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transfer or sublet its rights, without the consent of the City, to any Affiliate, or pursuant to any financing,
<br />merger, asset or equity sale or reorganization of Grantee resulting in an otherwise legal and statutorily
<br />acceptable successor, provided the City is advised of the action within thirty (30) days from the date of
<br />assignment, transfer or sublet. Any successor(s) or assignees in whole or in part of Licensee shall be
<br />bound by all of the terms and conditions of this Agreement and shall be subject to all provisions,
<br />obligations, stipulations and penalties here prescribed. The parties agree and acknowledge that,
<br />notwithstanding anything in this Agreement to the contrary, certain facilities deployed by Grantee in the
<br />Public way pursuant to this Agreement may be owned and /or operated by Grantee's third -party wireless
<br />carrier customers ( "Carriers ") and installed and maintained by Grantee pursuant to license agreements
<br />between Grantee and such Carriers. Such facilities shall nevertheless be treated as Grantee's facilities
<br />for all purposes under this Agreement and (a) Grantee shall remain responsible for all performance
<br />obligations under this Agreement with respect to such facilities; (b) City's sole point of contact regarding
<br />such facilities shall be Grantee; and (c) Grantee shall retain the right to remove and relocate the facilities.
<br />Section 12. Public Works. The rights and privileges granted by this Agreement shall not be in
<br />preference or hindrance to the rights of the City and any other lawful governmental authorities having
<br />jurisdiction to perform or carry out any public works or public improvements. Should the Wireless Support
<br />Structure or Wireless Facility interfere with the construction, maintenance or repair of such public works or
<br />improvements, Grantee, at its sole expense, shall protect or relocate the Wireless Support Structure or
<br />Wireless Facility, or any applicable part thereof, as directed by the City or other governmental authorities
<br />having jurisdiction. The City shall make a reasonable effort to provide Grantee with a mutually agreeable
<br />alternate location in the Public Way for such relocation of Grantee's Wireless Facility or Wireless Support
<br />Structure that technologically and functionally satisfies Grantee's requirements.
<br />Section 13. Damage to Property. Neither Grantee, nor any person acting on Grantee's behalf, shall
<br />take any action or permit any action to be done which may permanently impair or damage any City
<br />Property, Public ways of the City, or other property located in, on or adjacent thereto. Grantee shall
<br />cause the prompt removal or repair, as applicable, of any temporary impairment or damage reasonably
<br />necessary for Grantee to deploy Wireless Support Structures and /or Wireless Facilities.
<br />Section 14. Maintenance of Facilities. Grantee shall maintain its Wireless Support Structures and
<br />Wireless Facilities in good and safe condition and in a manner that complies with all applicable federal,
<br />state and local requirements, laws, ordinances, standards and regulations.
<br />Section 15. Safety Standards. Grantee shall at all times employ a high standard of care and shall
<br />install and maintain and use approved methods and devices for preventing failure or accidents which are
<br />likely to cause damages, injuries or nuisances to the public.
<br />Section 16. Police Power. All rights and privileges granted hereby are subject to the lawful exercise
<br />of the police power of the City to adopt and enforce local laws, rules and regulations necessary to the
<br />health, safety and general welfare of the public. Expressly reserved to the City is the right to adopt, in
<br />addition to the provisions of this Agreement and existing laws, such additional ordinances and regulations
<br />as are necessary for the lawful exercise of its police power for the benefit and safety of the public.
<br />Section 17. Damage to Grantee's Facilities. Except for acts of gross negligence or willful
<br />misconduct by the City, its officers, agents, or employees (provided that the preceding clause is not to be
<br />construed as waiving the City's sovereign immunity), the City, its officers, agents, and employees, shall
<br />not be liable for any damage to or loss of any Grantee's Wireless Services or Wireless Support Structures
<br />or Wireless Facilities within the Public ways or any other areas of the City as a result of or in connection
<br />with any public works, public improvements, construction, excavation, grading, filling, or work or activity or
<br />lack of any activity of any kind by or on behalf of the City.
<br />Section 18. Insurance Requirements.
<br />18.1 Requirement of Insurance. Grantee shall, at its expense, obtain and maintain during the life of
<br />this Agreement the insurance and bond required by this Agreement. Any required insurance shall
<br />be effective prior to the beginning of any work by Grantee within the City.
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