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<br />10.0 Relationship of the Parties
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<br />The only relationship created by this Lease is that of lessor and lessee. Neither CITY nor
<br />any of its elected officials, officers and employees, servants, designated volunteers, and agents
<br />serving as independent contractors in the role of CITY officials, shall have control over the
<br />means of service or means of production of OCF A or any of its of officers, employees, agent, or
<br />volunteers.
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<br />11.0 Assignment
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<br />Neither Party shall assign or transfer any interest in this Lease whether by assignment or
<br />novation, without the prior written consent of the other Party. Any purported assignment without
<br />such consent shall be void and without effect.
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<br />12.0 Insurance
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<br />12.1. OCFA shall, at its expense, procure and maintain for the duration of the Lease,
<br />comprehensive general liability insurance and/or self insurance against claims for injuries to
<br />persons or damages to property that may arise from or in connection with its use of the Leased
<br />Premises, in an amount of no less than $2,000,000 per occurrence for bodily injury, personal
<br />injury and property damage for each location. All insurance coverage provided by OCF A shall
<br />be primary and not contributory insurance as respects the CITY, shall name CITY, its officials,
<br />officers, employees, agents, and volunteers as additional insureds, and shall be endorsed to
<br />provide that coverage shall not be suspended, voided, reduced, or cancelled except after thirty
<br />(30) days prior written notice to the CITY. At the time of execution of this Lease the OCF A
<br />shall provide CITY with evidence of compliance with these requirements.
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<br />12.2. CITY shall maintain throughout the duration of the Lease fire insurance with
<br />extended coverage on the Premises to the full insurable value of improvements located on the
<br />Premises. At the time of execution of this Lease the CITY shall provide OCF A with evidence of
<br />compliance with these requirements.
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<br />13.0 Indemnification, Hold Harmless, and Duty to Defend
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<br />13.1. OCF A shall defend, indemnify and hold harmless the CITY and its officers,
<br />employees, agents and representatives with respect to any loss, damage, injury, claim, demand,
<br />litigation or liability and all expenses and costs relating thereto (including attorneys fees) arising
<br />out of or in any way related to acts or omissions of OCF A, its officers, employees or agents
<br />relating to OCFA's occupancy and use of the Premises.
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<br />13.2. CITY shall defend, indemnify and hold harmless OCFA and its officers,
<br />employees, agents and representatives with respect to any loss, damage, injury, claim, demand,
<br />litigation or liability and all expenses and costs relating thereto (including attorneys fees) arising
<br />out of or in any way related to acts or omissions of CITY, its officers, employees or agents
<br />relating to CITY's ownership, occupancy, and use of the Premises.
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<br />13.3. All duties and obligations under this Section shall survive termination of this
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<br />Lease.
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<br />827843.2
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