Common use of Consultant’s Liability Clause in Contracts

Consultant’s Liability. To the fullest extent permitted by applicable Laws, Consultant shall hold harmless, indemnify and defend Contractor, Affiliates of Contractor, and Owner (and their respective officers, employees, and agents) from and against any and all damages, costs, claims, losses, liens, causes of action, suits, fines, judgments, and expenses (including reasonable attorney’s fees expert and consulting fees, and other defense expenses) (collectively, “Losses”) of any nature, kind or description (including claims for violation or infringement of trademark, patent or tangible property rights relating to the design of the Project) that arise out of or relate to (a) the performance, design, specifications, or Services of Consultant under the Agreement; (b) delay, hindrance and/or disruption damages caused, in whole or in part, by Consultant; (c) bodily injury, sickness, disease, wrongful death or property damage, including loss of use or consequential damages resulting therefrom; (d) any claim, demand, or lien by a vendor, supplier, or Agent of Consultant; and/or (e) any breach of the Agreement, wrongful or negligent act, or error or omission of Consultant, anyone directly or indirectly employed by Consultant, or anyone for whose acts or omissions Consultant may be liable at law, in equity, by statute, or otherwise. Consultant, at its sole expense, shall promptly dispose of all such claims, defend all lawsuits filed against a party indemnified hereunder on the account thereof, pay all judgments rendered against a party indemnified hereunder in such lawsuits (including any prejudgment interest assessments), and reimburse Contractor in cash upon demand for all reasonable expenses incurred by Contractor on the account thereof, including, but not limited to, attorneys’ fees, expert witness fees and court costs. Consultant shall not be obligated to indemnify to the extent any Losses are proximately caused by the sole negligence or willful misconduct of Contractor or Contractor’s agents, servants or independent contractors who are directly responsible to Contractor, excluding Consultant. Notwithstanding anything to the contrary contained herein, Contractor, at its option shall have the right to participate in the defense of any claims asserted against it, approve the selection of counsel, and approve the terms of any settlements made in its name or on its behalf. The scope of Consultant's defense and indemnity obligations under this paragraph shall not be limited in any manner whatsoever by any immunity or limitations of liability afforded to Consultant under workers' compensation laws, constitutions, or any other employee benefit acts. All such immunity and/or limitations of liability, including without limitation any such immunity or liability limitation defenses Ohio Constitution Article 2, § 35 and the Ohio Revised Code, Workers’ Compensation Act § 4123.74, are hereby waived by Consultant.

Consultant’s Liability. To the fullest extent permitted by applicable Lawslaw, the Consultant shall hold harmless, indemnify and defend Contractorsave harmless the State, Affiliates of Contractorany municipality in which the work is being performed, and Owner (and their respective officersand/or any public benefit corporation, employeesrailroad, and agents) or public utility whose property or facilities are affected by the work, from and against any and all damages, costssuits, claims, lossesactions, liensdamages and costs, causes of actionevery name and description arising from the work under its contract during its prosecution and until the final acceptance thereof. The Consultant and any assigns, heirs, or successors in interest shall also indemnify and save harmless, to the fullest extent permitted by law, the consultant inspecting engineer or inspector working for the State relative to the project from suits, finesclaims, judgmentsactions, damages and expenses (including reasonable attorneycosts involving personal injury and property damage arising from the Consultant’s fees expert work under the contract during its prosecution and consulting feesuntil the final acceptance thereof. The State may retain such monies from the amount due the Consultant as may be necessary to satisfy any claim for damages recovered against the State, and other defense expenses) (collectivelyany municipality in which the work is being performed, “Losses”) of and/or any naturepublic benefit corporation, kind railroad or description (including claims public utility whose property or facilities are affected by the work or consultant inspecting engineers or inspectors working for violation or infringement of trademark, patent or tangible property rights relating the State relative to the design of the Project) that arise out of or relate to (a) the performance, design, specifications, or Services of Consultant under the Agreement; (b) delay, hindrance and/or disruption damages caused, in whole or in part, by Consultant; (c) bodily injury, sickness, disease, wrongful death or property damage, including loss of use or consequential damages resulting therefrom; (d) any claim, demand, or lien by a vendor, supplier, or Agent of Consultant; and/or (e) any breach of the Agreement, wrongful or negligent act, or error or omission of Consultant, anyone directly or indirectly employed by Consultant, or anyone for whose acts or omissions Consultant may be liable at law, in equity, by statute, or otherwise. Consultant, at its sole expense, shall promptly dispose of all such claims, defend all lawsuits filed against a party indemnified hereunder on the account thereof, pay all judgments rendered against a party indemnified hereunder in such lawsuits (including any prejudgment interest assessments), and reimburse Contractor in cash upon demand for all reasonable expenses incurred by Contractor on the account thereof, including, but not limited to, attorneys’ fees, expert witness fees and court costs. Consultant shall not be obligated to indemnify to the extent any Losses are proximately caused by the sole negligence or willful misconduct of Contractor or Contractor’s agents, servants or independent contractors who are directly responsible to Contractor, excluding Consultant. Notwithstanding anything to the contrary contained herein, Contractor, at its option shall have the right to participate in the defense of any claims asserted against it, approve the selection of counsel, and approve the terms of any settlements made in its name or on its behalfproject. The scope of Consultant's defense and indemnity obligations ’s obligation under this paragraph shall not be limited in deemed waived by the failure of the State to retain the whole or any manner whatsoever by part of such monies due the Consultant, nor where such suit, action, damages and/or costs have not been resolved or determined prior to release of any immunity or limitations of liability afforded monies to the Consultant under workers' compensation lawsthe contract, constitutionsnor shall such obligation be deemed limited or discharged by the enumeration or procurement of any insurance for liability for damages imposed by law upon the Consultant, Sub Consultant or the State, any municipality in which the work is being performed, and/or any public benefit corporation, railroad or public utility whose property or facilities are affected by the work, or any consultants working for the State. The Consultant has the obligation, at its own expense, for the defense of any action or proceeding which may be brought against the parties specified in this Section. This obligation shall include the cost of attorneys’ fees, disbursements, costs and other employee expenses incurred in connection with such action or proceeding. Such obligation does not extend to those suits, actions, damages and costs of every name that arise out of the sole negligence of the State, any municipality in which the work is being performed, and/or any public benefit acts. All such immunity and/or limitations corporation, railroad or public utility whose property or facilities are affected by the contract work, or any consultants working for the State, their agents or employees, relative to the construction, alteration, or repair or maintenance of liabilitya building, highway or structure and appurtenances and appliances thereof including without limitation any such immunity or liability limitation defenses Ohio Constitution Article 2moving, § 35 demolition and the Ohio Revised Code, Workers’ Compensation Act § 4123.74, are hereby waived by Consultantexcavating connected therewith.