Common use of Insurance and Liability Clause in Contracts

Insurance and Liability. 13.1 Each Party shall maintain in force at its own cost such insurance policies as are required having regard to its obligations and liabilities under this Agreement. The terms of any insurance or the amount of cover shall not relieve either Party of any liabilities under this Agreement. Either Party may request the other to produce documentary evidence that the insurance policies taken out pursuant to this Clause 13 (Insurance and Liability) or any membership of the NHS Litigation Authority (where relevant) are fully maintained and that the premiums on them are fully paid. 13.2 Without prejudice to its liability for breach of any of its obligations under this Agreement each Party shall be liable to the other for and shall indemnify and shall keep indemnified the other Party against any liability, loss, damages, costs, expenses, claims or proceedings whatsoever in respect of any: 13.2.1 loss of or damage to property (whether real or personal) and any infringement of third party intellectual property rights, 13.2.2 injury to any person, including injury resulting in death; and 13.2.3 Losses, in consequence of or in any way arising out of its negligence or breach of contract in connection with the performance of this Agreement or of the provision of the Services including without limitation goods or equipment, agents, sub-contractors and anyone else involved in or employed or engaged by either Party in connection with the provision of the Services except insofar as such loss, damage/infringement or injury shall have been caused by any act or omission undertaken in strict accordance with the instructions of the other Party or by any act or omission or negligence on the part of the other Party, its agents, sub-contractors and anyone else involved in or employed or engaged by that Party. 13.3 In the case of injury or death to persons or for loss or damage to property, as provided under clauses 13.2, in no case shall a Party’s liability under this Agreement in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise arising in connection with the performance of this Agreement exceed the value of the Services Fees. 13.4 For the avoidance of doubt, nothing in this Clause 13 (Liability and Indemnity) limits or excludes the liability of either Party for: 13.4.1 death or personal injury caused by negligence; or 13.4.2 for any damage or liability incurred as a result of fraud or fraudulent misrepresentation.

Insurance and Liability. 13.1 Each Party 8.1 The Contractor shall maintain in force at its own cost during the Assignment full and comprehensive Insurance Policies to cover the Contractor’s liabilities under this Agreement which shall comply with such requirements and specifications as may reasonably be requested by the Employment Business from time to time. Any failure to comply with this clause shall entitle the Employment Business to obtain suitable policies on behalf of the Contractor and/or the Contract Resource and the Employment Business shall be entitled to set- off amounts paid in connection with such policies from the Fees or invoice the Contractor for the expense. 8.2 The Contractor shall supply to the Employment Business on request copies of such Insurance Policies and evidence that the relevant premiums have been paid. Neither inspection nor receipt of copies of insurance policies as are required having regard policy documents will be deemed to its obligations and liabilities constitute acceptance by the Employment Business that the insurance is acceptable, nor be a waiver of any rights of the Employment Business under this Agreement. The terms of any insurance or the amount of cover shall not relieve either Party of any liabilities under this Agreement. Either Party may request the other to produce documentary evidence that the insurance policies taken out pursuant to this Clause 13 (Insurance and Liability) or any membership of the NHS Litigation Authority (where relevant) are fully maintained and that the premiums on them are fully paid. 13.2 Without prejudice to its liability for breach of any of its Insurance-related obligations under this Agreement each Party are without prejudice to any liability of the Contractor to indemnify the Employment Business. 8.3 The Contractor shall be liable to the other have liability for and shall indemnify and shall keep the Employment Business indemnified the other Party against any liabilitydamages, compensation, actions, claims, financial loss, damages, costsor other liability, expenses, claims costs (including all reasonable legal costs and administrative costs (including but not limited to a £500 administrative fee in connection with a breach of 8.3.3 below)) incurred by the Employment Business arising out of or proceedings whatsoever in respect of anyconnection with: 13.2.1 loss 8.3.1 any breach by the Contractor or the Contract Resource of any term of this Agreement; 8.3.2 any act, error, omission or damage default (including any wilful, deliberate fraudulent or reckless act or omission) of the Contractor or the Contract Resource; 8.3.3 any failure by the Contractor to property (whether real commence an Assignment or personal) and perform the Services during the Assignment Term; 8.3.4 any breach of confidentiality by the Contractor or the Contract Resource; 8.3.5 any infringement of the Intellectual Property Rights of a third party intellectual property rights,party; 13.2.2 injury 8.3.6 any failure by the Contractor to comply with the requirements of Schedule 3; 8.3.7 any persondecision of a court, tribunal, or Government authority that either the Client, Customer or the Employment Business is an employer of the Contract Resource; 8.3.8 income tax, National Insurance contributions, statutory entitlements such as holiday pay, Regulation 5 of the AWR Legislation and statutory sick pay and any other taxes, deductions or benefits directly or indirectly relating to the provision of services by the Contract Resource during the Assignment (including injury resulting in deathbut not limited to those arising pursuant to MSC Legislation and AWR Legislation); and 13.2.3 Losses8.3.9 any claim made against the Employment Business or the Client or Customer by or on behalf of the Contract Resource arising from, in consequence of or in any way arising out of its negligence connection with, the Assignment including without limitation: claims relating to, or breach of contract in connection with the performance of this Agreement or contingent upon, employment status of the provision of Contract Resource; claims for remuneration and/or employment-related entitlements; and claims under the Services including without limitation goods or equipment, agents, sub-contractors and anyone else involved in or employed or engaged by either Party in connection with AWR Legislation (save to the provision of the Services except insofar as extent any such loss, damage/infringement or injury shall have been caused by loss results from any act or omission undertaken in strict accordance with the instructions of the other Party or by any act or omission or negligence on the part of the other Party, its agents, sub-contractors and anyone else involved in or employed or engaged by that PartyEmployment Business). 13.3 In 8.4 Except in the case event of injury or death to persons or for loss or damage to property, as provided under clauses 13.2, in no case shall a Party’s liability under this Agreement in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise arising in connection with the performance of this Agreement exceed the value of the Services Fees. 13.4 For the avoidance of doubt, nothing in this Clause 13 (Liability and Indemnity) limits or excludes the liability of either Party for: 13.4.1 death or personal injury caused by negligence; or 13.4.2 for any damage the negligence of the Employment Business, the Employment Business’ entire liability to the Contractor under or liability incurred as a result in connection with this Agreement, whether contractual, tortious, statutory or otherwise, shall be limited to 100% of fraud or fraudulent misrepresentationthe Fee payable to the Contractor by the Employment Business.

Insurance and Liability. 13.1 Each Party 8.1 The Contractor shall maintain in force at its own cost during the Assignment full and comprehensive Insurance Policies to cover the Contractor’s liabilities under this Agreement which shall comply with such requirements and specifications as may reasonably be requested by the Employment Business from time to time. Any failure to comply with this clause shall entitle the Employment Business to obtain suitable policies on behalf of the Contractor and/or the Contract Resource and the Employment Business shall be entitled to set- off amounts paid in connection with such policies from the Fees or invoice the Contractor for the expense. 8.2 The Contractor shall supply to the Employment Business on request copies of such Insurance Policies and evidence that the relevant premiums have been paid. Neither inspection nor receipt of copies of insurance policies as are required having regard policy documents will be deemed to its obligations and liabilities constitute acceptance by the Employment Business that the insurance is acceptable, nor be a waiver of any rights of the Employment Business under this Agreement. The terms of any insurance or the amount of cover shall not relieve either Party of any liabilities under this Agreement. Either Party may request the other to produce documentary evidence that the insurance policies taken out pursuant to this Clause 13 (Insurance and Liability) or any membership of the NHS Litigation Authority (where relevant) are fully maintained and that the premiums on them are fully paid. 13.2 Without prejudice to its liability for breach of any of its Insurance-related obligations under this Agreement each Party are without prejudice to any liability of the Contractor to indemnify the Employment Business. 8.3 The Contractor shall be liable to the other have liability for and shall indemnify and shall keep the Employment Business indemnified the other Party against any liabilitydamages, compensation, actions, claims, financial loss, damages, costsor other liability, expenses, claims costs (including all reasonable legal costs and administrative costs (including but not limited to a £500 administrative fee in connection with a breach of 8.3.3 below)) incurred by the Employment Business arising out of or proceedings whatsoever in respect of anyconnection with: 13.2.1 loss 8.3.1 any breach by the Contractor or the Contract Resource of any term of this Agreement; 8.3.2 any act, error, omission or damage default (including any wilful, deliberate fraudulent or reckless act or omission) of the Contractor or the Contract Resource; 8.3.3 any failure by the Contractor to property (whether real commence an Assignment or personal) and perform the Services during the Assignment Term; 8.3.4 any breach of confidentiality by the Contractor or the Contract Resource; 8.3.5 any infringement of the Intellectual Property Rights of a third party intellectual property rights,party; 13.2.2 injury 8.3.6 any failure by the Contractor to comply with the requirements of Schedule Three; 8.3.7 any persondecision of a court, tribunal, or Government authority that either the Client, Customer or the Employment Business is an employer of the Contract Resource; 8.3.8 income tax, National Insurance contributions, statutory entitlements such as holiday pay, Regulation 5 of the AWR Legislation and statutory sick pay and any other taxes, deductions or benefits directly or indirectly relating to the provision of services by the Contract Resource during the Assignment (including injury resulting in deathbut not limited to those arising pursuant to MSC Legislation and AWR Legislation); and 13.2.3 Losses8.3.9 any claim made against the Employment Business or the Client or Customer by or on behalf of the Contract Resource arising from, in consequence of or in any way arising out of its negligence connection with, the Assignment including without limitation: claims relating to, or breach of contract in connection with the performance of this Agreement or contingent upon, employment status of the provision of Contract Resource; claims for remuneration and/or employment-related entitlements; and claims under the Services including without limitation goods or equipment, agents, sub-contractors and anyone else involved in or employed or engaged by either Party in connection with AWR Legislation (save to the provision of the Services except insofar as extent any such loss, damage/infringement or injury shall have been caused by loss results from any act or omission undertaken in strict accordance with the instructions of the other Party or by any act or omission or negligence on the part of the other Party, its agents, sub-contractors and anyone else involved in or employed or engaged by that PartyEmployment Business). 13.3 In 8.4 Except in the case event of injury or death to persons or for loss or damage to property, as provided under clauses 13.2, in no case shall a Party’s liability under this Agreement in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise arising in connection with the performance of this Agreement exceed the value of the Services Fees. 13.4 For the avoidance of doubt, nothing in this Clause 13 (Liability and Indemnity) limits or excludes the liability of either Party for: 13.4.1 death or personal injury caused by negligence; or 13.4.2 for any damage the negligence of the Employment Business, the Employment Business’ entire liability to the Contractor under or liability incurred as a result in connection with this Agreement, whether contractual, tortious, statutory or otherwise, shall be limited to 100% of fraud or fraudulent misrepresentationthe Fee payable to the Contractor by the Employment Business.

Insurance and Liability. 13.1 9.1 Each Party shall maintain in force at its own cost such insurance policies as are required having regard to its obligations and liabilities under this Agreement. The terms of any insurance or the amount of cover shall not relieve either Party of any liabilities under this Agreement. Either Party obligation may request the other to produce documentary evidence that the insurance policies taken out pursuant to this Clause 13 (Insurance and Liability) or any be satisfied through membership of the NHS Litigation Authority (where relevant) are fully maintained Authorities Clinical Negligence Scheme for Trusts, the Liabilities to Third Parties Scheme and that the premiums on them are fully paidProperty Expenses Scheme or by other means. 13.2 9.2 Without prejudice to its liability for breach of any of its obligations under this Agreement each Party shall be liable to the other for and shall indemnify and shall keep indemnified the other Party against any direct liability, loss, damages, costs, expenses, claims or proceedings whatsoever in respect of any: 13.2.1 of: any loss of or damage to property (whether real or personal) ), and any infringement of third party intellectual property rights, 13.2.2 injury to any person, including injury resulting in death; and 13.2.3 Losses, death any breach of third party intellectual property rights in consequence of or in any way arising out of its negligence or breach of contract in connection with the performance of this Agreement or of the provision of the Services including without limitation goods or equipment, agents, sub-contractors and anyone else involved in or employed or engaged by either Party in connection with the provision of the Services except insofar as such loss, damage/infringement damage or injury shall have been caused by any act or omission undertaken in strict accordance with the instructions of the other Party or by any act or omission or negligence on the part of the other Party, its agents, sub-contractors and anyone else involved in or employed or engaged by that Party. 13.3 In 9.3 Neither party shall be liable to the case of injury other for any indirect or death to persons or for consequential loss or damage to property(whether for loss of profit, as provided under clauses 13.2loss of business, in no case shall a Party’s liability under this Agreement in contract, tort (including negligence depletion of goodwill or breach of statutory dutyotherwise), misrepresentationcosts, restitution expenses or otherwise arising other claims for consequential compensation whatsoever (howsoever caused) which arise out of or in connection with the performance this MOU. 10 Rights of Third Parties 10.1 The parties to this MOU do not intend that any term of this Agreement exceed the value MOU should be enforceable, by virtue of the Services FeesContracts (Rights of Third Parties) Xxx 0000, by any person who or which is not a party to this MOU. 13.4 For 10.2 This MOU is executed by the avoidance duly authorised representatives of doubt, nothing in this Clause 13 (Liability and Indemnity) limits or excludes the liability of either Party forParties on the date written above: 13.4.1 death or personal injury caused by negligence; or 13.4.2 for any damage or liability incurred as a result of fraud or fraudulent misrepresentation.

Insurance and Liability. 13.1 Each Party 8.1 The Contractor shall maintain in force at its own cost during the Assignment full and comprehensive Insurance Policies to cover the Contractor’s liabilities under this Agreement which shall comply with such requirements and specifications as may reasonably be requested by the Employment Business from time to time. Any failure to comply with this clause shall entitle the Employment Business to obtain suitable policies on behalf of the Contractor and/or the Contract Resource and the Employment Business shall be entitled to set-off amounts paid in connection with such policies from the Fees or invoice the Contractor for the expense. 8.2 The Contractor shall supply to the Employment Business on request copies of such Insurance Policies and evidence that the relevant premiums have been paid. Neither inspection nor receipt of copies of insurance policies as are required having regard policy documents will be deemed to its obligations and liabilities constitute acceptance by the Employment Business that the insurance is acceptable, nor be a waiver of any rights of the Employment Business under this Agreement. The terms of any insurance or the amount of cover shall not relieve either Party of any liabilities under this Agreement. Either Party may request the other to produce documentary evidence that the insurance policies taken out pursuant to this Clause 13 (Insurance and Liability) or any membership of the NHS Litigation Authority (where relevant) are fully maintained and that the premiums on them are fully paid. 13.2 Without prejudice to its liability for breach of any of its Insurance-related obligations under this Agreement each Party are without prejudice to any liability of the Contractor to indemnify the Employment Business. 8.3 The Contractor shall be liable to the other have liability for and shall indemnify and shall keep the Employment Business indemnified the other Party against any liabilitydamages, compensation, actions, claims, financial loss, damages, costsor other liability, expenses, claims costs (including all reasonable legal costs and administrative costs (including but not limited to a £500 administrative fee in connection with a breach of 8.3.3 below)) incurred by the Employment Business arising out of or proceedings whatsoever in respect of anyconnection with: 13.2.1 loss 8.3.1 any breach by the Contractor or the Contract Resource of any term of this Agreement; 8.3.2 any act, error, omission or damage default (including any wilful, deliberate fraudulent or reckless act or omission) of the Contractor or the Contract Resource; 8.3.3 any failure by the Contractor to property (whether real commence an Assignment or personal) and perform the Services during the Assignment Term; 8.3.4 any breach of confidentiality by the Contractor or the Contract Resource; 8.3.5 any infringement of the Intellectual Property Rights of a third party intellectual property rights,party; 13.2.2 injury 8.3.6 any failure by the Contractor to comply with the requirements of Schedule 3; 8.3.7 any persondecision of a court, tribunal, or Government authority that either the Client, Customer or the Employment Business is an employer of the Contract Resource; 8.3.8 statutory entitlements such as holiday pay, and statutory sick pay and any other taxes, deductions or benefits directly or indirectly relating to the provision of services by the Contract Resource during the Assignment (including injury resulting in deathbut not limited to those arising pursuant to MSC Legislation); and 13.2.3 Losses8.3.9 any claim made against the Employment Business or the Client or Customer by or on behalf of the Contract Resource arising from, in consequence of or in any way arising out of its negligence connection with, the Assignment including without limitation: claims relating to, or breach of contract in connection with the performance of this Agreement or contingent upon, employment status of the provision of the Services including without limitation goods or equipment, agents, subContract Resource; and claims for remuneration and/or employment-contractors and anyone else involved in or employed or engaged by either Party in connection with the provision of the Services except insofar as such loss, damage/infringement or injury shall have been caused by any act or omission undertaken in strict accordance with the instructions of the other Party or by any act or omission or negligence on the part of the other Party, its agents, sub-contractors and anyone else involved in or employed or engaged by that Partyrelated entitlements. 13.3 In 8.4 Except in the case event of injury or death to persons or for loss or damage to property, as provided under clauses 13.2, in no case shall a Party’s liability under this Agreement in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise arising in connection with the performance of this Agreement exceed the value of the Services Fees. 13.4 For the avoidance of doubt, nothing in this Clause 13 (Liability and Indemnity) limits or excludes the liability of either Party for: 13.4.1 death or personal injury caused by negligence; or 13.4.2 for any damage the negligence of the Employment Business, the Employment Business’ entire liability to the Contractor under or liability incurred as a result in connection with this Agreement, whether contractual, tortious, statutory or otherwise, shall be limited to 100% of fraud or fraudulent misrepresentationthe Fees payable to the Contractor by the Employment Business.

Insurance and Liability. 13.1 9.1 Each Party shall maintain in force at its own cost such insurance policies as are required having regard to its obligations and liabilities under this AgreementAgreement and to a minimum cover of £1,000,000 (one million pounds). The terms of any insurance or the amount of cover shall not relieve either Party of any liabilities under this the Agreement. Either Party may request the other to produce documentary evidence that the insurance policies taken out pursuant to this Clause 13 (Insurance and Liability) or any membership of the NHS Litigation Authority (where relevant) are fully maintained and that the premiums on them are fully paidbeing properly maintained. 13.2 9.2 Without prejudice to its liability for breach of any of its obligations under this Agreement each Party shall be liable to the other for and shall indemnify and shall keep indemnified the other Party against any liability, loss, damages, costs, expenses, claims or proceedings whatsoever in respect of anyof: 13.2.1 a) any loss of or damage to property (whether real or personal) and and b) any infringement of third party intellectual property rights, 13.2.2 injury to any person, including injury resulting in death; and 13.2.3 Losses, death in consequence of or in any way arising out of its negligence or breach of contract in connection with the performance of this Agreement or of the provision of the Services including without limitation goods or equipment, agents, sub-contractors and anyone else involved in or employed or engaged by either Party in connection with the provision of the Services except insofar as such loss, damage/infringement damage or injury shall have been caused by any act or omission undertaken in strict accordance with the instructions of the other Party or by any act or omission or negligence on the part of the other Party, its agents, sub-contractors and anyone else involved in or employed or engaged by that Party. 13.3 In 9.3 Except in the case of injury or death to persons or for loss or damage to property, property as provided under clauses 13.29.2 above, in no case shall a Party’s liability under this Agreement in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise arising in connection with the performance of this Agreement exceed the value of the Services FeesFees payable for the corresponding year of this Agreement. 13.4 For 9.4 A Party’s liability for loss or damage to property under clause 9.2 a shall not exceed the avoidance sum of doubt, nothing £5,000,000 (five million pounds) in this Clause 13 (Liability respect of each and Indemnity) limits or excludes the liability of either Party for: 13.4.1 death or personal injury caused by negligence; or 13.4.2 for any damage or liability incurred as a result of fraud or fraudulent misrepresentationevery incident.