AUTOMATED VENDING TECHNOLOGIES (AVT), INC. f/k/a AMERICAN HOT FOOD SYSTEMS 1 - 2005

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Agreement. The rights of termination referred to herein are not intended to be exclusive and are in addition to any other rights available to either party in law or in equity. 8. RIGHTS UPON TERMINATION Upon termination of this Agreement by either party, City shall permit American Hot Foods reasonable access to the Premises free from any claims of trespass, for the purpose of removing any vending equipment within thirty (30) days from termination of this Agreement. Until such time as all vending equipment is removed, each party's obligations shall continue as set forth in paragraphs three (3) and four (4). American Hot Foods shall use its best efforts to leave each vendor site in the condition in which it existed prior to installation, excepting reasonable wear and tear. 9. ENTIRE AGREEMENT This Agreement contains the entire understanding and agreement between the parties hereto regarding the placement of vending machines on the Premises and supersedes all other agreements between the parties respecting such. This Agreement maybe amended or modified only by written statement, signed by each of the parties. 10. INDEMNIFICATION American Hot Foods shall inderrmify, defend, and hold harmless the City of Santa Ana, its officers, agents, employees, and volunteers from damage to property and for injury to or death of any person and from all claims, demands, actions, liability, or damages of any kind or nature arising out of or in connection with American Hot Food's use of the Premises, except those which arise out of a dangerous/defective condition of the Premises or due to the sole negligence of the City. 11. INSURANCE Prior to undertaking performance of work under this Agreement, American Hot Foods shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. American Hot Foods shall maintain commercial general liability insurance naming the City, its officers, agents, volunteers, and employees as additional insureds) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of American Hot Food's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence. American Hot Foods shall supply City with a fully executed additional insured endorsement in substantially the form attached hereto as Exhibit D upon execution of this Agreement and shall be approved in form by the City Attorney. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non-owned automobiles.