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<br />of any payment must not be construed as an accord that the amount paid is in fact the correct
<br />amount.
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<br />c. A Grantee may designate that portion of a Subscriber’s bill attributable to the
<br />Franchise Fee as a separate line item on the bill.
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<br />Section 9.3 Access to Records.
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<br />a. The City may, upon reasonable notice and during Normal Business Hours, and subject
<br />to the privacy provisions of 47 U.S.C. § 521 et seq., inspect at a mutually convenient location any
<br />records of System operations maintained by a Grantee that relate to a Grantee’s compliance with
<br />its Franchise, including specifically Grantee’s Gross Revenue records. A Grantee may identify
<br />and label documents as “confidential trade secret” in accordance with Section 4.2 above.
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<br />b. A Grantee must prepare and furnish to the City such reports as City may reasonably
<br />request with respect to operation of the System and provision of Cable Services in the City.
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<br />SECTION 10. INDEMNIFICATION AND INSURANCE
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<br />Section 10.1 Indemnification of the City.
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<br />a. A Grantee must indemnify, defend and hold harmless the City, its officers, boards,
<br />committees, commissions, elected officials, employees and agents from and against any loss or
<br />damage to any real or personal property of any Person, or for any injury to or death of any
<br />Person, arising out of or in connection with the construction, operation, maintenance, repair or
<br />removal of a System or other facilities used by a Grantee to deliver Cable Service.
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<br />b. A Grantee must indemnify, defend, and hold the City, its officers, boards, committees,
<br />commissions, elected officials, employees and agents, harmless from and against all lawsuits,
<br />claims, actions, liability, damages, costs, expenses or penalties incurred as a result of the award or
<br />enforcement of its Franchise.
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<br />c. A Grantee shall not be required to provide indemnification or defense for any
<br />intentional misconduct, willful neglect or negligence by an indemnified party, for any enforcement
<br />action taken by the City against a Grantee, for any claim based solely on the City’s operation of
<br />PEG Access Facilities, delivery of PEG Access programming, or EAS messages originated by the
<br />City. Subject to the limitations in Minnesota Statutes Chapter 466, the City shall indemnify,
<br />defend and hold a Grantee harmless from any damage resulting from any intentional misconduct,
<br />willful neglect or negligence by the City, its officers, boards, committees, commissions, elected
<br />officials, employees and agents, in utilizing PEG Access Facilities or Channels, delivering EAS
<br />messages originated by the City, or in connection with work performed on or adjacent to the
<br />System.
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<br />d. With respect to each claim for indemnification:
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<br />SH255-1
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