LATINO HEALTH ACCESS (3) - 2008 - Laserfiche WebLink

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provided, however, that the City shall have no obligation to request or hold a meeting prior to exercising the rights retained by the City under this License. 4. Indemnity. Latino Health Access hereby agrees to defend, indemnify and hold the City and its officers, officials, members, employees, agents and representatives, harmless from and against any and all loss, damage, injury, liability, claim, cost or expense (including, without limitation, reasonable attorneys' fees, expert witness fees, court costs, and expenses) arising from or attributable to the activities of Latino Health Access or any of its employees, agents, consultants or contractors upon the Property pursuant to this Agreement. All use of and entry upon the Property shall be at the sole cost, risk and expense of Latino Health Access. Latino Health Access recognizes and understands that should this Agreement be deemed by the County of Orange to create a possessory interest subject to property taxation, that Latino Health Access shall be subject to the payment of property taxes levied on such interest, and that it shall defend, indemnify and hold the City of Santa Ana and its officers, officials, members, employees, agents and representatives, harmless from and against any and all such claims. 5. License Payment. Latino Health Access shall pay to City a license fee of $1.00 per month, receipt of which is hereby acknowledged. 6. Miscellaneous. (a) Choice of Law. This Agreement is to be governed by, and construed in accordance with, the laws of the State of California. (b) Remedies. Either party shall, in addition to all other rights provided herein or as may be provided by law, be entitled to the remedies of specific performance and injunction to enforce its rights hereunder, except to the extent expressly provided to the contrary in this Agreement. All rights and remedies under this Agreement are cumulative and no one of them shall be exclusive of any other, and each party shall have the right to pursue any one or all of such rights and remedies or any other remedy which may be provided by law, whether or not stated in this Agreement, except to the extent expressly provided to the contrary in this Agreement. (c) Counterparts. This Agreement may be executed in two (2) or more counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument. (d) Non-Liability of Public Officials. No officer, employee, member, agent or representative of the City shall be personally liable to Latino Health Access, or any successor in interest, in the event of any default or breach by the City, or for any amount which may become due to Latino Health Access or its successor, or for any breach of any obligation of the terms of this Agreement. (e) Effective Date. This Agreement shall become effective on the date first set forth above.