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1.8 No assignment of License. The permission, rights and privileges granted hereunder are
<br />nonexclusive and nontransferable. Licensee shall not, either voluntarily or by action of law, assign or
<br />transfer this License or any obligation, right, title or interest assumed by Licensee herein without the prior
<br />written consent of the City. If Licensee attempts an assignment or transfer of this License or any obligation,
<br />right, title or interest herein, City may at its option, terminate the License pursuant to Section 1.10 below
<br />and shall thereupon be relieved from any and all obligations to Licensee or its assignee or transferee.
<br />1.9 Agreement to Protect and Maintain Facilities. Licensee, on behalf of its Agents and
<br />Invitees, agrees to take all prudent action to protect the Facilities from any damage or injury caused by the
<br />exercise of this License. Licensee shall immediately notify City of any damage or injury to the Facilities
<br />caused by its use of the Facilities.
<br />1.10 City's Right of Suspension Termination for Noncompliance. City reserves the right to
<br />suspend all activities or terminate this Agreement upon Licensee' non-compliance with any of the terms or
<br />conditions of this Agreement. Such suspension or termination shall be effective immediately.
<br />1.11 Compliance with Laws; Re ug latory Approvals. Licensee shall, at its sole expense, conduct
<br />and cause to be conducted all activities on the Facilities in compliance with all laws, regulations, codes,
<br />ordinances and orders' of any governmental or other regulatory entity, and whether or not in the
<br />contemplation of the parties.
<br />1.12 Indemnification. Licensee shall indemnify, defend, and hold harmless City, and its
<br />respective agents, officers, representatives, employees, subsidiaries and affiliates ("Covered Parties') from
<br />and against any and all actions, suits, claims, demands, judgments, losses, expenses, or liabilities, injuries
<br />and damages to persons and property, including death, arising out of or related to Licensee's use of the
<br />License Area, the entry by any Licensee Party on the License Area or any portion of the Property or
<br />surrounding property or Facilities, or Licensee's breach or default in the performance of any of its
<br />obligations under this Agreement. If any action or proceeding is brought against any Covered Party by
<br />reason of any such claim, Licensee, upon receipt of written notice from Covered Party, shall defend the
<br />same at Licensee's sole expense with legal counsel reasonably acceptable to Covered Party. Payment shall
<br />not be a condition precedent to recovery under any indemnification in this Agreement, and a finding of
<br />liability or an obligation to indemnify shall not. be a condition precedent to the duty to defend. The
<br />provisions of this Section 1.12 shall survive the termination or expiration of this Agreement.
<br />1.13 Insurance Re uirements.
<br />1.13.1 Licensee shall maintain commercial general liability insurance which shall
<br />include, but not be limited to, protection against claims arising from bodily and personal injury, including
<br />death resulting therefrom and damage to property, resulting from any act or occurrence arising out of
<br />Licensee's use of the license area, including, without limitation, acts involving vehicles. The amounts of
<br />insurance shall be not less than the following: single limit coverage applying to bodily and personal injury,
<br />including death resulting therefrom, and property damage, in the total amount of $2,000,000 per occurrence
<br />and $5,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents,
<br />volunteers and representatives as additional insured(s); (b) be primary and not contributory with respect to
<br />insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds
<br />provisions.
<br />1.13.2 Licensee shall maintain business automobile liability insurance, or equivalent
<br />form, with a combined single limit of not less than $5,000,000 per occurrence. Such insurance shall include
<br />coverage for owned, hired and non -owned automobiles.
<br />20B-7
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