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Version 6-8-2017
<br />suspended. If the period of nonperformance exceeds thirty (30) days from the receipt of notice of the
<br />Force Maj eure Event, the party whose ability to perform has not been so affected may, by giving written
<br />notice, terminate this Contract.
<br />K. Funding Cancellation Clause. When the Director of the State Budget Agency makes a written
<br />determination that funds are not appropriated or otherwise available to support continuation of the
<br />performance of this Contract, this Contract shall be canceled. A determination by the Director of the
<br />State Budget Agency that funds are not appropriated or otherwise available to support continuation
<br />of performance shall be final and conclusive.
<br />L. Governing Laws. This Contract shall be construed in accordance with and governed by the laws of
<br />the State of Indiana and suit, if any, must be brought in the State of Indiana.
<br />M. Indemnification. The LPA agrees to and shall indemnify, defend, exculpate, and hold harmless
<br />the State of Indiana, INDOT and/or its/their officials, agents, representatives, attorneys and
<br />employees , individually and/or jointly, from any and all claims, demands, actions, liability and/or
<br />liens that may be asserted by the LPA and/or by any other person, firm, corporation, insurer,
<br />government or other legal entity, for any claim for damages arising out of any and all loss, damage,
<br />injuries, and/or other casualties of whatsoever kind, or by whomsoever caused, to the person or
<br />property of anyone on or off the right-of-way, arising out of or resulting from the performance of the
<br />contract or from the installation, existence, use, maintenance, condition, repairs, alteration and/or
<br />removal of any equipment or material, whether due in whole or in part to the acts and/or omissions
<br />and/or negligent acts and/or omissions:
<br />(a) of the State of Indiana, INDOT, and/or its/their officials, agents, representatives, attorneys
<br />and/or employees, individually and/or jointly;
<br />(b) of the LPA, and/or its officials, agents, representatives, attorneys and/or employees,
<br />individually and/or jointly;
<br />(c) of any and all persons, firms, corporations, insurers, government or other legal entity engaged
<br />in the performance of the contract; and/or
<br />(d) the joint negligence of any of them, including any claim arising out of the Worker's
<br />Compensation law or any other law, ordinance, order, or decree.
<br />The LPA also agrees to pay all reasonable expenses and attorney's fees incurred by or imposed on
<br />the State of Indiana, INDOT and/or its/their officials, agents, representatives, attorneys, and/or
<br />employees, individually and/or jointly, in connection herewith in the event that the LPA shall default
<br />under the provisions of this section.
<br />The LPA also agrees to pay all reasonable expenses and attorney's fees incurred by or imposed on
<br />the State of Indiana, INDOT and/or its/their officials, agents, representatives, attorneys, and/or
<br />employees, individually and/or jointly, in asserting successfully a claim against the LPA for
<br />indemnity pursuant to this contract.
<br />N. Merger xer Modification. This Contract constitutes the entire agreement between the PARTIES.
<br />No understandings, agreements, or representations, oral or written, not specified within this Contract
<br />will be valid provisions of this Contract. This Contract may not be modified, supplemented or
<br />amended, in any manner, except by written agreement signed by all necessary PARTIES.
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