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SCOPE OF SERVICES <br />In exchange for the agreed upon compensation, Cornerstone Communications will provide <br />the following services. <br />Be available to respond to and assist SAPD with messaging, media <br />relations and strategic counsel in the event of a critical incident or other <br />crisis situation. Cornerstone will provide up to 12 (twelve) hours of <br />service per month for the monthly fee above. Additional hours will be <br />billed at $175/hour but only after receiving written permission from <br />SAPD. At no time will Cornerstone undertake any additional work by <br />billing any additional hours above the 12 (twelve) hours per month <br />without the written permission from SAPD. <br />2. Report, write, photograph a minimum of one quarterly article about <br />SAPD for BehindTheBadge.com. <br />CONFLICT OF INTEREST <br />If at any time a potential conflict arises with Cornerstone Communications' other <br />clients, Cornerstone Communications will notify SAPD of the potential conflict. SAPD <br />and Cornerstone Communications will discuss appropriate measures to address the <br />potential conflict. <br />AMENDMENT <br />This agreement may be amended only by an instrument executed by the signed <br />parties. Cornerstone agrees and understands that any extension or additional services <br />requiring an increase to the not -to -exceed compensation amount detailed above is subject <br />to approval by the Santa Ana City Council. <br />INDEMNITY <br />Neither party shall have any liability to the other for any lost profits or special, <br />incidental, indirect or consequential damages, even if advised of the possibility of such <br />damages. In addition, Cornerstone Communications shall not be liable for any liabilities, <br />costs, and expenses incurred or suffered by reason of, or in any way relating to, this <br />engagement other than as judicially determined to be caused by Cornerstone <br />Communications own bad faith, willful misconduct or negligence. <br />INSURANCE <br />Prior to undertaking performance of work under this Agreement, Consultant shall <br />maintain and shall require its subcontractors, if any, to obtain and maintain insurance as <br />described below: <br />