STEADFAST 1 -2005 - Laserfiche WebLink

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addition, this License shall automatically terminate and expire and thereafter be of no further force or effect if (i) the LEA terminates, or (ii) the City Council of Santa Ana does not vote to approve Steadfast's condominium project, as described on Exhibit B hereto, on or before December 15, 2005. Upon the expiration of the Term or earlier termination of the License, Licensee shall fully and completely vacate the License Area. 3. Maintenance and Repair. Licensee shall be responsible, at its sole cost and expense, for (i) installing a standard City chain link construction fence along the property line of the Licensor Land that abuts N. Main Street, and (ii) maintaining the License Area during the Term, as such actions may be required from time to time to keep the License Area in good order, condition and repair. Licensor shall be responsible, at its sole cost and expense, for securing the buildings located on Licensor's Land, including, but not limited to, boarding up the windows and locking the doors of such buildings. 4. Insurance. As a condition to the commencement of the Term of the License and before Licensee may use the License and the License Area in any manner, Licensee shall deliver to Licensor certificates or other written confirmation satisfactory to Licensor showing that Licensee has in effect a comprehensive general public liability insurance policy including, but not limited to, owned and non-owned vehicle liability, personal injury, blanket contractual, broad form property damage liability coverage covering any and all liability of Licensee with respect to or arising out of any work that may be performed by Licensee under this Agreement with limits of not less than One Million Dollars ($1,000,000) per occurrence for bodily injury, personal injury and property damage liability, and (ii) Licensor has been named as an additional insured on such insurance policies (except with respect to the workers' compensation policy). Licensee agrees that Licensee's use of the License and the License Area shall occur at Licensee's sole risk and without unreasonable interference with Licensor's operations on the remainder of the Licensor Land. Licensee agrees to keep the Licensor Land free and clear of any liens resulting from Licensee's use ofthe License and the License Area. 5. Indemnification. Licensee agrees to and does hereby indemnify and hold harmless Licensor, and Licensor's partners, officers, directors, agents, representatives and employees, from every claim or demand made, and every liability, loss, damage, or expense of any nature whatsoever arising out of or encountered in connection with this Agreement, the License and Licensee's use of the License Area. The coverage of the foregoing indemnification shall include, without limitation, attorneys' fees and court costs incurred by Licensor with regard thereto. 6. Attornevs' Fees. In any judicial or arbitration proceeding involving performance under this Agreement, or default or breach thereof, the prevailing party shall be entitled to receive from the other party reasonable attorney's fees and reasonable costs and expenses. of California. 7. Governing Law. This Agreement shall be governed by the laws of the State 8. Entire Agreement. This Agreement and its exhibits constitute the entire agreement between the parties hereto pertaining to the subject matter hereof, and the final, Exhibit G 40836735.16