First Amendment to Master Agreement - St. Joe County Regional Water & Sewer District

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expressly provided herein and agreed upon by the parties hereto. District and South Bend each hereby confirm and ratify, except as modified by this First Amendment, all of the terns, conditions and provisions of the Master Agreement. Section 2. Definitions. Defined terms which are used in this First Amendment shall have the meaning as set forth in the Master Agreement, unless otherwise expressly specified herein or the context expressly provides otherwise. Section 3. Amendment to Term in Master Agreement. ARTICLE III. MISCELLANEOUS PROVISIONS, Section G. Term and Renewal of the Master Agreement is hereby amended by deleting Section G. Term and Renewal in its entirety and replaced with the following: "G. Term and Renewal. The Term of this Master Agreement shall commence on the Effective Date, and shall terminate ten (10) years thereafter and shall automatically renew for consecutive ten (10) year terms (each a "Renewal Term"), unless not less than two (2) years prior to the expiration of the original Tenn or a Renewal Term, either the District or South Bend provides written notice of its intent to terminate the Master Agreement at the end of the original Tenn or any Renewal Tenn as the case may be. Notwithstanding anything to the contrary herein, if the Parties terminate the Master Agreement as provided for herein, South Bend shall continue to provide all the services agreed to pursuant to, and in accordance with, the terms of any Project Addendum entered into between the Parties during the original Tenn or any Renewal Term of this Master Agreement" Section 4. Miscellaneous. (a) This First Amendment has been executed and delivered and is intended to be performed in the State of Indiana and shall be governed, construed and enforced in all respects in accordance with the substantive laws of the State of Indiana, without regard to its conflict of law provisions. (b) The Master Agreement and this First Amendment may be amended, modified, renewed or extended only by written instrument duly executed by all of the parties hereto. (c) The Master Agreement and this First Amendment contain the entire agreement of the parties hereto with regard to this subject matter and no representations, inducements or agreements, oral or otherwise, between the parties not contained or embodied in the Master Agreement or this First Amendment shall be of any force or effect.