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Section 10 — Indemnification 10.01 Hold Harmless: The Foundation shall defend, indemnify and hold the County harmless from any and all claims for damages arising out of this Agreement, except for those claims arising out of the County's own negligence. This includes, without limitation, 'attorneys' fees, on account of injury or damage to persons, firms or corporations or to property directly or indirectly arising out of or relating to this agreement, the performance or breach thereof, or the use or occupancy of the Premises, the parking lot area or other areas of the Premises by the Foundation. In the event the Foundation shall fail to defend any such action on behalf of the County to the satisfaction of the County, the County may, but shall not be obligated to, defend the same by counsel of its choice, the cost of which defense to be borne exclusively by the Foundation. Nothing in this agreement shall be construed to affect in any way the County's rights, privileges, and immunities, including sovereign immunity as provided by Florida law. Section 11— Liability 11.01 Liability for Damage or The County shall not be responsible for any loss, damage, or injury which may be sustained by any party or persons at the Premises other than the damage or injury caused solely by the negligence of the County. 11.02 The Foundation is an Independent Operator: The Foundation is and shall be at all times, an independent operator that is responsible to all parties for all of its acts or omissions. 11.03 FYFL Charter Rules: The Foundation shall operate consistent with Charter Rules except as otherwise provided in this Agreement. Section 12 — Insurance 12.01 Insurance: The Foundation shall procure and maintain comprehensive general liability insurance throughout the term of this Agreement providing for a minimum of $1,000,000 per occurrence. If the Foundation participates in Away Games, it shall also procure and maintain automobile insurance throughout the term of this Agreement, providing for a minimum $1,000,000 combined single limit, to include molestation coverage. The insurance policies shall be written and with a company that is acceptable to the County's Risk Management Division (must have at least an A- VII rating with A.M. Best). The name of the insured on both policies must be the Foundation, and the County must be named as an additional insured. Within five (5) days of the execution of this Agreement, the Foundation shall provide the County with both certificates of insurance showing the additionally insured and specifying the deductible of the referenced policies. Updated certificates of insurance must be delivered to the County no later than July 1st of each following year. The certificates shall provide for thirty (30) days prior written notice from the insurer to the County of any cancellation or amendment to the said insurance policies. In the event the Foundation fails to deliver the referenced certificates to the County in the above -stated manner, the County may immediately cancel this Agreement or, but shall not be obligated to, procure the required policies. In