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Exhibit D
<br />6, NIECEIANICS LIENS OR STOP -NOTICES
<br />GRANTEE shall at all times indet tdfl , defend with.counsel Approved in writing by COUNTY, and save
<br />COUN"1'Y and Distriot bamiless A uni all claims, losses, demands, damages, cost, expenses, or liabilities in
<br />Automation with the use, construction, repair, alteration, or trtstelladms of any portion of the Facility widsin,
<br />upon, or under the Rasernent ,Area, and from die west of defending against such elalins, htctuding reasonable
<br />attorney fees and costs.
<br />Isr am event a lien or ALop•nolfce is imposed upon the Easement Axes as a result of stroll construction, repair,
<br />alteration, or installation, GRANTEE shall either:
<br />A. Record a valid Release of Lion, or -
<br />B. procure and record n bond in accordance with Soofloo 3J43 or3196 of the Civil Code, which flees
<br />the Easement Area from the claim of the lien" stopmotice and atom any action brought to fnxeclose
<br />the lien.
<br />%, TI'OLDEIARMLESS
<br />GRANTEE acknowledges the Rosemont Arca is in, on, and over the Channeland may be subject to all hazards
<br />associated with flood coluatlons And COUNTY's public golfdourwe lessee, business operations. GRANTEE
<br />agroos to assume all risks, financial or otherwise, associated therewith.
<br />GRANTEE. Iserabyreleases And waives all clahns and reoouse AgainstCOUNTYand District including the
<br />right of cootribution. for loss of or damage to lu»party, or injury to or death of any person arising from, growing
<br />out of or in ally way conneoted with or related to this Tompornty Easement including any dumago to or loss of
<br />GRANEEL'S equipment add otaterial, the Facility or intorntptiun of flu, Prq{eat or use of the Easement Area
<br />caused dry e•osion, flood, or flood overflow conditions of tho Channel, or caused by the operation, rna.intennnce,
<br />repair, rcoonstrueiion, replacement, enlargement or improvement of the Chunnml m• by District's flood control
<br />operations, except claims arising liom die groan negligence of COUNTY and/or District, their mfiew, agents,
<br />employees and contractors.
<br />GRANTEE hereby agrees to indemnify,dofknd sad hold harmless, COUNTY and District, their elected and
<br />appointed officials, oEicers, agents, employees, contractors and those, special districts amt agencies which.
<br />COUNTY's Board of Supotvisors acts as the governing Board against any and all claims, tortious, contractual,
<br />condemnation, inverse condemnation, judgrncnts, arbitration awards, soaloments, losses, demands, damages,
<br />cast, orders, penalties, And expenses including legal costs and attomcy fees or liability for injury to or death of
<br />any persona, or loss of or damage to Any property, in ocnn mthan. with or arising out of tam Project or the use of
<br />or operations or activities conducted ih, on, or over die Easoment Area, and/or the oxeroiae of the rights under•
<br />this Tetnpoinr'y EAseuonl by GRANTEE, its agents, officers, employees, invitceg or licensees excopt. for
<br />liability arising out of the concurrent active, or sola negligent acts of COUNTY, ancUor District, their elected
<br />mill appointed officials, officers, agolrtn, employees or contractors including tie cost of defense of any lawsuit
<br />m^ming tlsurofinm. IP CO'CIN'I"Y andlor Dishiat inlarv; Hamad as co-dakbndant(s) in A lawsrdt, GI'L4N'I'EE sha[I
<br />notify COUNTY of such fact and shall represent DISTRLC'I'/COUNTY in such legal Action unless odiorwise
<br />conflicted out. I(judgmont is colored against COUNTY/District and ORANCEE by it court of competent
<br />jurisdiction or jury because of die tortious conduct of COUNTY/District and -GRANITE, COUNTY and
<br />GRANTEE Agree dint liability will be apportioned as detem.htod by dao court orjum as applicable.
<br />GRANTEE aeknowledgea that it is familiar with the language and provisions of California Civil Code Section
<br />1542 which. provides as follows:
<br />SM A.-Mia7 poets-" 1`mJW(nO1J'DOrt 4 0519-016
<br />Santa Ana -Delhi Channel Diversion Project Agreement DIS -013 Page 50 of 69
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