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24. Client's Responsibilities: The Client agrees to provide full information regarding
<br />requirements for and about the Project, including a program which shall set forth the
<br />Client's objectives, schedule, constraints, criteria, special equipment, systems and site
<br />requirements.
<br />The Client agrees to furnish and pay for all legal, accounting and insurance counseling
<br />services as may be necessary at any time for the Project, including auditing services
<br />which the Client may require to verify the Contractor's Application for Payment or to
<br />ascertain how or for what purpose the Contractor has used the money paid by or on
<br />behalf of the Client.
<br />The Client agrees to require the Contractor, to the fullest extent permitted by law, to
<br />indemnify, hold harmless, and defend the Engineer, its consultants, and the employees
<br />and agents of any of them from and against any and all claims, suits, demands,
<br />liabilities, losses, damages, and costs ( "Losses "), including but not limited to costs of
<br />defense, arising in whole or in part out of the negligence of the Contractor, its
<br />subcontractors, the officers, employees, agents, and subcontractors of any of them, or
<br />anyone for whose acts any of them may be liable, regardless of whether or not such
<br />Losses are caused in part by a party indemnified hereunder. Specifically excluded from
<br />the foregoing are Losses arising out of the preparation or approval of maps, drawings,
<br />opinions, reports, surveys, change orders, designs, or specifications, and the giving of
<br />or failure to give directions by the Engineer, its consultants, and the agents and
<br />employees of any of them, provided such giving or failure to give is the primary cause of
<br />Loss. The Client also agrees to require the Contractor to provide to the Engineer the
<br />required certificate of insurance.
<br />The Client further agrees to require the Contractor to name the Engineer, its agents and
<br />consultants as additional insureds on the Contractor's policy or policies of
<br />comprehensive or commercial general liability insurance. Such insurance shall include
<br />products and completed operations and contractual liability coverages, shall be primary
<br />and noncontributing with any insurance maintained by the Engineer or its agents and
<br />consultants, and shall provide that the Engineer be given thirty days, unqualified written
<br />notice prior to any cancellation thereof.
<br />In the event the foregoing requirements, or any of them, are not established by the
<br />Client and met by the Contractor, the Client agrees to indemnify and hold harmless the
<br />Engineer, its employees, agents, and consultants from and against any and all Losses
<br />which would have been indemnified and insured against by the Contractor, but were not.
<br />When Contract Documents prepared under the Scope of Services of this contract
<br />require insurance(s) to be provided, obtained and /or otherwise maintained by the
<br />Contractor, the Client agrees to be wholly responsible for setting forth any and all such
<br />insurance requirements. Furthermore, any document provided for Client review by the
<br />Engineer under this Contract related to such insurance(s) shall be considered as sample
<br />insurance requirements and not the recommendation of the Engineer. Client agrees to
<br />have their own risk management department review any and all insurance requirements
<br />for adequacy and to determine specific types of insurance(s) required for the project.
<br />Client further agrees that decisions concerning types and amounts of insurance are
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