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of Contractor, its agents and/or employees, that causes or contributes to (1) any damage to or destruction
<br />of any telecommunications system on Railroad's property, and/or (2) any injury to or death of any person
<br />employed by or on behalf of any telecommunications company, and/or its contractor, agents and/or
<br />employees, on Railroad's property. Contractor shall not have or seek recourse against Railroad for any
<br />claim or cause of action for alleged loss of profits or revenue or loss of service or other consequential
<br />damage to a telecommunication company using Railroad's property or a customer or user of services of
<br />the fiber optic cable on Railroad's property.
<br />Section 6. PERMITS - COMPLIANCE WITH LAWS.
<br />In the prosecution of the work covered by this Agreement, Contractor shall secure any and all
<br />necessary permits and shall comply with all applicable federal, state and local laws, regulations and
<br />enactments affecting the work including, without limitation, all applicable Federal Railroad Administration
<br />regulations.
<br />Section 7. SAFETY.
<br />A. Safety of personnel, property, rail operations and the public is of paramount importance
<br />in the prosecution of the work performed by Contractor. Contractor shall be responsible for initiating,
<br />maintaining and supervising all safety, operations and programs in connection with the work. Contractor
<br />shall at a minimum comply with Railroad's safety standards listed in Exhibit D, hereto attached, to ensure
<br />uniformity with the safety standards followed by Railroad's own forces. As a part of Contractor's safety
<br />responsibilities, Contractor shall notify Railroad if Contractor determines that any of Railroad's safety
<br />standards are contrary to good safety practices. Contractor shall furnish copies of Exhibit D to each of its
<br />employees before they enter the job site.
<br />B. Without limitation of the provisions of paragraph A above, Contractor shall keep the job
<br />site free from safety and health hazards and ensure that its employees are competent and adequately
<br />trained in all safety and health aspects of the job.
<br />C. Contractor shall have proper first aid supplies available on the job site so that prompt first
<br />aid services may be provided to any person injured on the job site. Contractor shall promptly notify
<br />Railroad of any U.S. Occupational Safety and Health Administration reportable injuries. Contractor shall
<br />have a nondelegable duty to control its employees while they are on the job site or any other property of
<br />Railroad, and to be certain they do not use, be under the influence of, or have in their possession any
<br />alcoholic beverage, drug or other substance that may inhibit the safe performance of any work.
<br />D. If and when requested by Railroad, Contractor shall deliver to Railroad a copy of
<br />Contractor's safety plan for conducting the work (the "Safety Plan"). Railroad shall have the right, but not
<br />the obligation, to require Contractor to correct any deficiencies in the Safety Plan. The terms of this
<br />Agreement shall control if there are any inconsistencies between this Agreement and the Safety Plan.
<br />Section 8. INDEMNITY.
<br />A. To the extent not prohibited by applicable statute, Contractor shall indemnify, defend and
<br />hold harmless Railroad, its affiliates, and its and their officers, agents and employees (individually an
<br />"Indemnified Party" or collectively "Indemnified Parties") from and against any and all loss, damage,
<br />injury, liability, claim, demand, cost or expense (including, without limitation, attorney's, consultant's and
<br />expert's fees, and court costs), fine or penalty (collectively, "Loss") incurred by any person (including,
<br />without limitation, any Indemnified Party, Contractor, or any employee of Contractor or of any Indemnified
<br />Party) arising out of or in any manner connected with (i) any work performed by Contractor, or (ii) any act
<br />or omission of Contractor, its officers, agents or employees, or (iii) any breach of this Agreement by
<br />Contractor.
<br />b. The right to indemnity under this Section 8 shall accrue upon occurrence of the event
<br />giving rise to the Loss, and shall apply regardless of any negligence or strict liability of any Indemnified
<br />Ex. B
<br />Subsidence Agreement TMC -UP
<br />DEC -1781676-9
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