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<br />4. License Fees. The monthly license fee for the initial term of this License shall be
<br />$8,000.00, beginning December I, 2003. The monthly license fee shall be paid in advance, on or
<br />before the first day of each calendar month, under this agreement.
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<br />5. Assi2nment. This License Agreement may not be assigned or sublet by Tangiers,
<br />in whole or in part, without prior written consent of the City, which consent may not be
<br />unreasonably withheld.
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<br />6. Indemnification. This Agreement is one of licensing in property and is not a
<br />bailment. Tangiers shall assume full responsibility for its vehicles and those of its employees,
<br />agents and invitees, and the contents of the vehicles. Tangiers, as a material part of the
<br />consideration to be rendered to the City under this License Agreement, to the extent permitted by
<br />law, hereby waives all claims against the City, its agents servants or employees for loss, theft or
<br />damage to property in, on or about the Parking Lots or surrounding property. To the extent
<br />permitted by law, Tangiers shall indemnify, defend and hold the City, its employees and public
<br />officials, agents, and servants harmless from, and on account of, any damage or injury to any
<br />person, or to the property, goods, wares and merchandise of any person, arising from the use of
<br />the Parking Lots by Tangiers, its agents, servants, employees, contractors, invitees or licensees.
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<br />7. Assumt)tion of Risk.. Consistent with paragraph six and not in limitation with the
<br />aforementioned paragraph all property belonging to Tangiers or any user of the Parking Lots
<br />shall be there at the risk of Tangiers or such other person only. Except for the deliberate or
<br />negligent act of the City or its agent or employees, the City, its employees and public officials,
<br />and agents shall not be liable for injury to persons, or damage to, or theft of, or misappropriation
<br />of such property by any means whatsoever. Tangiers shall give prompt notice to the City in case
<br />of any such injury, damage, theft, or misappropriation. In case any action or proceeding should
<br />be brought against the City by reason of any obligation on Tangiers's part to be performed under
<br />the terms of this License or arising from any act or negligence of Tangiers, or of its agents or
<br />employees, Tangiers, upon notice from the City, shall defend the City at Tangiers's expense, by
<br />counsel reasonably satisfactory to the City.
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<br />8. ComDliance with Law. Tangiers shall comply with all applicable county and
<br />city ordinances in fulfilling its responsibilities under this Agreement. The Parking Lots shall be
<br />used by Tangiers, its employees, contractors, agents, and invitees, pursuant to such rules and
<br />regulations, as the City shall from time to time promulgate,
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<br />9. Default. In the event of any default by either party under this License, the non-
<br />defaulting party shall have the right to terminate this License upon thirty (30) days notice,
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<br />10. Leasehold Interest. This License and the rights of Tangiers shall be and are
<br />made subject and subordinate to the FOOT Lease. In the event of termination of FOOT Lease,
<br />the City shall be released from any future liability upon any covenants or conditions, express or
<br />implied, herein contained in favor of Tangiers, and in such event, Tangiers agrees to look solely
<br />to the responsibility of the successor in interest of the City in and to this License; provided
<br />however, that in the event Tangiers's use of the Parking Lots is terminated as a result of such
<br />termination, City shall refund Tangiers any prepaid sums for any period subsequent to said
<br />termination date.
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<br />639284-1
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