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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, iiabilities,
<br />losses, damages, and costs ( "Losses "), including but not limited to costs of defense,
<br />arising in whole or in part out of the negligence of the Contractor, its subcontractors, the
<br />officers, employees, agents, and subcontractors of any of them, or anyone for whose
<br />acts any of them may be liable, regardless of whether or not such Losses are caused in
<br />part by a party indemnified hereunder, Specifically excluded from the foregoing are
<br />Losses arising out of the preparation or approval of maps, drawings, opinions, reports,
<br />surveys, change orders, designs, or specifications, and the giving of or failure to give
<br />directions by the Engineer, its consultants, and the agents and employees of any of
<br />them, provided such giving or failure to give is the primary cause of Loss. The Client also
<br />agrees to require the Contractor to provide to the Engineer the required certificate of
<br />insurance.
<br />The Client further agrees to require the Contractor to name the Engineer, its agents and
<br />consultants on the Contractor's policy or policies of comprehensive or commercial
<br />general liability insurance. Such insurance shall include products and completed
<br />operations and contractual liability coverages, shall be primary and noncontributing with
<br />any insurance maintained by the Engineer or its agents and consultants, and shall
<br />provide that the Engineer be given thirty days, unqualified written notice prior to any
<br />cancellation thereof.
<br />In the event the foregoing requirements, or any of them, are not established by the Client
<br />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 insurances) 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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