Sec. 5-19. Indemnification.
A. The licensee will fully indemnify, defend and hold harmless the City, its officers, boards, commissions, elected officials, agents, attorneys, representatives, and employees against all costs, damages, expenses, claims, suits, actions, liabilities and judgments for damages, including, but not limited to, expenses for legal fees, whether or not suit is brought, and related disbursements and liabilities incurred or assumed by the City for:
1. Damage to persons or property, in any way arising out of or through the acts or omissions of the licensee, its officials, agents, attorneys, representatives or employees;
2. Requests for relief arising out of licensee’s action or inaction that result in a claim for invasion of the right of privacy; for defamation of any person, firm or corporation; for the violation or infringement of any copyright, trademark, trade name, service mark or patent; or of any other right of any person, firm or corporation;
3. Any claims arising out of licensee’s failure to comply with the provisions of this chapter or a license or any Federal, State or local law, or regulation applicable to the licensee or the cable system;
4. Any disputes arising out of a claim by any party other than City or the licensee where damages or other relief is sought:
a. As a result of the City’s cable system licensing of licensee; or
b. As a result of the renewal or nonrenewal of licensee’s cable system license.
B. If a lawsuit covered by the provisions of subsection A of this section is brought against the City, either independently or jointly with the licensee, or with any other person or municipality, the licensee, upon notice given by City, must defend the City at the cost of the licensee. If final judgment is obtained against the City, either independently or jointly with the licensee or any other defendants, the licensee will indemnify City and pay, satisfy and discharge the judgment with all costs.
C. City will cooperate with the licensee and reserves the right to participate in the defense of any litigation.
D. The provisions of this chapter may not be read to impose any liabilities on the City not imposed by other law, or to waive any immunities the City may have under Federal or State law.
E. A licensee may not settle any matter identified above without the City’s written consent, which will not be unreasonably withheld. Failure to inform the City of settlement will constitute a breach of the license and the City may seek any redress available to it.
F. All rights of the City, pursuant to indemnification, insurance, security fund, or faithful performance bonds, as provided for by this chapter, are in addition to all other rights the City may have under this chapter or any other chapter, rule, regulation or law.
G. The City’s exercise of, or failure to exercise, any rights will not affect the right of City subsequently to exercise those or any other rights of the City.
H. It is the purpose of this section to provide maximum indemnification to the City. The intention is to provide, to the greatest extent permitted by law, for the indemnification of the City by the licensee.
I. The provisions of this section survive any finding that any other part of the license or this chapter is invalid. (Ord. No. G-6034, 2015)