1. The Cooperative shall indemnify, defend and hold the City harmless from and against any and all claims, demands, losses, damages, cost and expenses (including, but not limited to, court costs, fines, penalties and reasonable attorney’s fees, but excluding consequential or indirect damages), judgments, liabilities and causes of action of any nature whatsoever resulting from or relating to its negligent acts or omissions in the use or occupancy of the streets, avenues, alleys and public ways in the City, a default of this franchise, or arising in any manner out of the negligent acts or omissions of its agents, employees, or contractors in connection with same, or with respect to the violation of any laws, including without limitation, any environmental laws; provided, however, that the Cooperative shall not be obligated to defend, indemnify or save harmless the City for any costs or damages arising from the negligence of the City, its officers, employees or contractors. The Cooperative shall indemnify and defend the City for, from and against any and all mechanic’s liens and other liens and encumbrances filed by any person claiming by, through or under the Cooperative and against all costs, expenses, losses and liabilities (including reasonable attorney’s fees) incurred by the City in connection with any such lien or encumbrance or any action or proceeding brought thereon.
2. The Cooperative shall maintain commercial general liability insurance coverage, or its equivalent, throughout the term of this franchise, so as to protect and indemnify the City from suits or claims arising out of the Cooperative’s negligent acts subject to policy terms and conditions. Such insurance shall be comprehensive in nature, including, but not limited to, contractual liability. In addition, such insurance shall contain limits not less than $1,000,000 combined single-limit person injury and property damage. The Cooperative’s failure to meet this insurance requirement shall not relieve the Cooperative of its responsibilities under this franchise. Upon proof of financial responsibility to the reasonable satisfaction of the City, the Cooperative may be allowed to self-insure the coverages indicated herein resulting from the negligent acts or omissions of the Cooperative, the Cooperative’s agents or employees. The Cooperative shall provide the City with certificates of insurance or a letter of self-insurance upon request.
3. The requirements of indemnification shall not be a waiver of any right that the City would have to assert defenses on its own behalf under state or federal law. The Cooperative’s indemnification obligations under this franchise shall survive the expiration, cancellation, or termination of this franchise in accordance with applicable statutes of limitation in force within the State of Iowa.