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from and against, and shall pay on demand, any and all losses, liabilities, damages,
<br />costs, claims, demands, penalties, fines, orders, judgments, injunctive or other relief,
<br />expenses and charges (including attorneys’ fees and expenses of attorneys)
<br />(collectively “Liabilities”) arising directly or indirectly in any manner in connection with
<br />or as a result of (a) any breach of Owner’s covenants under the Loan Documents, (b)
<br />any failure of Owner’s representations and warranties to be true and correct in all
<br />material respects when made, (c) injury or death to persons or damage to property or
<br />other loss occurring on the Property, whether caused by the negligence or any other act
<br />or omission of Owner or any other person or by negligent, faulty, inadequate or
<br />defective design, building, construction or maintenance or any other condition or
<br />otherwise, or (d) any claim, demand or cause of action, or any action or other
<br />proceeding, whether meritorious or not, brought or asserted against any Indemnitee
<br />which relates to or arises out of the Property, the Project, the Loan, the Loan
<br />Documents, or any transaction contemplated thereby, or any failure of Owner to comply
<br />with all applicable state, federal and local laws and regulations, including without
<br />limitation, applicable provisions of the California Building Standards Code, the
<br />Prevailing Wage Laws, and the Americans with Disabilities Act in connection with the
<br />construction or operation of the Project, provided that no Indemnitee shall be entitled to
<br />indemnification under this Section 4.6 for matters caused by such Indemnitee's gross
<br />negligence or willful misconduct. The obligations of Owner under this Section shall
<br />survive the expiration or termination of this Agreement.
<br />4.6 PREVAILING WAGES. Owner shall pay and shall cause Owner’s
<br />contractor and subcontractors to pay prevailing wages in the construction of the Project
<br />as those wages are determined pursuant to Labor Code Section 1720 et seq. and the
<br />regulations adopted pursuant thereto (“Prevailing Wage Laws”) and shall comply or
<br />shall cause the contractor and subcontractors to comply with all other applicable
<br />provisions of the Prevailing Wage Laws. Owner shall maintain or shall cause the
<br />contractor and subcontractors to maintain such records as are necessary to determine if
<br />prevailing wages have been paid as required pursuant to the Prevailing Wage Laws
<br />during the construction of the Project. Owner shall cause the contractor to post at the
<br />Property the applicable prevailing rates of per diem wages. Owner shall indemnify,
<br />defend (with counsel approved by City) and hold the Indemnitees harmless from and
<br />against all Liabilities which directly or indirectly, in whole or in part, are caused by, arise
<br />in connection with, result from, relate to, or are alleged to be caused by, arise in
<br />connection with, or relate to, the payment or requirement of payment of prevailing
<br />wages (including without limitation, all claims that may be made by contractors,
<br />subcontractors or other third party claimants pursuant to Labor Code sections 1726 and
<br />1781), the failure to comply with all applicable state and federal labor laws, regulations
<br />and standards in connection with the construction of the Project, including but not
<br />limited to the Prevailing Wage Laws, or any act or omission of Owner or Owner’s
<br />contractors and subcontractors with respect to the payment or requirement of payment
<br />of prevailing wages, whether or not any insurance policies shall have been determined
<br />to be applicable to any such Claims. It is further agreed that City does not, and shall not,
<br />waive any rights against Owner which it may have by reason of this indemnity and hold
<br />harmless agreement because of the acceptance by City, or the deposit with City, of any
<br />Public Wi-Fi Installation
<br />Loan Agreement
<br />
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