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• f - 4 - 8. MODIFICATION OF CONTRACT This agreement fully expresses the agreement between the participating entities. Any modification, amendment, or alteration of the terms and conditions of this agreement must be by means of a written document approved by all participating entities. No oral conversation between any officer or employee of the participating entities shall modify any of the terms and conditions of this agreement. 9. INDEMNIFICATION It is understood and agreed that pursuant to Government Code Section 895.4, each entity (the "indemnitor") shall, to the extent permitted by law, defend, indemnify and save harmless every other entity(the"indemnitee"),and its officers and employees, from all claims, suits or actions of every name, kind and description resulting from indemnitor's performance of the Agreement,excluding any injuries, death, damage or liability resulting from the negligence or willful misconduct of the indemnitee, or its officers or employees. 10. BOOKS AND RECORDS COUNTY shall maintain complete books and records of their activities concerning this Agreement during the Construction of the Animal Shelter and for ongoing operation costs. Each participating entity,at its sole cost and expense, shall have the right to inspect and/or audit of such books and records from time to time. There shall be strict accountability of all funds and report of all receipts and disbursements. 11. SEVERABILITY If any term or provision of this agreement shall to any extent, be determined by a court of competent jurisdiction to be invalid or unenforceable, the remainder of this agreement shall not be affected thereby, and each term and provision of this agreement shall be valid. 12. TERM OF AGREEMENT The term of this agreement will coincide with that of the issue term of the construction financing bond as negotiated by the County to finance the construction of the PROJECT, except that the equity interest set forth in Section 2, shall survive the term of this agreement. The term may be extended with the written agreement of the participating entities.