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<br />620\3185927.4 7 <br />Throughout the Term of this Agreement and each Site Agreement, Company and all <br />contractors, including subcontractors of every tier, working on behalf of Company with respect to <br />a Site Agreement shall maintain a comprehensive automobile liability coverage in the amount of <br />One Million Dollars ($1,000,000), combined single limit including coverage for owned and non- <br />owned vehicles. Automobile liability policies shall name City and its respective elected and <br />appointed officers, officials, employees, agents and representatives as additional insureds. <br />Throughout the Term of this Agreement and each Site Agreement, Company shall maintain <br />worker’s compensation insurance in the amount required under applicable state law, covering <br />Company’s employees, if any, at work upon a Permit Property or engaged in services or operations <br />in connection with the Permitted Activities on a Permit Property. Company shall require any <br />contractor that accesses a Permit Property to provide worker’s compensation insurance for its <br />employees in compliance with applicable state law. <br />Companies writing the insurance required hereunder shall be licensed “on an Admitted or <br />Non-Admitted bases” to do business in the State of California. Insurance shall be placed with <br />insurers with a current A.M. Best’s rating of no less than A-: VII. Prior to the effective date of <br />any Site Agreement, Company shall furnish City with certificates of insurance in a form acceptable <br />to City evidencing the required insurance coverage and duly executed endorsements evidencing <br />such additional insured status. Each policy shall require the carrier to notify City of any material <br />change, cancellation, termination or non-renewal of the coverage at least thirty (30) days in <br />advance of the effective date of any such material change, cancellation, termination or non- <br />renewal, except in the event of non-payment of premium a ten (10) day notice will be provided. <br />Coverage provided by Company shall be primary insurance and shall not be contributing with any <br />insurance, or self-insurance maintained by City, and the policies shall so provide. The insurance <br />policies shall contain a waiver of subrogation for the benefit of City. <br />16. Assignment. Company shall have no right to sublicense, assign or transfer this <br />Agreement or any Site Agreement, or rights arising under this Agreement or any Site Agreement, <br />except, Company shall have the right to assign this Agreement and all Site Agreements (a) to an <br />entity who controls, is under common control of, or is controlled b y Company, or (b) any person <br />or entity that directly or indirectly acquires, through merger, sale of stock, purchase or otherwise, <br />all or substantially all of the assets of Company. <br />17. Notices. Except as otherwise specified in this Agreement, all notices to be sent <br />pursuant hereto shall be made in writing, and sent to the Parties at the addresses specified below, <br />or such other address as a Party may designate by written notice delivered to the other Party in <br />accordance with this section. All such notices shall be sent by: <br />a. personal delivery, in which case notice shall be deemed delivered upon <br />receipt; <br />b. certified or registered mail, return receipt requested, in which case notice <br />shall be deemed delivered two (2) business days after deposit, postage prepaid in the United States <br />mail; <br />306