§ 6-12. Insurance and indemnity.

(a)

Insurance.

(1)

Within thirty (30) days after the effective date of the franchise agreement and prior to any operations under the franchise, the franchisee shall provide proof of the insurance described below against claims for liability and damages charged against the county or the franchisee as a result of the franchise granted hereunder. Such insurance shall be with an insurance company authorized to do business in the state and shall be maintained throughout the term of the franchise. It shall include, at a minimum, the following types and amounts of insurance coverage:

a.

Commercial general liability—five million dollars ($5,000,000.00) combined single limit, covering:

1.

Personal injury and bodily injury;

2.

Broad form property damages without XCU exclusions;

3.

Products/completed operations; and

4.

Contractual liability to apply to the liability assumed by the franchisee under the franchise agreement.

b.

Business automobile liability—five million dollars ($5,000,000.00) combined single limit for bodily injury liability and property damage liability, covering owned, leased, hired and non-owner vehicles.

c.

Broadcasters' errors and omissions (or similar form)—one million dollars ($1,000,000.00), covering infringement of copyrights.

d.

Workers' compensation coverage required by the state and employer's liability—five hundred thousand dollars ($500,000.00).

(2)

The insurance coverage obtained by the franchisee in compliance with this subsection shall be approved by the county and certificates of insurance with thirty (30) days prior notice of cancellation or material change shall be filed and maintained with the county manager during the term of the franchise. The insurance coverage and policy requirements may be changed from time to time at the discretion of the board to reflect changing liability exposure and limits. A franchisee shall have ninety (90) days from the date of receipt of notice to comply with any such increase.

(3)

Insurance policies maintained pursuant to the franchise shall contain the following conditions by endorsement:

a.

The county shall be designated as an additional insured in the commercial general liability insurance, and the term owner or county shall include all authorities, boards, divisions, departments and offices of the county and the individual members, employees, agents and contractors thereof in their official capacities and/or while acting on behalf of the county.

b.

Each policy shall require that thirty (30) days prior to cancellation of or a material change in the policy, a written notice thereof shall be delivered to the county manager.

c.

Insurers shall have no right of subrogation or recovery against the county, it being the intention that the insurance policies shall protect the county and shall be primary coverage for all losses covered by the policies.

(b)

Indemnity.

(1)

A franchisee shall, at its sole cost and expense, indemnify, hold harmless, and defend the county, its officials, boards, commissions, commissioners, agents, and employees, against any and all claims, suits, causes of action, proceedings, judgments for damages or equitable relief, and costs and expenses arising out of the construction, maintenance or operation of its cable system, the conduct of the franchisee's business in the county, or in any way arising out of the franchisee's enjoyment or exercise of a franchise granted hereunder, provided, however, that the franchisee's obligation hereunder shall not extend to any claims caused by the misconduct or negligence of the county, its officials, boards, commissioners, agents or employees. This provision includes, but is not limited to, the county's reasonable attorneys' fees incurred in defending against any such claim, suit or proceedings; claims arising out of copyright infringements or a failure by the franchisee to secure consents from the owners, authorized distributors, or providers of programs to be delivered by the cable system; claims arising out of 47 U.S.C. § 558; and claims against the franchisee for invasion of the right of privacy, defamation of any person, firm or corporation, or the violation or infringement of any copyright, trademark, trade name, service mark or patent, or of any other right of any person. Nothing in this section shall prohibit the county from participating in the defense of any litigation by its own counsel and obtaining indemnification of the reasonable costs associated therewith if in the county's reasonable belief there exists or may exist a conflict of interest.

(Ord. No. 01-36, § 1, 10-1-01)