ROSENOW SPEVACEK GROUP 3 - 2005 - Laserfiche WebLink

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parking facility. If Developer fails to cure the occupant(s) behavior to comply with the rules and regulations within the thirty (30) day period, the City, at its sole discretion, may permanently expel occupant from access to the parking facility. 6. Indemnitv and Developer's Liabilitv. City shall defend, indemnify and hold harmless Developer from and against any and all claims, liability, losses, damage, causes of action, expenses and costs (including, but not limited to, reasonable professional fees and costs), arising out of or in connection with this License to the extent caused by the gross negligence or willful misconduct of Developer. Developer shall defend, indemnify and hold harmless City from and against any and all claims, liability, losses, damage, causes of action, expenses and costs (including, but not limited to, reasonable professional fees and costs), of every nature, arising out of or in connection with any act or omission of Developer or any of its employees in connection with this License excepting only to the extent caused by the gross negligence or willful misconduct of City. In addition, Developer agrees to reimburse City for the cost of repairing any damage caused by Developer, or its employees, invitees, guests, visitors or customers. Without limiting the generality of the foregoing, should City deem it necessary to cause any vehicle of Developer or any of its employees that is parked in violation ofthe requirements herein to be removed from the Parking Garage, Developer shall indemnify City from any and all costs incurred in connection therewith. 7. Waiver. The Developer shall require each principal or employee who uses a parking space to sign Exhibit B hereto and shall transmit the original to the City as a condition of receipt of each monthly parking pass. 8. Force Maieure. The term and any obligation under this License Agreement shall be tolled during conditions of Force Majeure. "Force Majeure" shall mean delays of performance by either party hereunder due to war; insurrection; strikes; lockouts; labor disputes; riots; floods; earthquakes; fires; casualties; acts of God; acts of the public enemy; epidemics; quarantine restrictions; freight embargoes; lack of transportation; governmental restrictions or priority; litigation including, but not limited to, litigation challenging the validity ofthis transaction or any element thereof (except condemnation); severe weather; inability to secure necessary labor, materials or tools; delays of any contractor, subcontractor, or supplies; acts ofthe other party; acts or failure to act of the City or any other public or governmental City or entity (other than acts or failure to act on the part ofthe City or the City shall not excuse performance by the City); or any other cause beyond the control, or without the fault of the party claiming an extension of time to perform; provided that notice by the party claiming such extension is sent to the other party within thirty (30) days of the commencement of the cause or event resulting in such delays. Any such extension shall be for the duration of the cause of the delay. 9. Taxes. Developer recognizes and understands that should this Agreement be deemed by the County of Orange to create a possessory interest subject to property taxation, that Developer shall be subject to the payment of property taxes levied on such interest, and that it shall defend, indemnify and hold the City and its officers, officials, members, employees, agents and representatives, harmless from and against any and all such 4