Agmt 2005 Union Bank of California

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be at the sole discretion of the Agency. The license granted hereby is personal to Licensee and shall terminate at such time that Licensee ceases to have an ownership or leasehold interest in Owner's Property (as defined in the ENRA). 6. Revocation. Agency reserves the right to revoke the license herein granted upon the termination of the ENRA or upon any breach of this Agreement or any act or omission on the part of Licensee contrary to the public interest in the sole, exclusive, and absolute determination of the Agency. Notice of revocation pursuant to this Section shall be served upon the Licensee in writing, and Licensee shall vacate and cease using the License Area and remove all improvements thereon at Licensee's expense within thirty (30) days ofreceipt of such notice. . 7. Hold Harmless; Indemnification. Licensee shall indemnify, defend and hold harmless the City of San Leandro, Agency, and their respective officials, officers, agents, employees, representatives and volunteers (collectively "Indemnitees") from and against any and all claims, actions, proceedings, demands, judgments, losses, expenses (including reasonable attorneys' fees and costs), liability and costs (collectively "Claims") including without limitation any Claim arising in connection with property damage, personal injury or death, which may arise directly or indirectly as a result of any action or inaction by Licensee or in any way connected with Licensee's or Licensee's agents, employees, customers or tenants use of the License Area. 8. Insurance Coverage; Certificates of Insurance. Prior to the Effective Date, Licensee shall obtain insurance coverage in the form and amount specified in Exhibit D attached hereto, and shall file with the Agency certificates evidencing such coverage. 9. Exhibits. Exhibits A through D, attached hereto are incorporated herein by this reference and made a part of this Agreement. 10. Entire Agreement. This Agreement and the ENRA, constitutes the entire agreement of the Parties with respect to the subject matter hereof. 11. Notices. Except as otherwise specified in this Agreement, all notices to be sent pursuant to this Agreement shall be made in writing, and sent to the Parties at their respective addresses specified below or to such other address as a Party may designate by written notice delivered to the other parties in accordance with this Section. All such notices shall be sent by: (i) personal delivery, in which case notice is effective upon delivery; (ii) first class U.S. mail; (iii) nationally recognized overnight courier, with charges prepaid or charged to the sender's account, in which case notice is effective on delivery if delivery is confirmed by the delivery service; To Agency: San Leandro Redevelopment Agency 835 East 14th Street San Leandro, California 94577 Attention: Luke Sims, Business Development Manager Union Bank License Agreement Page 2 of 12 2