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<br />12. Indemnification. This Agreement is one of licensing of property and is not a
<br />bailment. Fortune shall assume full responsibility for its vehicles and those of its employees,
<br />agents and invitees, and the contents of the vehicles. Fortune, as a material part of the
<br />consideration to be rendered to the City under this Agreement, to the extent permitted by law,
<br />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. To the extent permitted by law, Fortune
<br />shall indemnify, defend and hold the City, its employees and public officials, agents, and
<br />servants harmless from, and on account of, any damage or injury to any person, or to the
<br />property, goods, wares and merchandise of any person, arising from the use of the Parking Lots
<br />by Fortune, its agents, servants, employees, contractors, invitees or licensees.
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<br />13. Assumption of Risk. Consistent with paragraph seven and not as a limitation of
<br />the aforementioned paragraph, all property belonging to Fortune or any user of the Parking Lots
<br />shall be there at the risk of Fortune 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. Fortune 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 Fortune's part to be performed under
<br />the terms of this Agreement or arising from any act or negligence of Fortune, or of its agents or
<br />employees, Fortune, upon notice from the City, shall defend the City at Fortune's expense, by
<br />counsel reasonably satisfactory to the City.
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<br />14. Compliance with Law. Fortune shall comply with all applicable state, county
<br />and City laws and ordinances in fulfilling its responsibilities under this Agreement. The Parking
<br />Lots shall be used by Fortune, its employees, contractors, agents, and invitees, pursuant to such
<br />rules and regulations, as the City shall from time to time promulgate. It is understood by the City
<br />that Fortune may reconfigure the individual parking spaces in the Loop Parking Lots in order to
<br />permit additional vehicles to utilize the Loop Parking Lots, including the double stacking of
<br />parking spaces.
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<br />15. Default. In the event of any default by either party under this Agreement, the
<br />non-defaulting party shall have the right to terminate this Agreement upon thirty (30) days
<br />notice.
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<br />16. Leasehold Interest. This Agreement and the rights of Fortune shall be and are
<br />made subject and subordinate to the Loop FDOT Lease and the Lehman FDOT Lease. In the
<br />event of termination of either lease, the City shall be released from any future liability upon any
<br />covenants or conditions, express or implied, herein contained in favor of Fortune, and in such
<br />event, Fortune agrees to look solely to the successor in interest to the City in and to this
<br />Agreement; provided however, that in the event Fortune's use of the Parking Lots is terminated
<br />as a result of such termination, City shall refund Fortune any prepaid sums for any period
<br />subsequent to said tennination date.
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<br />MIADOCS 781212 6
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