(A) A franchisee shall, at its sole cost and expense, fully indemnify, defend and hold harmless the village, its officers, boards, Councils and employees against any and all claims, suits, actions, liability and judgments for damages, including but not limited to expenses for reasonable legal fees and disbursements and liabilities assumed by the village in connection therewith:
(1) In any way arising out of or through the acts or omissions of a franchisee, its servants, agents or employees or to which the franchisee's negligence shall in any way contribute with respect to any claim attributable to the operation or existence of any part of the cable communications system;
(2) Arising out of any claim for invasion of the right of privacy, for defamation of any person or the violation or infringement of any copyright, trademark, trade name, service mark or patent or of any other right of any person, excluding claims arising out of or relating to village programming;
(3) Arising out of a franchisee's failure to comply with the provisions of any federal, state or local statute, ordinance or regulation applicable to the franchisee in its business hereunder.
(B) The foregoing indemnity is conditioned upon the following:
(1) The village shall give a franchisee prompt notice of the making of any claim or the commencement of any action, suit or other proceeding covered by the provisions of this section;
(2) Nothing in this section shall be deemed to prevent the village from cooperating with a franchisee and participating in the defense of any litigation by its own counsel at its sole cost and expense;
(3) No recovery by the village of any sum by reason of the security fund shall be any limitation upon the liability of a franchise to the village under the terms of this section, except that any sum so received by the village shall be deducted from any recovery which the village might have against a franchisee under the terms of this section.
(Ord. passed - -)