Agmt 21Citizens for Emergency Response and Preparedness Program, Inc. Revocable License Agreement

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REV: 10-26-21 SK duties of Contractor to indemnify will not apply when to do so would be prohibited by California Civil Code Section 2782 as amended. 15.7 The Parties expressly agree that any reasonable payment, attorney's fee, cost or expense City incurs or makes to or on behalf of an injured employee under City's self-administered workers' compensation plan is included as a loss, expense or cost for the purposes of this Section 15. 15.8 Notwithstanding Licensee’s obligation to defend City hereunder, City has the right to conduct its own defense and seek reimbursement for reasonable costs of defense from Licensee, if City chooses to do so. 15.9 Licensee's obligations under this Section shall survive the expiration or other termination of this Agreement. 16. Alterations. Licensee shall make no alterations, additions or improvements to the Site or any part thereof without prior written approval of City. 17. Maintenance of Premises. Licensee shall keep and maintain the City Property and the Site free and clear of any and all trash, refuse, garbage, debris or litter arising from or incidental to its use of the Site. Licensee shall keep and maintain the City Property, including the Site, in a clean, safe, orderly manner. Licensee shall not commit, suffer or permit any waste on the City Property, including the Site. 18. Termination; Suspension. This Agreement may be terminated and the license revoked by the City Manager or Licensee for convenience, for any reason, and without cause upon thirty (30) days advance written notice to the other party. If Licensee fails or refuses to perform any of the provisions of this Agreement, and if Licensee does not cure the default within five (5) days of City providing a written notice specifying the nature of the default, City may terminate this Agreement immediately by giving written notice to Licensee. Licensee shall be required to de-energize and remove their equipment at their own cost within 30 days’ notice by the City. 19. Amendment. This Agreement may only be amended, modified, waived or discharged in a writing signed by both Parties. 20. Applicable Law and Venue. This Agreement is made, entered into, and shall be performed in the City of Redwood City, California, and all rights and remedies of the parties hereto shall be construed and enforced in accordance with the laws of the State of California. In the event that suit shall be brought by either party to this Agreement, the parties agree that venue shall be exclusively vested in the State courts of the County of San Mateo.. ATTY/AGR.2021.270/Citizens for Emergency Response and Preparedness Program, Inc. (Page 8 of 41)