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12.5 lf any change results in a decrease in the work performed, Contractor shall be entitled to compensation associated with changing the work, such as revising design alroady completed, revising mlculations already performed, and revising documents. 1 3. Terynina$qn.fu Sqhu[: lf the Contnac,tor defautts by failing to perfonn any of the obligations of fre Agreement or becomes insolvent or is deelared bankrupt or commits any act of bankruptcy oi insolvency or makes an assignment for the benefit of creditors, the County may, by depositing written notice to the Contr:ador in the U.S. mail, postage prepaid, terminate the Agreemeni, and at the County's option, obtain performance of the work elsewhere. lf the {greement is tenninated for defautt, the Contractor shall not be entitled to receive any further payrnents under the Agreement until all wor"k called for has been fully performed. Any exfu:a cost or damage to the County resulting from such defautt(s) shall be deducted from any money due or coming due to the Contractor. The Contractor shatl bear any extra expenses incuned by the County in completing the work, and all damage sustained, or which may be sustained by the County by reason of such defautt. lf a notice of ten'nination for default has been issued and it is later determined for any reason that the Contracior was not in defauh, the rights and obligations of the parties shail be the same as if the notice sf trarmination had been is$ued pursuant to the Tennination for Public Convenienm paragreph hereof. 1 4. TCryunatiqn farf-ubtjs"eanseruenss; The County may terminate the Agreement in whole or in part whenever the Countydetermines, in its sole discretion that such termination is in the best interests of theCoun$. Whenever the Agreement is terminated in accordance with this paragraph, the Contractor shall be entitled to payrnent for actual work performed at unit eontraciprices for completed items of work. ln the event of such terrnination, an equitable adjusbnent shallbe made in the compensation payable to Contractor. An equitable adjustrnent in the contract price for partially completed hems of work will b€ Tqdg'.but such adjustnent shall not include provision for loss of anticipated prof* ondeleted or unmmpleted work. Terrnination of this Agreement by the Cou'nty at any timeduring the term, whether for default or mnvenien&, shall noi constitute a breach ofcontract by the County. 1 5. Defense & lnd.emnrty-Aqrqempnl: Jh.q.Contructor agrees to and shall defend, indemnify and hold hannless the County, ltsAdditional lnsureds, appointed and elective officers, agents and employees, from andagainst all loss or expense, in-cluding but not limited to jrJogments, setflements, attomey,s 1ry1..."n4. costs by reason of any ancJ all claims unu o6**nds upon the county, hsAdditional lnsureds, its elected or appointed omcials, "g*L, or employees for damagesbecause of personal or bodily injury, including aeam"ai any time resulting therefrom, Prsfessional Services Aoreement (rev. 0g/24l20I g) Page 6 of 1B