|
ARTICLE VIII
<br /> INDEMNIFICATION INSURANCE AND
<br /> BOND
<br />
<br />4 8.1 Indemnification
<br />5 Company hereby agrees to and shall indemnify and hold harmless Agency, its
<br />6 elected and appointed officials, commissions, officers, employees, and agents
<br />7 (collectively, indemnities) from and against any and all loss, liability, penalty,
<br />8 forfeiture, claim, demand, acfion, proceeding or suit in law or equity of any and
<br />9 every kind and description (including, but not limited to, injury to and death of
<br />10 any person and damage to property, or for contribution or indemnity claimed by
<br />11 third parties) arising or resulting from and in any way connected with (1) the
<br />12 negligence or willful misconduct of Company, its officers, employees, agents,
<br />13 contractors and/or subcontractors in performing services under this Agreement;
<br />14 (2) the failure of Company, its officers, employees, agents, contractors and/or
<br />15 subcontractors to comply in all respects with the provisions of this Agreement,
<br />16 applicable laws, ordinances and regulations, and/or applicable permits and
<br />17 licenses; (3) the acts of Company, its officers, employees, agents, contractors
<br />18 and/or subcontractors in perfonxting services under this Agreement for which
<br />19 strict liability is imposed by law. The foregoing indemnity shall apply regardless
<br />20 of whether such loss, liability, penalty, forfeiture, claim, demand, action,
<br />21 proceeding, suit, injury, death or damage is also caused in part by any of the
<br />22 indemnities' negligence, but shall not extend to matters resulting from the
<br />23 indemnities' sole or active negligence, willful misconduct or breach of this
<br />24 Agreement. Company further agrees to and shall, upon demand of Agency, at
<br />25 Company's sole cost and expense, defend (with attorneys acceptable to Agency)
<br />26 Agency, its elected and appointed officials and commissions, officers, employees,
<br />27 and agents against any claims, actions, suits in law or equity or other
<br />28 proceedings, whether judicial, quasi-judicial or administrative in nature, arising
<br />29 or resulting from any of the aforementioned events.
<br />30 Company's duty to indemnify and defend from the aforementioned events
<br />31 arising during the Term of the Agreement and as it may be extended shall
<br />32 survive the expirafion or earlier termination of this Agreement.
<br />
<br /> Page42 812/96
<br />
<br />
<br />
|