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such a taking shall be an interruption of use that shall be handled in accordance with Section
<br />5, Repair, Maintenance and Continuity.
<br />11.2 Each Parry shall notify the other Parry immediately upon learning of any condemnation
<br />proceeding filed against its Conduit System which may impact the other Parry's Licensed
<br />Conduit or Fiber.
<br />12. Indemnification and Exclusion of Certain Damages.
<br />12.1 Zayo shall defend, indemnify and hold the City, its officers, officials, employees and volunteers
<br />harmless from any and all claims, injuries, damages, losses or suits including attorney fees, arising
<br />out of or in connection with its performance of this Agreement, except for injuries and damages
<br />caused by the sole negligence of the City.
<br />The City shall defend, indemnify and hold Zayo, its officers, officials, employees and volunteers
<br />harmless from any and all claims, injuries, damages, losses or suits including attorney fees, arising
<br />out of or in connection with its performance of this Agreement, except for injuries and damages
<br />caused by the sole negligence of Zayo.
<br />Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115,
<br />then, in the event of liability for damages arising out of bodily injury to persons or damages to
<br />property caused by or resulting from the concurrent negligence of Zayo, its officers, officials,
<br />employees and volunteers and the City, its officers, officials, employees, and volunteers, Zayo's
<br />liability hereunder shall be only to the extent of Zayo's negligence and the City's liability hereunder
<br />shall be only to the extent of the City's negligence. It is further specifically and expressly
<br />understood that the indemnification provided herein constitutes Zayo's and the City's waiver of
<br />immunity under Industrial Insurance, Title 51 RCW, solely for the purposes of this indemnification.
<br />This waiver has been mutually negotiated by the parties. The provisions of this section shall survive
<br />the expiration or termination of this Agreement.
<br />12.2 Waiver of Consequential Damages. IN NO EVENT WILL EITHER PARTY BE LIABLE
<br />UNDER ANY CIRCUMSTANCES TO THE OTHER PARTY FOR SPECIAL, INDIRECT,
<br />PUNITIVE, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES OR LOSSES,
<br />INCLUDING LOST PROFITS, LOSS OF BUSINESS OPPORTUNITY OR OTHER SIMILAR
<br />DAMAGES RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, BY STATUTE,
<br />IN TORT OR CONTRACT
<br />13. Insurance.
<br />13.1 The parties agree that they shall procure and maintain for so long as that parry is in use of the IRU
<br />Conduit or IRU Fiber, as the case may be, insurance against claims for injuries to persons or
<br />damages to property which may arise from or in connection with the exercise of rights, privileges
<br />and authority granted to that party, its agents representatives or employees. The parties shall require
<br />that every contractor and subcontractor maintain substantially the same insurance coverage with
<br />substantially the same limits as required of that parry. The parties shall procure insurance from
<br />insurers with a current A.M. Best rating of not less than A -VII. Zayo shall provide a copy of a
<br />certificate of insurance and additional insured endorsement to the City for its inspection at the time
<br />of or prior to acceptance of this Agreement. The parties shall maintain insurance that includes:
<br />(a) Automobile Liability insurance with limits no less than $2,000,000 combined single limit
<br />per occurrence for bodily injury and property damage. Automobile Liability insurance
<br />covering all owned, non -owned, hired and leased vehicles. Coverage shall be written on
<br />Insurance Services Office (ISO) form CA 00 01 or a substitute form that provides
<br />equivalent liability coverage.
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