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maintain, install, repair, and operate on the Premises radio communications facilities, including but not
<br />limited to, radio frequency transmitting and receiving equipment, batteries, utility lines, transmission lines,
<br />radio frequency transmitting and receiving antennas and supporting structures and improvements
<br />("LESSEE's Facilities"). All improvements shall be at LESSEE's sole expense and the installation of all
<br />improvements shall be at the discretion and option of LESSEE, with LESSOR approval, which approval
<br />shall not be unreasonably withheld, delayed or conditioned. Said approval shall be obtained from LESSOR
<br />prior to commencement of any construction, alterations, modifications or improvements pursuant to
<br />Section 9 above, and LESSEE agrees to submit architectural and engineering drawings ("Plans") of the
<br />equipment to be installed. LESSEE agrees that the installation and maintenance of LESSEE's Facilities
<br />shall be effected with all reasonable diligence and precaution to avoid damage to the land, property or
<br />personnel. Notwithstanding the foregoing, once the initial improvements are installed, LESSEE may
<br />replace, substitute, upgrade and expand its equipment, cables and antennas which comprise LESSEE's
<br />Facilities for the purpose of repairing or upgrading the communications capabilities of LESSEE's
<br />Facilities, with notice to LESSOR, so long as the equipment, cables or antennas remain within the original
<br />physical parameters of the Premises. LESSEE shall not make any substantive physical and/or aesthetic
<br />changes to the Premises without the prior approval of LESSOR which shall not be unreasonably withheld,
<br />conditioned or delayed. Any such changes are subject to the provisions of Section 13 contained herein
<br />below. LESSEE shall be responsible for the cost of any and all damage to park property including but not
<br />limited to turf, concrete and/or asphalt, buildings and/or apprentices caused by LESSEE regardless of
<br />negligence. LESSOR at its discretion may require LESSEE to repair and or replace said damages or
<br />contract for said services and bill LESSEE. The cost of said repairs can be subtracted from any deposits
<br />retained by LESSOR. LESSEE shall have the right to install any warning signs on or about the Premises
<br />required by federal, state or local law.
<br />LESSEE's Facilities shall be constructed and maintained in a manner and with materials that are
<br />consistent with the approved plans for the project. The materials actually used must match up with the
<br />proposed materials and artistic renderings. LESSOR shall provide LESSEE, LESSEE's employees, agents,
<br />contractors, subcontractors and assigns with access to the Premises twenty-four (24) hours a day, seven (7)
<br />days a week, at no charge to LESSEE. LESSOR represents and warrants that it has full rights of ingress to
<br />and egress from the Premises, and hereby grants such rights to LESSEE to the extent required to construct,
<br />maintain, install and operate LESSEE's Facilities on the Premises, and to remove them therefrom.
<br />LESSOR shall, at its sole expense, maintain all access roadways from the nearest public roadway to the
<br />Premises in a manner sufficient to allow reasonable access to the Premises by LESSEE. Except in cases of
<br />emergency, LESSEE agrees to provide twenty-four (24) hours notice to LESSOR before any installation,
<br />maintenance, replacement or repair is to take place on the Premises. In the event that maintenance is
<br />required, such as the replacement of missing branches or the repainting of LESSEE's Facilities, such
<br />maintenance must be completed by LESSEE within thirty (30) days of LESSEE's receipt of notice that
<br />such repairs are needed.
<br />11. INDEMNIFICATION.
<br />A. LESSEE's Indemnity. LESSEE shall indemnify, defend and hold LESSOR its
<br />officers, employees, successors and assigns harmless from and against any and all loss, cost, claim, liability
<br />("Claims") occurring on the Premises and arising out of or connected with the negligence or willful
<br />misconduct of LESSEE, its officers, agents, employees, or contractors except for Claims arising out of
<br />(i) the negligence or willful misconduct of LESSOR, its officers, agents, employees, successors, assigns, or
<br />contractors; (ii) violation of law by LESSOR, its officers, agents, employees, or contractors; (iii) the breach
<br />of any duty or obligation by LESSOR under this Agreement; or (iv) any condition relating to the Premises
<br />which LESSEE has no obligation to repair or maintain.
<br />B. LESSOR's Indemnity. LESSOR shall indemnify, defend and hold LESSEE,
<br />its officers, employees, successors and assigns harmless from and against any and all loss, cost, claim,
<br />liability ("Claims") occurring on the Property and arising out of or connected with the negligence or willful
<br />misconduct of LESSOR, its officers, agents, employees, or contractors, including, but not limited to City
<br />Business as defined in Section 17 below, except for Claims arising out of (i) the negligence or willful
<br />misconduct of LESSEE, its officers, agents, employees, or contractors; (ii) violation of law by LESSEE, its
<br />Site No: LA0620A Page 3 of 25
<br />Site Address: 2115 West McFadden Avenue, Santa Ana, CA 92704
<br />Execution Copy
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