's services to the CITY. Executed at Gilroy, California, contemporaneously with the Agreement as of December 14, 2016 CONTRACTOR: ASSETWORKS LLC By: Name: Michael B. Borello Title: Division Vice President Taxpayer Identification Number: 98- 0358175 Approved as to Farm City Attome CITY: CITY OF GILROY By: Q�� TIK Ve: Jimmy Forbis ie : Finance Director