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misconduct of Licensee, and its agents, employees and invitees during Licensee's occupation and use of the Premises during the term of this Agreement. This section shall survive any termination or expiration of this Agreement. Section 12. Public Liability and Proj)erty Damage Insurance. Licensee shall maintain at this own cost for the term of this Agreement, public liability insurance in the amount of One Million Dollars ($1,000,000) per occurrence and Two Million Dollars ($2,000,000) in the aggregate, issued by an insurance company acceptable to City. Licensee shall provide Licensor with a certificate of insurance and endorsements showing City as an additional insured on the policy prior to Licensee use and occupancy of the Premises. Such insurance shall be primary with respect to City and non-contributory to any insurance or self-insurance maintained by City. The policy shall require that before amending or canceling the policy, the issuing insurance company shall give City at least thirty (30) days prior written notice. City and Licensee, acknowledge and agree that the insurance required of Licensee is subject to annual review by City and subject to increases in the amount and scope of coverage, as reasonably determined by City. Section 13. Assignment Prohibited. Licensee shall not encumber, assign, sublease or otherwise transfer this Agreement,or any right or interest therein,without the prior written consent of City. Any such encumbrance, assignment, sublease or transfer without such prior consent and approval of City shall constitute a breach of this Agreement and may, at the sole discretion of City, result in the immediate termination of this Agreement. Section 14. Attorne s' Fees. In the event any action is commenced to enforce or interpret the terms or conditions of this Agreement, the prevailing Party shall, in addition to any costs and other relief, be entitled to the recovery of its reasonable attorneys' fees, including fees for use of in-house counsel by a Party. Section 15. Notices. Any notices or other communication required, or which may be given,pursuant to this Agreement, shall be in writing. Any such notice shall be deemed delivered (i) on the day of delivery in person; (ii) five (5) days after deposit in first class registered mail, with return receipt requested; (iii)on the actual delivery date if deposited with an overnight courier; or (iv) on the date sent by facsimile, if confirmed with a copy sent contemporaneously by first class, certified, registered or express mail; in each case properly posted and fully prepaid to the appropriate address set forth below, or such other address as a Party may provide notice of in accordance with this section: City: Licensee: City of Redlands HazelBrook, Inc. Chris Boatman, Director David Freselli, CEO and David Reickvam, CFO 35 Cajon Street 3700 Main St. 4"'Floor P.O. Box 3005 Riverside, Ca. 92501 Redlands, Ca. 92373 J:\City Council Reports\Quality of Life\2016 Reports\6-21-2016 Council Meeting\HazelBrook\H azel Brook 6.21.16.(2)docx.docx