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REV: 12-20-2022 JB
<br />ARTICLE 7
<br />DAMAGES
<br />7.1 The Company shall be responsible for any damage to the City’s street pavements,
<br />existing utilities, curbs, gutters, and sidewalks due to its installation, maintenance, repair, or
<br />removal of its Facilities in the Public Rights-Of-Way and public utility or service easements,
<br />and shall repair, replace, and restore in kind the said damaged facilities at its sole expense.
<br />7.2 If any Public Right-Of-Way to be used by the Company has preexisting
<br />installation(s) placed in said Right-Of-Way, the Company shall assume the responsibility to verify
<br />the location of the preexisting installation and notify the City and any third party of the Company's
<br />proposed installation. The cost of any work required of such third party or the City to provide
<br />adequate space or required clearance to accommodate the Company's installation shall be borne
<br />solely by the Company.
<br />ARTICLE 8
<br />TAXES
<br />8.1 Company agrees that it will be solely responsible for the payment of any and all lawful
<br />taxes, fees and assessments relating to its use and maintenance of the Facilities including but not
<br />limited to all taxes, fees, and assessments listed in Company’s Certificates of Public Convenience
<br />and Necessity issued by the California Public Utilities Commission. Company shall also comply with
<br />the Communication Users’ Tax Law, found in Chapter 32 Article VIII of the Code. Pursuant to
<br />Section 107.6 of the California Revenue and Taxation Code, the City hereby advises, and Company
<br />recognizes and understands, that Company’s use of the Public Rights-Of-Way may create a
<br />possessory interest subject to property taxation and that Company will be subject to the payment of
<br />property taxes levied on such interest.
<br />ARTICLE 9
<br />INDEMNIFICATION
<br />9.1 Indemnification. To the fullest extent permitted by law, Company, jointly and
<br />severally, for itself, its successors, agents, contractors and employees, agrees to indemnify, defend
<br />(with counsel reasonably acceptable to City) and hold harmless City, its City Council, its officials,
<br />officers, employees, representatives, agents and volunteers and any successors to City’s interest from
<br />and against any and all claims, demands, losses, damages, liabilities, fines, penalties, charges,
<br />administrative and judicial proceedings and orders, judgments, remedial actions of any kind, all costs
<br />and cleanup actions of any kind, and all costs and expenses incurred in connection with any of the
<br />foregoing, including, without limitation, reasonable attorney’s fees and costs of defense (collectively,
<br />the “Losses”) arising directly or indirectly (where Company’s work in the right-of-way results in
<br />injury to a third party) from, in connection with, or caused by Company’s performance of this
<br />Agreement, and/or the installation, operation, removal, and/or repair of the improvement and
<br />Facilities thereunder including, but not limited to, the following: (a) a material breach of this
<br />Agreement by Company; (b) a material breach of any representation or warranty of Company
<br />contained in this Agreement; (c) any personal injury or death caused, directly or indirectly(where
<br />Company’s work in the right-of-way results in injury to a third party), by any act or omission of
<br />Company or its employees, sub-grantees, invitees, contractors, sub-contractors or agents (each of the
<br />forgoing “Company Personnel”) or by any structures of encroachments placed in, on or under any
<br />Public Right-Of-Way; (d) any loss of or damage to property caused, directly or indirectly (where
<br />Company’s work in the right-of-way results in injury to a third party), by any act or omission of
<br />ATTY/AGR.2022.405/Mobilitie, LLC (Page 10 of 21)
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