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City of San Leandro – Red & White Fleet - Non-Exclusive License Agreement Page 6 of 13
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<br />improvements installed by Licensee shall be dedicated to the City for use by the public.
<br />Licensee shall enter into a separate agreement with the City for access to City property to make
<br />any improvements and shall obtain all necessary permits and entitlements to construct any such
<br />works of public improvement. This License does not entitle Licensee to perform any public
<br />improvements or entitle Licensee to any right to construct any public improvements.
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<br />6. Indemnity
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<br /> A. The City shall not, in any event whatsoever, be liable for any injury or damage to any
<br />property or to any person in or about the Multifamily Property and its improvements or
<br />appurtenances, nor for any injury or damage to any property belonging to Licensee or
<br />Licensee’s passengers or to any other person which may be caused by any cause whatsoever,
<br />including, but not limited to: the presence of any hazardous wastes, substances or materials as
<br />those terms may be defined by any law, ordinance and/or regulation of any regulatory agency
<br />with jurisdiction, at and surrounding the Multifamily Property; the effects of any geotechnical,
<br />soils, drainage, flooding, subsidence, erosion, stormwater, earthquake, fault rupture, ground
<br />shaking, liquefaction, seiche, tsunami, unstable soils, expansive soils, tides, (including, but
<br />not limited to King Tide conditions) conditions, the condition or availability of the Parking
<br />Area or parking, access, lighting, and utility availability, any fire, breakage, leakage, flooding
<br />or defect or by water, flooding or rain that may leak into, issue or flow from or to any part of
<br />the Multifamily Property, Parking Area or areas of egress or ingress to such properties; the use,
<br />misuse or abuse of any of the Multifamily Property structures or improvements located
<br />thereon, areas of egress or ingress, or which may arise from any other cause whatsoever, except
<br />to the extent caused by the gross negligence or willful misconduct of City or its respective
<br />elected and appointed officers, officials, employees, agents, consultants, and contractors or
<br />breach of any of the representations and/or obligations of City hereunder.
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<br />B. Licensee shall indemnify, defend, protect, and hold harmless City and its respective
<br />elected and appointed officers, officials, employees, agents, consultants, and contractors, with
<br />counsel approved by City, from and against all liabilities, suits, obligations, fines, damages,
<br />penalties, demands, claims, costs, charges and expenses, including without limitation
<br />reasonable fees of attorneys, architects and consultants, which may be imposed upon or
<br />incurred by or asserted against City arising directly or indirectly out of any of the following
<br />except to the extent caused by the gross negligence or willful misconduct of City or its
<br />respective elected and appointed officers, officials, employees, agents, consultants, and
<br />contractors:
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<br />i. any work, act or event occurring on the Multifamily Property or any part thereof, or
<br />any work, act or event occurring in any area adjacent to such properties and related to
<br />the activities of Licensee or Licensee's agents;
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<br />ii. Licensee’s uses authorized by this License including claims by Licensee, its officers,
<br />agents, employees, guests, invitees, or passengers arising out of or relating to the
<br />condition use, possession, occupation, alteration, repair, operation, maintenance or
<br />management of the Multifamily Property or the fitness of said property for the uses
<br />contemplated herein, including, but not limited to, any claims or damages that may
<br />result from any of the conditions set forth in Section 6.A, above;
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<br />iii. any act or omission on the part of Licensee or any of Licensee's passengers,
<br />DocuSign Envelope ID: 9BA01DA0-8FDA-4949-9D5D-D7EBC560E511
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