Indemnification Agreement

GRANT OF EASEMENT

KNOW ALL MEN BY THESE PRESENTS: THAT

(Grantor), for and in consideration of Dollars ($) and other good and valuable considerations, the receipt whereof is hereby acknowledged, does hereby grant

its successors and assigns, forever (Grantee), a right of way and easement,

feet in width, to construct, reconstruct, operate, maintain, repair, replace and remove poles and all necessary and incidental wires, cables, anchors, grounding systems, counterpoises, fixtures and equipment for the transmission and distribution of electrical energy and for telecommunication purposes, with the right, from time to time, to add to the number of such wires, cables and other incidental fixtures and equipment for such purposes, in, on, over, through and across the following described real estate:

Situate in Section County,

State of Ohio; being part of the same real estate conveyed to by the following two instruments recorded respectively in Official Record Book , Page

and Deed Book , Page County Recorder's Office.

The center line of said foot wide right of way and easement is described as follows:

In addition to the rights provided above, said grant of right of way and easement shall provide that:

1. Any other company or person shall have the right to attach wires, cables and equipment to said poles and fixtures.

2. Grantee, by its employees and agents, shall have the right of ingress and egress over the right of way and over the adjoining premises of the Grantor to add to, construct, reconstruct, repair, maintain, use or remove its said facilities or parts thereof, and to cut, trim, remove or otherwise control any trees, undergrowth or overhanging branches and remove any other obstructions within the limits of this right of way and easement, or immediately adjacent thereto, which may endanger the safety of or interfere with the construction, reconstruction, operation, maintenance, repair, replacement or removal of said systems; the right to pile dirt and materials and to operate equipment on the surface of the land, both within and without the limits of said right of way and easement, during periods of construction, reconstruction, maintenance, repair, replacement or removal of said facilities.

3. Grantee shall pay all damages caused by its employees, agents, licensees and construction equipment in the construction, reconstruction, maintenance, repair, replacement or removal of said systems.

4. Grantor shall have the right to use the land within the limits of said right of way and easement in any other manner not inconsistent with the rights herein described.

5. No buildings nor other structures shall be erected within the limits of said right of way and easement by the Grantor. No excavating, no filling, no piling and no stacking of any material shall be done or be permitted by the Grantor within said right of way and easement which would either (a) reduce the clearance between the facilities of the Grantee and the land surface, (b) impair the land support of said facilities, (c) impair the ability of the Grantee to maintain said facilities, or (d) create a hazard.

6. Grantor has full power to convey said easement and warrants and will defend the same against all claims of all persons.

Grantor and Grantee, as used herein, shall be deemed to be plural, when required to be so, and shall include the heirs, successors and assigns of the parties hereto.

WITNESS my hand this day of ,

Signed and acknowledged in the presence of:

STATE OF COUNTY, ss:

Personally appeared before me, a Notary Public in and for said State,

who acknowledged the signing of the foregoing

instrument to be his/her voluntary act and deed for the uses and purposes herein set forth.

IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my notarial seal this

day of , 20

Commission expiration date: