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in as good condition as when received by Licensee from the City or as later improved,
<br /> reasonable use and wear excepted, and (ii) free from any occupancy by any person.
<br /> 13. INDEMNIFICATION.
<br /> (a) Indemnity. Licensee shall indemnify, defend and hold harmless the City against
<br /> and from any and all claims, actions, damages, liability, costs and expenses, including
<br /> attorney's fees, arising out of or relating to (a) Licensee's use of the Licensed Property or from
<br /> the conduct of Licensee's business or from any activity, work, or other things done or
<br /> permitted by Licensee in or about the Licensed Property, (b) any breach or default in the
<br /> performance of any obligation on Licensee's part to be performed under the terms of this
<br /> License, (c) any act or omission, negligence or willful misconduct of Licensee, or any officer,
<br /> agent, employee, guest, or invitee of Licensee, and from all costs, damages, attorneys' fees
<br /> and liabilities incurred in defense of any such claim in any action or proceeding brought
<br /> thereon. Licensee, as a material part of the consideration to the City, hereby assumes all risk
<br /> of damage to property or injury to persons in, upon or about the Licensed Property from any
<br /> cause other than and to the extent of the City's gross negligence or willful misconduct.
<br /> Licensee shall give prompt notice to the City in case of casualty or accident in the Licensed
<br /> Property. This Section shall survive the expiration or termination of this License. For the
<br /> purposes of this License, the claims, actions, damages, liability and expenses for which
<br /> Licensee must indemnify, defend and hold harmless the City are referred to as "Covered
<br /> Claims".
<br /> (b) Concurrent Fault. This Section does not purport to indemnify the City against
<br /> liability for Covered Claims caused by or resulting from the sole gross negligence or willful
<br /> misconduct of the City, its officers, employees and agents. If Covered Claims are caused by or
<br /> result from the concurrent negligence of(i) the City, its officers, employees or agents, and (ii)
<br /> Licensee, its agents,servants,employees,officers,subcontractors, sublicensees,sublicensees,
<br /> successors or assigns, then this Section will provide the City the maximum indemnification
<br /> permitted by law.
<br /> (c) Washington Law. This Section is specifically and expressly intended to
<br /> constitute a waiver of Licensee's immunity under Washington's Industrial Insurance Act, RCW
<br /> Title 51, to the full extent necessary to provide the City with a full and complete indemnity
<br /> from claims made by Licensee and its employees, to maximum extent allowed by law. THE
<br /> CITY AND LICENSEE ACKNOWLEDGE THAT THE INDEMNIFICATION PROVISIONS OF THIS
<br /> SECTION WERE SPECIFICALLY NEGOTIATED AND AGREED UPON BY THEM.
<br /> (d) Waiver and Release. The City shall not be liable to Licensee, or its directors,
<br /> officers, shareholders, agents, employees, invitees, sublicensees, contractors or licensees, for
<br /> any loss, injury or damage to Licensee or any other person, or to its or their property,
<br /> irrespective of the cause of such injury, damage or loss, unless, and then only to the extent, it
<br /> is caused by or results from the gross negligence or willful misconduct of the City or its
<br /> employees without contributory negligence on the part of Licensee or any of its directors,
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