4.5 SR 03-18-2024 - Laserfiche WebLink

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5. INDEMNIFICATION. A. Lessee shall indemnify and save harmless the City against all liabilities, damages, claims, fines, penalties, costs and other expenses, including all attorneys' fees, which may be imposed upon, incurred by or asserted against the City by reason of the following, except for any of the following that result from the grossly negligent or intentionally malicious act or omission of the City or its agents: 1. any use or condition of the Premises or any part thereof, 2. any personal injury or property damage occurring on the Premises; 3. any negligence on the part of Lessee, Lessee's agents, contractors, licensees or invitees; 4. any failure by Lessee, any agent or invitee of Lessee to comply with any requirement of any governmental authority; 5. any prosecution or defense of any suit or other proceeding in discharging the Premises or any part thereof from any liens, judgments or encumbrances created upon or against the same by Lessee, any agent or invitee of Lessee or against Lessee's interest in the Premises; 6. any proceedings in obtaining possession of the Premises after the termination of this Lease by forfeiture or otherwise; 7. any litigation commenced by or against Lessee to which the City is made a party without any fault on the part of the City; 8. any response costs, other damages and expenses (including attorneys' fees) which may be imposed upon, incurred by or asserted against the City by reason of the use, release, threatened release or disposal of Hazardous Wastes at the Premises by Lessee, any agent or invitee of Lessee; and 9. any failure on the part of Lessee to perform or comply with any covenant or agreement required to be performed or complied with by Lessee hereunder. B. This indemnity does not cover matters arising out of the gross negligence or willful misconduct of City. It is expressly understood that Lessee's obligations under this Section shall survive the expiration or termination of this Agreement for any reason. C. In case any action or proceeding is brought against City or its officials, agents, employees, guests or invitees by reason of any such claim, Lessee, upon notice, will defend such action or proceeding by responsible counsel selected by Lessee and reasonably acceptable to City. 6. ASSUMPTION OF RISK. The Lessee takes possession of the Premises under this Lease subject to the usual hazards of storing personal property and equipment on a vacant lot, and agrees to assume all risk of accidents to Lessee, and Lessee's guests, invitees, employees, and/or agents in furtherance of the use of the Premises. 7. USE. A. Lessee shall use the Premises solely for Commercial Purposes in connection with its retail use of the Lessee Property. 3 2299570 Page 41 of 229