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<br />Agreement between Client, KCDA and Contractor - Washington Page 14
<br />156691459.1
<br />Acceptance, with interest to the Contractor; or (3)
<br />placed in escrow with a bank or trust company until 45
<br />days following the Final Acceptance, by KCDA’s
<br />joint check to the bank or trust company and the
<br />Contractor, to be converted into bonds and securities
<br />chosen by the Contractor, approved by KCDA, and
<br />held in escrow, with interest on the bonds and
<br />securities paid to the Contractor as it accrues.
<br />
<br />.3 If moneys are retained from the Contractor, it may
<br />retain payment of not more than 5% from the moneys
<br />earned by any Subcontractor, provided that the
<br />Contractor pays interest to the Subcontractor at the
<br />same interest rate it receives from its reserved funds.
<br />
<br /> 15.9 Warranty of Title. The Contractor warrants
<br />and guarantees that title to Work, materials and equipment
<br />covered by an Application for Payment, whether incorporated
<br />in the Project or not, will pass to the Client no later than the
<br />time of payment, free and clear of liens. The Contractor shall
<br />promptly pay (and secure the discharge of any liens asserted by)
<br />all persons properly furnishing labor, equipment, materials or
<br />other items in connection with the performance of the Work
<br />(including, but not limited to, any Subcontractors). The
<br />Contractor shall furnish to the Client such releases of claims
<br />and other documents as may be requested by the Client from
<br />time to time to evidence such payment (and discharge). The
<br />Client may, at its option, withhold payment, in whole or in part,
<br />to the Contractor until such documents are so furnished. The
<br />Contractor shall indemnify and hold harmless the Client from
<br />any liens, including all expenses and attorneys’ fees.
<br />
<br />ARTICLE 16
<br />PROTECTION OF PERSONS AND PROPERTY
<br />
<br /> 16.1 The Contractor shall have the right to control
<br />and shall be solely responsible for, and neither KCDA, the
<br />Client, nor the A/E shall have responsibility for, all aspects of
<br />safety, including initiating, maintaining, and supervising all
<br />safety precautions and programs in connection with the
<br />performance of the Agreement. The Contractor shall take
<br />reasonable precautions for safety of, and shall provide
<br />reasonable protection to prevent damage, injury or loss to (1)
<br />employees on the Work and other persons who may be affected
<br />thereby; (2) the Work and materials and equipment to be
<br />incorporated therein; and (3) other property at the site or
<br />adjacent thereto. The Contractor shall maintain the Work site
<br />and perform the Work in a manner that meets statutory and
<br />common-law requirements for the provision of a safe place to
<br />work. This requirement shall apply continuously and not be
<br />limited to working hours.
<br />
<br /> 16.2 The Contractor shall give notices and comply
<br />with applicable laws, ordinances, rules, regulations and lawful
<br />orders of public authorities bearing on safety of persons and
<br />property and their protection from damage, injury , or loss. The
<br />Contractor shall promptly remedy damage and loss to property
<br />at the site caused in whole or in part by the Contractor, a
<br />Subcontractor of any tier, or anyone directly or indirectly
<br />employed by any of them, or by anyone for whose acts they
<br />may be liable and for which the Contractor is responsible,
<br />except for damage or loss attributable to acts or omissions of
<br />KCDA, the Client, or A/E or by anyone for whose acts any of
<br />them may be liable, and not attributable to the fault or
<br />negligence of the Contractor or a Subcontractor of any tier. The
<br />foregoing obligations of the Contractor are in addition to the
<br />Contractor’s obligations under Section 10.12.
<br />
<br /> 16.3 The Contractor shall not be required to
<br />perform without consent any Work relating to asbestos or
<br />polychlorinated biphenyl (“PCB”) unless specifically required
<br />by the Contract Documents.
<br />
<br /> 16.4 The Contractor shall bear the risk of any loss,
<br />damage or destruction of its own property, including without
<br />limitation its tools, trailers and equipment, whether rented or
<br />owned, to the extent that they will not be incorporated in the
<br />Work. Any insurance provided by the Client will not cover any
<br />such loss, damage or destruction.
<br />
<br />16.5 If the scope of the Work requires the
<br />Contractor to perform Work relating to hazardous materials, the
<br />Contractor shall be responsible to take all reasonable
<br />precautions to prevent foreseeable bodily injury or death
<br />resulting from such materials or substances, and to dispose of
<br />such materials as required by the Contract Documents and all
<br />applicable state and federal laws and regulations. The
<br />Contractor shall defend, indemnify, and hold harmless the
<br />Client, its consultants, the A/E, and their respective agents,
<br />employees, consultants, successors and assigns from and
<br />against any and all claims to the extent of the Contractor's
<br />failure to abide by such Contract Documents and all applicable
<br />state and federal laws and regulations.
<br />
<br />ARTICLE 17
<br />INSURANCE AND BONDS
<br />
<br /> 17.1 Contractor’s Liability Insurance.
<br />
<br />17.1.1 The Contractor shall purchase from and
<br />maintain during the life of this Agreement, at its own cost in a
<br />company or companies admitted to do business in the State of
<br />Washington, possessing a Best’s policy holder’s rating of A- or
<br />better and a financial rating of no less than VII, and reasonably
<br />acceptable to KCDA and the Client, an occurrence-based
<br />Commercial General Liability Insurance Policy which shall
<br />provide bodily injury and property damage liability on the
<br />Contractor’s operations, including its Subcontractors of any
<br />tier; owned, non-owned and hired vehicles; and on work the
<br />Contractor may subcontract or sublet to others; and on the
<br />indemnity provisions of this Agreement. This insurance will
<br />name KCDA and the Client and their employees as additional
<br />insureds per Additional Insured Owner’s (Form B) for Work
<br />performed under this Agreement. The Contractor’s policy shall
<br />be designated primary coverage for both defense and
<br />indemnity, and any KCDA or Client policies excess. Such
<br />limits of liability insurance shall have per project general
<br />aggregate provisions and shall not be less than the following:
<br />
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