(a) To the fullest extend permitted by law, all Permittees shall, at their sole cost and expense, fully indemnify, defend and hold harmless the City, its officers, public officials, boards and commissions, agents, and employees from and against any and all lawsuits, claims (including without limitation worker’s compensation claims against the City or others), causes of actions, actions, liability, and judgments for injury or damages (including but not limited to expenses for reasonable legal fees and disbursements assumed by the City in connection therewith):
(1) To persons or property, in any way arising out of our through the acts or omissions of Permittee, its subcontractors, agents or employees attributable to the occupation by the Permittee of the Right-of-Way, to which Permittee’s negligence shall in any way contribute, and regardless of whether the City’s negligence or the negligence of any other party shall have contributed to such claim, cause of action, judgment, injury or damage.
(2) Arising out of any claim for invasion of the right of privacy, for defamation of any person, firm or corporation, or the violation or infringement of any copyright, trademark, trade name, service mark or patent or any other right of any person, firm and corporation by the Permittee, but excluding claims arising out of or related to City programing.
(3) Arising out of Permittee’s failure to comply with the provisions of any federal, state, or local statutes, ordinances or regulations applicable to Permittee in its business hereunder.
(b) The foregoing indemnification is conditioned upon the City.
(1) Giving Permittee prompt notice of any claim or the commencement of any action, suit or proceeding for which indemnification is sought.
(2) Affording the Permittee the opportunity to participate in and fully control any compromise, settlement, or other resolution or disposition of any claim or proceeding subject to indemnification; and
(3) Fully cooperating in the defense of such claim and making available to the Permittee all pertinent information under the City’s control.
(c) The City shall have the right to employ separate counsel in any such action or proceeding and to participate in the investigation and defense thereof and the Permittee shall pay the reasonable fees and expense of such separate counsel if employed with the approval and consent of the Permittee or if representation of both Permittee and the City by the same attorney would be inconsistent with accepted canons of professional ethics.
(d) Each Permittee shall maintain insurance coverages (or self-insurance coverage by Permittees having capitalization in excess of fifty million dollars, as determined by the Director) in accordance with the following:
(1) General Liability Insurance. The Permittee shall maintain, and by its acceptance of any franchise granted hereunder specifically agrees that it will maintain throughout the term of the Permit, general liability insurance insuring the Franchise in the minimum of:
A. $1,000,000 per occurrence;
B. $2,000,000 annual aggregate;
C. $1,000,000 excess general liability per occurrence and annual aggregate.
Such general liability insurance must be written on comprehensive coverage form, including the following: premises/operations, explosion and collapse hazard, underground hazard, products/completed operations hazard, contractual insurance, broad form property damage, and personal injury.
(2) Automobile Liability Insurance. The Permittee shall maintain, and by its acceptance of any Permit granted hereunder specifically agrees that it will maintain throughout the term of the Permit, automobile liability insurance for owned, non-owned, or rented vehicles in the minimum amount of:
A. $1,000,000 per occurrence; and
B. $1,000,000 excess automobile liability per occurrence.
(3) Worker’s Compensation and Employer’s Liability Insurance. The Franchisee shall maintain and by its acceptance of any Franchise granted hereunder specifically agrees that it will maintain throughout he term of the Franchise, Worker’s Compensation and employer’s liability, valid in the State of Ohio, in the minimum amount of:
A. Statutory limit for Worker’s Compensation;
B. $1,000,000 for employer’s liability per occurrence; and
C. $1,000,000 excess employer liability.
(Ord. 14-2002. Passed 1-8-02.)