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INDEMNITY AGREEMENTDRAFT 2/21/2024 Indemnity Agreement (Municipal/County Liens & Association Assessments) Date: , 2024 File Number: 26165.151 Commitment No.: 1340572A2 Seller: City of Clearwater, a Florida municipal corporation (the "Indemnitor") Title Insurance Underwriter: Old Republic National Title Insurance Company (the "Company") Property: 704 Court St., 710 Court St. and 701 Franklin St., Clearwater, FL 33756 (the "Property") Indemnitor hereby represents to the Company that, as of , 2024, there are no charges, assessments or liens for the Property which are due and unpaid for the following items: 1. Service charges or liens for water, sewer or waste; 2. Special assessments in favor of any city or county; 3. Assessments (regular or special) in favor of any homeowners' or condominium association; and 4. Code enforcements lien (collectively or individually, a "Lien"). Indemnity. Indemnitor indemnifies the Company and agrees to hold the Company harmless from any and all loss, costs, damages, attorneys' fees and expenses of every kind and nature, which the Company may suffer, expend or incur by reason of a Lien, including those incurred in actions brought to enforce this Agreement. Duty to Defend. Indemnitor shall provide for the defense at its own expense, on behalf and for the protection of the Company and parties insured or who may become insured (but without prejudice to the right of the Company to defend if it so elects), in all litigation or proceedings in which a Lien is asserted, established or enforced against all or part of the Property. Duty to Remove Title Defect. If a Lien is recorded against the Property, Indemnitor agrees to pay, discharge, satisfy or remove it when called upon by the Company after ten (10) days' written notice. Company's Authority to Settle. Upon failure of Indemnitor to so act, the Company shall have the right, at any time, when it shall deem it necessary or desirable, in its sole discretion, to pay, discharge, satisfy or remove a Lien from the Property. Indemnitor covenants and agrees to reimburse the Company promptly on demand for amounts so expended. [Signatures on the Following Pages] 1 [Indemnity Agreement] Indemnity Agreement City of Clearwater, a Florida municipal corporation Indemnitor's Contact Information: Name: City of Clearwater — City Attorney's Office Attn: David Margolis Address: 600 Cleveland Street, Suite 600 Clearwater, Florida, 33755 Phone: 727-562-4010 Email: David.Margolis@MyClearwater.com