A. User shall indemnify, defend, and hold the City, its officers, agents, and employees harmless from any claims for injury, damage, loss, liability, cost or expense, including court and appeal costs and attorney fees or expenses, arising from any wrongful or negligent act or omission of user related to user’s use of the rights of way, but not if arising out of or by reason of any negligence or willful misconduct by the City, its officers, agents or employees. The City shall provide user with prompt notice of any such claim, which user shall defend. No settlement or compromise of any such claim will be done by the City or the user without the prior written approval of the other party. User and its agents, contractors and others shall consult and cooperate with the City while conducting its defense.

B. User shall also indemnify the City for any third party damages, claims or expenses incurred, by the City arising out of or resulting, directly or indirectly, from user’s wrongful or negligent failure to remove or relocate any of its equipment in the right of way in accordance with a reasonable schedule furnished to user by the City, unless user’s failure arises directly from the City’s negligence or willful misconduct or that of a third party.