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2. Agreement. By execution of this Agreement, Licensee agrees for itself and on the
<br />behalf of its employees, agents, consultants and contractors as follows:
<br />a. That Licensee will not permit any dangerous condition or waste to be created
<br />on the Property.
<br />b. All acts and things done by Licensee on the Property will be done in a careful
<br />and reasonable manner, in accordance with all federal, state and local laws. Licensee agrees and
<br />acknowledges that nothing herein is intended, nor shall it be interpreted, as to bind the Agency or the
<br />City of Santa Ana to issue or grant any permits or entitlements needed to perform the work specified
<br />in paragraph 1 of this Agreement.
<br />c. Licensee shall enter the Property entirely at its own cost, risk and expense.
<br />d. Prior to entry onto the Property pursuant to this Agreement, the Licensee shall
<br />secure, and shall require subcontractors, if any, to secure insurance, as described below, from a
<br />company or companies licensed to conduct insurance business in the State of California and rated
<br />AV:1 or better by A.M. Best Company and maintain same until the earlier to occur of expiration of
<br />the Term or Licensee's acquisition of the Property under the DDA.
<br />(1) Notwithstanding any inconsistent statement in the policy or any
<br />subsequent endorsement attached thereto, the protection afforded by these policies shall be written on
<br />an occurrence basis in which the Agency, City, and their respective elected and appointed officials,
<br />officers, employees, agents and representatives (together, "Additional Insureds") are named as
<br />additional insureds on all coverage, except for workers' compensation coverage, and shall:
<br />(a) Name Additional Insureds as additional insureds on a
<br />Commercial General Liability ("CGL") policy;
<br />(b) Provide a combined single limit of broad form commercial
<br />general liability insurance in the amount of Two Million Dollars ($2,000,000) per occurrence, which
<br />will be considered equivalent to the required minimum limits, and such insurance shall (i) be written
<br />on an occurrence form, (ii) be written with a primary policy form with limits of not less than
<br />$1,000,000 per occurrence; (iii) be written with one or more excess layers to bring the total of
<br />primary and excess coverage limits to not less than $2,000,000 per occurrence, (iv) not be written
<br />with a deductible greater than $25,000 per occurrence, (v) contain a waiver of subrogation in favor of
<br />the Agency;
<br />(c) Provide primary automobile liability insurance for owned,
<br />non owned, and hired vehicles, as applicable to, or for any use related to, the Pre-Closing Work, in an
<br />amount not less than One Million Dollars ($1,000,000) combined single limit, with excess insurance
<br />coverage to bring the total amount of automobile liability insurance coverage to an amount not less
<br />than Two Million Dollars ($2,000,000) per accident for bodily injury and property damage;
<br />(2) Licensee shall notify Agency not less than thirty (30) days before any
<br />expiration, cancellation, or non renewal of such policy or policies; and
<br />(3) The Licensee shall furnish certificates of insurance and endorsements
<br />to the Agency prior to entry onto the Property pursuant to this Agreement and shall furnish complete
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<br />DOC SOC/ 1523 614x9/20 0272-000 1
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