Common use of Insurance and Indemnification Clause in Contracts

Insurance and Indemnification. 11.1 You will, upon commencement of the Term, purchase and at all times maintain in full force and effect: A. Workers' compensation insurance (if required by Your State law) in amounts prescribed by law; B. Fire and lightning, extended coverage, theft, vandalism and malicious mischief, flood (if the Unit is in a Designated Flood Hazard Area), and sprinkler leakage insurance on the Unit and all fixtures, equipment, supplies and other property used in the operation of the Unit, for not less than 80% of the cash value of the same, except that an appropriate deductible clause will be permitted; C. Comprehensive general liability insurance and product liability insurance coverage in such amounts and upon such terms as may from time to time be customary for retail businesses located in Your Territory, but not less than $1,000,000.00, insuring both You and FUA as an additional insured against all claims, suits, obligations, liabilities, and damage, including attorneys' fees, based upon or arising out of actual or alleged personal injuries or property damage relating to the use or condition of the Unit; and, D. Such additional insurance as may be required by the terms of any lease or mortgage for the Unit. The liability insurance afforded by the policy or policies will not be limited in any way by reason of any insurance that may be maintained by FUA. 11.2 All policies of insurance required under this Section will be with responsible companies qualified to do business and in good standing in the state where the Unit is located, and will be in a form reasonably satisfactory to FUA. 11.3 Prior to opening for business You will furnish to FUA certificates issued by each of Your insurers indicating that all premiums due have been paid, that all required insurance is in full force and effect and that the insurance will not be terminated or changed without at least 30 days' prior written notice from the insurer to FUA. 11.4 New certificates evidencing renewal of insurance will be furnished at least 30 days prior to the date of expiration of each policy. Within 5 days of any request by FUA, You will deliver a copy of all insurance policies to FUA for examination. 11.5 If You fail to obtain or maintain adequate insurance, FUA may, at its election and sole discretion, obtain insurance for and in Your name. Within 5 days of any written request by FUA, You will pay all costs of obtaining adequate insurance. 11.6 You will indemnify, defend and hold FUA harmless against all claims, demands, losses, damages (including punitive damages), costs, suits, judgments, penalties, expenses (including reasonable attorneys' fees and amounts paid in settlement or compromise) and liabilities of any kind, whether or not ultimately determined to be meritorious (and including damages suffered by You or any of Your property), collectively, "Damages", arising directly or indirectly out of or in connection with the construction, operation, maintenance or occupancy of the Unit, except to the extent that such liabilities arise from the gross negligence or willful acts of FUA. 11.7 All fixtures, equipment, signs, merchandise, supplies, and other property on or about the Unit will be at Your sole risk and hazard, and if they are destroyed or damaged in any way, no part of the loss or damage is to be paid by FUA except to the extent caused by XXX xxxxx negligence or willful acts.

Insurance and Indemnification. 11.1 You will(a) In addition to any insurance which may be required under the Lease, upon commencement Tenant shall secure, pay for and maintain or cause the Contractor and all subcontractors (collectively, “Tenant’s Contractors”) to secure, pay for and maintain during the continuance of construction and fixturing work within the Premises, insurance in the following minimum coverages and the following minimum limits of liability: (i) Worker's Compensation and Employer's Liability Insurance with limits of not less than $500,000.00, or such higher amounts as may be required from time to time by any Employee Benefits Act or other statutes applicable where the work is to be performed, and in any event sufficient to protect Tenant's Contractors from liability under the aforementioned acts. (ii) Comprehensive General Liability Insurance (including Contractor's Protective Liability) in commercially reasonable amounts given the scope of the Termwork to be performed by each of Tenant’s Contractors. Such insurance shall provide for explosion and collapse, purchase completed operations coverage and at broad form blanket contractual liability coverage and shall insure Tenant's Contractors against any and all times maintain claims for bodily injury, including death resulting therefrom, and damage to the property of others and arising from its operations under the contracts whether such operations are performed by Tenant's Contractors or by anyone directly or indirectly employed by any of them. (iii) Comprehensive Automobile Liability Insurance, including the ownership, maintenance and operation of any automotive equipment, owned, hired, or non-owned in an amount not less than $500,000.00 for each person in one accident, and $1,000,000.00 for injuries sustained by two or more persons in any one accident and property damage liability in an amount not less than $1,000,000.00 for each accident. Such insurance shall insure Tenant's Contractors against any and all claims for bodily injury, including death resulting therefrom, and damage to the property of others arising from its operations under the contracts, whether such operations are performed by Tenant's Contractors, or by anyone directly or indirectly employed by any of them. (iv) “All-risk” builder's risk insurance covering the Tenant Improvements to the full force insurable value thereof. This insurance shall include the interests of Landlord and effect: A. Workers' compensation insurance Tenant (if required by Your State lawand their respective contractors and subcontractors to the extent of any insurable interest therein) in amounts prescribed by law; B. Fire the Tenant Improvements and lightningshall insure against the perils of fire and extended coverage and shall include “all-risk” builder's risk insurance for physical loss or damage including, extended without duplication of coverage, theft, theft vandalism and malicious mischief. Any loss insured under said “all-risk” builder's risk insurance is to be adjusted with Landlord and Tenant and made payable to Landlord, flood as trustee for the insureds, as their interests may appear. All policies (if except the Unit is in a Designated Flood Hazard Area), and sprinkler leakage insurance on the Unit and all fixtures, equipment, supplies and other property used in the operation of the Unit, for not less than 80% of the cash value of the same, except that an appropriate deductible clause will worker's compensation policy) shall be permitted; C. Comprehensive general liability insurance and product liability insurance coverage in such amounts and upon such terms as may from time endorsed to time be customary for retail businesses located in Your Territory, but not less than $1,000,000.00, insuring both You and FUA include Landlord as an additional insured against all claims, suits, obligations, liabilities, and damage, including attorneys' fees, based upon or arising out of actual or alleged personal injuries or property damage relating to the use or condition of the Unit; and, D. Such additional insurance as may be required by the terms of any lease or mortgage for the Unitinsured. The liability insurance afforded by the policy or policies will not be limited in any way by reason waiver of any insurance that may be maintained by FUA. 11.2 All policies of insurance required under this Section will be with responsible companies qualified to do business and in good standing subrogation provisions contained in the state where Lease shall apply to all insurance policies (except the Unit is located, and will workmen's compensation policy) to be in a form reasonably satisfactory obtained by Tenant pursuant to FUA. 11.3 Prior to opening for business You will furnish to FUA certificates issued by each of Your insurers indicating this paragraph. The insurance policy endorsements shall also provide that all premiums due have been paid, that all required insurance is in full force and effect and that the insurance will not additional insured parties shall be terminated or changed without at least 30 given thirty (30) days' prior written notice from of any reduction, cancellation or non-renewal of coverage (except that ten (10) days' notice shall be sufficient in the insurer case of cancellation for non-payment of premium) and shall provide that the insurance coverage afforded to FUAthe additional insured parties thereunder shall be primary to any insurance carried independently by said additional insured parties. Additionally, where applicable. each policy shall contain a cross-liability and severability of interest clause. 11.4 New certificates evidencing renewal of insurance will be furnished at least 30 days prior (b) Without limiting the indemnification provisions in the Lease, to the date of expiration of each policy. Within 5 days of any request fullest extent permitted by FUAlaw, You will deliver a copy of all insurance policies Tenant agrees to FUA for examination. 11.5 If You fail to obtain or maintain adequate insuranceindemnify, FUA may, at its election and sole discretion, obtain insurance for and in Your name. Within 5 days of any written request by FUA, You will pay all costs of obtaining adequate insurance. 11.6 You will indemnifyprotect, defend and hold FUA harmless Landlord, the parties listed, or required by, the Lease to be named as additional insureds, and their respective beneficiaries, partners, directors, officers, employees and agents, from and against all claims, demandsliabilities, losses, damages (including punitive damages), costs, suits, judgments, penalties, and expenses (including reasonable attorneys' fees and amounts paid in settlement or compromise) and liabilities of any kind, whether or not ultimately determined to be meritorious (and including damages suffered by You or any of Your property), collectively, "Damages", whatever nature arising directly or indirectly out of or in connection with the constructionTenant Improvements or the entry of Tenant or Tenant's Contractors into the Building and the Premises, operationincluding, maintenance without limitation, mechanics liens, the cost of any repairs to the Premises or occupancy Building necessitated by activities of Tenant or Tenant's Contractors, bodily injury to persons or damage to the property of Tenant, its employees, agents, invitees. licensees or others. It is understood and agreed that the foregoing indemnity shall be in addition to the insurance requirements set forth above and shall not be in discharge of or in substitution for same or any other indemnity or insurance provision of the Unit, except to the extent that such liabilities arise from the gross negligence or willful acts of FUALease. 11.7 All fixtures, equipment, signs, merchandise, supplies, and other property on or about the Unit will be at Your sole risk and hazard, and if they are destroyed or damaged in any way, no part of the loss or damage is to be paid by FUA except to the extent caused by XXX xxxxx negligence or willful acts.

Insurance and Indemnification. 11.1 You will, upon commencement Please make the first selection if the Professional Services Agreement IS a feasibility study or a master planning project. Please make the second selection if the Professional Services Agreement IS NOT a feasibility study or a master planning project. IS IS NOT 1. The Professional Services Consultant has procured beginning as of the Termdate of this Agreement, purchase and at all times shall maintain in full force during the term of this Agreement, and effect: A. Workers' compensation as long as necessary thereafter to cover claims with respect to its performance under this Agreement, professional liability insurance with limits of the greater of (if required by Your State lawa) in amounts prescribed by law; B. Fire and lightning, extended coverage, theft, vandalism and malicious mischief, flood One Million Dollars (if $1,000,000.00) or (b) twenty percent (20%) of the Unit is in a Designated Flood Hazard AreaOwner’s original estimated construction cost not to exceed Five Million Dollars ($5,000,000.00), and sprinkler leakage insurance on with a deductible amount of not more than the Unit and all fixtures, equipment, supplies and other property used in the operation lesser of (a) five percent (5%) of the Unit, for not less than 80% limits of the cash value policy or (b) One Hundred Thousand Dollars ($100,000.00), with an insurance carrier and policy terms approved by the Owner, which approval shall not be unreasonably withheld. The professional liability insurance policy shall provide that the insurer will pay on behalf of the sameProfessional Services Consultant, except that an appropriate deductible clause will be permitted; C. Comprehensive general liability insurance and product liability insurance coverage in such all amounts and upon such terms as may from time damages which the Professional Services Consultant shall become legally obligated to time be customary for retail businesses located in Your Territorypay to any person or entity (including, but not less than $1,000,000.00limited to, insuring both You and FUA as an additional insured against all claims, suits, obligations, liabilitiesthe Owner), and damagetheir officers, including attorneys' feestrustees, based upon or directors, agents, and employees, arising out of actual or alleged personal injuries or property damage relating to the use or condition performance of the Unit; and, D. Such additional insurance as may be required professional services by the terms of any lease Professional Services Consultant, and if such legal liability is caused by an error, omission, or mortgage for the Unitnegligent act. The liability insurance afforded Professional Services Consultant shall pay any amounts and damages not paid by the policy or policies will insurer for any reason, including, but not be limited in any way to by reason of the aforesaid deductible amount or for any insurance that may be maintained by FUA. 11.2 All policies amounts and damages in excess of insurance required under this Section will be with responsible companies qualified to do business and in good standing in the state where the Unit is locatedpolicy limits, and will be in a form reasonably satisfactory to FUA. 11.3 Prior to opening for business You will furnish to FUA certificates issued by each of Your insurers indicating that all premiums due any other costs which may have been paid, incurred by the Owner as approved by a court. Such policy shall also provide that all required insurance is in full force and effect and that the insurance will not be terminated or changed without at least 30 thirty (30) days' prior written notice shall be given to the Owner of the cancellation of such policy, except for ten (10) days notice of cancellation due to non-payment. The Professional Services Consultant shall furnish to the Owner a certificate or memorandum of insurance from the insurer respecting such policy. The Professional Services Consultant shall be obligated to FUA. 11.4 New certificates evidencing provide a certificate of proof of such a policy from time to time, upon Owner’s request. The insurance carrier shall have a policyholder's rating not lower than "A-" and a financial rating not lower than "VI" in the current edition of Best's Key Rating Guide. Failure of the Owner to request any insurance certificate(s), or new or renewal certificate(s), shall not be deemed a waiver by the Owner and shall not relieve the Professional Services Consultant of the contractual obligation to provide the insurance will coverages set forth above. The receipt of any insurance certificate does not constitute an admission by the Owner that insurance requirements have been met. The Professional Services Consultants’ failure to comply with any insurance requirements set forth herein shall be furnished at least 30 days prior deemed a material breach of the contract terms. Any subconsultants must comply with the same professional liability insurance coverage requirements as the Professional Services Consultant, except as otherwise agreed to in writing by the Owner, and shall submit the required Certificate of Insurance to the date of expiration of each policy. Within 5 days of any request by FUA, You will deliver a copy of all insurance policies to FUA for examinationProfessional Services Consultant. 11.5 If You fail to obtain or maintain adequate insurance, FUA may, at its election and sole discretion, obtain insurance for and in Your name. Within 5 days of any written request by FUA, You will pay all costs of obtaining adequate insurance. 11.6 You will indemnify, defend and hold FUA harmless against all claims, demands, losses, damages (including punitive damages), costs, suits, judgments, penalties, expenses (including reasonable attorneys' fees and amounts paid in settlement or compromise) and liabilities of any kind, whether or not ultimately determined to be meritorious (and including damages suffered by You or any of Your property), collectively, "Damages", arising directly or indirectly out of or in connection with the construction, operation, maintenance or occupancy of the Unit, except to the extent that such liabilities arise from the gross negligence or willful acts of FUA. 11.7 All fixtures, equipment, signs, merchandise, supplies, and other property on or about the Unit will be at Your sole risk and hazard, and if they are destroyed or damaged in any way, no part of the loss or damage is to be paid by FUA except to the extent caused by XXX xxxxx negligence or willful acts.

Insurance and Indemnification. 11.1 You willTenant shall indemnify and hold Landlord harmless from any liability for damages to any person or property in, upon commencement of on or about the Term, purchase and at all times maintain in full force and effect: A. Workers' compensation insurance Demised Premises (if required by Your State law) in amounts prescribed by law; B. Fire and lightning, extended coverage, theft, vandalism and malicious mischief, flood (if the Unit is in a Designated Flood Hazard Area), and sprinkler leakage insurance on the Unit and all fixtures, equipment, supplies and other property used in the operation of the Unit, for not less than 80% of the cash value of the same, except that an appropriate deductible clause will be permitted; C. Comprehensive general liability insurance and product liability insurance coverage in such amounts and upon such terms as may from time to time be customary for retail businesses located in Your Territory, but not less than $1,000,000.00due to the negligence of Landlord) or if within the Common Areas and due to negligent acts or omissions of Tenant. Tenant at it expense will defend, insuring both You indemnify and FUA as an additional insured against all claimssave Landlord, suitsits licensees, obligationsservants, liabilitiesagents, employees and contractors, harmless from any loss, damage, including attorneys' feesclaim of damage, based upon liability or arising out of actual expense to or alleged personal injuries for any person or property damage relating to the use or condition of the Unit; and, D. Such additional insurance as may be required by the terms of any lease or mortgage for the Unit. The liability insurance afforded by the policy or policies will not be limited in any way by reason of any insurance that may be maintained by FUA. 11.2 All policies of insurance required under this Section will be with responsible companies qualified to do business and in good standing in the state where the Unit is located, and will be in a form reasonably satisfactory to FUA. 11.3 Prior to opening for business You will furnish to FUA certificates issued by each of Your insurers indicating that all premiums due have been paid, that all required insurance is in full force and effect and that the insurance will not be terminated or changed without at least 30 days' prior written notice from the insurer to FUA. 11.4 New certificates evidencing renewal of insurance will be furnished at least 30 days prior to the date of expiration of each policy. Within 5 days of any request by FUA, You will deliver a copy of all insurance policies to FUA for examination. 11.5 If You fail to obtain or maintain adequate insurance, FUA may, at its election and sole discretion, obtain insurance for and in Your name. Within 5 days of any written request by FUA, You will pay all costs of obtaining adequate insurance. 11.6 You will indemnify, defend and hold FUA harmless against all claims, demands, losses, damages (including punitive damages), costs, suits, judgments, penalties, expenses (including reasonable attorneys' fees and amounts paid in settlement or compromise) and liabilities of any kindproperty, whether based on contract, tort, negligence or not ultimately determined to be meritorious (and including damages suffered by You or any of Your property), collectively, "Damages"otherwise, arising directly or indirectly out of the use or in connection with the construction, operation, maintenance or occupancy misuse of the UnitDemised Premises by Tenant, except the negligent acts or omissions of Tenant, its licensees, servants, agents, employees or contractors, the failure of Tenant to the extent that such liabilities arise from the gross negligence comply with any provision of this Lease. Tenant shall procure with a company or willful acts of FUA. 11.7 All fixturescompanies having not less than an “A” rating by AM Best Company, equipment, signs, merchandise, suppliesnaming Landlord as an additional insured, and other keep in effect during the entire term hereof public liability and property on damage insurance protecting Landlord and Tenant from all causes including their own negligence, having as limits of liability of at least Two Million Dollars ($2,000,000.00) for damages resulting from one occurrence, and at least Two Hundred Fifty Thousand Dollars ($250,000.00) for property damage resulting from any one occurrence. Tenant shall deliver policies of such insurance or certificates thereof to Landlord and such policies shall not be cancelable without ten (10) days’ written notice to Landlord. In the event Tenant shall fail to procure such insurance after written notice and five (5) business days failure to cure, Landlord may at its option procure the same for the account of Tenant, and the cost thereof shall be paid to Landlord as additional rent upon receipt by Tenant of bills therefor. All property kept, stored or maintained by Tenant in and about the Unit Demised Premises will be kept, stored or maintained at Your the sole risk and hazard, and if they are destroyed or damaged in any way, no part of the loss or damage is to be paid by FUA except to the extent caused by XXX xxxxx negligence or willful actsTenant.

Insurance and Indemnification. 11.1 You will6.1 TENANT INSURANCE The Tenant shall maintain in force: (1) comprehensive general public liability insurance, upon commencement for the benefit of the TermLandlord and the Tenant, purchase and at all times maintain in full force and effect: A. Workers' compensation insurance (if required by Your State law) in amounts prescribed by law; B. Fire and lightning, extended coverage, theft, vandalism and malicious mischief, flood (if the Unit is in a Designated Flood Hazard Area), and sprinkler leakage insurance on the Unit and all fixtures, equipment, supplies and other property used in the operation of the Unit, for not less than 80% of the cash value of the same, except that an appropriate deductible clause will be permitted; C. Comprehensive general liability insurance and product liability insurance coverage in such amounts and upon such terms as may from time to time be customary for retail businesses located in Your Territory, but not less than $1,000,000.002,000,000.00 per incident) designated by the Landlord in respect of claims for injury, insuring both You death or property damage, (2) insurance in respect of fire and FUA as other extended perils customarily contained in an additional extended coverage endorsement and insured against by a prudent owner covering leasehold improvements and fixtures to their full insurable value. Such insurance will include the Landlord as a named insured as its interest may appear with respect to insured leasehold improvements. The Tenant shall make such proceeds available toward the repair or replacement of the insured property if this lease is not terminated; and (3) such other insurance as the Landlord requires as a prudent landlord agreed to by the Tenant. The Tenant shall effect all claims, suits, obligations, liabilitiesinsurance with insurers and brokers licensed to carry on business in British Columbia who are acceptable to the Landlord and on terms satisfactory to the Landlord acting reasonably, and damage, including attorneys' fees, based upon or arising out of actual or alleged personal injuries or property damage relating to the use or condition shall at minimum contain insurance coverage against all perils and hazards normally covered by standard policies in British Columbia. All insurance policies will contain a cross liability clause in favour of the Unit; and, D. Such additional insurance Landlord as may be required by if the terms of any lease Landlord and Tenant were separately insured and a clause requiring the insurer not to cancel, alter or mortgage for the Unit. The liability insurance afforded by the policy or policies will not be limited in any way by reason of any insurance that may be maintained by FUA. 11.2 All policies of insurance required under this Section will be with responsible companies qualified fail to do business and in good standing in the state where the Unit is located, and will be in a form reasonably satisfactory to FUA. 11.3 Prior to opening for business You will furnish to FUA certificates issued by each of Your insurers indicating that all premiums due have been paid, that all required insurance is in full force and effect and that renew the insurance will not be terminated or changed without at least 30 days' prior written notice from first giving the insurer to FUA. 11.4 New certificates evidencing renewal of insurance will be furnished Landlord at least 30 days prior written notice. The Tenant shall supply the Landlord with a certificate signed by an insurance agent or insurance company setting out in detail the particulars of its insurance coverage at the beginning of the Term and with respect to any new policies at least 30 days before the end of the existing policies. In the event of any loss or damage to the date of expiration of each policy. Within 5 days of any request Property or if requested by FUAthe Landlord, You will deliver the Tenant shall provide a copy of all the policies in force with respect to such insurance policies to FUA for examination. 11.5 coverage. If You fail to obtain the Tenant does not maintain in force any required insurance or maintain adequate provide proof of insurance, FUA maythe Landlord may take out insurance it deems appropriate, at its election pay the premiums, and sole discretion, obtain insurance for the Tenant shall pay to the Landlord the amount of the premium on the next Rent payment date. If both the Landlord and in Your name. Within 5 days of any written request by FUA, You will pay all costs of obtaining adequate insurance. 11.6 You will indemnify, defend and hold FUA harmless against all claims, demands, losses, damages (including punitive damages), costs, suits, judgments, penalties, expenses (including reasonable attorneys' fees and amounts paid in settlement or compromise) and liabilities of any kind, whether or not ultimately determined the Tenant have claims to be meritorious (and including damages suffered by You or indemnified under any of Your property)insurance, collectively, "Damages", arising directly or indirectly out of or in connection with the construction, operation, maintenance or occupancy insurance proceeds will be applied first to the settlement of the Unit, except claim of the Landlord and the balance to the extent that such liabilities arise from the gross negligence or willful acts of FUA. 11.7 All fixtures, equipment, signs, merchandise, supplies, and other property on or about the Unit will be at Your sole risk and hazard, and if they are destroyed or damaged in any way, no part settlement of the loss or damage is to be paid by FUA except to claim of the extent caused by XXX xxxxx negligence or willful actsTenant.

Insurance and Indemnification. 11.1 You will(a) Landlord shall maintain (i) commercial general liability insurance (ISO Form CG 00 01 or form providing substantially equivalent coverage in general use from time to time in the State of New Jersey), upon commencement with a minimum limit of $3,000,000 per occurrence (if minimum coverage may be provided by a primary policy and an umbrella or excess policy), for property damage, bodily and personal injuries, or deaths of persons occurring in or about the common areas of the TermLeased Premises, purchase and (ii) commercial property insurance, special form causes of loss, and including business expense with rent loss insurance, (ISO Form CP 10 30 or form providing substantially equivalent coverage in general use from time to time in the state where the Leased Premises is located) covering the full insurable replacement value of the Building in which the Leased Premises is located (excluding foundations), less a commercially reasonable deductible if Landlord so chooses. Landlord’s insurance may be included in a blanket policy (in which case the cost of such insurance allocable to the Building will be determined by Landlord based upon the insurer’s cost calculations). Tenant shall also reimburse Landlord for any increased premiums or additional insurance that Landlord reasonably deems necessary as a result of increased risk/exposure arising from Tenant’s use of the Leased Premises as determined by Landlord’s insurance company or the insurance company or professional risk management department or consultant for a lender holding a mortgage lien on the Leased Premises. (b) Tenant, at all times its expense, shall obtain and maintain in full force the following insurance coverage during the entire Lease Term: (i) commercial property insurance, special form causes of loss (or equivalent in effect from time to time in the state where the Building/Leased Premises is located) covering the full replacement value of all property and effect: A. Workers' improvements installed or placed in the Leased Premises by Tenant or for Tenant’s benefit; (ii) worker’s compensation insurance (if with no less than the minimum limits required by Your State law; (iii) in amounts prescribed employer’s liability insurance with such limits as required by law; B. Fire ; and lightning, extended coverage, theft, vandalism and malicious mischief, flood (if the Unit is in a Designated Flood Hazard Area), and sprinkler leakage insurance on the Unit and all fixtures, equipment, supplies and other property used in the operation of the Unit, for not less than 80% of the cash value of the same, except that an appropriate deductible clause will be permitted; C. Comprehensive iv) commercial general liability insurance (ISO Form CG 00 01 or form providing substantially equivalent coverage in general use from time to time in the state where the Premises is located). The limits of liability, which shall expressly state a “per location” aggregate limit, shall be no less than eighty percent (80%) the per location aggregate amount carried by Tenant for the Leased Premises under its then existing policy(ies) but in no event less than $3,000,000 per occurrence and product $5,000,000 aggregate for the Leased Premises for property damage, bodily and personal injuries, or deaths of persons occurring in or about the Leased Premises or arising out of Tenant operations. All liability insurance coverage in such amounts policies shall be issued on an “occurrence” basis and upon such terms as not on a “claims made” basis. Landlord may from time to time be customary for retail businesses located require reasonable increases in Your Territory, but not less than $1,000,000.00, insuring both You and FUA as an additional insured against all claims, suits, obligations, liabilities, and damage, including attorneys' fees, based upon or arising out the limits of actual or alleged personal injuries or property damage relating to the use or condition of the Unit; and, D. Such additional insurance as may be required by the terms of any lease or mortgage for this Lease provided that such increased limits do not exceed the Unitlimits customarily required by owners/landlords of buildings of similar type to the Building and located in the Middlesex County, NJ area. The All liability policies insuring Tenant, including those providing coverage in excess of the minimum coverage required by this Lease, shall be endorsed to name Landlord and Landlord’s agents, including the property manager (currently F. Greek Development), as additional insured parties, be issued by insurance afforded by the policy or policies will companies which are reasonably acceptable to Landlord, not be limited in any way by reason of any insurance that may be maintained by FUA. 11.2 All policies of insurance required under this Section will be with responsible companies qualified to do business and in good standing in the state where the Unit is located, and will be in a form reasonably satisfactory to FUA. 11.3 Prior to opening for business You will furnish to FUA certificates issued by each of Your insurers indicating that all premiums due have been paid, that all required insurance is in full force and effect and that the insurance will not be terminated or changed without at least 30 days' cancelable unless thirty (30) days prior written notice from the insurer shall have been given to FUALandlord, contain a hostile fire endorsement or amended pollution endorsement, and a contractual liability endorsement. Umbrella or excess policy(ies) shall be “following form. 11.4 New certificates evidencing renewal ” Evidence of such liability insurance will (on XXXXX 25 or 25S, XXXXX 27 and XXXXX 28 forms, as applicable), or at Landlord’s sole option, copies of any policy(ies) providing coverage, shall be furnished delivered to Landlord by Tenant at least 30 ten (10) days prior to the Commencement Date and at least fifteen (15) days prior to each renewal of said insurance. If Tenant fails to comply with the foregoing insurance requirements or to deliver to Landlord copies of such policies and evidence of the coverage required herein, in either case after 5 days from the date of expiration Tenant’s receipt of each policywritten notice from Landlord, then Landlord, in addition to any remedy available pursuant to this Lease or otherwise, may, but shall not be obligated to, obtain such insurance and Tenant shall pay to Landlord on demand the premium costs thereof, plus an administrative fee of twenty percent (20%) of such cost. Within 5 days Tenant’s coverage may be included in a blanket policy (in which case the insurance coverage limits applicable to the Leased Premises will be expressly specified and all limits of coverage shall be calculated and made applicable with regard to the Leased Premises only). (c) All commercial property and commercial general liability insurance required or maintained by Landlord and Tenant shall include a waiver of subrogation by the insurers (or permit a waiver or release by insured) of all rights based upon an assignment from its insured, against Landlord or Tenant, their officers, directors, employees, managers, agents, invitees, architects, engineers and contractors, in connection with any loss or damage thereby insured against. Notwithstanding anything to the contrary contained herein, Tenant hereby releases and waives any claims against Landlord, and its officers, directors, employees, managers, agents, invitees, architects, engineers and contractors for any loss or damage required to be insured against hereunder (whether by self-insurance, self-insured retention, underinsurance, failure to insure or otherwise), regardless of whether the negligence or fault of Landlord (or its officers, directors, employees, managers, agents, invitees, architects, engineers or contractors) caused such loss except to the extent covered by Landlord’s indemnification of Tenant as provided in subparagraph (f) below or Paragraph 24(r). The failure of a party to insure its property shall not void this release and waiver. Landlord hereby releases and waives any claims against Tenant, and its officers, directors, employees, managers, agents, invitees, architects, engineers and contractors for any loss or damage insured against or required to be insured against hereunder to the extent insurance proceeds are received therefore, regardless of whether the negligence or fault of Tenant (or its officers, directors, employees, managers, agents, invitees, architects, engineers or contractors) caused such loss; however, Landlord’s release and waiver shall not apply to any deductible amounts up to $10,000.00 maintained by Landlord under its insurance policy(ies). (d) Intentionally deleted. (e) Tenant shall indemnify, hold harmless, and defend Landlord against all claims, losses or liabilities for bodily injury or death, or personal injury, to any person or for damage to or loss of use of any request by FUAproperty (collectively, You will deliver a copy of all insurance policies “Claims”), arising after the Commencement Date (except as provided in Paragraph 2(f) with regard to FUA for examination. 11.5 If You fail Tenant’s access to obtain or maintain adequate insurance, FUA may, at its election and sole discretion, obtain insurance for and in Your name. Within 5 days the Leased Premises) be reason of any written request occurrence in, on or about the Leased Premises (including the coming and going of employees and/or invitees of Tenant), if caused or contributed to by FUATenant or Landlord or the agents, You will pay servants, employees, invitees or contractors of either, or if arising by reason of or relating to any condition respecting the use of the Leased Premises, or the breach of any of Tenant’s obligations under this Lease, except to the extent any such Claims arise from occurrences for which Landlord indemnifies Tenant as provided in Paragraph 8(f) or Paragraph 24(r). It is the intent of the parties hereto that the indemnity and defense obligations contained in this Paragraph shall not be limited or barred by reason of, and shall include all Claims resulting from, the negligence (whether alleged to be sole or contributory) on the part of Landlord or Landlord’s agents, servants, employees or contractors, except as may be expressly provided herein to the contrary. Such indemnification shall include and apply to reasonable attorneys’ fees, investigation costs, and other reasonable costs actually incurred by Landlord. Nothing in this subparagraph shall be construed to invalidate or limit the waiver of obtaining adequate insurance. 11.6 You will subrogation and release and waiver of subparagraph (c) herein. Tenant shall further indemnify, defend and hold FUA harmless Landlord from and against any and all claims, demands, losses, damages (including punitive damages), costs, suits, judgments, penalties, expenses (including reasonable attorneys' fees and amounts paid Claims arising from any breach or default in settlement or compromise) and liabilities the performance of any kind, whether or not ultimately determined obligation on Tenant’s part to be meritorious (and including damages suffered performed under the terms of this Lease. This Lease is made on the express conditions that Landlord shall not be liable for, or suffer loss by You reason of, injury to person or property, from whatever cause, in any of Your property), collectively, "Damages", arising directly or indirectly out of or in connection way connected with the constructioncondition, operationuse, maintenance occupational safety or occupancy of the UnitLand and/or Building specifically including, without limitation, any liability for injury to the person or property of Tenant or Tenant’s agents, except as may be expressly provided in subparagraph (f) or Paragraph 24(r) below or unless determined by a final judgment or final arbitration order to be the result of Landlord’s sole negligence. Nothing in this subparagraph shall be construed to invalidate or limit the waiver of subrogation and release and waiver of subparagraph (c) herein. The provisions of this subparagraph are subject to the obligation of Landlord to insure against risk of property damage to the Building and nothing herein shall be construed to shift to Tenant liability for any risk required to be or actually insured against, other than to the extent of all or part of the deductible portion of any claim as otherwise provided in this Lease. The provisions of this subparagraph shall survive the expiration or termination of this Lease with respect to any damage, injury, death, breach or default occurring prior to such expiration or termination. (f) Landlord shall indemnify, hold harmless and defend Tenant from and against any and all Claims incurred by reason of or arising out of any occurrence in, on or about the Leased Premises, to the extent that such liabilities injury or damage shall be caused by or arise solely from the gross negligence (act or omission) or solely from the willful acts misconduct of FUA. 11.7 All fixturesLandlord, equipmentits agents, signsservants, merchandiseemployees or contractors (whether before or after the Commencement Date except for such Claims as are within the scope of the release by Tenant as provided in Paragraph 2(f)). Such indemnification shall include and apply to reasonable attorneys’ fees, suppliesinvestigation costs, and other property on reasonable costs actually incurred by Tenant. Nothing in this subparagraph shall be construed to invalidate or about limit the Unit will be at Your sole risk waiver of subrogation and hazard, release and if they are destroyed or damaged in any way, no part waiver of the loss or damage is to be paid by FUA except to the extent caused by XXX xxxxx negligence or willful acts.subparagraph (c)

Insurance and Indemnification. 11.1 You will(a) Tenant, upon commencement of at its sole cost and expense, shall keep the TermPremises, purchase and at with all times maintain in full force and effect: A. Workers' compensation insurance (if required improvements thereon, insured under an “all risk” policy coverage, against loss or damage by Your State law) in amounts prescribed by law; B. Fire fire and lightning, including, by an extended coveragecoverage endorsement, theftwindstorm, vandalism and malicious mischiefhail, flood explosion (if the Unit is in a Designated Flood Hazard Areaexcept high boiler), and sprinkler leakage insurance smoke damage solely for Tenant’s benefit, and in no event shall Landlord be responsible for the repair, maintenance or restoration of Tenant’s improvements. In the event of any casualty damage to the improvements on the Unit Premises, Tenant shall use the proceeds of insurance to restore or repair such improvements. (b) Tenant, at its sole cost and all fixturesexpense, equipment, supplies and other property used in the operation of the Unitshall maintain, for not less than 80% the mutual benefit of the cash value of the sameLandlord and Tenant, except that an appropriate deductible clause will be permitted; C. Comprehensive general public liability insurance against claims for personal injury, death or property damage occurring upon, in or about the Premises, and product liability on, in or about the adjoining public and private thoroughfares, such insurance coverage in such amounts and upon such terms as may from time to time be customary for retail businesses located in Your Territory, but afford protection to the limits of not less than $1,000,000.00. (c) Tenant shall require any contractor performing work on or at the Premises at the Tenant’s direction to carry and maintain, insuring both You at no expense to Landlord, a comprehensive general liability insurance policy, including, but not limited to, contractor’s liability coverage, contractual liability coverage, completed operations coverage, broad form property damage endorsement and FUA as an additional insured contractor’s protective liability coverage, with insurance carriers and in amounts reasonably acceptable to Landlord, comparable to amounts maintained for similar facilities in the same geographic region; and worker’s compensation or similar insurance, covering all persons employed by Tenant and Tenant’s sublessees and assigns on the Premises, in form and amounts required by law. (d) Certificates of all such insurance required pursuant to this section shall be delivered by Tenant to Landlord within ten (10) days following Landlord’s request therefor. (e) Tenant shall indemnify Landlord and save Landlord harmless from and against any and all claims, suitsactions, obligationsdamages, liabilitiesliability and expenses (including, but not limited to, court costs, costs of defense and damagereasonable attorney’s fees) in connection with loss or damage to property or injury or death to persons occurring in, including attorneys' fees, based upon on or about or arising out of, the Premises or the construction of actual improvements by (a) Tenant, (b) Tenant’s sublessee or alleged personal injuries assignee, (c) any agents, employees, licensees, invitees, contractors or property damage relating to subcontractors of Tenant or (d) any agents, employees, licensees, invitees, contractors or subcontractors of Tenant’s sublessee or assignee (the use foregoing parties listed in clauses (a), (b), (c) and (d) above shall be collectively hereinafter called “Tenant Parties”) thereon, or condition occasioned wholly by any act or omission of Tenant or Tenant’s sublessee or assignee. Tenant’s obligations under this provision shall survive the Unit; and, D. Such additional insurance as may be required by the terms expiration or earlier termination of any lease or mortgage for the Unit. The liability insurance afforded by the policy or policies will not be limited in any way by reason of any insurance that may be maintained by FUAthis Lease. 11.2 (f) All policies of insurance insuring the Premises or the improvements thereon shall include a waiver by the insurer of all right of subrogation against the other party to this Lease in connection with any loss or damage thereby insured against to the extent of the coverage provided by the respective insurance policies carried by any party hereto. Landlord and Tenant hereby waive all rights of recovery and causes of action against the other and all persons claiming through or under such other party, by way of subrogation or otherwise, for any damage to the perils covered by such general public liability insurance (or broader coverage, if applicable), notwithstanding that any such damage or destruction may be due to the negligence of such other party or of the persons claiming through or under such other party. (g) All such insurance policies required under this Section will to be carried by Tenant hereunder shall be with responsible companies qualified to do business and in good standing an insurance provider licensed in the state where of Tennessee. Public liability insurance policies evidencing such insurance shall name Landlord and its designee as additional insureds and shall also contain a provision requiring the Unit is locatedinsurer to give at least thirty (30) days’ prior written notice to Landlord of any cancellation, modification or non-renewal of such insurance. If Tenant shall fail to perform any of its obligations under this Paragraph, Landlord may perform the same and will the cost of same shall be in a form reasonably satisfactory deemed additional Rent and shall be payable upon Landlord’s demand. Landlord reserves the right to FUA. 11.3 Prior to opening for business You will furnish to FUA certificates issued by each of Your insurers indicating that all premiums due have been paid, that all required insurance is in full force and effect and require that the insurance will not coverage limits described above be terminated or changed without at least 30 days' prior written notice increased from time to time during the insurer Term of this Lease as may be reasonably necessary to FUA. 11.4 New certificates evidencing renewal of insurance will be furnished at least 30 days prior to the date of expiration of each policy. Within 5 days of any request by FUA, You will deliver a copy of all insurance policies to FUA compensate for examination. 11.5 If You fail to obtain or maintain adequate insurance, FUA may, at its election and sole discretion, obtain insurance for and in Your name. Within 5 days of any written request by FUA, You will pay all costs of obtaining adequate insurance. 11.6 You will indemnify, defend and hold FUA harmless against all claims, demands, losses, damages (including punitive damages), costs, suits, judgments, penalties, expenses (including reasonable attorneys' fees and amounts paid in settlement or compromise) and liabilities of any kind, whether or not ultimately determined to be meritorious (and including damages suffered by You or any of Your property), collectively, "Damages", arising directly or indirectly out of or in connection with the construction, operation, maintenance or occupancy of the Unit, except to the extent that such liabilities arise from the gross negligence or willful acts of FUA. 11.7 All fixtures, equipment, signs, merchandise, supplies, inflation and other property on or about the Unit will be at Your sole risk and hazard, and if they are destroyed or damaged in any way, no part of the loss or damage is factors related to be paid by FUA except to the extent caused by XXX xxxxx negligence or willful actsliability amounts.

Insurance and Indemnification. 11.1 You will(a) In addition to any insurance which may be required under the Lease, upon commencement Tenant shall secure, pay for and maintain or cause Tenant’s Contractors to secure, pay for and maintain during the continuance of construction and fixturing work within the TermBuilding or Premises, purchase insurance in the following minimum coverages and at all times maintain in full force and effectthe following minimum limits of liability: A. Workers' compensation insurance (if i) Worker’s Compensation and Employer’s Liability Insurance with limits of not less than $500,000.00, or such higher amounts as may be required from time to time by Your State lawany Employee Benefit Acts or other statutes applicable where the work is to be performed, and in any event sufficient to protect Tenant’s Contractors from liability under the aforementioned acts. (ii) Comprehensive General Liability Insurance (including Contractors’ Protective Liability) in amounts prescribed a combined single limit amount of not less than $3,000,000. Such insurance shall provide for explosion and collapse, completed operations coverage and broad form blanket contractual liability coverage and shall insure Tenant’s Contractors against any and all claims for bodily injury, including death resulting therefrom, and damage to the property of others and arising from its operations under the contracts whether such operations are performed by law;Tenant’s Contractors or by anyone directly or indirectly employed by any of them. B. Fire (iii) “All-risk” builder’s risk insurance upon the entire Work to the full insurable value thereof. This insurance shall include the interests of Landlord and lightningTenant (and their respective contractors and subcontractors of any tier to the extent of any insurable interest therein) in the Work and shall insure against the perils of fire and extended coverage and shall include “all-risk” builder’s risk insurance for physical loss or damage including, extended without duplication of coverage, theft, theft vandalism and malicious mischief. If portions of the Work are stored off the site of the Building or in transit to said site are not covered under said “all-risk” builder’s risk insurance, flood then Tenant shall effect and maintain similar property insurance on such portions of the Work. Any loss insured under said “all-risk” builder’s risk insurance is to be adjusted with Landlord and Tenant and made payable to Landlord, as trustee for the insureds, as their interests may appear. All policies (if except the Unit is in a Designated Flood Hazard Area)worker’s compensation policy) shall be endorsed to include as additional insured parties the parties listed on, or required by, the Lease, Landlord’s property manager, contractors, Landlord’s architects, and sprinkler leakage insurance on the Unit their respective owners, beneficiaries, partners, directors, officers, employees and all fixturesagents, equipment, supplies and other property used such additional persons as Landlord may designate. The waiver of subrogation provisions contained in the operation Lease shall apply to all insurance policies (except the worker’s compensation policy) to be obtained by Tenant pursuant to this paragraph. The insurance policy endorsements shall also provide that all additional insured parties shall be given thirty (30) days’ prior written notice of any reduction, cancellation or non-renewal of coverage (except that ten (10) days’ notice shall be sufficient in the case of cancellation for non-payment of premium) and shall provide that the insurance coverage afforded to the additional insured parties thereunder shall be primary to any insurance carried independently by said additional insured parties. Additionally, where applicable, each policy shall contain a cross-liability and severability of interest clause. (b) Without limitation of the Unitindemnification provisions contained in the Lease, for not less than 80% of to the cash value of fullest extent permitted by law Tenant agrees to indemnify, protect, defend and hold harmless Landlord, the sameparties listed, except that an appropriate deductible clause will or required by, the Lease to be permitted; C. Comprehensive general liability insurance named as additional insureds, Landlord’s property manager, contractors, Landlord’s architects, and product liability insurance coverage in such amounts their respective beneficiaries, partners, directors, officers, employees and upon such terms as may agents, from time to time be customary for retail businesses located in Your Territory, but not less than $1,000,000.00, insuring both You and FUA as an additional insured against all claims, suits, obligations, liabilities, and damage, including attorneys' fees, based upon or arising out of actual or alleged personal injuries or property damage relating to the use or condition of the Unit; and, D. Such additional insurance as may be required by the terms of any lease or mortgage for the Unit. The liability insurance afforded by the policy or policies will not be limited in any way by reason of any insurance that may be maintained by FUA. 11.2 All policies of insurance required under this Section will be with responsible companies qualified to do business and in good standing in the state where the Unit is located, and will be in a form reasonably satisfactory to FUA. 11.3 Prior to opening for business You will furnish to FUA certificates issued by each of Your insurers indicating that all premiums due have been paid, that all required insurance is in full force and effect and that the insurance will not be terminated or changed without at least 30 days' prior written notice from the insurer to FUA. 11.4 New certificates evidencing renewal of insurance will be furnished at least 30 days prior to the date of expiration of each policy. Within 5 days of any request by FUA, You will deliver a copy of all insurance policies to FUA for examination. 11.5 If You fail to obtain or maintain adequate insurance, FUA may, at its election and sole discretion, obtain insurance for and in Your name. Within 5 days of any written request by FUA, You will pay all costs of obtaining adequate insurance. 11.6 You will indemnify, defend and hold FUA harmless against all claims, demands, losses, damages (including punitive damages), costs, suits, judgments, penalties, and expenses (including reasonable attorneys' fees and amounts paid in settlement or compromise) and liabilities of any kind, whether or not ultimately determined to be meritorious (and including damages suffered by You or any of Your property), collectively, "Damages", whatever nature arising directly or indirectly out of or in connection with the constructionWork or the entry of Tenant or Tenant’s Contractors into the Building and the Premises, operationincluding, maintenance without limitation, mechanic’s liens, the cost of any repairs to the Premises or occupancy Building necessitated by activities of Tenant or Tenant’s Contractors, bodily injury to persons (including, to the maximum extent provided by law, claims arising under the Kentucky Structural Work Act) or damage to the property of Tenant, its employees, agents, invitees, licenses or others. It is understood and agreed that the foregoing indemnity shall be in addition to the insurance requirements set forth above and shall not be in discharge of or in substitution for same or any other indemnity or insurance provision of the Unit, except to the extent that such liabilities arise from the gross negligence or willful acts of FUALease. 11.7 All fixtures, equipment, signs, merchandise, supplies, and other property on or about the Unit will be at Your sole risk and hazard, and if they are destroyed or damaged in any way, no part of the loss or damage is to be paid by FUA except to the extent caused by XXX xxxxx negligence or willful acts.

Insurance and Indemnification. 11.1 You will(a) In addition to any insurance which may be required under the Lease, upon commencement Tenant shall secure, pay for and maintain or cause Tenant's Contractors to secure, pay for and maintain during the continuance of construction and fixturing work within the Building or Premises, insurance in the following minimum coverages and limits of liability: (i) Worker's Compensation and Employer's Liability Insurance with limits of not less than $1,000,000.00, or such higher amounts as may be required from time to time by any employee benefit acts or other statutes applicable where the work is to be performed, and in any event sufficient to protect Tenant's Contractors from liability under the aforementioned acts. (ii) Commercial General Liability Insurance including Broad Form Contractual, Broad Form Property Damage, Personal Injury, Completed Operations and Products coverages (such Completed Operations and Products shall be provided for a period of three (3) years after the date of final acceptance of the TermTenant's Work), purchase and at all times maintain in deletion of any exclusion pertaining to explosion, collapse and underground property damage hazards, with limits of not less than $3,000,000.00 per occurrence and having a general aggregate amount on a per location basis of not less than $5,000,000.00. (iii) Comprehensive Automobile Liability Insurance including Owned, Non-Owned and Hired Car coverages, with limits of not less than $1,000,000.00 combined single limit for both bodily injury and property damage. (iv) All-risk" builder's risk insurance upon the entire Tenant's Work to the full force insurable value thereof. This insurance shall include the interests of Landlord and effect: A. Workers' compensation insurance Tenant (if required by Your State lawand their respective contractors and subcontractors of any tier to the extent of any insurable interest therein) in amounts prescribed by law; B. Fire the Tenant's Work and lightningshall insure against the perils of fire and extended coverage and shall include "all-risk" builder's risk insurance for physical loss or damage including, extended without duplication of coverage, theft, vandalism and malicious mischief. If any portion of the Allowance has been disbursed with respect to portions of the Tenant's Work which are stored off the site of the Building or in transit to said site, flood then to the extent such portions of the Tenant’s Work are not covered under said "all-risk" builder's risk insurance, Tenant shall secure and maintain similar property insurance on such portions of the Tenant's Work. Any loss insured under said "all-risk" builder's risk insurance is to be adjusted between Landlord and Tenant and made payable as their interests may appear. All policies (if except the Unit is in a Designated Flood Hazard Area)worker's compensation policy and the “all risk” builders insurance) shall be endorsed to include as additional insured parties Landlord and its partners, directors, officers, members, employees and agents, Landlord's contractors, Landlord's architects, and sprinkler leakage insurance on the Unit and all fixtures, equipment, supplies and other property used such additional persons as Landlord may designate. The waiver of subrogation provisions contained in the operation of Lease shall apply to all insurance policies (except the Unit, for not less than 80% of the cash value of the same, except worker's compensation policy and liability policies) to be obtained by Tenant pursuant to this paragraph. The insurance policy endorsements shall also provide that an appropriate deductible clause will be permitted; C. Comprehensive general liability insurance and product liability insurance coverage in such amounts and upon such terms as may from time to time be customary for retail businesses located in Your Territory, but not less than $1,000,000.00, insuring both You and FUA as an all additional insured against all claims, suits, obligations, liabilities, and damage, including attorneys' fees, based upon or arising out of actual or alleged personal injuries or property damage relating to the use or condition of the Unit; and, D. Such additional insurance as may parties shall be required by the terms of any lease or mortgage for the Unit. The liability insurance afforded by the policy or policies will not be limited in any way by reason of any insurance that may be maintained by FUA. 11.2 All policies of insurance required under this Section will be with responsible companies qualified to do business and in good standing in the state where the Unit is located, and will be in a form reasonably satisfactory to FUA. 11.3 Prior to opening for business You will furnish to FUA certificates issued by each of Your insurers indicating that all premiums due have been paid, that all required insurance is in full force and effect and that the insurance will not be terminated or changed without at least 30 given thirty (30) days' prior written notice from of any reduction, cancellation or non-renewal of coverage (except that ten (10) days' notice shall be sufficient in the insurer case of cancellation for non-payment of premium) and shall provide that the insurance coverage afforded to FUAthe additional insured parties thereunder shall be primary to any insurance carried independently by said additional insured parties. Additionally, where applicable, each policy shall contain a cross-liability and severability of interest clause. 11.4 New certificates evidencing renewal (b) Without limitation of insurance will be furnished at least 30 days prior the indemnification provisions contained in the Lease, to the date of expiration of each policy. Within 5 days of any request fullest extent permitted by FUAlaw Tenant agrees to indemnify, You will deliver a copy of all insurance policies to FUA for examination. 11.5 If You fail to obtain or maintain adequate insurance, FUA may, at its election and sole discretion, obtain insurance for and in Your name. Within 5 days of any written request by FUA, You will pay all costs of obtaining adequate insurance. 11.6 You will indemnifyprotect, defend and hold FUA harmless Landlord, its partners, directors, officers, employees and agents, from and against all claims, demandsliabilities, losses, damages (including punitive damages), costs, suits, judgments, penalties, and expenses (including reasonable attorneys' fees and amounts paid in settlement or compromise) and liabilities of any kind, whether or not ultimately determined to be meritorious (and including damages suffered by You or any of Your property), collectively, "Damages", whatever nature arising directly or indirectly out of or in connection with the constructionTenant's Work or the entry of Tenant, operationTenant's Architect, maintenance Tenant's Engineer or occupancy Tenant's Contractors into the Building and the Premises, including, without limitation, mechanic's liens or the cost of any repairs to the UnitPremises or Building necessitated by activities of Tenant, Tenant's Architect, Tenant's Engineer or Tenant's Contractors and bodily injury to persons or damage to the property of Tenant, its employees, agents, invitees, licensees or others, except and to the extent that such liabilities claims, liabilities, losses, damages and expenses arise from the gross negligence or willful acts of FUA. 11.7 All fixtures, equipment, signs, merchandise, supplies, and other property on or about the Unit will be at Your sole risk and hazard, and if they are destroyed or damaged in any way, no part out of the loss negligent act or damage omission of Landlord, its agents, employees and contractors. It is to understood and agreed that the foregoing indemnity shall be paid by FUA except in addition to the extent caused by XXX xxxxx negligence insurance requirements set forth above and shall not be in discharge of or willful actsin substitution for same or any other indemnity or insurance provision of the Lease.

Insurance and Indemnification. 11.1 You will9.1 Landlord shall provide and keep in force, upon commencement or cause to be provided or kept in force, during the term hereof: (a) commercial general liability insurance with respect to Landlord's operation of the Term, purchase Building and at all times maintain in full force the common areas for bodily injury or death and effect: A. Workers' compensation damage to property of others; (b) fire insurance (if required by Your State lawincluding standard extended coverage endorsement perils and leakage from fire protection devices) in amounts prescribed by law; B. Fire respect of the Building and lightningthe common areas, extended coverage, theft, vandalism and malicious mischief, flood (if the Unit is in a Designated Flood Hazard Area), and sprinkler leakage insurance on the Unit and all excluding Tenant's trade fixtures, equipment, supplies personal property and leasehold improvements; and (c) loss of rental income insurance; together with such other property used insurance as Landlord, in the operation its sole discretion, elects to obtain. Insurance provided by Landlord shall have such limits of the Unitliability, for not less than 80% of the cash value of the samedeductibles and exclusions, except that an appropriate deductible clause will and shall otherwise be permitted; C. Comprehensive general liability insurance and product liability insurance coverage in such amounts and upon on such terms and conditions as may Landlord shall from time to time determine reasonable and sufficient. Tenant acknowledges that Landlord's loss of rental income insurance may provide that (i) payments thereunder by the insurer will be customary for retail businesses located limited to a period of twelve (12) months following the date of any destruction and damage, and (ii) no insurance proceeds will be payable thereunder in Your Territorythe case of destruction or damage caused by any occurrence other than fire and other risks included in the standard extended coverage endorsement perils of a fire insurance policy. 9.2 Tenant shall indemnify and hold Landlord harmless from any damage to any property or injury to or death of any person occurring in, but upon or about the demised premises, unless caused by the negligence or willful act of Landlord, its agents or employees. The foregoing indemnity obligation of Tenant shall include reasonable attorney's fees, investigation costs and all other costs and expenses incurred from the first notice that any claim or demand is to be made or may be made. The provisions of this Section 9.2 shall survive the termination of this Lease with respect to any damage, injury or death occurring prior to such termination. 9.3 Tenant shall procure and keep in effect commercial general liability insurance, including property damage and contractual liability, on an occurrence basis with bodily injury and property damage combined single limits of liability of not less than Two Million Dollars ($1,000,000.002,000,000) per occurrence, insuring both You Landlord and FUA Tenant against any liability arising out of the ownership, use, occupancy or maintenance of the demised premises and all areas appurtenant thereto. From time to time, Tenant shall increase the limits of such policies to such higher limits as Landlord shall reasonably require. 9.4 Tenant shall procure and keep in effect fire insurance (including standard extended coverage endorsement perils and leakage from fire protection devices) for the full replacement cost of Tenant's trade fixtures, equipment, personal property and any leasehold improvements installed by Tenant. 9.5 Tenant shall deliver policies of the insurance required pursuant to Sections 9.3 and 9.4 hereof or certificates thereof to Landlord on or before the Commencement Date, and thereafter at least thirty (30) days before the expiration dates of the then current policies. Such insurance shall name Landlord as an additional insured against all claimsinsured, suits, obligations, liabilitiesshall specifically include the liability assumed hereunder by Tenant, and damageshall provide that it is primary insurance and not excess over, including attorneys' feesor contributory with, based upon any other valid, existing and applicable insurance in force for or arising out on behalf of actual or alleged personal injuries or property damage relating to the use or condition of the Unit; and, D. Such additional insurance as may be required by the terms of any lease or mortgage for the Unit. The liability insurance afforded by the policy or policies will not be limited in any way by reason of any insurance that may be maintained by FUA. 11.2 All policies of insurance required under this Section will be with responsible companies qualified to do business and in good standing in the state where the Unit is locatedLandlord, and will be in a form reasonably satisfactory to FUA. 11.3 Prior to opening for business You will furnish to FUA certificates issued by each of Your insurers indicating shall provide that all premiums due have been paid, that all required insurance is in full force and effect and that the insurance will not be terminated or changed without at least 30 days' prior written Landlord shall receive thirty (30) days notice from the insurer to FUA. 11.4 New certificates evidencing renewal of insurance will be furnished at least 30 days prior to the date any cancellation or change of expiration of each policy. Within 5 days of any request by FUA, You will deliver a copy of all insurance policies to FUA for examinationcoverage. 11.5 If You fail to obtain or maintain adequate insurance, FUA may, at its election and sole discretion, obtain insurance for and in Your name. Within 5 days of any written request by FUA, You will pay all costs of obtaining adequate insurance. 11.6 You will indemnify, defend and hold FUA harmless against all claims, demands, losses, damages (including punitive damages), costs, suits, judgments, penalties, expenses (including reasonable attorneys' fees and amounts paid in settlement or compromise) and liabilities of any kind, whether or not ultimately determined to be meritorious (and including damages suffered by You or any of Your property), collectively, "Damages", arising directly or indirectly out of or in connection with the construction, operation, maintenance or occupancy of the Unit, except to the extent that such liabilities arise from the gross negligence or willful acts of FUA. 11.7 All fixtures, equipment, signs, merchandise, supplies, and other property on or about the Unit will be at Your sole risk and hazard, and if they are destroyed or damaged in any way, no part of the loss or damage is to be paid by FUA except to the extent caused by XXX xxxxx negligence or willful acts.

Insurance and Indemnification. 11.1 You will15. Tenant shall, upon commencement during the entire term of the Termthis Lease, purchase and at all times maintain in full force and effect: A. Workers' compensation insurance (if required by Your State law) in amounts prescribed by law; B. Fire and lightning, extended coverage, theft, vandalism and malicious mischief, flood (if the Unit is in a Designated Flood Hazard Area), and sprinkler leakage insurance on the Unit and all fixtures, equipment, supplies and other property used in the operation of the Unit, for not less than 80% of the cash value of the same, except that an appropriate deductible clause will be permitted; C. Comprehensive general liability insurance and product liability insurance coverage in such amounts and upon such terms as may from time to time be customary for retail businesses located in Your Territory, but not less than $1,000,000.00, insuring both You and FUA as an additional insured against all claims, suits, obligations, liabilities, and damage, including attorneys' fees, based upon or arising out of actual or alleged personal injuries or property damage relating to the use or condition of the Unit; and, D. Such additional insurance as may be required by the terms of any lease or mortgage for the Unit. The liability insurance afforded by the policy or policies will not be limited in any way by reason of any insurance that may be maintained by FUA. 11.2 All policies of insurance required under this Section will be with responsible companies qualified to do business and in good standing in the state where the Unit is located, and will be in a form reasonably satisfactory to FUA. 11.3 Prior to opening for business You will furnish to FUA certificates issued by each of Your insurers indicating that all premiums due have been paid, that all required insurance is keep in full force and effect a policy of general comprehensive liability insurance for bodily injury, personal injury and property damage (including loss of use of such property) occurring or arising out of the use or occupancy of the Leased Premises in an amount not be less than One Million Dollars ($1,000,000) per occurrence. The policy shall name Landlord, any mortgagee of which Landlord gives Tenant notice, and Tenant, as their interests may appear, as insured and shall contain a clause that neither Tenant nor the insurer will cancel or change the insurance will not be terminated or changed without at least 30 first giving Landlord ten (10) days' prior written notice from the insurer to FUA. 11.4 New certificates evidencing renewal of notice. The insurance will shall be furnished at least 30 days prior to the date of expiration of each policy. Within 5 days of any request provided by FUAan insurance company with an A-Rating or better, You will deliver and a copy of the policy or a Certificate of Insurance shall be delivered to Landlord. 16. Tenant shall, during the entire term of this Lease, keep in full force and effect a policy of Use, Occupancy and Contents Insurance and insurance covering all glass and windows in the Leased Premises. 17. Tenant shall indemnify and save Landlord and Landlord's employees and agents harmless from and against any and all claims, action, damages, liability and expense in connection with loss of life, personal injury and/or damage to property arising from or out of any occurrence in, upon or at the Leased Premises or any part thereof, or occasioned wholly or in part by any act or omission by Tenant, Tenant's employees, agents, invitees or licensees. 18. With respect to all insurance policies referred to FUA for examinationin this Lease, renewal of such contracts of insurance shall be presented to Landlord at least ten (10) days before the expiration of such insurance coverages. 11.5 If You fail 19. Tenant agrees to obtain or maintain adequate insurancepay, FUA mayto Landlord, at its election and sole discretion, obtain Tenant's pro rata share of Landlord's premium for insurance for the common areas, and the building within which the Leased Premises is located. Said insurance policy shall be a standard fire, extended coverage, earthquake and liability policy of the type commonly purchased by owners of commercial buildings in Your namethe area in which the Leased Premises are situated. Within 5 days Tenant's portion of any written request such premium shall be in proportion to the number of square feet of floor space of the building leased by FUA, You will pay all costs Tenant as compared with the total number of obtaining adequate insurancesquare feet of floor space in the building. Such payments shall be due and payable when Landlord pays the insurance premiums on the building. Landlord shall bill Tenant for Tenant's pro rata share at such times as Landlord rexxxx payments to the insurers. 11.6 You will indemnify, defend and hold FUA harmless 20. Each party waives all claims against all claims, demands, losses, damages (including punitive damages), costs, suits, judgments, penalties, expenses (including reasonable attorneys' fees and amounts paid in settlement or compromise) and liabilities each other of any kind, whether or every character for which the party otherwise entitled to make such claims is covered by insurance provided the insurance covering the same is not ultimately determined to be meritorious (and including damages suffered invalidated by You or any of Your property), collectively, "Damages", arising directly or indirectly out of or in connection with the construction, operation, maintenance or occupancy of the Unit, except to the extent that such liabilities arise from the gross negligence or willful acts of FUA. 11.7 All fixtures, equipment, signs, merchandise, supplieswaiver, and other property on or about the Unit will be at Your sole risk and hazard, and if they are destroyed or damaged in any way, no part each party shall obtain from its respective insurance company a waiver of the loss or damage is to be paid by FUA except to the extent caused by XXX xxxxx negligence or willful actssubrogation of all such claims.

Insurance and Indemnification. 11.1 You will(a) Pursuant to the Lease, upon commencement Sublessor may self-insure the coverages provided for therein. This self-insurance option is personal to Sublessor and such right shall not be extended to nor inure to the benefit of Sublessee, and Sublessee shall be required to maintain, at its expense, during the TermTerm of this Sublease the following, purchase and at all times maintain unless the Lease requires higher limits and/or additional insurance; in full force and effect: A. Workers' compensation which case the insurance (if required by Your State law) pursuant to the Lease shall be required in amounts prescribed by law; B. Fire and lightningaddition to the following: Commercial General Liability Insurance, extended including contractual liability coverage, theft, vandalism and malicious mischief, flood (if the Unit is in a Designated Flood Hazard Area), and sprinkler leakage insurance on the Unit and all fixtures, equipment, supplies and other property used in the operation with minimum limits of the Unit, for not less than 80% $1,000,000 per occurrence and $4,000,000 in excess per occurrence; all-risk property damage insurance for all of Sublessee’s personal property up to the cash full replacement value thereof; applicable Worker’s Compensation Insurance with statutory minimum limits; Employer’s Liability Insurance with minimum limits of the same, except that an appropriate deductible clause will be permitted; C. Comprehensive general liability not less than $1,000,000; and insurance against such other risks and product liability insurance coverage in such other amounts and upon such terms as Sublessor or Lessor may from time to time be customary for retail businesses located in Your Territory, but not less than $1,000,000.00, insuring both You and FUA as an additional insured against all claims, suits, obligations, liabilities, and damage, including attorneys' fees, based upon or arising out of actual or alleged personal injuries or property damage relating to the use or condition of the Unit; and, D. Such additional insurance as may be required by the terms of any lease or mortgage for the Unitrequire. The liability form of such policies hereunder shall be subject to Sublessor’s and Lessor’s approval. All such insurance afforded policies shall be issued by the policy or policies will not be limited in any way by reason of any insurance that may be maintained by FUA. 11.2 All policies of insurance required under this Section will be with responsible companies qualified licensed to do business and in good standing in the state where the Unit Subleased Premises is located, shall name Sublessor and will be in a form reasonably satisfactory to FUA. 11.3 Prior to opening for business You will furnish to FUA certificates issued by each of Your insurers indicating that all premiums due have been paidLessor as additional insureds, that all required insurance is in full force as their interests may appear, and effect and shall provide that the insurance will shall not be terminated cancelled or materially changed without at least 30 days' prior written in the scope or amount of coverage unless thirty (30) days advance notice from is given to Sublessor. Prior to the insurer to FUACommencement Date, Sublessee shall provide Sublessor with a certificate of insurance, evidencing such coverages and naming Sublessor and Lessor as additional insureds. 11.4 New certificates evidencing renewal of insurance will (b) Sublessee shall be furnished responsible for, and shall defend (at least 30 days prior to the date of expiration of each policy. Within 5 days of any request by FUA, You will deliver a copy of all insurance policies to FUA for examination. 11.5 If You fail to obtain or maintain adequate insurance, FUA may, at its election and sole discretion, obtain insurance for and in Your name. Within 5 days of any written request by FUA, You will pay all costs of obtaining adequate insurance. 11.6 You will indemnify, defend Sublessor’s option) indemnify and hold FUA harmless the Sublessor and Lessor against and from, any and all claimsliability or claim of liability arising out of (i) the use or occupancy of, demandsor the conduct, lossesoperation or management of the Sublessee’s business in, damages the Premises, or (including punitive damages)ii) any breach or default by the Sublessee in performing any of its obligations under the provisions of this Sublease, coststhe Lease or applicable law, suitsor (iii) any negligent, judgments, penalties, expenses (including reasonable attorneys' fees and amounts paid in settlement intentionally tortious or compromise) and liabilities other act or omission of any kind, whether or not ultimately determined to be meritorious (and including damages suffered by You the Sublessee or any of Your property)its agents, collectivelycontractors, "Damages"servants, arising directly employees, subtenants, licensees or indirectly out invitees during the Term of this Sublease, or in connection with (iv) any injury to or death of any person or damage to any property occurring on the construction, operation, maintenance or occupancy Premises during the term of the Unitthis Sublease, except to for claims based on the extent that such liabilities arise from the gross negligence or willful acts misconduct of FUASublessor or Lessor, or (v) Sublessee’s construction of any Alterations in the Premises. The indemnities given by Sublessee in this Sublease shall survive the Expiration Date or such date of earlier termination of this Sublease. 11.7 All fixtures, equipment, signs, merchandise, supplies, and other property on or about the Unit will be at Your sole risk and hazard, and if they are destroyed or damaged in any way, no part of the loss or damage is to be paid by FUA except to the extent caused by XXX xxxxx negligence or willful acts.

Insurance and Indemnification. 11.1 You will5.1 With no intent to limit Contractor's liability under indemnification provisions, upon commencement of the Term, purchase Contractor shall provide and at all times maintain in full force and effect: A. effect from the date of execution of the Agreement until final completion of all work related to the Projects, including all extensions and amendments thereto, at least the following insurance and available limits of liability: Coverage Limit of Liability Commercial General Liability Bodily Injury and Property Damage, Combined Limits of $1,000,000 each Occurrence and $2,000,000 aggregate Professional Liability $1,000,000 per claim/aggregate Workers' compensation Compensation Statutory limits for Workers' Compensation Employer's Liability Bodily Injury by Disease $1,000,000 (policy limit) Bodily Injury by Disease $1,000,000 (each employee) 5.2 The issuer of any policy shall have a Certificate of Authority to transact insurance (if required by Your State law) in amounts prescribed by law; B. Fire and lightning, extended coverage, theft, vandalism and malicious mischief, flood (if the Unit is in a Designated Flood Hazard Area), and sprinkler leakage insurance on the Unit and all fixtures, equipment, supplies and other property used business in the operation State of Texas or have a Best's rating of at least A– and a Best's Financial Size Category of Class VI or better, according to the Unitmost current edition Best's Key Rating Guide, for not less than 80% of the cash value of the sameProperty-Casualty United States. 5.3 Each policy, except that an appropriate deductible clause will be permitted; C. Comprehensive general liability insurance those for Workers' Compensation, Employer's Liability and product liability insurance coverage in such amounts and upon such terms as may from time to time be customary for retail businesses located in Your TerritoryProfessional Liability, but not less than $1,000,000.00, insuring both You and FUA as must include an additional insured against endorsement in favor of HFC and the City of Houston on the original policy and all claims, suits, obligations, liabilities, and damage, including attorneys' fees, based upon renewals or arising out replacements during the term of actual or alleged personal injuries or property damage relating to the use or condition of the Unit; and, D. Such additional insurance as may be required by the terms of any lease or mortgage for the Unit. The liability insurance afforded by the policy or policies will not be limited in any way by reason of any insurance that may be maintained by FUAthis Agreement. 11.2 All policies of insurance required under this Section will be with responsible companies qualified to do business and in good standing 5.4 Each policy, except Professional Liability, must contain an endorsement approved by HFC waiving any claim or right in the state where the Unit is located, and will be in a form reasonably satisfactory to FUAnature of subrogation. 11.3 Prior to opening 5.5 Contractor shall be solely responsible for business You will furnish to FUA certificates issued by each of Your insurers indicating that all premiums due have been paid, that all required insurance is in full force and effect and that the insurance will not be terminated or changed without at least 30 days' prior written notice from the insurer to FUA. 11.4 New certificates evidencing renewal of insurance will be furnished at least 30 days prior to the date of expiration of each policy. Within 5 days of any request by FUA, You will deliver a copy payment of all insurance policies premiums hereunder. Contractor shall be responsible for and bear any claims or losses to FUA the extent of any deductible amounts and waives any claim it may ever have for examinationsame against HFC, its officers or employees. 11.5 If You fail to obtain or maintain adequate 5.6 Each policy hereunder, except Xxxxxx's Compensation and Professional Liability insurance, FUA mayshall be primary insurance to any other insurance available to the Additional Insured with respect to claims arising hereunder. 5.7 CONTRACTOR AGREES TO AND SHALL DEFEND, at its election and sole discretionINDEMNIFY, obtain insurance for and in Your name. Within 5 days AND HOLD HFC, THE CITY OF HOUSTON, THEIR RESPECTIVE AGENTS, EMPLOYEES, OFFICERS, AND DIRECTORS (COLLECTIVELY "INDEMNITEES") HARMLESS FROM AND AGAINST ALL CLAIMS, CAUSES OF ACTION, LIABILITIES, FINES, AND EXPENSES (INCLUDING, WITHOUT LIMITATION, BY REASON OF COPYRIGHT INFRINGEMENT) FOR (I) INJURY, DEATH, DAMAGE, OR LOSS TO PERSONS OR PROPERTY ARISING OUT OF THE NEGLIGENT OR INTENTIONAL ACTS OR OMISSIONS OF CONTRACTOR IN THE PERFORMANCE OF THE WORK OR WHILE WITHIN OR ABOUT THE PROJECT SITE; PROVIDED, THAT CONTRACTOR IS NOT OBLIGATED TO INDEMNIFY ANY OF INDEMNITEES FOR THEIR NEGLIGENCE, AND (II) ACTUAL OR ALLEGED VIOLATIONS OF ANY FEDERAL OR STATE EMPLOYMENT LAWS, WHETHER CONTRACTOR IS IMMUNE FROM LIABILITY OR NOT, INCLUDING WITHOUT LIMITATION, ANY CLAIMS AND CAUSES OF ACTION BROUGHT AGAINST INDEMNITIES BY CONTRACTOR’S PERSONNEL AND/OR GOVERNMENT AGENCIES ARISING FROM, RELATING TO, OR INVOLVING CONTRACTOR’S PERSONNEL UNDER THIS AGREEMENT. 5.8 If HFC or Contractor receive notice of any claim or circumstances which could give rise to an indemnified loss, then the receiving party shall give written request by FUAnotice to the other party within 10 calendar days. The notice must include the following: (i) a description of the indemnification event in reasonable detail, You will pay all costs (ii) the basis on which indemnification may be due, and (iii) the anticipated amount of obtaining adequate insurancethe indemnified loss. 11.6 You will indemnify5.9 This notice does not prevent HFC from later asserting a different basis for indemnification or a different amount of indemnified loss than that indicated in the initial notice. If HFC does not provide this notice within the 10-day period, defend and hold FUA harmless against all claims, demands, losses, damages (including punitive damages), costs, suits, judgments, penalties, expenses (including reasonable attorneys' fees and amounts paid in settlement or compromise) and liabilities of it does not waive any kind, whether or not ultimately determined right to be meritorious (and including damages suffered by You or any of Your property), collectively, "Damages", arising directly or indirectly out of or in connection with the construction, operation, maintenance or occupancy of the Unit, indemnification except to the extent that such liabilities arise from Contractor is prejudiced, suffers loss, or incurs expense because of the gross negligence or willful acts of FUAdelay. 11.7 All fixtures5.10 Contractor may assume the defense of the claim at its own expense with counsel chosen by it that is reasonably qualified. Contractor shall then control the defense and any negotiations to settle the claim. Within 10 calendar days after receiving written notice of the indemnification request, equipmentContractor must advise HFC as to whether or not it will defend the claim. If Contractor does not assume the defense, signs, merchandise, suppliesthen HFC shall assume and control the defense, and all defense expenses constitute an indemnified loss. 5.11 If Contractor elects to defend the claim, then HFC may retain separate counsel to participate in, but not control, the defense and to participate in, but not control, any settlement negotiations. Contractor may settle the claim without the consent or agreement of HFC, unless it: (i) would result in injunctive relief or other property on equitable remedies or about the Unit will be at Your sole risk otherwise require HFC to comply with restrictions or limitations that adversely affect HFC; (ii) would require HFC to pay amounts that Contractor does not fund in full; or (iii) would not result in HFC's full and hazard, and if they are destroyed or damaged in any way, no part of the loss or damage is to be paid by FUA except complete' release from all liability to the extent caused plaintiffs or claimants who are parties to or otherwise bound by XXX xxxxx negligence or willful actsthe settlement.

Insurance and Indemnification. 11.1 You will(a) In addition to any insurance which may be required under the Lease, upon commencement Tenant shall secure, pay for and maintain or cause Tenant's Contractors to secure, pay for and maintain during the continuance of construction and fixturing work within the Building or Premises, insurance in the following minimum coverages and limits of liability: (i) Worker's Compensation and Employer's Liability Insurance with limits of not less than $1,000,000.00, or such higher amounts as may be required from time to time by any employee benefit acts or other statutes applicable where the work is to be performed, and in any event sufficient to protect Tenant's Contractors from liability under the aforementioned acts. (ii) Commercial General Liability Insurance including Broad Form Contractual, Broad Form Property Damage, Personal Injury, Completed Operations and Products coverages (such Completed Operations and Products shall be provided for a period of three (3) years after the date of final acceptance of the TermTenant's Work), purchase and at all times maintain in deletion of any exclusion pertaining to explosion, collapse and underground property damage hazards, with limits of not less than $10,000,000.00 per occurrence and having a general aggregate amount on a per location basis of not less than $10,000,000.00. (iii) Comprehensive Automobile Liability Insurance including Owned, Non-Owned and Hired Car coverages, with limits of not less than $2,000,000.00 combined single limit for both bodily injury and property damage. (iv) All-risk" builder's risk insurance upon the entire Tenant's Work to the full force insurable value thereof. This insurance shall include the interests of Landlord and effect: A. Workers' compensation insurance Tenant (if required by Your State lawand their respective contractors and subcontractors of any tier to the extent of any insurable interest therein) in amounts prescribed by law; B. Fire the Tenant's Work and lightningshall insure against the perils of fire and extended coverage and shall include "all-risk" builder's risk insurance for physical loss or damage including, extended without duplication of coverage, theft, vandalism and malicious mischief. If any portion of the Allowance has been disbursed with respect to portions of the Tenant's Work which are stored off the site of the Building or in transit to said site, flood then to the extent such portions of the Tenant's Work are not covered under said "all-risk" builder's risk insurance, Tenant shall secure and maintain similar property insurance on such portions of the Tenant's Work. Any loss insured under said "all-risk" builder's risk insurance is to be adjusted between Landlord and Tenant and made payable to Landlord as trustee for the insureds, as their interests may appear. All policies (if except the Unit is in a Designated Flood Hazard Area)worker's compensation policy) shall be endorsed to include as additional insured parties Landlord and its partners, directors, officers, members, employees and agents, Landlord's contractors, Landlord's architects, and sprinkler leakage insurance on the Unit and all fixtures, equipment, supplies and other property used such additional persons as Landlord may designate. The waiver of subrogation provisions contained in the operation of Lease shall apply to all insurance policies (except the Unit, for not less than 80% of the cash value of the same, except worker's compensation policy) to be obtained by Tenant pursuant to this paragraph. The insurance policy endorsements shall also provide that an appropriate deductible clause will be permitted; C. Comprehensive general liability insurance and product liability insurance coverage in such amounts and upon such terms as may from time to time be customary for retail businesses located in Your Territory, but not less than $1,000,000.00, insuring both You and FUA as an all additional insured against all claims, suits, obligations, liabilities, and damage, including attorneys' fees, based upon or arising out of actual or alleged personal injuries or property damage relating to the use or condition of the Unit; and, D. Such additional insurance as may parties shall be required by the terms of any lease or mortgage for the Unit. The liability insurance afforded by the policy or policies will not be limited in any way by reason of any insurance that may be maintained by FUA. 11.2 All policies of insurance required under this Section will be with responsible companies qualified to do business and in good standing in the state where the Unit is located, and will be in a form reasonably satisfactory to FUA. 11.3 Prior to opening for business You will furnish to FUA certificates issued by each of Your insurers indicating that all premiums due have been paid, that all required insurance is in full force and effect and that the insurance will not be terminated or changed without at least 30 given thirty (30) days' prior written notice from of any reduction, cancellation or non-renewal of coverage (except that ten (10) days' notice shall be sufficient in the insurer case of cancellation for non-payment of premium) and shall provide that the insurance coverage afforded to FUAthe additional insured parties thereunder shall be primary to any insurance carried independently by said additional insured parties. Additionally, where applicable, each policy shall contain a cross-liability and severability of interest clause. 11.4 New certificates evidencing renewal (b) Without limitation of insurance will be furnished at least 30 days prior the indemnification provisions contained in the Lease, to the date of expiration of each policy. Within 5 days of any request fullest extent permitted by FUAlaw Tenant agrees to indemnify, You will deliver a copy of all insurance policies to FUA for examination. 11.5 If You fail to obtain or maintain adequate insurance, FUA may, at its election and sole discretion, obtain insurance for and in Your name. Within 5 days of any written request by FUA, You will pay all costs of obtaining adequate insurance. 11.6 You will indemnifyprotect, defend and hold FUA harmless Landlord, its partners, directors, officers, employees and agents, from and against all claims, demandsliabilities, losses, damages (including punitive damages), costs, suits, judgments, penalties, and expenses (including reasonable attorneys' fees and amounts paid in settlement or compromise) and liabilities of any kind, whether or not ultimately determined to be meritorious (and including damages suffered by You or any of Your property), collectively, "Damages", whatever nature arising directly or indirectly out of or in connection with the constructionTenant's Work or the entry of Tenant, operationTenant's Architect, maintenance Tenant's Engineer or occupancy Tenant's Contractors into the Building and the Premises, including, without limitation, mechanic's liens or the cost of any repairs to the UnitPremises or Building necessitated by activities of Tenant, Tenant's Architect, Tenant's Engineer or Tenant's Contractors and bodily injury to persons or damage to the property of Tenant, its employees, agents, invitees, licensees or others, except and to the extent that such liabilities claims, liabilities, losses, damages and expenses arise from the gross negligence or willful acts of FUA. 11.7 All fixtures, equipment, signs, merchandise, supplies, and other property on or about the Unit will be at Your sole risk and hazard, and if they are destroyed or damaged in any way, no part out of the loss negligent act or damage omission of Landlord. It is to understood and agreed that the foregoing indemnity shall be paid by FUA except in addition to the extent caused by XXX xxxxx negligence insurance requirements set forth above and shall not be in discharge of or willful actsin substitution for same or any other indemnity or insurance provision of the Lease.

Insurance and Indemnification. 11.1 You will2.01 Lessee agrees to and shall secure at its expense from a good and responsible company or companies doing business in the State of Florida, upon commencement and maintain during the entire term of this Lease, the Term, purchase and at following coverages all times maintain in full force and effectof which shall name Lessor as an additional insured: A. Workers' compensation (1) fire and extended casualty coverage insurance (if required by Your State law) in amounts prescribed by law; B. Fire and lightning, extended coverage, theft, vandalism and malicious mischief, flood (if the Unit is in a Designated Flood Hazard Area), and sprinkler leakage insurance on the Unit and all fixtures, equipment, supplies and other property used in the operation of the Unit, for an amount not less than 80% one hundred (100%) percent of the cash value as determined by Lessor in its discretion of the same, except that an appropriate deductible clause will be permitted; C. Comprehensive general liability insurance Leased Premises and product liability insurance coverage in such amounts and upon such terms as may other improvements installed from time to time be customary in, on or about the Leased Premises. (2) Public liability insurance in an amount determined appropriate by the Lessor for retail businesses located loss from an accident resulting in Your Territory, but not less than $1,000,000.00, insuring both You and FUA as an additional insured against all claims, suits, obligations, liabilitiesbodily injury to or death of persons, and damage, including attorneys' fees, based upon for loss from an accident resulting in damage to or arising out destruction of actual or alleged personal injuries or property damage relating property. (3) Workers Compensation Insurance as and to the use extent required by Florida law. (4) Casualty insurance for the replacement value of Lessee’s equipment, furnishing, fixtures, and assets located in, on or condition about the Leased Premises. 2.02 Lessee shall, on demand provide evidence of such insurance to the Lessor. Each of the Unit; and,policies required of the Lessee shall expressly provide that such policies shall not be canceled or altered without ten (10) days prior written notice to the Lessor. D. Such additional 2.03 Lessee agrees that, in the event of loss due to any of the perils for which it has agreed to provide insurance, Lessee will look solely to its insurance for recovery. 2.04 If the Lessee at any time during the term hereof should fail to secure or maintain the forgoing insurance, the Lessor shall be permitted to obtain such insurance on the Lessee’s name as may the agent of the Lessee, and shall be required reimbursed by the terms of any lease or mortgage Lessee for the Unitcost of the insurance premiums. The liability Lessee shall pay the Lessor interest on paid insurance afforded by premiums at the highest lawful rate, computed from the date the premiums have been paid until reimbursement to Lessor has been made. 2.05 Proceeds from any policy or policies will not relating to coverage of the Leased Premises shall be limited in any way by reason of any insurance that may be maintained by FUApayable to the Lessor, who shall use such proceeds as provided below. 11.2 All policies of insurance required under this Section will (1) If the Leased Premises should be with responsible companies qualified to do business and in good standing in the state where the Unit is locatedtotally destroyed by fire, and will flood, or other casualty, or if they should be in a form so damaged that rebuilding or repairs cannot reasonably satisfactory to FUA. 11.3 Prior to opening for business You will furnish to FUA certificates issued by each of Your insurers indicating that all premiums due have been paid, that all required insurance is in full force and effect and that the insurance will not be terminated or changed without at least 30 days' prior written notice completed within One Hundred Twenty (120) working days from the insurer to FUA. 11.4 New certificates evidencing renewal of insurance will be furnished at least 30 days prior to the date of such loss (within the Lessor’s discretion), then this Lease shall terminate, and rent shall be abated for the unexpired portion of this Lease, effective as of the date of said loss. If rebuilding or repairs can be reasonably completed within One Hundred Twenty (120) working days from the date of said loss (within the Lessor’s discretion), then the Lessor shall, within such time period, undertake to rebuild or repair the Leased Premises and other improvements to substantially the same condition in which they existed prior to such loss, and no adjustment for rent shall be made, unless such repair or rebuilding exceeds the aforesaid One Hundred Twenty (120) day period, in which case rent shall be abated on a daily ratable basis beginning on the first day after the expiration of each policysuch One Hundred Twenty (120) day period. Within 5 days If the Leased Premises are partially destroyed so as to render a portion of any request by FUAthe Leased Premises untenantable (in Lessor’s discretion), You will deliver a copy of all insurance policies then this lease shall not terminate and Lessor shall undertake to FUA repair or rebuild such portion and rent shall be equitably abated for examinationthe untenantable portion until such repair or rebuilding is substantially complete. 11.5 If You fail 2.06 Lessor shall not be liable to obtain Lessee for (i) any accident of damage caused by elevators, heating, plumbing, lighting, electrical, sewer, or maintain adequate insuranceother utility lines or fixtures, FUA may(ii) any accident, at its election and sole discretioninjury, obtain insurance for and in Your name. Within 5 days of any written request by FUA, You will pay all costs of obtaining adequate insurance. 11.6 You will indemnify, defend and hold FUA harmless against all claims, demands, losses, damages (including punitive damages), costs, suits, judgments, penalties, expenses (including reasonable attorneys' fees and amounts paid in settlement or compromise) and liabilities of any kind, whether or not ultimately determined to be meritorious (and including damages suffered by You or any of Your property), collectively, "Damages", arising directly or indirectly out of or death occurring in connection with the constructionLeased Premises, operation(iii) or thefts or losses of or damage to any goods, maintenance cash, personal effects, automobiles, or personal property stored or placed by Lessee, or Lessee’s employees, agents, visitors, licensees, or invitees, in, on, or about the Leased Premises. Lessee covenants and agrees to indemnify and hold Lessor harmless from and against any and all claims, damages, liabilities, obligations, expenses, costs, causes of action, or other injuries of every kind and every nature arising out of Lessee’s use and occupancy of the UnitLeased Premises, except including but not limited to the extent that such liabilities arise from the gross negligence or willful acts of FUAfull indemnification for Lessor’s attorneys fees and expenses, including those incurred in enforcing this indemnification obligation. 11.7 All fixtures, equipment, signs, merchandise, supplies, and other property on or about the Unit will be at Your sole risk and hazard, and if they are destroyed or damaged in any way, no part of the loss or damage is to be paid by FUA except to the extent caused by XXX xxxxx negligence or willful acts.

Insurance and Indemnification. 11.1 You willContractor will purchase from insurance companies, upon government self-insurance pools or government self-retention funds, authorized to do business in Maryland and maintain during the entire term of this Contract, comprehensive general liability insurance, automobile liability insurance, and workers’ compensation insurance with limits of not less than those set forth below. On each policy, Contractor will name the City as additional insureds, with the exception of the workers compensation insurance, and will provide an additional insured endorsement. Insurance required to protect the Contractor and the City from liability and all insurance required in accordance with applicable laws and regulations is addressed herein. These provisions apply to all delivery methods (e.g. General Contracting, Construction Management at Risk and Design- Build) except as noted herein. The amount of insurance coverage specified herein shall be the minimum amount of insurance available to satisfy claims. The Contractor and all subcontractors (as applicable) shall purchase and maintain such insurance with limits of liability as specified herein; or as specified by the City Manager for the project; or as required by law; whichever is greater. A policy which allows the costs associated with investigating, management or defense of any claim, or any other cost incurred by the insured or the insurance carrier, to be deducted from the policy limits is not acceptable. Required insurance shall be purchased and maintained with a company or companies lawfully authorized to do business in the State of Maryland. Insurance companies providing coverage herein shall have an AM Best rating of A-VII or better. All policies, except Professional Liability and Workers Compensation, shall name the City and UMD, their officers, officials, agents, servants, and employees (the “Indemnified Parties”) as “Additional Insureds”. The Contractor shall be responsible for the maintenance of this insurance, whether the work is performed directly by the Contractor; by any subcontractor; by any person employed by the Contractor or any subcontractor; or by anyone for whose acts the Contractor may be liable. Required insurance policies shall be endorsed to provide sixty (60) days (ten (10) days if cancelled due to non-payment) prior written notice by certified mail of any material change, cancellation or non- renewal to: City Manager at the City of College Park, 0000 Xxxx Xxxx, College Park, MD 20740. Prior to commencement of the Termwork, purchase and at all times maintain in full force and effect: A. Workers' compensation insurance (if required by Your State law) in amounts prescribed by law; B. Fire and lightning, extended coverage, theft, vandalism and malicious mischief, flood (if the Unit is in a Designated Flood Hazard Area), and sprinkler leakage insurance on the Unit and all fixtures, equipment, supplies and other property used in the operation proof of the Unit, for not less than 80% of the cash value of the same, except that an appropriate deductible clause will be permitted; C. Comprehensive general liability required insurance and product liability insurance coverage in such amounts and upon such terms as may from time to time endorsements shall be customary for retail businesses located in Your Territory, but not less than $1,000,000.00, insuring both You and FUA as an additional insured against all claims, suits, obligations, liabilities, and damage, including attorneys' fees, based upon or arising out of actual or alleged personal injuries or property damage relating provided to the use or condition City Manager and Project Manager by submission of the Unit; and, D. Such additional insurance as may be required by the terms certificates of any lease or mortgage for the Unitinsurance. The liability insurance afforded by the policy or policies will not be limited in any way by reason of any insurance that may be maintained by FUA. 11.2 All policies of insurance required under this Section will be with responsible companies qualified to do business and in good standing in the state where the Unit is located, and will be in a form reasonably satisfactory to FUA. 11.3 Prior to opening for business You will furnish to FUA Updated certificates issued by each of Your insurers indicating that all premiums due have been paid, that all required insurance is in full force and effect and that the insurance will not be terminated or changed without at least 30 days' prior written notice from the insurer to FUA. 11.4 New certificates evidencing renewal of insurance will shall be furnished at least 30 days prior annually and upon renewal of policies. Certificates shall cite the contract number and project title and location. The City may request full copies of the insurance policies required under this contract. The required coverage shall be maintained until final completion of the project as evidenced by final payment to the Contractor, with the exception of Builder’s Risk coverage which shall cease upon the City’s written determination of the date of expiration of each policy. Within 5 days of any request by FUA, You will deliver a copy of all insurance policies to FUA for examinationSubstantial Completion. 11.5 If You fail to obtain or maintain adequate insurance, FUA may, at its election and sole discretion, obtain insurance for and in Your name. Within 5 days of any written request by FUA, You will pay all costs of obtaining adequate insurance. 11.6 You will indemnify, defend and hold FUA harmless against all claims, demands, losses, damages (including punitive damages), costs, suits, judgments, penalties, expenses (including reasonable attorneys' fees and amounts paid in settlement or compromise) and liabilities of any kind, whether or not ultimately determined to be meritorious (and including damages suffered by You or any of Your property), collectively, "Damages", arising directly or indirectly out of or in connection with the construction, operation, maintenance or occupancy of the Unit, except to the extent that such liabilities arise from the gross negligence or willful acts of FUA. 11.7 All fixtures, equipment, signs, merchandise, supplies, and other property on or about the Unit will be at Your sole risk and hazard, and if they are destroyed or damaged in any way, no part of the loss or damage is to be paid by FUA except to the extent caused by XXX xxxxx negligence or willful acts.

Insurance and Indemnification. 11.1 You will, upon commencement A. If the Leased Premises or any other party of the TermBuilding is damaged by fire or other casualty resulting from any act or negligence of Tenant or any of Tenant's agents, purchase employees or invitees, rent shall not be diminished or a bated while such damages are under repair, and at all times maintain in full force and effect: A. Workers' compensation insurance (if required Tenant shall be responsible for the costs of repair not covered by Your State law) in amounts prescribed by law;insurance. B. Fire Landlord shall maintain fire and lightning, extended coverage, theft, vandalism and malicious mischief, flood (if the Unit is in a Designated Flood Hazard Area), and sprinkler leakage coverage insurance on the Unit Building and the Leased Premises in such amounts as Landlord shall deem appropriate. Tenant shall be responsible, at its expense, for fire and extended coverage insurance on all of its personal property, including removable trade fixtures, equipment, supplies and other property used located in the operation of the Unit, for not less than 80% of the cash value of the same, except that an appropriate deductible clause will be permitted;Leased Premises. C. Comprehensive Tenant and Landlord shall, each at its own expense, maintain a policy or policies of comprehensive general liability insurance with respect to the respective activities of each in the Building with the premiums thereon fully paid on or before due date, issued by and product liability binding upon some insurance coverage in company approved by Landlord, such amounts and upon such terms as may from time insurance to time be customary for retail businesses located in Your Territory, but afford minimum protection of not less than $1,000,000.001,000,000 combined single limit coverage of bodily injury, insuring both You and FUA property damage or combination thereof. Landlord shall be listed as an additional insured against all claims, suits, obligations, liabilities, and damage, including attorneys' fees, based upon or arising out of actual or alleged personal injuries or property damage relating to the use or condition of the Unit; and, D. Such additional insurance as may be required by the terms of any lease or mortgage for the Unit. The liability insurance afforded by the on Tenant's policy or policies will not be limited in any way by reason of any insurance that may be maintained by FUA. 11.2 All policies of insurance required under this Section will be with responsible companies qualified to do business and in good standing in the state where the Unit is locatedcomprehensive general liability insurance, and will be in Tenant shall provide Landlord with current Certificates of Insurance evidencing Tenant's compliance with this Paragraph. Tenant shall obtain the agreement of Tenant's insurers to notify Landlord that a form reasonably satisfactory policy is due to FUA. 11.3 Prior to opening for business You will furnish to FUA certificates issued by each of Your insurers indicating that all premiums due have been paid, that all required insurance is in full force and effect and that the insurance will not be terminated or changed without expire at least 30 days' prior written notice from the insurer to FUA. 11.4 New certificates evidencing renewal of insurance will be furnished at least 30 (10) days prior to such expiration. Landlord shall not be required to maintain insurance against thefts within the date Leased Premises or the Building. D. Tenant shall be responsible and liable to Landlord for, and indemnify Landlord against, any and all damage to the Property, which occurs in any manner from any cause or causes during the term of expiration of each policythis lease. Within 5 days Tenant shall be responsible and liable for, indemnify Landlord against, hold Landlord free and harmless from any claim or claims of any request by FUAkind whatsoever for or from, You will deliver a copy of and promptly pay any judgment for, any and all insurance policies to FUA liability for examination. 11.5 If You fail to obtain personal injuries, death or maintain adequate insuranceproperty damages, FUA may, at its election and sole discretion, obtain insurance for and in Your name. Within 5 days of any written request by FUA, You will pay all costs of obtaining adequate insurance. 11.6 You will indemnify, defend and hold FUA harmless against all claims, demands, losses, damages (including punitive damages), costs, suits, judgments, penalties, expenses (including reasonable attorneys' fees and amounts paid in settlement or compromise) and liabilities of any kind, whether or not ultimately determined to be meritorious (and including damages suffered by You or any of Your property)them, collectively, "Damages", arising directly or indirectly out of which arise or in connection any manner are occasioned by the acts or negligence of Tenant or others in the custody, operation or use of, or with respect to, said Property, during the construction, operation, maintenance or occupancy term of the Unit, except to the extent that such liabilities arise from the gross negligence or willful acts of FUAthis lease. 11.7 All fixtures, equipment, signs, merchandise, supplies, and other property on or about the Unit will be at Your sole risk and hazard, and if they are destroyed or damaged in any way, no part of the loss or damage is to be paid by FUA except to the extent caused by XXX xxxxx negligence or willful acts.

Insurance and Indemnification. 11.1 You will, upon commencement 1. When it is deemed to be in the best interest of the Termgeneral public, purchase and at all times maintain in full force and effect: A. Workers' compensation insurance (if required by Your State law) in amounts prescribed by law; B. Fire and lightning, extended coverage, theft, vandalism and malicious mischief, flood (if the Unit is in City will require the Applicant to furnish a Designated Flood Hazard Area), and sprinkler leakage insurance on Certificate of Insurance naming the Unit and all fixtures, equipment, supplies and other property used in the operation City as additionally insured. The amount of the Unit, for insurance shall not be less than 80% $1,000,000 per occurrence of commercial general liability insurance. 2. Insurance is available at the cash value following estimated rates (City will provide quote for insurance, based on type of rental and number of rental days requested): No alcohol $81.00/Day With alcohol $240.00/Day 3. Note, if insurance is purchased from the sameCity and Applicant cancels within 15 days of rental date, except that an appropriate deductible clause insurance will be permitted;returned minus a $10.00 administrative fee. C. Comprehensive 4. The City shall require the applicant to carry general liability insurance and product when alcohol is available. The City shall require a full liquor liability premium in addition to general liability insurance coverage when alcohol is sold in such amounts and upon such terms as may from time to time be customary exchange for retail businesses located in Your Territory, but not less than $1,000,000.00, insuring both You and FUA as an additional insured against all claims, suits, obligations, liabilities, and damage, including attorneys' fees, based upon or arising out of actual or alleged personal injuries or property damage relating to the use or condition money. The cost of the Unit; and, D. Such additional required liability insurance as may shall be required solely borne by the terms of any lease or mortgage for the Unit. The liability insurance afforded by the policy or policies will not be limited in any way by reason of any insurance that may be maintained by FUAApplicant. 11.2 All policies of insurance required under this Section will be with responsible companies qualified 5. To the full extent permitted by law, Applicant agrees to do business and in good standing in the state where the Unit is located, and will be in a form reasonably satisfactory to FUA. 11.3 Prior to opening for business You will furnish to FUA certificates issued by each of Your insurers indicating that all premiums due have been paid, that all required insurance is in full force and effect and that the insurance will not be terminated or changed without at least 30 days' prior written notice from the insurer to FUA. 11.4 New certificates evidencing renewal of insurance will be furnished at least 30 days prior to the date of expiration of each policy. Within 5 days of any request by FUA, You will deliver a copy of all insurance policies to FUA for examination. 11.5 If You fail to obtain or maintain adequate insurance, FUA may, at its election and sole discretion, obtain insurance for and in Your name. Within 5 days of any written request by FUA, You will pay all costs of obtaining adequate insurance. 11.6 You will indemnify, defend and hold FUA harmless against the City, its officers, employees and agents (“Indemnified Parties”) against, and will hold and save them and each of them harmless from, any and all actions, either judicial, administrative, arbitration or regulatory claims, demandsdamages to persons or property, losses, damages (including punitive damages), costs, suits, judgments, penalties, expenses obligations, errors, omissions or liabilities whether actual or threatened (including reasonable attorneys' fees and amounts paid in settlement herein “claims or compromiseliabilities”) and liabilities of that may be asserted or claimed by any kindperson, whether firm or not ultimately determined to be meritorious (and including damages suffered by You or any of Your property), collectively, "Damages", entity arising directly or indirectly out of or in connection with the construction, operation, maintenance or occupancy use of the UnitCity’s facilities provided herein by Applicant, except its guests, employees, agents, subcontractors, or invitees (“indemnors”) and in connection therewith: i. Applicant will defend any action or actions filed in connection with any of said claims or liabilities and will pay all costs and expenses, including legal costs and attorneys’ fees incurred in connection therewith; ii. Applicant will promptly pay any judgment rendered against the City, its officers, agents or employees for any such claims or liabilities arising out of or in connection with the use of the City’s facilities provided herein by indemnors; and Applicant agrees to save and hold the City, its officers, agents, and employees harmless therefrom; iii. In the event the City, its officers, agents or employees is made a party to any action or proceeding filed or prosecuted against Applicant for such damages or other claims arising out of or in connection the use of the City’s facilities provided herein, Applicant agrees to pay to the extent that City, its officers, agents or employees, any and all costs and expenses incurred by the City, its officers, agents or employees in such action or proceeding, including but not limited to, legal costs and attorneys’ fees. iv. Applicant shall be fully responsible to indemnify City hereunder therefore, and failure of City to monitor compliance with these provisions shall not be a waiver hereof. This indemnification includes claims or liabilities arise arising from use of the gross City’s facilities hereunder. v. The provisions of this Section do not apply to claims or liabilities occurring as a result of City’s sole negligence or willful acts of FUA. 11.7 All fixturesor omissions, equipmentbut, signsto the fullest extent permitted by law, merchandiseshall apply to claims and liabilities resulting in part from City’s negligence, supplies, except that design professionals’ indemnity hereunder shall be limited to claims and other property on or about the Unit will be at Your sole risk and hazard, and if they are destroyed or damaged in any way, no part liabilities arising out of the loss or damage is to be paid by FUA except to the extent caused by XXX xxxxx negligence negligence, recklessness or willful actsmisconduct of the design professional. The indemnity obligation shall be binding on successors and assigns of Applicant and shall survive termination of this Agreement.

Insurance and Indemnification. 11.1 You will(a) In addition to any insurance which may be required under the Lease, upon commencement Tenant shall cause Tenant’s Contractors to secure, pay for and maintain during the continuance of construction and fixturing work within the Building or Substitution Space, insurance in the following minimum coverages and limits of liability: (i) Tenant Workmen’s Compensation and Employer’s Liability Insurance with limits of not less than $500,000.00, or such higher amounts as may be required from time to time by any employee benefit acts or other statutes applicable where the work is to be performed, and in any event sufficient to protect Tenant’s Contractors from liability under the aforementioned acts. (ii) Comprehensive General Liability Insurance including Broad Form Contractual, Broad Form Property Damage, Personal Injury, Completed Operations and Products coverages (such Completed Operations and Products shall be provided for a period of three (3) years after the date of final acceptance of the TermLeasehold Improvements), purchase and at all times maintain in deletion of any exclusion pertaining to explosion, collapse and underground property damage hazards, with limits of not less than $5,000,000.00 combined single limit for bodily injury and property damage. (iii) Comprehensive Automobile Liability Insurance including Owned, Non-Owned and Hired Car coverages, with limits of not less than $1,000,000.00 combined single limit for both bodily injury and property damage. (iv) “All-risk” builder’s risk insurance upon the entire Leasehold Improvements to the full force insurable value thereof. This insurance shall include the interests of Landlord and effect: A. Workers' compensation insurance Tenant (if required by Your State lawand their respective contractors and subcontractors of any tier to the extent of any insurable interest therein) in amounts prescribed by law; B. Fire the Leasehold Improvements and lightningshall insure against the perils of fire and extended coverage and shall include “all-risk” builder’s risk insurance for physical loss or damage including, extended without duplication of coverage, theft, vandalism and malicious mischief. If portions of the Leasehold Improvements are stored off the site of the Building or in transit to said site and are not covered under said “all-risk” builder’s risk insurance, flood (if the Unit is in a Designated Flood Hazard Area), then Tenant shall secure and sprinkler leakage maintain similar property insurance on such portions of the Unit Leasehold Improvements. Any loss insured under said “all-risk” builder’s risk insurance is to be adjusted between Landlord and all fixturesTenant and made payable to Landlord as trustee for the insureds, equipment, supplies as their interests may appear. All policies (except the workmen’s compensation policy) shall be endorsed to include as additional insured parties Landlord and other its property used manager and lender. The waiver of subrogation provisions contained in the operation Lease shall apply to all insurance policies (except the Tenant Workmen’s Compensation policy) to be obtained by Tenant pursuant to this paragraph. The insurance policy endorsements shall also provide that all additional insured parties shall be given thirty (30) days’ prior written notice of any cancellation or non-renewal of coverage (except that ten (10) days’ notice shall be sufficient in the case of cancellation for non-payment of premium) and shall provide that the insurance coverage afforded to the additional insured parties thereunder shall be primary to any insurance carried independently by said additional insured parties. Additionally, where applicable, each policy shall contain a cross-liability and severability of interest clause. (b) Without limitation of the Unit, for not less than 80% indemnification provisions contained in the Lease but subject to the terms of Section 13.4 of the cash value of Lease, to the samefullest extent permitted by law Tenant agrees to indemnify, except that an appropriate deductible clause will be permitted; C. Comprehensive general liability insurance protect, defend and product liability insurance coverage in such amounts hold harmless Landlord and upon such terms as may its partners, directors, officers, employees and agents, from time to time be customary for retail businesses located in Your Territory, but not less than $1,000,000.00, insuring both You and FUA as an additional insured against all claims, suits, obligations, liabilities, and damage, including attorneys' fees, based upon or arising out of actual or alleged personal injuries or property damage relating to the use or condition of the Unit; and, D. Such additional insurance as may be required by the terms of any lease or mortgage for the Unit. The liability insurance afforded by the policy or policies will not be limited in any way by reason of any insurance that may be maintained by FUA. 11.2 All policies of insurance required under this Section will be with responsible companies qualified to do business and in good standing in the state where the Unit is located, and will be in a form reasonably satisfactory to FUA. 11.3 Prior to opening for business You will furnish to FUA certificates issued by each of Your insurers indicating that all premiums due have been paid, that all required insurance is in full force and effect and that the insurance will not be terminated or changed without at least 30 days' prior written notice from the insurer to FUA. 11.4 New certificates evidencing renewal of insurance will be furnished at least 30 days prior to the date of expiration of each policy. Within 5 days of any request by FUA, You will deliver a copy of all insurance policies to FUA for examination. 11.5 If You fail to obtain or maintain adequate insurance, FUA may, at its election and sole discretion, obtain insurance for and in Your name. Within 5 days of any written request by FUA, You will pay all costs of obtaining adequate insurance. 11.6 You will indemnify, defend and hold FUA harmless against all claims, demands, losses, damages (including punitive damages), costs, suits, judgments, penalties, and expenses (including reasonable attorneys' fees and amounts paid in settlement or compromise) and liabilities of any kind, whether or not ultimately determined to be meritorious (and including damages suffered by You or any of Your property), collectively, "Damages", whatever nature arising directly or indirectly out of or in connection with the constructionLeasehold Improvements or the entry of Tenant or Tenant’s Contractors into the Building and the Substitution Space, operationincluding, maintenance without limitation, mechanic’s liens or occupancy the cost of any repairs to the Substitution Space or Building necessitated by activities of Tenant or Tenant’s Contractors and bodily injury to persons in connection with the construction of the UnitLeasehold Improvements, except and to the extent that such liabilities claims, liabilities, losses, damages and expenses arise from the gross negligence or willful acts of FUA. 11.7 All fixtures, equipment, signs, merchandise, supplies, and other property on or about the Unit will be at Your sole risk and hazard, and if they are destroyed or damaged in any way, no part out of the loss negligent act or damage is to be paid by FUA except to the extent caused by XXX xxxxx negligence omission of Landlord or willful actsLandlord’s contractors or architects.

Insurance and Indemnification. 11.1 You will, upon commencement of the Term, purchase and at all times maintain in full force and effect: A. Workers' compensation insurance (if required by Your State lawa) in amounts prescribed by law; B. Fire and lightning, extended coverage, theft, vandalism and malicious mischief, flood (if the Unit is in a Designated Flood Hazard Area)Tenant shall obtain, and sprinkler leakage insurance on the Unit and all fixtures, equipment, supplies and other property used in the operation of the Unit, for not less than 80% of the cash value of the same, except that an appropriate deductible clause will be permitted; C. Comprehensive general liability insurance and product liability insurance coverage in such amounts and upon such terms as may from time to time be customary for retail businesses located in Your Territory, but not less than $1,000,000.00, insuring both You and FUA as an additional insured against all claims, suits, obligations, liabilities, and damage, including attorneys' fees, based upon or arising out of actual or alleged personal injuries or property damage relating to the use or condition of the Unit; and, D. Such additional insurance as may be required by the terms of any lease or mortgage for the Unit. The liability insurance afforded by the policy or policies will not be limited in any way by reason of any insurance that may be maintained by FUA. 11.2 All policies of insurance required under this Section will be with responsible companies qualified to do business and in good standing in the state where the Unit is located, and will be in a form reasonably satisfactory to FUA. 11.3 Prior to opening for business You will furnish to FUA certificates issued by each of Your insurers indicating that all premiums due have been paid, that all required insurance is shall keep in full force and effect during the Term, the following insurance coverages on a primary and non-contributory basis, with insurers which are authorized to do business in the State of New Jersey and which are rated at least A- VIII in Best's Key Rating Guide: (i) commercial general liability insurance on an occurrence form (including, during any period when Tenant is making alterations or improvements to the Premises, coverage for any construction on or about the Premises), against claims for bodily injury, personal injury, death or property damage occurring on, in or about the Premises, or as a result of ownership of facilities located on the Premises, insurance premise operations and products and completed operations in an amount per occurrence of not less than Five Million Dollars ($5,000,000) combined single limit for any bodily injury, personal injury, death or property damage with a per location aggregate. The limit required may be achieved by the combination of general liability and umbrella / excess liability. Any umbrella / excess liability will provide coverage excess of the underlying CGL, Auto liability and employer’s liability insurance; (ii) workers' compensation insurance coverage for the full statutory liability of Tenant and employers liability insurance coverage; (iii) business interruption insurance in such amounts as will reimburse Tenant for direct and indirect loss of earnings attributable to those events commonly insured against by reasonable prudent tenants and/or attributable to Tenant’s inability to access or to occupy (all or part of) the Premises; and (iv) Special Form property coverage, including, but not limited to, standard fire and extended coverage insurance with vandalism and malicious mischief endorsements, on all personal property of Tenant, including any Retained FF&E, and on all improvements and alterations made by, on behalf of and/or at the expense of Tenant in or about the Premises or other portions of the Building (including, without limitation, the Initial Tenant Improvements Work) to the extent of their full replacement value. (v) comprehensive automobile liability insurance coverage, including hired and non-owned vehicles with a combined single limit of not less than $1,000,000; (vi) such other insurance with respect to the Premises in such amounts and against such insurable exposures as may reasonably and customarily be required by any mortgagee holding a first lien upon the Building. Tenant shall cause any contractor working for or on behalf of Tenant in or about the Premises to maintain worker’s compensation and reasonable amounts of commercial general and excess liability insurance (but in no event less than $2,000,000.00 per occurrence and in the aggregate) and to add Landlord and Landlord’s managing agent as additional insured as required of Tenant per Section 8 (b). Tenant and/ or contractor shall provide evidence of such insurance to Landlord prior to entering the Premises, prior to each renewal. (b) The policies of insurance required to be maintained by Tenant pursuant to Section 8(a) shall name Tenant as named insured and shall name Landlord and Landlord’s managing agent as additional insured parties (except for workers' compensation insurance and business interruption insurance) and shall be reasonably satisfactory to Landlord. In addition, said policies of insurance (except for worker's compensation insurance) shall not contain a provision relieving the insurer thereunder of liability for any loss by reason of the existence of other policies of insurance covering the Premises against the peril involved, whether collectible or not; and the policies of insurance required to be maintained by Tenant pursuant to subsection (a) shall also include contractual liability coverage of Tenant’s obligation to indemnify Landlord pursuant to Section 8(f)(iii) hereof. In addition to the foregoing, Landlord may, to the extent permitted by law, require that Tenant name as additional insureds such other persons or entities as Landlord may designate in writing, and original or duplicate certificates of insurance evidencing the addition of such parties as additional insureds shall be delivered to Landlord not later than ten (10) days following Landlord’s notice designating such additional insureds. (c) On or prior to the Commencement Date, Tenant shall deliver to Landlord certificates of insurance evidencing all the insurance will not which is required to be terminated or changed without at least 30 days' prior written notice from the insurer to FUA. 11.4 New certificates evidencing renewal of insurance will be furnished at least 30 maintained hereunder by Tenant, and, within ten (10) days prior to the date of expiration of each policy. Within 5 days of any request by FUA, You will deliver a copy of all insurance policies to FUA for examination. 11.5 If You fail to obtain or maintain adequate such insurance, FUA may, at its election and sole discretion, obtain insurance for and in Your name. Within 5 days other certificates evidencing the renewal of any written request by FUA, You will pay all costs of obtaining adequate such insurance. 11.6 You (d) Tenant shall not obtain or carry separate insurance concurrent in form or contributing in the event of loss with that required by Section 8(a) unless Landlord and Tenant are named as insureds and additional insureds as applicable therein. (e) Landlord shall keep in force at its expense (subject to reimbursement as set forth in this Lease) insurance in such amounts, with such deductibles and covering such risks as are customarily carried by companies engaged in similar businesses and leasing similar properties to the Premises. Landlord shall, at a minimum carry Special Form coverage, including, but not limited to, standard fire and extended coverage insurance with vandalism and malicious mischief endorsements, on all improvements at the Project for full replacement value, but expressly excluding the Initial Tenant Improvements and the any other Alterations performed in the Premises by, or for the benefit of Tenant during the Term of this Lease. Such insurance will indemnifybe with financially sound and reputable insurance companies. Further, defend the insurance coverages required by Landlord in this Section 8 may be provided by a blanket policy covering the Buildings, the Project, and other properties leased or owned by Landlord. (f) Landlord hereby waives and releases Tenant, and Tenant hereby waives and releases Landlord, from any and all liabilities, claims and losses for which the released party is or may be held liable to the extent of any property insurance proceeds received by said injured party. Notwithstanding any provision contained herein to the contrary, Landlord and Tenant each hereby waives any and all rights of recovery, claims, actions or causes of action against the other, its agents, servants, partners, shareholders, officers, or employees, for any loss or damage that may occur to the Premises, the Buildings, the Common Areas, the Parking Areas or the Project, or any improvements thereto, or any personal property of such party therein, caused or occasioned by any peril which is or could be insured under the special form coverage insurance policies required to be carried by any party under this Lease, or which is otherwise insured, regardless of cause or origin, including the negligence of the other party hereto, its agents, officers, partners, shareholders, servants or employees. (i) Each party hereto shall have included in each of its insurance policies (insuring the Building in the case of Landlord, and insuring Tenant’s personal property, trade fixtures, equipment and improvements in the case of Tenant, against loss, damage or destruction by fire or other casualty) a waiver of the insurer's right of subrogation against the other party to this Lease. If there is any extra charge for such waiver, the party requesting the waiver shall pay the extra charge therefor. If such waiver is not enforceable or is unattainable, then such insurance policy shall contain either an (A) express agreement that such policy shall not be invalidated if Landlord or Tenant, whichever the case may be, waives the right of recovery against the other party to this Lease or (B) any other form for the release of Landlord or Tenant, whichever the case may be. If such waiver, agreement or release shall not be, or shall cease to be, obtainable from Landlord’s insurance company or from Tenant’s insurance company, whichever the case may be, then Landlord or Tenant shall notify the other party of such fact and shall use its best efforts to obtain such waiver, agreement or release from another insurance company satisfying the requirements of this Lease. (ii) Subject to the mutual waiver of claims and subrogation set forth in Section 8(f), Tenant hereby indemnifies, and shall pay, protect and hold FUA Landlord harmless from and against all liabilities, losses, claims, demands, losses, damages (including punitive damages), costs, suits, judgments, penalties, expenses (including reasonable attorneys' fees and amounts paid in settlement or compromiseexpenses) and liabilities judgments of any kindnature, whether except for such of the foregoing as arise from the negligence, recklessness or not ultimately determined to be meritorious (and including damages suffered by You or any willful misconduct of Your propertyLandlord, its agents, representatives, servants, employees, contractors, invitees and/or licensee [collectively, the Landlord’s Parties] ), collectivelyarising, "Damages"or alleged to arise, arising directly or indirectly out of from or in connection with (a) any breach or default in the constructionperformance of any obligation of Tenant to be performed under the terms of this Lease, operation(b) any act or omission of Tenant, maintenance or occupancy any of Tenant’s Agents, arising from any activity, work or things done by Tenant, or any of Tenant’s Agents, in or about the Project, or (c) Tenant’s use of the UnitProject, except or from the conduct of Tenant’s business in or about the Project. Tenant will resist and defend any action, suit or proceeding brought against Landlord by reason of any such occurrence by independent counsel selected by Tenant, which is reasonably acceptable to Landlord. The obligations of Tenant under this Section 8(f)(ii) shall survive any termination of this Lease. (iii) Subject to the extent that mutual waiver of claims and subrogation set forth in Section 8(f), Landlord hereby indemnifies, and shall pay, protect and hold Tenant and Tenant’s employees, officers, members, employees, shareholders, agents, representatives, contractors, invitees, and licensees (collectively, “Tenant Indemnitees”) harmless from and against all liabilities, losses, claims, demands, costs, expenses (including reasonably attorneys' fees and expenses) and judgments of any nature, and except for such liabilities of the foregoing as arise from the gross negligence negligence, recklessness or willful acts misconduct of FUA. 11.7 All fixturesTenant or Tenant’s Agents, equipment, signs, merchandise, suppliesarising directly from or directly in connection with (a) any breach or default in the performance of any obligation of Landlord to be performed under the terms of this Lease, and other property on (b) any act or omission of Landlord or any of Landlord’s Parties arising from any activity, work or things done by Landlord or any of Landlord’s Parties in or about the Unit Project. Landlord will be at Your sole risk resist and hazarddefend any action, and if they are destroyed suit or damaged in proceeding brought against Tenant or Tenant Indemnitees by reason of any waysuch occurrence by independent counsel selected by Landlord, no part which is reasonably acceptable to Tenant. The obligations of the loss or damage is to be paid by FUA except to the extent caused by XXX xxxxx negligence or willful actsLandlord under this Section 8(f)(iii) shall survive any termination of this Lease.

Insurance and Indemnification. 11.1 You will(a) Licensee shall carry during the License term, upon commencement of at its own cost and expense, the Term, purchase and at all times maintain in full force and effect: A. Workers' compensation following insurance: (i) “All Risk” property insurance for its property’s replacement cost; (if required by Your State lawii) in amounts prescribed by law; B. Fire and lightning, extended coverage, theft, vandalism and malicious mischief, flood (if the Unit is in a Designated Flood Hazard Area), and sprinkler leakage insurance on the Unit and all fixtures, equipment, supplies and other property used in the operation of the Unit, for not less than 80% of the cash value of the same, except that an appropriate deductible clause will be permitted; C. Comprehensive commercial general liability insurance with an endorsement having a minimum combined single limit of liability of one million dollars (“$1,000,000”) for injury or death or property damage arising out of one occurrence and product liability insurance excess/umbrella coverage of two million dollars (“$2,000,000”); and (iii) Worker’s Compensation and Employer’s Liability insurance, in such amounts form and upon such terms as may from time to time be customary for retail businesses located in Your Territory, but not less than $1,000,000.00, insuring both You and FUA required by law. (b) Licensee shall list Licensor as an additional insured against under its liability policy and require its insurance company to endeavor to give at least thirty (30) days written notice of termination or cancellation of the policy to Licensor. Such endorsement shall be delivered to Licensor within thirty (30) days from the execution of this License within thirty (30) days of the expiration of any term thereof from an insurance company with a minimum policy holder and financial rating of “B+; (viii)” or better in the then current edition of Best’s Insurance Guide. (c) Except as outlined in Section (18) Environmental Matters, of this License Agreement, contained herein and made a part hereof, Licensor and Licensee shall not be liable for and will indemnify and save each other harmless of and from all claimsfines, suits, obligations, liabilities, and damage, including attorneys' fees, based upon or arising out of actual or alleged personal injuries or property damage relating to the use or condition of the Unit; and, D. Such additional insurance as may be required by the terms of any lease or mortgage for the Unit. The liability insurance afforded by the policy or policies will not be limited in any way by reason of any insurance that may be maintained by FUA. 11.2 All policies of insurance required under this Section will be with responsible companies qualified to do business and in good standing in the state where the Unit is located, and will be in a form reasonably satisfactory to FUA. 11.3 Prior to opening for business You will furnish to FUA certificates issued by each of Your insurers indicating that all premiums due have been paid, that all required insurance is in full force and effect and that the insurance will not be terminated or changed without at least 30 days' prior written notice from the insurer to FUA. 11.4 New certificates evidencing renewal of insurance will be furnished at least 30 days prior to the date of expiration of each policy. Within 5 days of any request by FUA, You will deliver a copy of all insurance policies to FUA for examination. 11.5 If You fail to obtain or maintain adequate insurance, FUA may, at its election and sole discretion, obtain insurance for and in Your name. Within 5 days of any written request by FUA, You will pay all costs of obtaining adequate insurance. 11.6 You will indemnify, defend and hold FUA harmless against all claims, demands, losses, damages losses and actions (including punitive damages), costs, suits, judgments, penalties, expenses (including reasonable attorneys' fees and amounts paid in settlement attorney’s fees) for any injury to person or compromise) and liabilities damage to or loss of any kind, whether or not ultimately determined to be meritorious (and including damages suffered by You or any of Your property), collectively, "Damages", arising directly or indirectly out of or in connection with the construction, operation, maintenance or occupancy of the Unit, except to the extent that such liabilities arise from the gross negligence or willful acts of FUA. 11.7 All fixtures, equipment, signs, merchandise, supplies, and other property on or about the Unit will be at Your sole risk and hazardSite caused by the negligence or misconduct or breach of this License by the other party, and if they are destroyed its agents, employees, invitees, or damaged in by any wayother person entering the Property, no part the Site, or related facilities under expressed or implied invitation of the other party, or arising out of the others use of the Property, the Site or related facilities. Licensor shall not be liable or responsible for any loss or damage is to any property or death or injury to any person occasioned by theft, court order, or requisition of any governmental body or authority except that loss or damage caused by Licensor’s neglect. Licensee shall not be paid by FUA liable or responsible for any loss except that resulting form bodily injury or damage to tangible property due to the extent caused by XXX xxxxx gross negligence or willful actsof Licensee.

Insurance and Indemnification. 11.1 You will, upon commencement Each of the TermParties to this Agreement shall hold and maintain Commercial General Liability Insurance or Municipal Liability Insurance, purchase and at all times maintain in full force and effect: A. Workers' compensation insurance (if required by Your State law) in amounts prescribed by law; B. Fire and lightningas the case may be, extended coverageinsuring against damage or injury to persons or property, theft, vandalism and malicious mischief, flood (if the Unit is in a Designated Flood Hazard Area), and sprinkler leakage insurance on the Unit and all fixtures, equipment, supplies and other property used in the operation with limits of the Unit, for not less than 80% of the cash value of the same, except that an appropriate deductible clause will be permitted; C. Comprehensive general liability insurance and product liability insurance coverage in such amounts and upon such terms as may from time to time be customary for retail businesses located in Your Territory, but not less than $1,000,000.00, insuring both You and FUA 10,000,000.00 per occurrence. The insurance policy shall: a) include the other parties to this Agreement as an additional insured against all claims, suits, obligations, liabilitiesinsureds; b) contain a cross-liability clause, and damage, including attorneys' fees, based upon or severability of interest endorsement; c) contain a clause providing for Contractual Liability coverage arising out of actual or alleged personal injuries or property damage relating to the use or condition of the Unit; and, D. Such additional insurance as may be required by the terms of any lease or mortgage for the Unit. The liability insurance afforded by the policy or policies will not be limited in any way by reason of any insurance that may be maintained by FUA.Agreement; 11.2 All policies of insurance required under this Section will be with responsible companies qualified to do business and in good standing in the state where the Unit is located, and will be in a form reasonably satisfactory to FUA. 11.3 Prior to opening for business You will furnish to FUA certificates issued by each of Your insurers indicating that all premiums due have been paid, that all required insurance is in full force and effect and that the insurance will not be terminated or changed without at least 30 days' prior written notice from the insurer to FUA. 11.4 New certificates evidencing renewal Proof of insurance will be furnished at least 30 submitted by way of an executed Certificate of Insurance in a form satisfactory to each Party, each year or ten (10) days prior to renewal of said policy. All requested lines of coverage to be shown on the date Certificate. 11.3 If cancelled or changed in any manner that would affect the Parties as outlined in coverage specified herein for any reason, thirty (30) days prior written notice by mail or electronic means will be given by the insurer(s) to all of expiration the Parties. 11.4 It shall be the sole responsibility of each policyParty to determine what additional insurance coverage, if any, is necessary and advisable for its own protection and/or to fulfill its obligation under this Agreement. Within 5 days Any such additional insurance shall be maintained and provided at the sole expense of any request by FUA, You will deliver a copy of all insurance policies to FUA for examinationthe Party. 11.5 If You fail to obtain or maintain adequate insurance, FUA may, at its election and sole discretion, obtain insurance for and in Your name. Within 5 days of any written request by FUA, You will pay all costs of obtaining adequate insurance. 11.6 You will indemnify, defend Each Party (the “Indemnifying Party”) shall indemnify and hold FUA harmless the other Parties to this Agreement, and their respective employees, agents, officers, Mayor, Councillors, superintendents, Trustees, servants, insurers, successors and assigns from and against any and all claims, demandsliabilities, losses, damages (including punitive damages), actions, causes of action, charges, fees, costs, suitsxxxxx or claims, judgmentsincluding, penaltiesbut not limited to, expenses injury to any person or property, including, but not limited to, injury resulting in death (including reasonable attorneys' fees and amounts paid in settlement or compromise) and liabilities of any kindthe “Claims”), whether or not ultimately determined to be meritorious (and including damages suffered by You any Party, Users, or any of Your property), collectively, "Damages"third party, arising directly or indirectly out of or in connection with any way related to the construction, operation, maintenance or occupancy use of the UnitFacilities pursuant to this Agreement, except or in respect of any rights and obligations of the Parties contained in or arising from this Agreement, due to any cause whatsoever, including, but not limited to, the Indemnifying Party’s negligence, breach of contract, or breach of any statutory or other duty of care. 11.6 Damage to the extent Facilities caused by any of the Party’s Users shall be the responsibility of said Party and that such liabilities arise from Party shall repair the gross negligence damage, replace the equipment or willful acts compensate the Owner of FUAthe Facility to the satisfaction of said Owner. Nothing in this paragraph shall in any way limit the rights or remedies of any of the Parties as against the Users responsible for said damage. 11.7 All fixturesReports of vandalism, equipmentunusual occurrences, signs, merchandise, suppliesor accidents, and other property on the action taken with respect to such incidents, shall be submitted to the GEDSB and BHNCDSB and the City by the Party encountering or involved in the incident. For students of the School Boards, personal injury accident reports shall be completed by the principal or supervisor of the student involved and sent to the appropriate Party hereto in accordance with each Party’s normal procedure. Personal information about the Unit persons involved in accidents and or incidents will be at Your sole risk removed when shared by the GEDSB and hazardthe BHNCDSB as per applicable privacy legislation, and if they are destroyed or damaged in any wayincluding, no part of but not limited to, the loss or damage is to be paid by FUA except to the extent caused by XXX xxxxx negligence or willful actsPrivacy Act R.S.C., 1985, c. P-21.

Insurance and Indemnification. 11.1 You will9.1 Landlord shall provide and keep in force, upon commencement or cause to be provided or kept in force, during the term hereof: (a) commercial general liability Insurance with respect to Landlord's operation of the TermBuilding and the common areas for bodily injury or death and damage to property of others; (b) 'all-risk" casualty insurance covering the Building and the common areas, purchase and at all times maintain in full force and effect: A. Workers' compensation insurance (if required by Your State law) in amounts prescribed by law; B. Fire and lightning, extended coverage, theft, vandalism and malicious mischief, flood (if the Unit is in a Designated Flood Hazard Area), and sprinkler leakage insurance on the Unit and all excluding Tenant's trade fixtures, equipment, supplies personal property and any leasehold improvements installed by Tenant; and (c) loss of rental income insurance; together with such other property used insurance as Landlord, in the operation its sole discretion, elects to obtain. Insurance provided by Landlord shall have such limits of the Unitliability, for not less than 80% of the cash value of the samedeductibles and exclusions, except that an appropriate deductible clause will and shall otherwise be permitted; C. Comprehensive general liability insurance and product liability insurance coverage in such amounts and upon on such terms and conditions as may Landlord shall from time to time determine reasonable and sufficient. 9.2 Tenant shall indemnify and hold Landlord harmless from any damage to any property or injury to or death of any person occurring in, upon or about the demised premises, unless caused by the negligence or willful act of Landlord, its agents or employees. 'The foregoing indemnity obligation of Tenant shall include reasonable attorney's fees, investigation costs and all other costs and expenses incurred from the first notice that any claim or demand is to be customary for retail businesses located made or may be made. The provisions of this Section 9.2 shall survive the termination of this Lease with respect to any damage, injury or death occurring prior to such termination. 9.3 Tenant shall procure and keep in Your Territoryeffect commercial general liability insurance, but including property damage and contractual liability, on an occurrence basis with bodily injury and property damage combined single limits of liability of not less than Two Million Dollars ($1,000,000.002,000,000) per occurrence (which limits may be satisfied by maintaining an umbrella policy on top of a primary policy of $1,000,000), insuring both You Landlord and FUA Tenant against any liability arising out of the ownership, use, occupancy or maintenance of the demised premises and all areas appurtenant thereto. From time to time, Tenant shall Increase the limits of such policies to such higher limits as Landlord shall reasonably require. 9.4 Tenant shall procure and keep in effect fire insurance (including standard extended coverage endorsement perils and leakage from fire protection devices) for the full replacement cost of Tenant's trade fixtures, equipment, personal property and any leasehold improvements installed by Tenant. 9.5 Tenant shall deliver certificates evidencing the lnsurance required pursuant to Sections 9.3 and 9.4 hereof to Landlord on or before the Commencement Date, and thereafter at least thirty (30) days before the expiration dates of the then current policies. Such insurance shall name Landlord as an additional insured against all claimsinsured, suits, obligations, liabilitiesshall specifically include the liability assumed hereunder by Tenant, and damageshall provide that it is primary insurance and not excess over, including attorneys' feesor contributory with, based upon any other valid, existing and applicable insurance in force for or arising out on behalf of actual or alleged personal injuries or property damage relating to the use or condition of the Unit; and, D. Such additional insurance as may be required by the terms of any lease or mortgage for the Unit. The liability insurance afforded by the policy or policies will not be limited in any way by reason of any insurance that may be maintained by FUA. 11.2 All policies of insurance required under this Section will be with responsible companies qualified to do business and in good standing in the state where the Unit is locatedLandlord, and will be in a form reasonably satisfactory to FUA. 11.3 Prior to opening for business You will furnish to FUA certificates issued by each of Your insurers indicating shall provide that all premiums due have been paid, that all required insurance is in full force and effect and that the insurance will not be terminated or changed without at least 30 days' prior written Landlord shall receive thirty (30) days notice from the insurer to FUA. 11.4 New certificates evidencing renewal of insurance will be furnished at least 30 days prior to the date any cancellation or change of expiration of each policy. Within 5 days of any request by FUA, You will deliver a copy of all insurance policies to FUA for examinationcoverage. 11.5 If You fail to obtain or maintain adequate insurance, FUA may, at its election and sole discretion, obtain insurance for and in Your name. Within 5 days of any written request by FUA, You will pay all costs of obtaining adequate insurance. 11.6 You will indemnify, defend and hold FUA harmless against all claims, demands, losses, damages (including punitive damages), costs, suits, judgments, penalties, expenses (including reasonable attorneys' fees and amounts paid in settlement or compromise) and liabilities of any kind, whether or not ultimately determined to be meritorious (and including damages suffered by You or any of Your property), collectively, "Damages", arising directly or indirectly out of or in connection with the construction, operation, maintenance or occupancy of the Unit, except to the extent that such liabilities arise from the gross negligence or willful acts of FUA. 11.7 All fixtures, equipment, signs, merchandise, supplies, and other property on or about the Unit will be at Your sole risk and hazard, and if they are destroyed or damaged in any way, no part of the loss or damage is to be paid by FUA except to the extent caused by XXX xxxxx negligence or willful acts.

Insurance and Indemnification. 11.1 You will, upon (a) Tenant covenants and agrees to provide on or before the commencement of the Term, purchase Term and at all times maintain to keep in full force and effect: A. Workers' compensation insurance (if required by Your State law) in amounts prescribed by lawduring the entire Term of this Lease; B. Fire 1. commercial general liability insurance for the mutual benefit of Landlord and lightningTenant relating to the Premises and its appurtenances for a combined single limit of not less than $3,000,000.00 in respect of bodily injury or death and property damage, which insurance shall name Landlord as an additional insured; and 2. fire and extended coverage, theftvandalism, vandalism malicious mischief and malicious mischiefspecial extended coverage insurance in an amount adequate to cover the cost of replacement of all leasehold or building improvements in the Premises (other than those which were originally constructed or provided by Landlord, flood (if the Unit is in a Designated Flood Hazard Areaat Landlord's cost), and sprinkler leakage insurance on as well as the Unit and cost of replacement of all plate glass, fixtures, equipment, supplies decorations, contents and other personal property used in therein which were purchased or leased by or are the operation property of the Unit, for not less than 80% of the cash value of the same, except that an appropriate deductible clause will be permitted; C. Comprehensive general liability insurance and product liability insurance coverage in such amounts and upon such terms as may from time Tenant. Tenant agrees to time be customary for retail businesses located in Your Territory, but not less than $1,000,000.00, insuring both You and FUA as an additional insured against all claims, suits, obligations, liabilities, and damage, including attorneys' fees, based upon or arising out of actual or alleged personal injuries or property damage relating deliver to the use or condition of the Unit; and, D. Such additional insurance as may be required by the terms of any lease or mortgage for the Unit. The liability insurance afforded by the policy or policies will not be limited in any way by reason of any insurance that may be maintained by FUA. 11.2 All policies of insurance required under this Section will be with responsible companies qualified to do business and in good standing in the state where the Unit is located, and will be in a form reasonably satisfactory to FUA. 11.3 Prior to opening for business You will furnish to FUA certificates issued by each of Your insurers indicating that all premiums due have been paid, that all required insurance is in full force and effect and that the insurance will not be terminated or changed without Landlord at least 30 days' prior written notice from the insurer to FUA. 11.4 New certificates evidencing renewal of insurance will be furnished at least 30 thirty (30) days prior to the date of time the aforementioned insurance is first required to be carried by Tenant, and thereafter at least fifteen (15) days prior to the expiration of each any such policy. Within 5 days of any request by FUA, You will deliver either a duplicate original or a certified and true copy of all insurance policies to FUA for examinationprocured by Tenant in compliance with its obligations hereunder, together with evidence of payment therefor. 11.5 If You (b) All of the aforesaid insurance shall be written by one (1) or more responsible insurance companies reasonably satisfactory to Landlord; all such insurance may be carried under a blanket policy covering the Premises and any other of Tenant's offices or properties (provided the Premises are specifically scheduled with not less than the required coverage amount) and shall contain endorsements that: 1. such insurance may not be canceled, or fail to obtain be renewed, or maintain adequate insurance, FUA may, at amended with respect to Landlord and/or its election and sole discretion, obtain insurance for and in Your name. Within 5 days of any written request by FUA, You will pay all costs of obtaining adequate insurance. 11.6 You will indemnify, defend and hold FUA harmless against all claims, demands, losses, damages (including punitive damagesdesignees), costsexcept upon thirty (30) days prior written notice, suitsby certified mail-return receipt requested, judgments, penalties, expenses (including reasonable attorneys' fees and amounts paid in settlement or compromiseto Landlord and/or such designee(s) and liabilities of any kind, whether or not ultimately determined to be meritorious (and including damages suffered by You or any of Your property), collectively, "Damages", arising directly or indirectly out of or in connection with the construction, operation, maintenance or occupancy of the Unit, except to the extent that such liabilities arise from the gross negligence or willful acts of FUA. 11.7 All fixtures, equipment, signs, merchandise, supplies, and other property on or about the Unit will be at Your sole risk and hazard, and if they are destroyed or damaged in any way, no part of the loss or damage is to be paid by FUA except to the extent caused by XXX xxxxx negligence or willful acts.insurance company; and

Insurance and Indemnification. 11.1 You will, upon commencement of the Term, purchase and at all times maintain in full force and effect: A. Workers' compensation insurance (if required by Your State lawa) in amounts prescribed by law; B. Fire and lightning, extended coverage, theft, vandalism and malicious mischief, flood (if the Unit is in a Designated Flood Hazard Area)Tenant shall obtain, and sprinkler leakage insurance on the Unit and all fixtures, equipment, supplies and other property used in the operation of the Unit, for not less than 80% of the cash value of the same, except that an appropriate deductible clause will be permitted; C. Comprehensive general liability insurance and product liability insurance coverage in such amounts and upon such terms as may from time to time be customary for retail businesses located in Your Territory, but not less than $1,000,000.00, insuring both You and FUA as an additional insured against all claims, suits, obligations, liabilities, and damage, including attorneys' fees, based upon or arising out of actual or alleged personal injuries or property damage relating to the use or condition of the Unit; and, D. Such additional insurance as may be required by the terms of any lease or mortgage for the Unit. The liability insurance afforded by the policy or policies will not be limited in any way by reason of any insurance that may be maintained by FUA. 11.2 All policies of insurance required under this Section will be with responsible companies qualified to do business and in good standing in the state where the Unit is located, and will be in a form reasonably satisfactory to FUA. 11.3 Prior to opening for business You will furnish to FUA certificates issued by each of Your insurers indicating that all premiums due have been paid, that all required insurance is shall keep in full force and effect during the Term, the following insurance coverages on a primary and non-contributory basis, with insurers which are authorized to do business in the State of New Jersey and which are rated at least A- VIII in Best's Key Rating Guide: (i) commercial general liability insurance on an occurrence form no less broad than ISO form CG00010413 (including, during any period when Tenant is making Alterations (as defined in Section 22) or improvements to the Premises), against claims for third party bodily injury, death or property damage occurring on, in or about the Premises with limits not less than Five Million Dollars ($5,000,000) per occurrence and Five Million Dollars ($5,000,000) in the aggregate. The limit required may be achieved by the combination of general liability and umbrella / excess liability. Any umbrella / excess liability will provide coverage excess of the underlying Commercial General Liability on a follow form basis, Auto liability and employer’s liability insurance; (ii) workers' compensation insurance coverage for the full statutory liability of Tenant and employers liability insurance coverage (but in any event with a limits not less than (a) One Million Dollars ($1,000,000) for injury by accident, each accident; (b) One Million Dollars ($1,000,000) for injury by disease, each employee; and (c) One Million Dollars ($1,000,000) for injury by disease, policy limit. (iii) business income and extra expense insurance in such amounts as will reimburse Tenant for direct and indirect loss of earnings attributable to those events commonly insured against by reasonable prudent tenants and/or attributable to Tenant’s inability to access or to occupy (all or part of) the Premises, for a period not less than twelve (12) months, provided that until the one (1) year anniversary of the Effective Date, Tenant will only be required to carry such insurance for a period of ninety (90) days; (iv) Immediately prior to the commencement of any Alterations, including the Tenant’s Initial Tenant Improvement Work and any Specialty Installations (as both such terms are hereinafter defined) by or for Tenant and continuing through the completion of same, “builder's risk” insurance (in completed value non-reporting form) or equivalent coverage insuring the Alterations in an amount not less than the actual replacement value thereof. Landlord shall be responsible for builder’s risk coverage with respect to and during construction of Landlord’s Post Delivery Date Work and the installation of the Initial Tenant Improvement Work in the event Landlord constructs same; (v) Special Form property coverage on all improvements and Alterations made by, on behalf of and/or at the expense of Tenant in or about the Premises or other portions of the Building, if applicable (including, without limitation, the Tenant’s Initial Tenant Improvement Work and any Specialty Installations ) to the extent of their full replacement value; (vi) Commercial automobile liability insurance coverage, including hired and non-owned vehicles with a combined single limit of not less than $1,000,000 per accident; and (vii) such other insurance with respect to the Premises in such amounts and against such insurable exposures as may reasonably and customarily be required by any mortgagee holding a first lien upon the Building. Tenant shall cause, via a written agreement, any contractor who is engaged in the actual construction, renovation, or remodeling of the Premises (i.e. excluding design professionals, janitors, cleaning staff etc.) working for or on behalf of Tenant in or about the Premises to maintain the same levels of insurance as required of Tenant in this Section 8 as to coverage types, limits and terms. Such requirements shall include such contractors adding Landlord and Landlord’s managing agent as additional insured per Section 8 (b), and contractor’s insurance being primary and non-contributory with respect to those additional insureds. Tenant and or contractor shall provide evidence of such insurance to Landlord prior to entering the Premises, prior to each renewal and otherwise upon such reasonable request by Landlord. (b) The policies of insurance required to be maintained by Tenant pursuant to Section 8(a) shall name Tenant as named insured and shall name Landlord and Landlord’s managing agent as additional insured parties (except for workers' compensation and employers liability insurance, automobile liability, and business interruption insurance) and shall be reasonably satisfactory to Landlord. In addition, said policies of insurance (except for worker's compensation insurance) shall not contain a provision relieving the insurer thereunder of liability for any loss by reason of the existence of other policies of insurance covering the Premises against the peril involved, whether collectible or not;. In addition to the foregoing, Landlord may, to the extent permitted by law, require that Tenant name as additional insureds, Landlord and/or Landlord’s management company, as Landlord may designate in writing, and original or duplicate policies evidencing the addition of such parties as additional insureds shall be delivered to Landlord not later than ten (10) days following Landlord’s written notice designating such additional insureds. (c) On or prior to the Effective Date, Tenant shall deliver to Landlord certificates of insurance evidencing all the insurance will not which is required to be terminated or changed without at least 30 days' prior written notice from the insurer maintained hereunder by Tenant, and, endeavor to FUA. 11.4 New certificates evidencing renewal of insurance will be furnished at least 30 provide within ten (10) days prior to the date of expiration of each policy. Within 5 days of any request by FUA, You will deliver a copy of all insurance policies to FUA for examination. 11.5 If You fail to obtain or maintain adequate such insurance, FUA may, at its election and sole discretion, obtain insurance for and in Your name. Within 5 days other certificates evidencing the renewal of any written request by FUA, You will pay all costs of obtaining adequate such insurance. 11.6 You (d) Tenant shall not obtain or carry separate insurance concurrent in form or contributing in the event of loss with that required by Section 8(a) unless Landlord and Tenant are named as insureds and additional insureds as applicable therein. (e) From and after the Commencement Date, Landlord shall: (i) keep the Project (provided, however, in no event shall such insurance cover the property required to be insured by Tenant pursuant to the provisions of Section 8(a)(v) above), insured against physical loss or damage by perils that may be included in the special form/cause of loss “all-risk” insurance; (ii) maintain Commercial General Liability Coverage with respect to the Premises, and the conduct and operation of its business therein, including products and completed operations, and carrying the same coverages and same minimum limits required to be carried by Tenant pursuant to this Lease, but which shall, with respect to claims arising from or alleged to arise from the acts or omissions of Tenant under this Lease, be excess and not primary coverage (which may be satisfied through a combination of primary coverage and umbrella liability coverage so long as the protection afforded thereunder shall be no less than would be afforded under a separate policy covering only the Premises); (f) insure against such other hazards and in such amounts as Landlord may reasonably deem necessary or desirable from time to time, provided that such insurance is then customarily maintained in buildings of similar construction, use and class in the area in which the Project is located. Such insurance will indemnifybe with financially sound and reputable insurance companies. Further, the insurance coverages required by Landlord in this Section 8 may be provided by a blanket policy covering the Buildings, the Project, and other properties leased or owned by Landlord. (g) Landlord hereby waives and releases Tenant, and Tenant hereby waives and releases Landlord, from any and all liabilities, claims and losses for which the released party is or may be held liable to the extent of any insurance proceeds received by said injured party. (h) Each party hereto shall have included in each of its insurance policies (insuring the Building in the case of Landlord, and insuring Tenant’s personal property, trade fixtures, equipment and improvements (including the Tenant’s Initial Tenant Improvement Work and any Specialty Installations) in the case of Tenant, against loss, damage or destruction by fire or other casualty) a waiver of the insurer's right of subrogation against the other party to this Lease. If there is any extra charge for such waiver, the party requesting the waiver shall pay the extra charge therefor. If such waiver is not enforceable or is unattainable, then such insurance policy shall contain either an (A) express agreement that such policy shall not be invalidated if Landlord or Tenant, whichever the case may be, waives the right of recovery against the other party to this Lease or (B) any other form for the release of Landlord or Tenant, whichever the case may be. If such waiver, agreement or release shall not be, or shall cease to be, obtainable from Landlord’s insurance company or from Tenant’s insurance company, whichever the case may be, then Landlord or Tenant shall notify the other party of such fact and shall use its best efforts to obtain such waiver, agreement or release from another insurance company satisfying the requirements of this Lease. (i) Tenant hereby indemnifies, and shall protect, defend and hold FUA Landlord, Landlord Parties (as hereafter defined) and the Project’s managing agent (as designated by Landlord) harmless from and against all liabilities, losses, claims, demands, losses, damages (including punitive damages), costs, suits, judgments, penalties, expenses (including reasonable attorneys' fees and amounts paid in settlement or compromiseexpenses) and liabilities judgments of any kindnature, whether (except to the extent Landlord is compensated by insurance maintained by Landlord or not ultimately determined to be meritorious (Tenant hereunder and including damages suffered by You except for such of the foregoing as arise from the negligence, recklessness or any willful misconduct of Your propertyLandlord, its agents, servants or employees), collectivelyarising, "Damages"or alleged to arise, arising directly or indirectly out of from or in connection with (a) any breach or default (beyond any applicable notice and cure periods as outlined in this Lease) in the constructionperformance of any obligation of Tenant to be performed under the terms of this Lease, operation, maintenance or occupancy (b) Tenant’s use of the UnitPremises or the conduct of Tenant’s business therein, except (c) any condition of the Premises to the extent same are not the responsibility of Landlord, (d) arising from any accident, injury or damage whatsoever caused to any person or property occurring during the Term in the Premises (and for so long after the end of the Term as Tenant or any party claiming by, through or under Tenant remains in possession of the Premises), and (e) any intentional act or gross negligence of Tenant, or any of Tenant’s Agents, arising from any activity, work or things done by Tenant, or any of Tenant’s Agents, in or about the Project, Tenant’s use of the Project, or from the conduct of Tenant’s business in or about the Project. Tenant will resist and defend any action, suit or proceeding brought against Landlord by reason of any such occurrence by independent counsel selected by Tenant, which is reasonably acceptable to Landlord. The obligations of Tenant under this Section 8(h) shall survive any termination of this Lease. (j) Notwithstanding any provision contained herein to the contrary, Landlord and Tenant each hereby waives any and all rights of recovery, claims, actions or causes of action against the other, its agents, servants, partners, shareholders, officers, or employees, for any loss or damage that may occur to the Premises, the Buildings, the Common Areas, the parking areas or the Project, or any improvements thereto, or any personal property of such party therein, caused or occasioned by any peril which is or could be insured under the special form coverage insurance policies required to be carried by any party under this Lease, or which is otherwise insured, regardless of cause or origin, including the negligence of the other party hereto, its agents, officers, partners, shareholders, servants or employees. (k) Landlord agrees to protect, defend, indemnify and hold harmless Tenant, and its authorized representatives, from all claims, costs (including reasonable attorneys' and experts' fees), expenses, and liabilities arise resulting from (a) any breach or default (beyond any applicable notice and cure periods as outlined in this Lease) in the performance of any obligation of Landlord to be performed under the terms of this Lease, (b) the gross negligence or willful acts misconduct of FUA. 11.7 All fixturesLandlord, equipmentor its authorized representatives, signscontractors, merchandise, supplies, licensees and other property on invitees or about the Unit will be at Your sole risk and hazard, and if they are destroyed or damaged in (c) any way, no part condition of the loss or damage is to be paid by FUA except Project to the extent caused by XXX xxxxx negligence the same is not the responsibility of Tenant. Landlord's obligations under this paragraph shall survive the expiration or willful actsearlier termination of the Lease.

Insurance and Indemnification. 11.1 You will8.1 It shall be Employee's responsibility to maintain throughout the entire term of this Agreement medical malpractice insurance coverage with an insurance carrier acceptable to Employer, upon commencement providing at least One Million Dollars ($1,000,000.00) of coverage per occurrence and Three Million Dollars ($3,000,000.00) of coverage in the Term, purchase aggregate. Employee's medical malpractice insurance policy shall name the Employer and its shareholders as additional insured’s at all times during the time period. Employee must provide the Company with a copy of current declarations and policies as proof of insurance. 8.2 If this Agreement is terminated for any reason, Employee shall maintain in full force professional liability insurance with the same carrier and effect: A. Workers' compensation insurance with the same amounts as explained above for a period of two (if required by Your State law2) in amounts prescribed by law; B. Fire and lightning, extended years following Termination. If Employee fails to maintain or is unable to acquire the foregoing coverage, thefthe shall acquire "tail insurance coverage" at the time of Termination or upon a subsequent termination of the foregoing coverage. Such coverage shall insure the Company for any acts resulting in professional liability that might arise as a result of Employee's provision of services to the Company and/or Patients. The foregoing coverage shall be acquired at the expense of Employee. The provisions of this Section survive the termination of this Agreement. 8.3 Employee agrees to indemnify, vandalism and malicious mischief, flood (if the Unit is in a Designated Flood Hazard Area)defend, and sprinkler leakage insurance on hold harmless the Unit Company (as well as its employees, directors, officers, and other representatives) ("Indemnified Parties") from any and all fixturesloss, equipment, supplies and other property used in the operation of the Unit, for not less than 80% of the cash value of the same, except that an appropriate deductible clause will be permitted; C. Comprehensive general liability insurance and product liability insurance coverage in such amounts and upon such terms as may from time to time be customary for retail businesses located in Your Territory, but not less than $1,000,000.00, insuring both You and FUA as an additional insured against all claims, suits, obligations, liabilities, and damage, claims or causes of action, including reasonable attorneys' fees, based upon which may be caused by Employee and related to Employee's relationship with the Company. Employee's obligations under this Agreement shall survive the expiration, Termination, or arising out non-renewal of actual or alleged personal injuries or property damage relating this Agreement. 8.4 Employee agrees to the use or condition indemnify and hold Employer harmless from any losses that Employer may sustain as a result of the Unit; and, D. Such additional insurance as may be required disallowance by the terms Internal Revenue Service of any lease or mortgage for expenses paid by Employer attributable to Employee's employment on the Unit. The liability insurance afforded basis that such expenses were personal in nature and not ordinary and necessary business expenses, and Employer shall notify Employee and give Employee the opportunity to defend any such proposed assessment by the policy or policies will not be limited in any way by reason of any insurance that may be maintained by FUAInternal Revenue Service. 11.2 All policies of insurance required under 8.5 Unless otherwise agreed by the Employer in writing, the obligations described in this Section will be with responsible companies qualified to do business and in good standing in the state where the Unit is located, and will be in a form reasonably satisfactory to FUA. 11.3 Prior to opening for business You will furnish to FUA certificates issued by each of Your insurers indicating that all premiums due have been paid, that all required insurance is in full force and effect and that the insurance will not be terminated or changed without at least 30 days' prior written notice from the insurer to FUA. 11.4 New certificates evidencing renewal of insurance will be furnished at least 30 days prior to the date of expiration of each policy. Within 5 days of any request by FUA, You will deliver a copy of all insurance policies to FUA for examination. 11.5 If You fail to obtain or maintain adequate insurance, FUA may, at its election and sole discretion, obtain insurance for and in Your name. Within 5 days of any written request by FUA, You will pay all costs of obtaining adequate insurance. 11.6 You will indemnify, defend and hold FUA harmless against all claims, demands, losses, damages (including punitive damages), costs, suits, judgments, penalties, expenses (including reasonable attorneys' fees and amounts paid in settlement or compromise) and liabilities of any kind, whether or not ultimately determined to be meritorious (and including damages suffered by You paragraph 8 shall survive Termination or any of Your property), collectively, "Damages", arising directly or indirectly out of or in connection with the construction, operation, maintenance or occupancy termination of the Unit, except to the extent that such liabilities arise from the gross negligence or willful acts of FUAemployment relationship created hereunder. 11.7 All fixtures, equipment, signs, merchandise, supplies, and other property on or about the Unit will be at Your sole risk and hazard, and if they are destroyed or damaged in any way, no part of the loss or damage is to be paid by FUA except to the extent caused by XXX xxxxx negligence or willful acts.

Insurance and Indemnification. 11.1 You will(a) In addition to any insurance which may be required under the Lease, upon commencement Tenant shall secure, pay for and maintain or cause Tenant's Contractors to secure, pay for and maintain during the continuance of construction and fixturing work within the Building or Premises, insurance in the following minimum coverages and limits of liability: (i) Worker's Compensation and Employer's Liability Insurance with limits of not less than $1,000,000.00, or such higher amounts as may be required from time to time by any employee benefit acts or other statutes applicable where the work is to be performed, and in any event sufficient to protect Tenant's Contractors from liability under the aforementioned acts. (ii) Commercial General Liability Insurance including Broad Form Contractual, Broad Form Property Damage, Personal Injury, Completed Operations and Products coverages (such Completed Operations and Products shall be provided for a period of three (3) years after the date of final acceptance of the TermTenant's Work), purchase and at all times maintain in deletion of any exclusion pertaining to explosion, collapse and underground property damage hazards, with limits of not less than $10,000,000.00 per occurrence and having a general aggregate amount on a per location basis of not less than $10,000,000.00. (iii) Comprehensive Automobile Liability Insurance including Owned, Non-Owned and Hired Car coverages, with limits of not less than $2,000,000.00 combined single limit for both bodily injury and property damage. (iv) All-risk" builder's risk insurance upon the entire Tenant's Work to the full force insurable value thereof. This insurance shall include the interests of Landlord and effect: A. Workers' compensation insurance Tenant (if required by Your State lawand their respective contractors and subcontractors of any tier to the extent of any insurable interest therein) in amounts prescribed by law; B. Fire the Tenant's Work and lightningshall insure against the perils of fire and extended coverage and shall include "all-risk" builder's risk insurance for physical loss or damage including, extended without duplication of coverage, theft, vandalism and malicious mischief. If any portion of the Allowance has been disbursed with respect to portions of the Tenant's Work which are stored off the site of the Building or in transit to said site, flood then to the extent such portions of the Tenant's Work are not covered under said "all-risk” builder's risk insurance, Tenant shall secure and maintain similar property insurance on such portions of the Tenant's Work. Any loss insured under said "all-risk" builder's risk insurance is to be adjusted between Landlord and Tenant and made payable to Landlord as trustee for the insureds, as their interests may appear. All policies (if except the Unit is in a Designated Flood Hazard Area)worker's compensation policy) shall be endorsed to include as additional insured parties Landlord and its partners, directors, officers, members, employees and agents, Landlord's contractors, Landlord's architects, and sprinkler leakage insurance on the Unit and all fixtures, equipment, supplies and other property used such additional persons as Landlord may designate. The waiver of subrogation provisions contained in the operation Lease shall apply to all insurance policies (except the worker's compensation policy) to be obtained by Tenant pursuant to this paragraph. The insurance policy endorsements shall also provide that all additional insured parties shall be given thirty (30) days1 prior written notice of any reduction, cancellation or non-renewal of coverage (except that ten (10) days' notice shall be sufficient in the case of cancellation for non-payment of premium) and shall provide that the insurance coverage afforded to the additional insured parties thereunder shall be primary to any insurance carried independently by said additional insured parties. Additionally, where applicable, each policy shall contain a cross-liability and severability of interest clause. (b) Without limitation of the Unitindemnification provisions contained in the Lease, for not less than 80% of to the cash value of the samefullest extent permitted by law Tenant agrees to indemnify, except that an appropriate deductible clause will be permitted; C. Comprehensive general liability insurance protect, defend and product liability insurance coverage in such amounts hold harmless Landlord, its partners, directors, officers, employees and upon such terms as may agents, from time to time be customary for retail businesses located in Your Territory, but not less than $1,000,000.00, insuring both You and FUA as an additional insured against all claims, suits, obligations, liabilities, and damage, including attorneys' fees, based upon or arising out of actual or alleged personal injuries or property damage relating to the use or condition of the Unit; and, D. Such additional insurance as may be required by the terms of any lease or mortgage for the Unit. The liability insurance afforded by the policy or policies will not be limited in any way by reason of any insurance that may be maintained by FUA. 11.2 All policies of insurance required under this Section will be with responsible companies qualified to do business and in good standing in the state where the Unit is located, and will be in a form reasonably satisfactory to FUA. 11.3 Prior to opening for business You will furnish to FUA certificates issued by each of Your insurers indicating that all premiums due have been paid, that all required insurance is in full force and effect and that the insurance will not be terminated or changed without at least 30 days' prior written notice from the insurer to FUA. 11.4 New certificates evidencing renewal of insurance will be furnished at least 30 days prior to the date of expiration of each policy. Within 5 days of any request by FUA, You will deliver a copy of all insurance policies to FUA for examination. 11.5 If You fail to obtain or maintain adequate insurance, FUA may, at its election and sole discretion, obtain insurance for and in Your name. Within 5 days of any written request by FUA, You will pay all costs of obtaining adequate insurance. 11.6 You will indemnify, defend and hold FUA harmless against all claims, demands, losses, damages (including punitive damages), costs, suits, judgments, penalties, and expenses (including reasonable attorneys' fees and amounts paid in settlement or compromise) and liabilities of any kind, whether or not ultimately determined to be meritorious (and including damages suffered by You or any of Your property), collectively, "Damages", whatever nature arising directly or indirectly out of or in connection with the constructionTenant's Work or the entry of Tenant, operationTenant's Architect, maintenance Tenant's Engineer or occupancy Tenant's Contractors into the Building and the Premises, including, without limitation, mechanic's liens or the cost of any repairs to the UnitPremises or Building necessitated by activities of Tenant, Tenant's Architect, Tenant's Engineer or Tenant's Contractors and bodily injury to persons or damage to the property of Tenant, its employees, agents, invitees, licensees or others, except and to the extent that such liabilities claims, liabilities, losses, damages and expenses arise from the gross negligence or willful acts of FUA. 11.7 All fixtures, equipment, signs, merchandise, supplies, and other property on or about the Unit will be at Your sole risk and hazard, and if they are destroyed or damaged in any way, no part out of the loss negligent act or damage omission of Landlord. It is to understood and agreed that the foregoing indemnity shall be paid by FUA except in addition to the extent caused by XXX xxxxx negligence insurance requirements set forth above and shall not be in discharge of or willful actsin substitution for same or any other indemnity or insurance provision of the Lease.

Insurance and Indemnification. 11.1 You will(a) In addition to any insurance which may be required under the Lease, upon commencement Tenant shall secure, pay for and maintain or cause Tenant’s Contractors to secure, pay for and maintain during the continuance of construction and fixturing work within the Building or Premises, insurance in the following minimum coverages and limits of liability: (i) Worker’s Compensation and Employer’s Liability Insurance with limits of not less than $1,000,000.00, or such higher amounts as may be required from time to time by any employee benefit acts or other statutes applicable where the work is to be performed, and in any event sufficient to protect Tenant’s Contractors from liability under the aforementioned acts. (ii) Commercial General Liability Insurance including Broad Form Contractual, Broad Form Property Damage, Personal Injury, Completed Operations and Products coverages (such Completed Operations and Products shall be provided for a period of two (2) years after the date of final acceptance of the TermTenant’s Work), purchase and at all times maintain in deletion of any exclusion pertaining to explosion, collapse and underground property damage hazards, with limits of not less than $5,000,000.00 per occurrence and having a general aggregate amount on a per location basis of not less than $5,000,000.00. (iii) Comprehensive Automobile Liability Insurance including Owned, Non‑Owned and Hired Car coverages, with limits of not less than $1,000,000.00 combined single limit for both bodily injury and property damage. (iv) “All‑risk” builder’s risk insurance upon the entire Tenant’s Work to the full force insurable value thereof. This insurance shall include the interests of Landlord and effect: A. Workers' compensation insurance Tenant (if required by Your State lawand their respective contractors and subcontractors of any tier to the extent of any insurable interest therein) in amounts prescribed by law; B. Fire the Tenant’s Work and lightningshall insure against the perils of fire and extended coverage and shall include “all‑risk” builder’s risk insurance for physical loss or damage including, extended without duplication of coverage, theft, vandalism and malicious mischief. Any loss insured under said “all‑risk” builder’s risk insurance is to be adjusted between Landlord and Tenant, flood as their interests may appear. All policies (if except the Unit is in a Designated Flood Hazard Area)worker’s compensation policy) shall be endorsed to include as additional insured parties Landlord, Xxxxxxxx’s mortgagee, and sprinkler leakage insurance on the Unit and all fixtures, equipment, supplies and other property used such additional persons as Landlord may designate. The waiver of subrogation provisions contained in the operation Lease shall apply to all insurance policies (except the worker’s compensation policy) to be obtained by Tenant pursuant to this paragraph. The insurance policy endorsements shall also provide that all additional insured parties shall be given thirty (30) days’ prior written notice of any reduction, cancellation or non‑renewal of coverage (except that ten (10) days’ notice shall be sufficient in the case of cancellation for non‑payment of premium) and shall provide that the insurance coverage afforded to the additional insured parties thereunder shall be primary to any insurance carried independently by said additional insured parties. Additionally, where applicable, each policy shall contain a cross‑liability and severability of interest clause. (b) Without limitation of the Unitindemnification provisions contained in the Lease, for not less than 80% of to the cash value of the samefullest extent permitted by applicable Laws, except that an appropriate deductible clause will be permitted; C. Comprehensive general liability insurance Xxxxxx agrees to indemnify, protect, defend and product liability insurance coverage in such amounts hold harmless Landlord, Xxxxxxxx’s contractors and upon such terms as may Xxxxxxxx’s architects, and their partners, members, directors, officers, employees and agents, from time to time be customary for retail businesses located in Your Territory, but not less than $1,000,000.00, insuring both You and FUA as an additional insured against all claims, suits, obligations, liabilities, and damage, including attorneys' fees, based upon or arising out of actual or alleged personal injuries or property damage relating to the use or condition of the Unit; and, D. Such additional insurance as may be required by the terms of any lease or mortgage for the Unit. The liability insurance afforded by the policy or policies will not be limited in any way by reason of any insurance that may be maintained by FUA. 11.2 All policies of insurance required under this Section will be with responsible companies qualified to do business and in good standing in the state where the Unit is located, and will be in a form reasonably satisfactory to FUA. 11.3 Prior to opening for business You will furnish to FUA certificates issued by each of Your insurers indicating that all premiums due have been paid, that all required insurance is in full force and effect and that the insurance will not be terminated or changed without at least 30 days' prior written notice from the insurer to FUA. 11.4 New certificates evidencing renewal of insurance will be furnished at least 30 days prior to the date of expiration of each policy. Within 5 days of any request by FUA, You will deliver a copy of all insurance policies to FUA for examination. 11.5 If You fail to obtain or maintain adequate insurance, FUA may, at its election and sole discretion, obtain insurance for and in Your name. Within 5 days of any written request by FUA, You will pay all costs of obtaining adequate insurance. 11.6 You will indemnify, defend and hold FUA harmless against all claims, demands, losses, damages (including punitive damages), costs, suits, judgments, penalties, and expenses (including reasonable attorneys' fees and amounts paid in settlement or compromise) and liabilities of any kind, whether or not ultimately determined to be meritorious (and including damages suffered by You or any of Your property), collectively, "Damages", whatever nature arising directly or indirectly out of or in connection with the constructionTenant’s Work or the entry of Tenant or Tenant’s Contractors into the Building and the Premises, operationincluding, maintenance without limitation, mechanic’s liens or occupancy the cost of any repairs to the UnitPremises or Building necessitated by activities of Tenant or Tenant’s Contractors and bodily injury to persons or damage to the property of Tenant, its employees, agents, invitees, licensees or others, except and to the extent that such liabilities claims, liabilities, losses, damages and expenses arise from the gross negligence or willful acts of FUA. 11.7 All fixtures, equipment, signs, merchandise, supplies, and other property on or about the Unit will be at Your sole risk and hazard, and if they are destroyed or damaged in any way, no part out of the loss willful misconduct or damage negligent act or omission of Landlord or from Landlord’s breach of its obligations hereunder or under the Lease. It is to understood and agreed that the foregoing indemnity shall be paid by FUA except in addition to the extent caused by XXX xxxxx negligence insurance requirements set forth above and shall not be in discharge of or willful actsin substitution for same or any other indemnity or insurance provision of the Lease.

Insurance and Indemnification. 11.1 You will19.1 Tenant shall maintain and keep in force policies of public liability insurance against claims for personal injury, upon commencement death and property damage occurring in or about the Premises or arising out of the Termuse or occupancy thereof, purchase naming both Lessor and at all times Tenant as Insured with coverage in the amounts of not less than One Million Dollars ($1,000,000.00) for bodily injury or death to one person, not less than Two Million Dollars ($2,000,000.00) for bodily injuries or deaths arising out of one occurrence and not less than One Hundred Thousand ($100,000.00) Dollars for property damage. 19.2 Tenant shall maintain and keep in full force and effect: A. Workers' compensation policies of insurance (if required by Your State law) in amounts prescribed by law; B. Fire and lightning, extended coverage, theft, vandalism and malicious mischief, flood (if against loss to the Unit is in a Designated Flood Hazard Area), and sprinkler leakage insurance contents on the Unit and all fixturesPremises, equipmentincluding but limited to Tenant’s Property as a result of fire, supplies and theft or other property used insurance casualty, in adequate amounts, including any damages resulting from environment pollutant discharges caused by Tenant’s negligence in the operation of the UnitPremises, the clean up of such spills or discharges and/or any resulting liability for not less than 80% the spill, discharge, or remediation shall be the sole responsibility of the cash value Tenant. In addition, it is further agreed that the Tenant shall fully indemnify the Lessor from may incur as the result of any governmental agency, damages and losses that the Lessor may incur as the result of any environmental pollutant or hazard discharges caused by the Tenant’s negligence or from any other sources or acts of third parties not the result of any acts or negligence of the same, except that an appropriate deductible clause will be permitted; C. Comprehensive general liability insurance and product liability insurance coverage in such amounts and upon such terms as may from time to time be customary for retail businesses located in Your Territory, but not less than $1,000,000.00, insuring both You and FUA as an additional insured against all claims, suits, obligations, liabilities, and damage, including attorneys' fees, based upon or arising out of actual or alleged personal injuries or property damage relating to the use or condition of the Unit; and, D. Such additional insurance as may be required by the terms of any lease or mortgage for the Unit. The liability insurance afforded by the policy or policies will not be limited in any way by reason of any insurance that may be maintained by FUALessor. 11.2 19.3 Tenant shall maintain and keep in force policies of insurance against loss by vandalism, malicious mischief or breakage of glass in adequate amounts. 19.4 All policies of insurance required under this Section will to be with responsible maintained by Tenant hereunder shall be obtained from insurance companies qualified authorized to do engage in business and in good standing in the state where Commonwealth or State in which the Unit is Premises are located, . Copies of the policies and will be in a form reasonably satisfactory to FUA. 11.3 Prior to opening for business You will furnish to FUA certificates issued by each of Your insurers indicating that all premiums due have been paid, that all required insurance is in full force and effect evidencing the effective dates and that the insurance they will not be terminated or changed canceled without at least 30 days' prior written ten (10) days notice from the insurer in writing shall be delivered to FUALessor. 11.4 New certificates evidencing renewal 19.5 All losses resulting from vandalism, malicious mischief or broken glass not covered by insurance shall be the sole responsibility of Tenant. 19.6 Tenant hereby waive any right of subrogation that Tenant’s insurance will be furnished carrier at least 30 days prior any time may have against Lessor or Lessor’s agents and employees, and shall release Tenant from any liability for any loss of or damage to any property or person on the Premises. 19.7 Tenant shall keep and save Lessor harmless from any penalty, claim, demand, loss damage, charge, cost of expense including but not limited to attorneys’ fees imposed or incurred for violation of any ordinance or law, whether occasioned due to the date neglect of expiration Tenant or any agent of each policy. Within 5 days or contractor under Tenant then upon or using the Premises, or otherwise howsoever, or arising or allegedly arising out of any request by FUA, You will deliver a copy of all insurance policies accident or other occurrence causing injury to FUA for examination. 11.5 If You fail to obtain any person or maintain adequate insurance, FUA may, at its election property and sole discretion, obtain insurance for and in Your name. Within 5 days of any written request by FUA, You will pay all costs of obtaining adequate insurance. 11.6 You will indemnify, defend and hold FUA harmless against all claims, demands, losses, damages (including punitive damages), costs, suits, judgments, penalties, expenses (including reasonable attorneys' fees and amounts paid in settlement or compromise) and liabilities of any kind, whether or not ultimately determined to be meritorious (and including damages suffered by You or any of Your property), collectively, "Damages", arising due directly or indirectly out to the condition of or in connection with the construction, operation, maintenance use or occupancy of the Unit, except to the extent that such liabilities arise from the gross negligence or willful acts of FUAPremises. 11.7 All fixtures19.9 Tenant will not do or suffer to be done, equipmentor keep or suffer to be kept, signsanything in, merchandise, supplies, and other property on upon or about the Unit Premises which will be at Your sole risk and hazard, and if they are destroyed or damaged in any way, no part of the contravene Lessor’s policies insuring against loss or damage is by fire or other hazards (including, without limitation, public liability) or which will prevent Lessor form procuring such policies in companies acceptable to Lessor. If anything done, omitted to be paid done or suffered by FUA except Tenant to be kept in, upon or about the extent caused by XXX xxxxx negligence Premises shall cause rate of fire or willful actsother insurance upon the Premises or on other property of Lessor or of others within the Shopping Center to be increased beyond the minimum rate from time to time applicable thereto, Tenant will pay, as additional rent, the amount of any such increase upon Lessor’s demand.

Insurance and Indemnification. 11.1 You will, (a) Tenant shall cause to be effected upon commencement the building and appurtenances which are part of the TermDemised Premises a policy of fire insurance (including the so-called “Extended Coverage Endorsement”) and naming as additional insureds Landlord, purchase Tenant and the beneficiary or mortgagee of any first deed of trust or first mortgage affecting the Demised Premises (“Landlord’s Mortgagee”), provided that said beneficiary or mortgagee has executed a Subordination, Non-Disturbance and Attornment Agreement, from a company or companies licensed to do business in the State of New York and possessing a rating of A/v or better in A.M. Best’s Insurance Rating Manual and whose claims paying ability is rated no lower than A by Standard & Poor’s Ratings Service, in a total amount of the replacement cost of said building and appurtenances. If a mortgage encumbers the property, Landlord represents and warrants that it is not now, and shall not be throughout the term of this Lease, in default thereof, and will promptly cure any defects during the Term of the Lease. (b) Tenant, with respect to its use and occupancy of the Demised Premises and its maintenance obligations contained herein, agrees, at Landlord’s option, to defend Landlord, its officials, officers, agents, servants and employees against any, all times and every demand, claim, assertion of liability, or action arising or alleged to have arisen out of any act or omission of Tenant, its agents, servants, employees, whether such demand, claim, assertion of liability or action be for damages, injury to person or property, including the property of Landlord, or death of any person, made by any person, group or organization, whether employed by either of the parties hereto or otherwise, and agrees to assume legal liability for, indemnify and hold free and harmless Landlord, its officials, officers, agents, servants and employees from any and all loss, damages, liability, costs, expenses (including, but not limited to, attorneys’ fees, reasonable investigative and discovery costs and court costs) and all other sums which Landlord, its officials, officers, agents, servants and employees may reasonably pay or become obligated to pay on account of any, all and every demand, claim, assertion of liability or action arising or alleged to have arisen out of any act or omission of Tenant, its agents, servants, employees, whether such claim, demand, assertion of liability or action be for damages, injury to person or property, including the property of Landlord, or death of any person, made by any person, group or organization, whether employed by either of the parties hereto or otherwise. (c) Tenant agrees that it shall at its own expense maintain in full force and effect: A. Workers' compensation a policy or policies of insurance (if required written by Your State law) in amounts prescribed by law; B. Fire and lightning, extended coverage, theft, vandalism and malicious mischief, flood (if the Unit is in a Designated Flood Hazard Area), and sprinkler leakage one or more responsible insurance on the Unit and all fixtures, equipment, supplies and other property used carriers licensed to do business in the operation State of the UnitNew York and whose claims paying ability is rated no lower than A by Standard and Poor’s Ratings Service which shall insure against liability for injury to and/or death of and/or damage to property of any person or persons, for with policy limits of not less than 80% of the cash value of the sameONE MILLION AND NO/l00 DOLLARS ($1,000,000.00) for bodily injury or death to any one person, except that an appropriate deductible clause will be permitted; C. Comprehensive general liability insurance and product liability insurance coverage in such amounts and upon such terms as may from time to time be customary for retail businesses located in Your Territory, but not less than THREE MILLION AND NO/100 DOLLARS ($3,000,000.00) for any one accident and not less than ONE MILLION AND NO/100 DOLLARS ($1,000,000.00, insuring both You and FUA as an additional insured against all claims, suits, obligations, liabilities, and ) for property damage, including attorneys' fees, based upon or arising out of actual or alleged personal injuries or property damage relating . In addition to the use or condition foregoing, Tenant shall maintain an umbrella/excess policy with policy limits of the Unit; and, D. Such additional insurance as may be required by the terms of any lease or mortgage for the Unitnot less than FIVE MILLION AND NO/l00 DOLLARS ($5,000,000.00). The liability insurance afforded by the Said policy or policies will not be limited shall provide among other things, blanket contractual liability insurance recognizing and insuring the assumption of liability assumed by Tenant in any way by reason of any insurance that may be maintained by FUAParagraph 8(b) hereof. 11.2 All (d) Tenant agrees to deliver to Landlord certificates of insurance evidencing the existence in force of the policies of insurance required under this Section will hereinabove provided for. Such certificates shall be with responsible companies qualified delivered to do business and in good standing in the state where the Unit is located, and will be in a form reasonably satisfactory to FUA. 11.3 Prior to opening for business You will furnish to FUA certificates issued by each of Your insurers indicating that all premiums due have been paid, that all required insurance is in full force and effect and that the insurance will not be terminated or changed without Landlord at least 30 days' prior written notice from twenty-four (24) hours in advance of entry onto the insurer to FUA. 11.4 New certificates evidencing renewal of insurance will be furnished at least 30 days prior to the date of expiration of each policy. Within 5 days of Demised Premises by Tenant, either on its own or through any request by FUAcontractor, You will deliver a copy of all insurance policies to FUA for examination. 11.5 If You fail to obtain subcontractor, vendor, agent, servant, employee, invitee or maintain adequate insurancerepresentative, FUA may, at its election and sole discretion, obtain insurance for and but in Your name. Within 5 days of any written request by FUA, You will pay all costs of obtaining adequate insurance. 11.6 You will indemnify, defend and hold FUA harmless against all claims, demands, losses, damages (including punitive damages), costs, suits, judgments, penalties, expenses (including reasonable attorneys' fees and amounts paid in settlement or compromise) and liabilities of any kind, whether or not ultimately determined to be meritorious (and including damages suffered by You or any of Your property), collectively, "Damages", arising directly or indirectly out of or in connection with the construction, operation, maintenance or occupancy of the Unit, except to the extent that such liabilities arise from the gross negligence or willful acts of FUA. 11.7 All fixtures, equipment, signs, merchandise, supplies, and other property on or about the Unit will be at Your sole risk and hazard, and if they are destroyed or damaged in any way, no part of the loss or damage is to be paid by FUA except to the extent caused by XXX xxxxx negligence or willful acts.case later than ten