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<br />TT 5/7/2021 Page 4 of 12 420 N. Main Parking License
<br />Health Care Agency Standard Acquisition License Form
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<br />9. UTILITIES, MAINTENANCE AND JANITORIAL (SALic-1.8 N)
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<br />Licensor shall keep the License Area clean and in good repair during any time which County, or their
<br />respective agents and employees, use the License Area at its sole cost and expense. At all other times,
<br />Licensor shall keep the License Area clean and in good repair, at its sole cost and expense. Except as
<br />otherwise expressly set forth in this License, Licensor shall be responsible for all costs relating to the
<br />ownership, operation and maintenance of the License Area, including all charges for utilities.
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<br />10. ALTERATIONS (SALic-1.9 N) – intentionally omitted
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<br />11. OWNERSHIP OF IMPROVEMENTS (SALic-2.0 N) – intentionally omitted
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<br />12. OPERATIONAL REQUIREMENTS OF COUNTY (SALic-2.1 N) – intentionally omitted
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<br />13. INSURANCE (SALic-2.2 N)
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<br />Both County and Licensor are self-insured government entities, Licensor shall keep in force during the Term
<br />and of this License such self-insurance covering the loss or damage to the License Area to the full insurable
<br />value of the improvements located on the Building (including the full value of all improvements and fixtures
<br />owned by Licensor) at least in the amount of the full replacement cost thereof, and in no event less than the
<br />total amount required by any lender holding a security interest, as well as covering all injuries occurring
<br />within the building and the License Area.
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<br />14. INDEMNIFICATION (SALic-2.3 N)
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<br />Licensor hereby agrees to indemnify, hold harmless, and defend County, its elected and appointed officials,
<br />officers, agents, employees, and those special districts and agencies which the Board of Supervisors acts as the
<br />governing board, with counsel approved by County, against any and all claims, loss, demands, damages, cost,
<br />expenses or liability arising out of the ownership, maintenance, or use of the License Area, except for liability
<br />arising out of the negligence of County, its elected and appointed officials, officers, agents, or employees,
<br />including the cost of defense of any lawsuit arising therefrom.
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<br />County hereby agrees to indemnify, hold harmless, and defend Licensor, its elected and appointed officials,
<br />officers, agents, and employees, against any and all claims, loss, demands, damages, cost, expenses or liability
<br />arising out of the use of the License Area by County, except for liability arising out of the negligence of
<br />Licensor, its elected and appointed officials, officers, agents, or employees, including the cost of defense of
<br />any lawsuit arising therefrom.
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<br />In the event judgment is entered against County and Licensor because of the concurrent negligence of County
<br />and Licensor, their officers, agents, or employees, an apportionment of liability to pay such judgment shall be
<br />made by a court of competent jurisdiction. Neither Party shall request a jury apportionment.
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<br />15. ASSIGNMENT AND SUBAGREEMENTS (SALic-2.4 N)
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<br />County has the right to assign or sublicense, so long as Licensor provides County with prior written consent
<br />to assign or sublicense, which consent shall not be unreasonably delayed or withheld.
<br />EXHIBIT 1
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