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<br />Owner shall keep the Premises and the Improvements in good repair and condition,
<br />and from time to time make necessary repairs, renewals and replacements thereto so that
<br />the Premises and Improvements shall be preserved and maintained. Owner agrees to keep
<br />the Premises free from litter, graffiti, peeling paint, unkempt landscaping and other unsightly
<br />features as reasonably determined by the City or by City’s Community Development
<br />Department, Economic Development Division, Building Division or other City of San
<br />Leandro department.
<br />5.4 Reserved.
<br />5.5 ACCOUNTING RECORDS; PROPERTY INSPECTION. Owner shall
<br />maintain accurate books and records with respect to the completion of the Project and the
<br />use of the Loan Proceeds and Grant Funds and shall permit the City, during business hours
<br />and upon reasonable notice to inspect, audit and examine such books and records and to
<br />inspect the Premises during normal business hours upon reasonable notice.
<br /> 5.6 COMPLIANCE WITH LAWS. Owner shall comply with all federal, state and
<br />local laws, regulations, ordinances and rules applicable to the Premises and the Project,
<br />including without limitation, all applicable requirements of state and local building codes and
<br />regulations, and all applicable statutes and regulations relating to accessibility for the
<br />disabled.
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<br /> 5.7 INSURANCE. Owner shall maintain and keep in force at Owner’s expense,
<br />insurance coverage with respect to the Project and the Premises in accordance with the
<br />requirements set forth in Exhibit D attached hereto and incorporated herein. Owner shall
<br />require all third-party contractors engaged in work on the Project to maintain a commercial
<br />liability policy in accordance with the requirements set forth in Exhibit D.
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<br />5.8 INDEMNIFICATION. Owner shall indemnify, defend (with counsel reasonably
<br />acceptable to City), and hold harmless the City and its elected and appointed officials,
<br />officers, agents, and employees (collectively the Indemnitees"), from and against, and
<br />shall pay on demand, any and all losses, liabilities, damages, costs, claims, demands,
<br />penalties, fines, orders, judgments, injunctive or other relief, expenses and charges
<br />(including attorneys’ fees and expenses of attorneys) (collectively “Liabilities”) arising
<br />directly or indirectly in any manner in connection with or as a result of (a) any breach of
<br />Owner’s covenants under the City Documents, (b) any failure of Owner’s representations
<br />and warranties to be true and correct in all material respects when made, (c) injury or death
<br />to persons or damage to property or other loss occurring on the Premises, whether caused
<br />by the negligence or any other act or omission of Owner or any other person or by
<br />negligent, faulty, inadequate or defective design, building, construction or maintenance or
<br />any other condition or otherwise, or (d) any claim, demand or cause of action, or any action
<br />or other proceeding, whether meritorious or not, brought or asserted against any
<br />Indemnitee which relates to or arises out of the Premises, the Project, the Loan, the City
<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 limitat ion,
<br />applicable provisions of the California Building Standards Code, the Prevailing Wage Laws,
<br />and the Americans with Disabilities Act in connection with the construction or operation of
<br />the Project, provided that no Indemnitee shall be entitled to indemn ification under this
<br />Section 5.8 for matters caused by such Indemnitee's gross negligence or willful misconduct.
<br />DocuSign Envelope ID: 85AFD7DB-51EA-45B2-9809-AAE85EE33DC4
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