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i0:I:n:11r. <br />FLEET MANAGEMENT <br />INDEMNITY AGREEMENT <br />This Agreement is entered into as of the 16th day of January, 2024, by and between Enterprise <br />Fleet Management, Inc., (EFM), a Missouri corporation, and City of Santa Ana. <br />WITNESSETH: <br />INDEMNITY: Enterprise Fleet Management, Inc. ("EFM") agrees to defend and indemnify City of Santa Ana <br />from and against any and all losses, damages, liabilities, suits, claims, demands, costs and expenses <br />(including, without limitation, reasonable attorneys' fees and expenses) which City of Santa Ana may incur <br />by reason of EFM's breach or violation of, or failure to observe or perform, any of its obligations as Servicer <br />(EFM in such capacity, "Servicer") for Enterprise FM Trust in connection with the Master Equity Lease <br />Agreement between City of Santa Ana and Enterprise FM Trust dated as of the date hereof, or as a result of <br />any loss, damage, theft or destruction of any Vehicle or related to or arising out of or in connection with the <br />use, operation or condition of any Vehicle, in each case, while the Vehicle was in possession of the Servicer. <br />Capitalized terms used herein and not defined herein shall have the meanings given in the Lease. <br />IN WITNESS WHEREOF, EFM and City of Santa Ana have executed this Indemnity Agreement as <br />of the day and year first above written. <br />Company: City of Santa Ana <br />(See attached signature page) <br />By: <br />Title: <br />Address: <br />EFM: ENTERPRISE FLEET MANAGEMENT INC. <br />By: <br />Title: <br />Address: <br />Date Signed: Date Signed: <br />