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<br /> VOL 184 PACE 549
<br />c. Indemnification. Lessee agrees to indemnify and hold Lessor harmless from all
<br />damages, claims, losses, demands, suits, judgments, costs, including reasonable attorney's fees,
<br />and expenses arising out of or resulting from the operation by Lessee of a FBO operation at the
<br />airport or arising out of or resulting from the use by Lessee of the Leased Premises for the operation
<br />of an aircraft refueling area and public area by and for persons and personal property authorized to
<br />use and or occupy area by the Lessee at the Airport provided that any such claim is caused in
<br />whole or in part by any negligent act or omission of Lessee regardless of whether it is caused in part
<br />by Lessor. The agreement to hold harmless and to indemnify Lessor shall occur whenever a
<br />negligent act or omission is that of Lessee, anyone directly or indirectly employed by Lessee, its
<br />agents, servants, tenants, guests, business invitees, or anyone for whose acts Lessee may be
<br />liable. Lessee shall defend any litigation in connection with the use of Leased Premises for the
<br />operation of an aircraft refueling area, parking area, office, and FBO operations.
<br />Lessee shall occupy the Leased Premises and all other portions of airport at its own risk, and
<br />releases Lessor to the full extent permitted by law, from all claims of every kind resulting in loss of
<br />life, personal or bodily injury or property damage. Lessor shall not be responsible or liable at any
<br />time for any loss of or damage to Lessee's fixtures, or any other personal property of Lessee or that
<br />of any other person or persons.
<br />Lessor shall not be responsible or liable to Lessee or those claiming by, through, or under
<br />Lessee for any loss or damage to either the person or property of Lessee that may be occasioned
<br />by or through the acts or omissions of persons occupying adjacent, connecting, or adjoining
<br />premises.
<br />Lessee further covenants and agrees that it will not hold the City of San Marcos or any of its
<br />officials, agents, employees, or airport commission members responsible for any loss occasioned
<br />by fire, theft, windstorm, hail or any other casualty, whether the cause is the direct, indirect or merely
<br />a contributing factor in producing the loss to any aircraft, automobile, personal property, parts or
<br />surplus, that will be located or stored on the Leased Premises or any other location at airport.
<br />Lessee shall give prompt notice to Lessor in case of fire or accident on the Leased Premises
<br />or of defects in the runways, taxiways, lighting systems or other airport operations of which Lessee
<br />has knowledge.
<br />In case Lessor shall, without fault on its part, be made a party to any litigation commenced
<br />by or against Lessee, then Lessee shall protect and indemnify and hold Lessor harmless and shall
<br />pay all costs, expenses and reasonable attorney's fees incurred.
<br /> VI. Lessee's Authority
<br />Lessee shall not make or enter into any contract, order or obligation of any kind in the name
<br />of or on behalf of Lessor, and no contractual or other obligation entered into by Lessee shall be
<br />binding upon Lessor without Lessor's previous written authorization. Lessee shall not assign or
<br />sublease this Agreement without first obtaining the prior written approval of the Lessor, which
<br />approval shall not be unreasonably withheld. No sublease or assignment of lease shall ever be
<br />given except for the purposes and uses authorized in this Amendment.
<br /> VIII. Eminent Domain
<br />If the whole of the Leased Premises shall be acquired or taken by eminent domain for any
<br />public or quasi-public use or purpose, then this Amendment and the terms shall cease and terminate
<br />as of the date of title vesting by virtue of such proceeding. If any part of the Leased Premises or all
<br />or part of airport shall be taken as aforesaid, and such partial taking shall render that portion of the
<br />Leased Premises not so taken unsuitable for the purpose of this Amendment, then this Amendment
<br />and the terms shall cease and terminate. If such partial taking is not extensive enough to render the
<br />premises unsuitable for the purposes of this Amendment, then this Amendment shall continue in
<br />effect except that the rental shall be reduced and adjusted in an equitable manner as agreed upon
<br />by the parties in writing. If this Amendment is terminated as provided for in this paragraph, rent shall
<br />be paid up to the date that possession is taken by public authority and Lessor shall make an
<br />equitable refund of any rent paid by lessee in advance. All other consideration paid by Lessee,
<br />including fuel sales and rentals, shall be prorated by Lessor to date of change of such possession.
<br />Lessee shall not be entitled to and expressly waives all claims to any condemnation award for any
<br />taking, whether whole or padial, and whether for diminution in value of the leasehold or the fee,
<br />although Lessee shall have the right, to the extent that the same shall not reduce Lessor's award,
<br />to claim from the condemnor, but not from Lessor, unless Lessor is also the Condemnee, such
<br />compensation as may be recoverable by Lessee in its own right for damage to Lessee's business
<br />and fixtures.
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