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Vendor License Agreement Lion's Club 7. INDEMNITY. Vendor hereunder indemnifies and holds City harmless from any and all liability, claims, demands, causes of action and law,sui ts 0 f each and every character and kind which may arise oùt of or be incident to the performance of this Agreement in favor of Vendor, Vendor's employees, subcontractors, and any third parties whether or not caused by the joint or concurrent negligence of City or of contractor or third party. The indemnification provided hereunder is given without regard to the amounts or kinds of any insurance which may be required by this Agreement or which is in force and effect to the benefit of Vendor. 8. SUBCONTRACTORS AND SUPPLIERS. Vendor guarantees and represents that all work performed by it or its subcontractors shall be completely paid for, including but not limited to bills for suppliers. All materials and supplies delivered to and stored at the worksite shall be completely paid for and Vendor represents and warrants that no lien rights are pending or have been filed on any such materials or supplies. In the event liens are filed or have been filed, Vendor is liable for the same and agrees to indemnify and hold harmless the City for any and all losses, damages, suits and causes of action that may accrue as a result of lien filings. 9. ASSIGNMENTS. Vendor shall not sublet or assign any portion of the work contemplated under this Agreement without express written permission from the City. 10. TAXES AND FEES. The Vendor shaJl be responsible for all Federal and State taxes and contributions incident to any applicable operations or services rendered hereunder including but not limited to Federal income taxes, employee withholding taxes, worker's compensation insurance, sales taxes, use taxes, property taxes, permit fees, licensing fees and any other fees or taxes assessed against Vendor or Vendor's employees or contr.~ ctors by any governmental entity. l1. UTILITIES. Vendor shall be responsible for acquisition and payment of all utilities of every type, needed to carry out the terms of this Agreement, except that City will provide an electrical outlet and water hookup for Vendor's use. Vendor shall be responsible for electricity and water charges. In addition, City will provide garbage service at no expense to vendor. l2. PARKING. City will issue Vendor 15 parking permits in the City Park parking lot upon written application therefor. 13. RESPONSIBILITY FOR PRODUCTS, ETC. Vendor agrees that it shall be solely responsible for all of its equipment, merchandise and supplies, whether purchased, rented or leased and which is left, located, or can be found on any property under the ownership or custody of the City. 14. FACILITIES. Vendor warrants and promises that any facilities which it uses on City property shall be either temporary facilities or portable facilities which can be readily moved from place to place. Vendor agrees that it is not entitled to the use of any particular or specific place or piece of property owned or controlled by the City. All such facilities shall be removed from City-owned property by August 23, 1980 at 5:00 p.m. Vendor agrees that City may remove or have removed any such facilities which remain on City owned property after such time and that the City may charge all costs therefor to Vendor. 15. TERMINATION. City may terminate this Agreement for failure by Vendor to comply with any of the terms and conditions found herein, with 24 hours notice to Vendor. Such notice may be actual notice, written notice or notice by posting at the site where the services provided hereunder are to be performed. -2-