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DO NOT RECORD <br />ARTICLE 4 — INDEMNITY AND INSURANCE <br />Section 4.01 Indemnification, Defense, Hold Harmless <br />Licensee shall indemnify, defend, and hold harmless City, its officers, employees, agents <br />and representatives, from and against any and all claims, demands, suits, and causes of <br />action, and from and against all losses and expenses (including attorney's fees,) liability, <br />or consequential damages of any kind or nature arising out of or in connection with the <br />Licensee's (or Licensee's subcontractors, if any) entry on or use of the License Area, <br />other than damages resulting from City's gross negligence. Licensee further agrees to <br />indemnify, hold harmless, and pay all costs for the defense of the Licensor, including fees <br />and costs for special counsel to be selected by Licensor, regarding any action by a third <br />party challenging the validity of this Agreement, or asserting that personal injury, <br />damages, just compensation, restitution, judicial or equitable relief due to personal or <br />property rights arises by reason of the terms of, or effects arising from this Agreement. <br />Licensor may make all reasonable decisions with respect to its representation in any legal <br />proceeding. <br />Section 4.02 Insurance <br />Licensee shall obtain and furnish to Licensor a policy of commercial general liability <br />insurance including motor vehicle coverage for all vehicles in Licensee's fleet of cars <br />servicing the License Area. The policy shall indemnify Licensee and Licensor, its <br />officers, agents and employees, while acting within the scope of their duties, against any <br />and all claims arising out of or in connection with the License Area, and shall provide <br />coverage in not less than the following amount: combined single limit bodily injury, <br />personal injury and property damage, liability, of $1,000,000 per occurrence, $2,000,000 <br />in the aggregate. Licensor also requires an Additional Insured Endorsement in <br />substantially similar form as Exhibit C. The policy shall name the City of Santa Ana, its <br />agents, officers, employees and volunteers as Additional Insureds, and shall specifically <br />provide that Licensee's insurance coverage shall be primary. Under no circumstances <br />shall the above - mentioned insurance contain a "deductible" or any other similar form of <br />limitation on the required coverage. Licensee is required to give the Licensor no less <br />than thirty (30) days notice of cancellation or reduction in coverage. No cancellation <br />provision in any insurance policy shall be construed in derogation of the continuous duty <br />of Licensee to furnish insurance during the term of this Agreement. Failure to comply <br />with the insurance provisions contained herein shall be deemed an event of default under <br />this Agreement. <br />Licensee shall maintain the required insurance certificates in accordance with the terms <br />of this Agreement as well as pursuant to the Orange County Taxi Administration <br />Program (OCTAP) standards. <br />Section 4.03 Certificates of Insurance; Additional Insured Endorsements <br />