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Exhibit B <br /> 6.3.2 The interconnection customer shall indemnify and defend the EDC and the EDC's <br /> directors, officers, employees,and agents,from all damages and expenses <br /> resulting from a third party claim arising out of or based upon the interconnection <br /> customer's (a)negligence or willful misconduct or(b)breach of this Agreement. <br /> 6.3.3 The EDC shall indemnify and defend the interconnection customer and the <br /> interconnection customer's directors, officers, employees,and agents from all <br /> damages and expenses resulting from a third parry claim arising out of or based <br /> upon the EDC's(a)negligence or willful misconduct or(b)breach of this <br /> Agreement. <br /> 6.3.4 Within 5 business days after receipt by an indemnified Party of any claim or <br /> notice that an action or administrative or legal proceeding or investigation as to <br /> which the indemnity provided for in this Article may apply has commenced,the <br /> indemnified Party shall notify the indemnifying Party of such fact. The failure to <br /> notify, or a delay in notification, shall not affect a Party's indemnification <br /> obligation unless that failure or delay is materially prejudicial to the indemnifying <br /> Party. <br /> 6.3.5 If an indemnified Party is entitled to indemnification under this Article as a result <br /> of a claim by a third party,and the indemnifying Party fails,after notice and <br /> reasonable opportunity to proceed under this Article,to assume the defense of <br /> such claim,that indemnified Party may,at the expense of the indemnifying Party, <br /> contest, settle or consent to the entry of any judgment with respect to, or pay in <br /> full,the claim. <br /> 6.3.6 If an indemnifying P Yis obligated to indemnify and hold any indemnified Party <br /> harmless under this Article,the amount owing to the indemnified person shall be <br /> the amount of the indemnified Parry's actual loss, net of any insurance or other <br /> recovery. <br /> 6.4 Force Majeure <br /> 6.4.1 As used in this Article,a force majeure event shall mean any act of God, labor <br /> disturbance,act of the public enemy,war,acts of terrorism,insurrection,riot,fire, <br /> storm or flood,explosion,breakage or accident to machinery or equipment <br /> through no direct,indirect,or contributory act of a Party,any order,regulation or <br /> restriction imposed by governmental,military or lawfully established civilian <br /> authorities,or any other cause beyond a Party's control.A force majeure event <br /> does not include an act of gross negligence or intentional wrongdoing by the Party <br /> claiming force majeure. <br /> 6.4.2 If a force majeure event prevents a Party from fulfilling any obligations under this <br /> Agreement,the Party affected by the force majeure event("Affected Party") shall <br /> notify the other Party of the existence of the force majeure event within one <br /> business day. The notification must specify the circumstances of the force <br />