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WAIVER
<br />The parties' waiver of any term, condition or covenant, or breach of any term, condition or
<br />covenant shall not be construed as a waiver of any subsequent breach or violation of the same
<br />or any other term, condition or covenant. To be effective, a waiver must be in writing and
<br />signed by the non -breaching party. Failure to insist upon strict performance of any term or
<br />condition in this Agreement, no matter how long the failure continues, is not a waiver of the
<br />term of condition.
<br />AMENDMENTS
<br />No alterations or changes to the terms of this Agreement shall be valid unless made in writing
<br />and signed by all parties hereto.
<br />SEVERABILITY CLAUSE
<br />In any case one or more of the provisions contained herein shall, for any reason, be held
<br />invalid, illegal, or unenforceable in any respect, it shall not affect the validity of the other
<br />provisions, which shall remain in full force and effect.
<br />INDEMNIFICATION
<br />ACFD shall indemnify, defend, and hold harmless the City, LPFD, and each of their council,
<br />boards, commissions, elected and appointed officials, officers, directors, employees, agents,
<br />and volunteers ("Indemnitees") from and against any and all loss, damages, liability, claims,
<br />suits, costs and expenses (including, without limitation, attorney's fees and costs), to the extent
<br />arising out of or from or in any manner connected to ACFD's negligent act or omission, or
<br />willful misconduct regarding performance of services or work conducted or performed
<br />pursuant to this Agreement.
<br />The City shall indemnify, defend, and hold harmless the Alameda County Fire Department, the
<br />County of Alameda, their governing bodies, officers, directors, their predecessors, successors,
<br />assignees, agents, departments, elected and appointed officials, representatives, employees and
<br />all persons acting by, through, under or in concert with any of them, and each of them
<br />(collectively "ACFD Indemnitees") from and against any and all loss, damages, liability,
<br />claims, suits, costs and expenses (including, without limitation, attorney's fees and costs), to
<br />the extent arising out of or from or in any manner connected to the City's negligent act or
<br />Alerting System Agreement Page 6 of 8
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