(a) Grantee shall, at its sole cost and expense, fully defend, indemnify and hold harmless the City, its officers, boards, commissions, agents and employees, against and from any and all claims, demands, causes of actions, suits, proceedings, damages, liabilities, penalties and judgments of every kind arising out of or pertaining to the City's granting a rights-of-way construction permit to grantee and/or the construction, maintenance or operation of grantee's facilities, including but not limited to damages for injury or death, or damages to property, real or personal, and against all liabilities to others and against all loss, cost and expense, resulting or arising out of any of the same.
(b) Grantee shall pay all expenses incurred by the City in defending itself with regard to the claims, causes of action, suits, proceedings, damages, liabilities, penalties and judgments mentioned in subsection (a) above. These expenses shall include but are not limited to all out-of- pocket expenses, such as attorney's fees, and shall also include the reasonable value of any services rendered by the City's Law Director or his assistants, or any employees of the City.
(c) For the City to assert its rights to be defended, indemnified and held harmless, the City must:
(1) Notify grantee of any claim or legal proceeding which gives rise to such right;
(2) Afford grantee the opportunity to participate in any compromise, settlement, resolution or disposition of such claim or proceeding; and
(3) Cooperate in the defense of such claim and make available to grantee all such information under its control reasonably relating thereto.
(Ord. 00-261. Passed 9-25-00.)