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8. Assignment. CITY r....y assign all of its rights, duties and liaL .es under this LICENSE
<br /> to another public agency provided that such assignment is agreeable to ZONE 7 and
<br /> provided further that such agency gives written notice to ZONE 7 that it accepts all of the
<br /> rights, duties and liabilities imposed upon CITY under this LICENSE.
<br /> 9. Acknowledgment of Title. It is understood and agreed that CITY, by the acceptance of
<br /> this LICENSE and by the use or occupancy of said SITE, has not acquired and shall not
<br /> acquire hereafter any property rights or interest in or to said SITE through this LICENSE,
<br /> and that CITY may use the SITE only as herein provided.
<br /> 10. Indemnity
<br /> CITY shall indemnify, defend, reimburse and hold harmless Zone7, its officers, agents
<br /> and, employees (collectively, "Indemnitees from and against any and all demands,
<br /> claims, legal or administrative proceedings, losses, costs, penalties, fines, liens, judgments,
<br /> damages and liabilities of any kind (collectively, "Liabilities arising in any manner out of:
<br /> (a) any injury to or death of any person or damage to or destruction of any property
<br /> occurring in, on or about the SITE, or any part thereof, whether the person or property of
<br /> CITY, its officers, agents, employees, contractors and subcontractors (collectively,
<br /> "Agents its invitees, guests or business visitors or third persons (collectively, "Invitees
<br /> relating in any manner to any use or activity under the LICENSE and modifications thereto;
<br /> (b) any failure by CITY to faithfully observe or perform any of the terms, covenants or
<br /> conditions of this LICENSE or (c) the use of the SITE or any activities conducted thereon
<br /> by CITY, its Agents or Invitees. This provision applies except to the extent of Liabilities
<br /> resulting directly from the sole negligence or willful misconduct of lndemnitees.
<br /> The foregoing indemnity shall include, without limitation, reasonable attorneys' and
<br /> consultants' fees, investigation and remediation costs and all other reasonable costs and
<br /> expenses incurred by the lndemnitees. CITY shall have an immediate and independent
<br /> obligation to defend Zone 7 from any claim which actually or potentially falls within this
<br /> indemnity provision even if such allegation is or may be groundless, fraudulent or false,
<br /> which obligation arises at the time such claim is tendered to CITY by Zone 7 and
<br /> continues at all times thereafter. CITY's obligations under this Condition shall survive the
<br /> expiration or termination of the LICENSE and modifications thereto.
<br /> 11. Insurance Requirements
<br /> CITY shall carry public liability and property damage insurance or monetary coverage in
<br /> an amount which will adequately protect ZONE 7 from all such liabilities or claims, such
<br /> amount to be no less than $1,000,000 each person and $1,000,000 each occurrence for
<br /> bodily injury or death and $1,000,000 on each occurrence for property damage. These
<br /> amounts shall be reviewed by the parties every five years, and increased by no less than
<br /> the amount of increase in the Consumer Price Index for the Oakland San Francisco
<br /> SMSA. Policies for such insurance shall name ZONE 7 of Alameda County Flood Control
<br /> and Water Conservation District, Alameda County Flood Control and Water Conservation
<br /> District, the County of Alameda, their officers, agents and employees as additionally
<br /> insured and copies thereof, certificates of payment of premiums thereon, or other proof of
<br /> insurance or monetary coverage acceptable to ZONE 7, shall be furnished ZONE 7 by
<br /> CITY. It is agreed that such insurance or monetary coverage as is afforded by the policy
<br /> to ZONE 7 of Alameda County Flood Control and Water Conservation District, et al., shall
<br /> apply as primary insurance or monetary coverage. No other insurance or monetary
<br /> coverage effected by ZONE 7 of Alameda County Flood Control and Water Conservation
<br /> District, et al., shall be called upon to contribute to a loss covered by the policy.
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