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ARTICLE VII
<br />OTHER COVENANTS OF THE CITY
<br />Section 7.1. Disclaimer of Warranties. THE AUTHORITY MAKES NO AGREEMENT,
<br />WARRANTY OR REPRESENTATION, EITHER EXPRESS OR IMPLIED, AS TO THE VALUE,
<br />DESIGN, CONDITION, MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR
<br />PURPOSE OR FITNESS FOR THE USE CONTEMPLATED BY THE CITY OF THE PROPERTY
<br />OR ANY PORTION THEREOF, OR ANY OTHER REPRESENTATION OR WARRANTY WITH
<br />RESPECT TO THE PROPERTY OR ANY PORTION THEREOF. THE CITY ACKNOWLEDGES
<br />THAT THE CITY LEASES THE PROPERTY AS -IS, IT BEING AGREED THAT ALL OF THE
<br />AFOREMENTIONED RISKS ARE TO BE BORNE BY THE CITY. In no event is the Authority
<br />liable for incidental, indirect, special or consequential damages, in connection with or arising
<br />out of this Lease Agreement for the existence, furnishing, functioning or use of the Property by
<br />the City.
<br />Section 7.2. Access to the Property; Grant and Conveyance of Right of Entry. The City
<br />agrees that the Authority, and the Authority's successors or assigns, has the right at all
<br />reasonable times, following at least 48 hours written notice provided to the City, to enter upon
<br />and to examine and inspect (to the extent permitted by law and public policy) the Property or
<br />any part thereof. The City further agrees that the Authority, and the Authority's successors or
<br />assigns shall have such rights of access to the Property or any component thereof, following at
<br />least 48 hours written notice provided to the City, as may be reasonably necessary to cause the
<br />proper maintenance of the Property if the City fails to perform its obligations hereunder.
<br />Neither the Authority nor any of its assigns has any obligation to cause such proper
<br />maintenance.
<br />The City further grants, conveys and confirms to the Authority, for the use, benefit and
<br />enjoyment of the Authority, its successors and assigns in interest to the Property, including the
<br />Assignees and its sublessees, and their respective employees, invitees, agents, independent
<br />contractors, patrons, customers, guests and members of the public visiting the Property, a right
<br />of entry which shall be irrevocable for the Term of this Lease Agreement over, across and under
<br />the property of the City adjacent to the Property to and from the Property for the purpose of: (a)
<br />ingress, egress, passage or access to and from the Property by pedestrian or vehicular traffic; (b)
<br />installation, maintenance and replacement of utility wires, cables, conduits and pipes; and (c)
<br />other purposes and uses necessary or desirable for access to and from and for operation and
<br />maintenance of the Property.
<br />Section 7.3. Release and Indemnification Covenants. The City hereby indemnifies the
<br />Authority, the Assignees and their respective directors, officers, agents, employees, successors
<br />and assigns against all claims, losses and damages, including legal fees and expenses, arising
<br />out of (a) the use, maintenance, condition or management of, or from any work or thing done
<br />on the Property by the City or the City's employees, agents, contractors, invitees or licensees, (b)
<br />any breach or default on the part of the City in the performance of any of its obligations under
<br />this Lease Agreement, (c) any negligence or willful misconduct of the City or of any of its
<br />agents, contractors, servants, employees or licensees with respect to the Property, (d) any
<br />intentional misconduct or negligence of any sublessee of the City with respect to the Property,
<br />(e) the acquisition, construction, improvement and equipping of the Property, (f) the clean -up of
<br />any Hazardous Substances or toxic wastes from the Property, or (g) any claim alleging violation
<br />of any Applicable Environmental Laws, or the authorization of payment of the costs thereof. No
<br />indemnification is made under this Section 7.3 or elsewhere in this Lease Agreement for willful
<br />misconduct or gross negligence under this Lease Agreement by the Authority, the Assignees, or
<br />their respective officers, agents, employees, successors or assigns. The indemnification
<br />hereunder shall continue in full force and effect notwithstanding the full payment of all
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