<br />SITe NAMB: LouisWI. Remational Cenler
<br />SlTBNUMBBR: co- DBNll13
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<br />periods shall be procured by the Tenant to maintain such continuous coverage. Coverage with respect to additional
<br />insureds shall contain a severability of interests provision.
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<br />12.5 Landlord and Tenant hereby mutually release each other (and their successors or assigns)
<br />from liability and waive all right of recovery against the other from any claims for damage to any person or to the
<br />Premises or to the Tenant Facilities or any other property thereon caused by, or that result from, risks insured against
<br />under any insurance policies carried by the parties and in force at the time of any such damage.. Landlord and
<br />Tenant shall cause each insurance policy obtained by them to provide that the insurance company waives all right of
<br />recovery by way of subrogation against the other in connection with any damage covered by any policy. Neither
<br />Landlord nor Tenant shall be liable to the other for any damage caused by fire or any of the risks insured against
<br />under any insurance policy required by this Paragraph 12.
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<br />12.6 Tenant agrees to indemnify and hold harmless the Landlord, its officers, employees, and
<br />agents from and against all liability,. claims, demands, and expenses, including court costs and attorney fees
<br />(collectively "Losses"), on account of any injury, loss, or damage, arising out of, resulting from, or in any way
<br />connected with, Tenant's use and/or occupancy of the Premises, or with this Agreement or the rights and obligations
<br />of the Tenant hereunder, except to the extent such Losses are attributable to Landlord's or its officers', employees',
<br />or agents' negligence or willful miscondu(:t. The Tenant shall investigate, handle, respond to, and defend against any
<br />such liability, claims, and demands, and bear all other costs and expenses related thereto, including court costs and
<br />reasonable attorney fees. The parties hereto understand and agree that the Landlord is relying on, and does not waive
<br />or intend to waive by any provision of this contract, the monetary limitations (presently $150,000.00 per person and
<br />$600,000.00 per occurrence) or any other rights, immunities, and protections provided by the Colorado
<br />Governmental Immunity Act, 24-10-101 S:t. sea., 10 C.R.S., as from time to time amended, or otherwise available to
<br />the Landlord, its officers, employees, and agents. The duties described in this Paragraph 12.6 shall apply as of the
<br />Effective Date ofthis Agreement and survive the termination of this Agreement.
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<br />13. Assignment and SublettiJl&.
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<br />13.1 Tenant may not assign, sublet or otherwise transfer all or any part of its interest in this
<br />Agreement or in the Premises without the written consent of Landlord, which consent shall not be unreasonably
<br />withheld, conditioned, or delayed; provided, however, that Tenant may assign (without such consent) its interest to
<br />its parent company, any subsidiary or affiliate of it or its parent company or to any successor-in-interest, or entity
<br />acquiring fifty-one percent (51 %) or morle of its stock or assets, subject to any financing entity's interest, if any, in
<br />this Agreement, and subject to assignee assuming all of Tenant's obligations herein. Landlord may assign this
<br />Agreement upon written notice to the Tenant, such notice to be given at least thirty (30) days prior to such
<br />assignment, subject to the assignee assuming all of Landlord's obligations herein, including but not limited to those
<br />set forth in Paragraph 16.
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<br />13.2 Notwithstanding the provisions of Paragraph 13.1, Tenant may mortgage or grant a
<br />security interest in this Agreement and the Tenant Facilities, and may assign this Agreement and the Tenant Facilities
<br />to any mortgagees or holders of security interests, including their successors or assigns (collectively, "Mortgagees"),
<br />provided such Mortgagees' interests in this Agreement are subject to all of the terms and provisions of this
<br />Agreement. In such event, Landlord shall execute such consent to leasehold financing in a form acceptable to
<br />Landlord and as may reasonably be required by Mortgagees.
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<br />14. Title and Ouiet EniQYill!~nt.
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<br />14.1 Landlord repr1esents that (i) it has full right, power, and authority to execute this
<br />Agreement, (ii) Tenant may peacefully and quietly enjoy the Premises and such access thereto, upon the terms and
<br />conditions of this Agreement, pro'lided that Tenant pays Rent and observes and performs all covenants and
<br />conditions on Tenant's part to be observed and performed and (iii) the Property and access rights are free and clear
<br />of all liens, encumbrances and restrictions except those of record as of the Effective Date and except (and subject to)
<br />utility franchises; matters existing or apparent on the ground; facts or matters which a complete and accurate survey
<br />would disclose; and building, zoning, subdivision and other land use laws, codes, ordinances and regulations and any
<br />noncompliance therewith. Tenant understands that this Lease is subject to prior franchise agreements and subject to
<br />all easements and other interests of record applicable to the Premises. Tenant shall be solely responsible for
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<br />Cloarwile Conmmication Tower A8Jeement
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<br />v.5-22-06
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