Orange County NC Website
Browse       Search
7. INDEMNITY <br /> a. The Contractor shall indemnify and hold harmless to the extent permitted by law the <br /> Owner and its agents and employees from and against any and all claims, damages, losses <br /> and expenses, including attorney's fees, arising out of or resulting from the performance or <br /> nonperformance of the Work, provided that any such claim, damages, loss or expense (A) <br /> is attributable to bodily injury, sickness, disease or death or injury to, or destruction of, <br /> property, including the loss of use resulting there from; and (B) is caused in whole or in <br /> part by any breach of any provision of the Agreement or by any negligent or wrongful act <br /> or omission of the Contractor, any Subcontractor, or supplier of the Contractor, anyone <br /> directly or indirectly employed by any of them or anyone for whose acts any of them may <br /> be liable. The indemnification obligation under this paragraph shall not be limited in any <br /> way by any limitation of the amount or type of damages, compensation or benefits payable <br /> by or for the Contractor or any subcontractor under workers' compensation acts, disability <br /> benefits acts or other employee benefit acts. <br /> b. The Contractor shall indemnify and hold harmless Owner from any lien of whatever type <br /> through the purchase of appropriate bonds and insurance as designated in Section 6 above. <br /> 8. DISPUTE RESOLUTION AND GOVERNING LAW <br /> a. Owner and Contractor agree that should a dispute arise as to the terms of the Contract <br /> Documents the architect shall serve as the initial decision-maker, unless there is no <br /> architect retrained on the project related to the Work. <br /> i. If there is no architect retained for the Work, Owner and Contractor agree, prior to <br /> the initiation of any civil litigation, to submit to mediation by agreeing on a an <br /> individual to serve as mediator to mediate the dispute. <br /> ii. Should the Owner and Contractor fail to mutually agree on an individual to serve as <br /> mediator Owner may select a mediator to mediate the dispute. <br /> iii. Any mediator selected under this section shall be an attorney licensed to practice <br /> law in the State of North Carolina and shall be generally recognized as having <br /> experience in mediating construction disputes. <br /> iv. Owner and Contractor agree to equally share in the cost of a mediator selected <br /> under this section. <br /> b. The laws of the State of North Carolina shall apply to the interpretation and enforcement of <br /> this Agreement. Any and all suits or actions to enforce, interpret or seek damages with <br /> respect to any provision of, or the performance or nonperformance of, this Agreement or <br /> the Contract shall be brought in the General Court of Justice of North Carolina sitting in <br /> Orange County,North Carolina and it is agreed by the parties that no other court shall have <br /> jurisdiction or venue with respect to such suits or actions. <br /> c. Notice of any claim by Owner or Contractor must be initiated by written notice to the other <br /> Party within thirty (30) days of the occurrence of the event giving rise to the claim or <br /> within thirty (30) days of the discovery of the event or condition giving rise to the claim, <br /> whichever is later. <br /> i. Should any claim be made, regardless of whether such claim is made by Owner or <br /> Contractor, Contractor shall continue to faithfully and diligently perform the Work <br /> in such a manner as to meet all scheduled timelines. Any failure to faithfully and <br /> diligently perform the Work may be deemed, by the Owner, a breach of the <br /> Contract. <br /> Revised September 2010 5 <br />