10.  Insurance.  Licensee shall procure and maintain, and Licensee shall cause any of its contractors and subcontractors who are Permitted Persons to procure and maintain, the following insurance during the Term and until any and all work required by Section 6 and Section 14 has been fully and completely performed:  (i) Workers' Compensation Insurance as required by law; (ii) Employer's Liability Insurance covering accidents (with a limit of not less than $1,000,000 per accident) and occupation diseases (with a limit of not less than $1,000,000 per employee); (iii) Comprehensive Automobile Liability Insurance covering all owned, non-owned, borrowed and hired vehicles used by Licensee, it contractors and subcontractors with limits of not less than $1,000,000 per occurrence for bodily injury or death and $500,000 per occurrence for property damage or a combined single limit of not less than $1,000,000 per occurrence (such insurance shall contain an “occurrence” and not a “claims made” determinant of coverage); and (iv) Comprehensive (also called Commercial) General Liability Insurance, including Contractual Liability coverage, with limits of not less than $7,500,000 per occurrence for bodily injury or death and $1,000,000 per occurrence for property damage or a combined single limit of not less than $7,500,000 (such insurance shall contain an “occurrence” and not a “claims made” determinant of coverage, shall name Consolidated Edison, Inc. and Consolidated Edison Company of New York, Inc., as additional insureds and contain a waiver of subrogation claims against Consolidated Edison, Inc. and Consolidated Edison Company of New York, Inc., shall not contain an exclusion for claims by Licensee’s or its contractor’s or subcontractor’s employees against Con Edison based on injury to or the death of such employees and shall, for the full limits of liability, be primary and non contributory to any insurance maintained by Consolidated Edison Inc. and Consolidated Edison Company of New York, Inc.;  such insurance may be satisfied through a combination of a primary or underlying policy and an excess policy).

Licensee shall cause all insurance carried hereunder to be endorsed by the insurer to require that the insurer furnish Licensee with at least thirty (30) days' written notice prior to the effective date of cancellation of the insurance or of any changes in policy limits or scope of coverage, except for notice of cancellation for non-payment of premium which shall be upon at least ten (10) days prior written notice, and Licensee shall promptly provide Con Edison with a copy of any such notice upon its receipt.

Prior to commencement of the Permitted Use, Licensee shall furnish Con Edison with Certificate(s) of Insurance covering all required insurance and signed by the insurer or its authorized representative certifying that the required insurance has been obtained and will not be canceled or altered without at least thirty (30) days' prior written notice to Licensee, except for notice of cancellation for non-payment of premium which shall be upon at least ten (10) days prior written notice.  Such certificates shall state that the policies have been issued and are effective, show their expiration dates, and state that Consolidated Edison, Inc. and Consolidated Edison Company of New York, Inc. are additional insureds with respect to the Comprehensive (also called Commercial) General Liability Insurance, including Contractual Liability, required herein, as well as any Excess Liability Insurance, if obtained to satisfy the requirements referenced above.  The insurance certificates and copies of any notices received by Licensee from its insurer regarding cancellation or alteration shall be submitted to Consolidated Edison Company of New York, Inc., 4 Irving Place, Room 206-S, New York, New York 10003, Attention: Director, Real Estate.  Con Edison shall have the right to require Licensee to furnish a copy of the insurance policy or policies required.  

Licensee agrees that this is an insured contract.  The insurance required herein is intended to cover Con Edison for its own liability for negligence or any other cause of action in any claim or lawsuit for bodily injury or property damage arising out of this License Agreement and/or the Permitted Use.   For purposes of interpretation or determination of coverage of any policy of insurance or endorsement thereto, Licensee shall be deemed to have assumed tort liability for any injury to any employee of Licensee or Con Edison arising out of this License Agreement and/or the Permitted Use, including injury caused by the partial or sole negligence of Con Edison and notwithstanding any statutory prohibition or limitation of any indemnification obligation hereunder.

11.  Disclaimer Of Liability.  To the fullest extent permitted by law, Con Edison shall not be liable to Licensee, or any of the Permitted Persons, whether in tort (including, but not limited to, negligence), strict liability, contract, or otherwise, for any special, indirect, incidental, consequential, exemplary, punitive, or multiple damages whatsoever (including, but not limited to, losses, costs and damages resulting from loss of use, loss of business opportunities, loss of profits or revenue, increased cost of conducting business, costs of capital, loss of goodwill, claims of customers or related or unrelated companies, cost of leased, licensed, purchased or replacement properties or facilities, and like items of loss or damage) arising from, relating to, or connected with this License Agreement or the Permitted Use.  To the fullest extent permitted by law, Con Edison’s liability for direct damages arising from, relating to, or connected with this License Agreement shall be limited in the aggregate to the amount of the License Fee referenced in Section 3 hereof and if no Licensee Fee is there referenced, to One Hundred Dollars ($100.00); provided, however, that if this limitation of liability for such direct damages is determined by a court of competent jurisdiction to be invalid or unenforceable, then Con Edison’s liability for such direct damages shall be limited in the aggregate to the smallest amount permitted by law.