121-10 Agreement

property damage coverage requirement shall be an amount of not less than One Million Dollars ($1,000,000.00); and same shall be issued by an insurance company with a minimum Best's rating of "A:VII" throughout the term hereof; and the aforesaid insurance protection must extend to and include injuries to persons and damage to property arising in connection with the above work and Mural installation, without limitation including liability under any applicable structural work act. Licensee, the Artist, and any contractor used by Licensee and/or the Artist shall also maintain workers’ compensation coverage in accordance with statutory limits and such employers liability coverage and with such limits for each accident and disease policy limit-each employee as and if required by law. All work done in conjunction with the installation and maintenance of the Mural shall comply with all applicable laws and regulations and only after Licensee obtains, at Licensee’s expense, all necessary governmental permits and licenses required therefor. 5. Responsibility of Licensee. Licensee shall conduct all activities related to the Mural in such a manner as will minimize any disruption of or interference with the normal activities of Tenant, Owner and Owner’s tenants and other licensees at and about the Property. Licensee agrees to assume, and hereby assumes, all responsibility for the Mural and activities relating to the Mural and the consequences thereof including, without limitation, (i) all acts and omissions of the Artist, Licensee and Licensee’ agents, officers, directors, contractors, employees, servants, customers, licensees and invitees in connection therewith and (ii) compliance with any and all applicable laws, codes, ordinances, copyrights, trademarks, rules and regulations. The Mural and all activities related thereto shall be completed promptly in a good and workmanlike manner and thereafter maintained by Licensee in a neat and sightly condition (including cleaning and repainting the Mural, if deemed reasonably necessary by Owner or Tenant to maintain the overall appearance of the Building), and in compliance with all applicable governmental laws, regulations and other requirements. Licensee agrees to use its best efforts to complete the Mural in as short a period of time as is commercially reasonable. Owner and Tenant each reserve the right to

regulations and other requirements. Licensee agrees to use its best efforts to complete the Mural in as short a period of time as is commercially reasonable. Owner and Tenant each reserve the right to require work on the Mural cease temporarily during holiday seasonal periods as such periods are reasonably determined by Owner and Tenant. 6. Risk; Permits. Licensee shall (i) enter and use the Property and the Licensed Area, and conduct all activities related to the Mural, at its sole risk and expense; (ii) obtain, at its own cost and expense, all governmental approvals, licenses, permits and certificates, comply with all laws, statutes, rules and regulations, and pay any sales or use taxes or other taxes, impositions or levies as are required by any governmental authority; nothing herein obligates Licensee to pay any part of the real estate taxes for the Property. Owner agrees it shall not seek any exemption for real estate taxes as a result of this Agreement. 7. Environmental. Licensee shall not, and shall not direct, suffer or permit the Artist, or any of Licensee’s agents, contractors, employees, licensees or invitees to at any time handle, use, manufacture, store or dispose of in or about the Licensed Area or the Property any flammables, explosives, radioactive materials, hazardous wastes or materials, toxic wastes or materials, or other similar substances, petroleum products or derivatives or any substance subject to regulation by or under any federal, state and local 16819942.2 3