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DO NOT RECORD
<br />date of said damage or destruction, notify the City of the Match Point's intent not to
<br />repair or rebuild the damaged or destroyed Facility. If the Match Point so notifies the
<br />City, then the License shall immediately terminate.
<br />Match Point and City agree that if the cost of repair is less than $3000.00,
<br />Match Point will be solely responsible for the repairs. In the event that the cost of
<br />repairs is over $3000.00, the City and Match Point will share in the cost of repairs.
<br />10. Indemnification, Defense, Hold Harmless. Match Point shall protect,
<br />defend, indemnify and save and hold harmless City, its officers, officials, employees, and
<br />agents from and against any and all liability, loss, damage, expenses, costs (including
<br />without limitation costs and fees of litigation of any nature) azising out of or in
<br />connection with Match Point s performance of this Agreement or Match Point's failure to
<br />comply with any of Match Point's obligations contained in the Agreement by Match
<br />Point, its officers, agents or employees except such loss or damage which was caused by
<br />the sole negligence or willful misconduct of City. In the event City is named as
<br />codefendant, Match Point shall notify City of such fact and shall represent City in such
<br />legal action unless City undertakes to represent itself as codefendant in such legal action,
<br />in which event City shall bear its own litigation costs, expenses and attorney's fees.
<br />Match Point further agrees to indemnify, hold harmless, and pay all costs for the defense
<br />of the City, including fees and costs for special counsel to be selected by City, regarding
<br />any action by a third party challenging the validity of this Agreement, or asserting that
<br />personal injury, damages, just compensation, restitution, judicial or equitable relief due to
<br />personal or property rights arises by reason of the terms of, or effects arising from this
<br />Agreement. City may make all reasonable decisions with respect to its representation in
<br />any legal proceeding.
<br />11. Insurance. In addition to the Match Point's covenant to indemnify and
<br />hold harmless City, Match Point shall obtain and furnish to City, a policy of general
<br />public liability insurance, commercial general liability and property insurance covering
<br />the Facilities and Match Point's Facilities. The policy shall indemnify Match Point and
<br />City, their officers, agents and employees, while acting within the scope of their duties,
<br />against any and all claims azising out of or in connection with the Facilities and Match
<br />Point's Facilities, and shall provide coverage in not less than the following amount:
<br />combined single limit bodily injury, personal injury and property damage, liability, of
<br />$1,000,000 per occurrence. The City also requires an Additional Insured Endorsement,
<br />as attached and incorporated herein as Exhibit 4. The policy shall name City, its agents,
<br />officers, employees and volunteers as Additional Insureds, and shall specifically provide
<br />that any City insurance coverage which may be applicable to the Facilities and Match
<br />Point's Facilities shall be deemed excess coverage and that Match Point's insurance shall
<br />be primary. Match Point is required to give the City no less than thirty (30) days notice
<br />of cancellation or reduction in coverage. No cancellation provision in any insurance
<br />policy shall be construed in derogation of the continuous duty of Match Point to furnish
<br />insurance during the term of this Agreement.
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