|
3. "Loss" includes claims, suits, taxes, loss, damages (including punitive damages,
<br />statutory damages, and exemplary damages), costs, charges, assessments,
<br />judgments, settlements, liens, demands, actions, causes of action, fines, penalties,
<br />interest, and expenses of any nature, including court costs, reasonable attorneys'
<br />fees and expenses, investigation costs, and appeal expenses.
<br />B. Licensee shall release, defend, indemnify, and hold harmless Licensor from and against
<br />any and all Loss, even if groundless, fraudulent, or false, that directly or indirectly arises out of or is
<br />related to Licensee's construction, maintenance, modification, reconstruction, repair, renewal, revision,
<br />relocation, removal, presence, use, or operation of Licensee's Facilities, including, but not limited to, any
<br />actual or alleged:
<br />1. Bodily harm or personal injury (including any emotional injury or disease) to, or
<br />the death of, any person(s), including, but not limited to, Licensee, Licensor, any
<br />telecommunications company, or the agents, contractors, subcontractors,
<br />sub -subcontractors, or employees of the foregoing;
<br />2. Damage to or the disturbance, loss, movement, or destruction of Railroad
<br />Property, including loss of use and diminution in value, including, but not limited
<br />to, any telecommunications system(s) or fiber optic cable(s) on or near Railroad
<br />Property, any property of Licensee or Licensor, or any property in the care,
<br />custody, or control of Licensee or Licensor;
<br />3. Removal of person(s) from Railroad Property;
<br />4. Any delays or interference with track or Railroad's Use caused by Licensee's
<br />activity(ies) on Railroad Property, including without limitation the construction,
<br />maintenance, modification, reconstruction, repair, renewal, revision, relocation,
<br />or removal of Licensee's Facilities or any part thereof, any activities, labor,
<br />materials, equipment, or machinery in conjunction therewith;
<br />5. Right(s) or interest(s) granted pursuant to this Agreement;
<br />6. Electrical interference or other types of interference created or caused by or
<br />escaping from Licensee's Facilities;
<br />7. Licensee's breach of this Agreement or failure to comply with its provisions,
<br />including, but not limited to, any violation or breach by Licensee of any
<br />representations and warranties Licensee has made in this Agreement; and
<br />8. Violation by Licensee of any law, statute, ordinance, governmental
<br />administrative order, rule, or regulation, including without limitation all
<br />applicable Federal Railroad Administration regulations.
<br />C. THE FOREGOING OBLIGATIONS SHALL APPLY TO THE FULLEST EXTENT
<br />PERMITTED BY LAW FOR THE BENEFIT OF LICENSOR TO LOSSES CAUSED BY, ARISING
<br />FROM, RELATING TO, OR RESULTING FROM, IN WHOLE OR 1N PART, THE NEGLIGENCE OF
<br />LICENSOR, AND SUCH NEGLIGENCE OF LICENSOR SHALL NOT LIMIT, DIMINISH, OR
<br />PRECLUDE LICENSEE'S OBLIGATIONS TO LICENSOR IN ANY RESPECT. NOTWITHSTANDING
<br />THE FOREGOING, SUCH OBLIGATION TO INDEMNIFY LICENSOR SHALL NOT APPLY TO THE
<br />EXTENT THE LOSS IS CAUSED BY THE SOLE, ACTIVE AND DIRECT NEGLIGENCE, GROSS
<br />
|