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<br />7.
<br />
<br />INSURANCE
<br />
<br />a. Licensee shall maintain commercial general liability insurance, or equivalent
<br />fonn, with a combined single limit of not less than $1,000,000 per occurrence covering the
<br />License Area. Such insurance shall: (I) name the City of Santa Ana, its officers, agents,
<br />employees and volunteers as additional insureds; (2) be primary with respect to insurance or self-
<br />insurance programs maintained by the City, and (3) contain standard separation of insureds
<br />provisions. The above referenced insurance requirement can be satisfied by a corporate umbrella
<br />insurance policy maintained by Caribou Industries Inc.
<br />
<br />b. Licensee shall, prior to and as a condition of exercising any rights under this
<br />License Agreement, (i) furnish properly executed certificates of insurance to the City prior to
<br />exercising its rights under this License, which certificates shall clearly evidence all coverages
<br />required above and provide that such insurance shall not be materially changed or terminated
<br />except on 30 days prior written notice to the City (ii) attach a completed and signed copy of the
<br />City's "Additional Insured Endorsement" fonn, a copy of which is attached hereto as Exhibit C,
<br />to the certificates of insurance noted above; (iii) maintain such insurance !Tom during the tenn of
<br />this License; and (iv) replace such certificates for policies expiring prior to the tennination of
<br />this License.
<br />
<br />8.
<br />
<br />INDEMNITY
<br />
<br />Licensee shall indemnify, defend and save harmless City, its officers, agents, employees
<br />and volunteers from and against any and all loss or damage, expenses, injuries, death to any person
<br />or damage to property, including property and employees, volunteers, officers or agents of City or
<br />Licensee, and shall indenmify, defend and save harmless City, its officers, agents, employees and
<br />volunteers !Tom all claims, demands, suits, actions or proceedings of any kind, and all costs and
<br />expenses, including but not limited to reasonable attorneys' fees, settlements or judgment resulting
<br />!Tom the construction, reconstruction, maintenance, presence, operation, use, removal or state of
<br />repair, of the License Area.
<br />
<br />9.
<br />
<br />GOVERNING LAW
<br />
<br />This License shall be governed by and construed in accordance with the laws of the State of
<br />California.
<br />
<br />10.
<br />
<br />ENTIRE AGREEMENT
<br />
<br />This License supersedes any and all other agreements either oral or in writing between
<br />the parties hereto with respect to the tenns set forth in this License and contains all the covenants
<br />and agreements between the parties with respect thereto. Each party to this License
<br />acknowledges that no representation, inducements, promises or agreements, orally or otherwise,
<br />have been made by any party, or anyone acting on behalf of any party, with respect to such
<br />services, which are not embodied herein, and that no amendment hereto shall be effective unless
<br />set forth in writing, approved by the City and Licensee.
<br />
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