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Agreement in connection with contamination which pre-existed the Occupant's obligations and
<br />occupancy under this Occupancy Agreement or which were not caused by the Occupant, Owner
<br />shall hold harmless, Indemnify, and defend the Occupant in connection therewith and shall be
<br />solely responsible as between Occupant and Owner for all efforts and expenses thereto.
<br />Restoration of 21. Upon termination of this Occupancy Agreement, Owner agrees that the equipment
<br />Premises installed by the Occupant, if any, shall be and remain the property of the Occupant, and Occupant
<br />shall remove such property when vacating the Premises. Occupant shall restore all surfaces,
<br />Including floors and walls, to the condition existing prior to its installation, including repair of
<br />damaged floor tile and patching and repainting damaged wall surfaces to match adjacent existing
<br />surfaces. Occupant shall clean the Premises per the current health and safety protocols
<br />established by public health officials, immediately prior to vacating the Premises.
<br />Hotel Staff 22. Owner warrants that this Occupancy Agreement will not impact the employment status
<br />Compensation of any hotel staff for the duration of this Occupancy Agreement. Owner and/or its agents shall
<br />ensure that all hotel staff will receive the same compensation as they would otherwise have
<br />received absent any Occupant Agreement, whether they are reassigned to another portion of the
<br />Premises, another hotel or relieved of duty for the duration of the Occupancy Agreement. As
<br />such, hotel staff shall be available to assist Occupant in the operation of the facility during the
<br />Term, upon request, to the extent that such assistance can be accomplished In a safe and healthy
<br />manner.
<br />Indemnification 23. Owner agrees to defend, and shall indemnify and hold harmless the Occupant, its
<br />officers, agents, employees, contractors, special counsel, and representatives from liability: (1)
<br />for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out
<br />of claims for personal injury, including death, and claims for property damage, which may arise
<br />from the negligent operations of the Owner, its subcontractors, agents, employees, or other
<br />persons acting on its behalf; and (2) from any claim that personal injury, damages, just
<br />compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects
<br />arising from this Agreement. This indemnity and hold harmless agreement applies to all claims
<br />for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have
<br />been suffered, by reason of the terms of, or effects, arising from this Agreement. The Owner
<br />further agrees to indemnify, hold harmless, and pay all costs for the defense of the Occupant,
<br />Including fees and costs for special counsel to be selected by the Occupant, regarding any action
<br />by a third 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 property
<br />rights arises by reason of the terms of, or effects arising from this Agreement. Occupant may
<br />make all reasonable decisions with respect to its representation in any legal proceeding.
<br />Immunity 24. The political subdivision shall be Immune from liability for ordinary negligence in the
<br />provision of emergency housing pursuant to Government Code Section 8698.2. This limitation of
<br />liability shall apply only to conditions, acts, or omissions directly related to, and which would not
<br />occur but for, the provision of emergency housing. This section does not limit liability for grossly
<br />negligent, reckless, or intentional conduct which causes injury.
<br />Records 25. Owner shall keep records and invoices in connection with the occupancy and work to be
<br />performed under this Agreement. Owner shall maintain complete and accurate records with
<br />respect to the costs incurred under this Agreement and any services, expenditures, and
<br />disbursements charged to the Occupant for a minimum period of three (3) years, or for any longer
<br />period required by law, from the date of final payment to Owner under this Agreement. All such
<br />records and invoices shall be clearly identifiable. Owner shall allow a representative of the City
<br />to examine, audit, and make transcripts or copies of such records and any other documents
<br />created pursuant to this Agreement during regular business hours. Owner shall allow Inspection
<br />of all work, data, documents, proceedings, and activities related to this Agreement for a period of
<br />three (3) years from the date of final payment to Owner under this Agreement.
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