Common use of Subagreement indemnity; insurance Clause in Contracts

Subagreement indemnity; insurance. i. Subrecipient’s subagreement(s) shall require the other party to such subagreement(s) that is not a unit of local government as defined in ORS 190.003, if any, to indemnify, defend, save and hold harmless OEM and its officers, employees and agents from and against any and all claims, actions, liabilities, damages, losses, or expenses, including attorneys’ fees, arising from a tort, as now or hereafter defined in ORS 30.260, caused, or alleged to be caused, in whole or in part, by the negligent or willful acts or omissions of the other party to Subrecipient’s subagreement or any of such party’s officers, agents, employees or subcontractors (“Claims”). It is the specific intention of the Parties that OEM shall, in all instances, except for Claims arising solely from the negligent or willful acts or omissions of OEM, be indemnified by the other party to Subrecipient’s subagreement(s) from and against any and all Claims. ii. Any such indemnification shall also provide that neither Subrecipient’s contractor(s) nor any attorney engaged by Subrecipient’s contractor(s) shall defend any claim in the name of OEM or any agency of the State of Oregon (collectively “State”), nor purport to act as legal representative of the State or any of its agencies, without the prior written consent of the Oregon Attorney General. The State may, at any time at its election, assume its own defense and settlement in the event that it determines that Subrecipient’s contractor is prohibited from defending State or that Subrecipient’s contractor is not adequately defending State’s interests, or that an important governmental principle is at issue or that it is in the best interests of State to do so. State reserves all rights to pursue claims it may have against Subrecipient’s contractor if State elects to assume its own defense. Sections 9(c)(i) and (ii) shall survive the expiration or termination of this Agreement. iii. Subrecipient shall require the other party, or parties, to each of its subagreements that are not units of local government as defined in ORS 190.003 to obtain and maintain insurance of the types and amounts provided in Exhibit C to this Agreement.

Subagreement indemnity; insurance. i. Subrecipient’s Recipient's subagreement(s) shall require the other party to such subagreement(ssubagreements(s) that is not a unit of local government as defined in ORS 190.003, if any, to indemnify, defend, save and hold harmless OEM State and its officers, employees and agents from and against any and all claims, actions, liabilities, damages, losses, or expenses, including attorneys’ ' fees, arising from a tort, as now or hereafter defined in ORS 30.260, caused, or alleged to be caused, in whole or in part, by the negligent or willful acts or omissions of the other party to Subrecipient’s Recipient's subagreement or any of such party’s 's officers, agents, employees or subcontractors (“"Claims”"). It is the specific intention of the Parties that OEM the State shall, in all instances, except for Claims arising solely from the negligent or willful acts or omissions of OEMthe State, be indemnified by the other party to Subrecipient’s Recipient's subagreement(s) from and against any and all Claims. ii. Any such indemnification shall also provide that neither Subrecipient’s Recipient's subrecipient(s), contractor(s) nor subcontractor(s) (collectively "Subrecipients"), nor any attorney engaged by Subrecipient’s contractor(s) Recipient's Subrecipient(s), shall defend any claim in the name of OEM the State or any agency of the State of Oregon (collectively “State”)Oregon, nor purport to act as legal representative of the State of Oregon or any of its agencies, without the prior written consent of the Oregon Attorney General. The State may, at any time at its election, assume its own defense and settlement in the event that it determines that Subrecipient’s contractor Recipient's Subrecipient is prohibited from defending State or that Subrecipient’s contractor Recipient's Subrecipient is not adequately defending State’s 's interests, or that an important governmental principle is at issue or that it is in the best interests of State to do so. State reserves all rights to pursue claims it may have against Subrecipient’s contractor Recipient's Subrecipient if State elects to assume its own defense. Sections 9(c)(i) and (ii) shall survive the expiration or termination of this Agreement. iii. Subrecipient Recipient shall require the other party, or parties, to each of its subagreements that are not units of local government as defined in ORS 190.003 to obtain and maintain insurance of the types and in the amounts provided in Exhibit C to this Agreement.. Recipient may specify insurance requirements of its contractor(s) above the minimum insurance requirements specified in Exhibit C. Recipient shall verify its contractor(s) meet the insurance requirements in Exhibit C.

Subagreement indemnity; insurance. i. Subrecipient’s subagreement(s) Recipient shall require the other party to such subagreement(sits contractor(s) and subcontractor(s) that is are not a unit units of local government as defined in ORS Oregon Revised Statute (ORS) 190.003, if any, to indemnify, defend, save and hold harmless OEM the State of Oregon, the Oregon Aviation Board and it members, the Oregon Department of Aviation and its officers, employees and agents from and against any and all claims, actions, liabilities, damages, losses, or expenses, including attorneys’ fees, arising from a tort, as now or hereafter defined in ORS 30.26030.260 (“Claims”), to the extent such Claims are caused, or alleged to be caused, in whole or in part, caused by the negligent or willful acts or omissions of the other party to SubrecipientRecipient’s subagreement contractor or any of such party’s the officers, agents, employees or subcontractors (“Claims”)of the contractor. It is the specific intention of the Parties that OEM ODA shall, in all instances, except for to the extent Claims arising solely arise from the negligent or willful acts or omissions of OEMODA, be indemnified for all Claims caused or alleged to be caused by the other party to Subrecipient’s subagreement(s) from and against any and all Claimscontractor or subcontractor. ii. Any such indemnification shall also provide that neither SubrecipientRecipient’s contractor(s) contractor or subcontractor, nor any attorney engaged by SubrecipientRecipient’s contractor(s) contractor or subcontractor, shall defend any claim in the name the State of OEM Oregon or any agency of the State of Oregon (collectively “State”)Oregon, nor purport to act as legal representative of the State of Oregon or any of its agencies, without the prior written consent of the Oregon Attorney General. The State of Oregon may, at any time at its election, assume its own defense and settlement in the event that it determines that SubrecipientRecipient’s contractor is prohibited from defending the State of Oregon, or that SubrecipientRecipient’s contractor is not adequately defending Statethe State of Oregon’s interests, or that an important governmental principle is at issue or that it is in the best interests of the State of Oregon to do so. The State of Oregon reserves all rights to pursue claims it may have against SubrecipientRecipient’s contractor if the State of Oregon elects to assume its own defense. Sections 9(c)(i) and (ii) shall survive the expiration or termination of this Agreement. iii. Subrecipient Recipient shall require the other party, or parties, to each of its subagreements that are not units of local government as defined in ORS 190.003 to obtain and maintain insurance of the types and in the amounts provided in Exhibit C to this Agreement.

Subagreement indemnity; insurance. i. Subrecipient’s subagreement(s) Recipient shall require the other party to such subagreement(sits contractor(s) and subcontractor(s) that is are not a unit units of local government as defined in ORS Oregon Revised Statute (ORS) 190.003, if any, to indemnify, defend, save and hold harmless OEM the State of Oregon, Oregon Transportation Commission and it members, the Oregon Department of Transportation and its officers, employees and agents from and against any and all claims, actions, liabilities, damages, losses, or expenses, including attorneys’ fees, arising from a tort, as now or hereafter defined in ORS 30.26030.260 (“Claims”), to the extent such Claims are caused, or alleged to be caused, in whole or in part, caused by the negligent or willful acts or omissions of the other party to SubrecipientRecipient’s subagreement contractor or any of such party’s the officers, agents, employees or subcontractors (“Claims”)of the contractor. It is the specific intention of the Parties that OEM ODOT shall, in all instances, except for to the extent Claims arising solely arise from the negligent or willful acts or omissions of OEMODOT, be indemnified for all Claims caused or alleged to be caused by the other party contractor or subcontractor to Subrecipient’s subagreement(s) from and against any and all Claimsthe extent of their fault. ii. Any such indemnification shall also provide that neither SubrecipientRecipient’s contractor(s) contractor or subcontractor, nor any attorney engaged by SubrecipientRecipient’s contractor(s) contractor or subcontractor, shall defend any claim in the name the State of OEM Oregon or any agency of the State of Oregon (collectively “State”)Oregon, nor purport to act as legal representative of the State of Oregon or any of its agencies, without the prior written consent of the Oregon Attorney General. The State of Oregon may, at any time at its election, assume its own defense and settlement in the event that it determines that SubrecipientRecipient’s contractor is prohibited from defending the State of Oregon, or that SubrecipientRecipient’s contractor is not adequately defending Statethe State of Oregon’s interests, or that an important governmental principle is at issue or that it is in the best interests of the State of Oregon to do so. The State of Oregon reserves all rights to pursue claims it may have against SubrecipientRecipient’s contractor if the State of Oregon elects to assume its own defense. Sections 9(c)(i) and (ii) shall survive the expiration or termination of this Agreement. iii. Subrecipient Recipient shall require the other party, or parties, to each of its subagreements that are not units of local government as defined in ORS 190.003 to obtain and maintain insurance of the types and in the amounts provided in Exhibit C to this Agreement.

Subagreement indemnity; insurance. i. Subrecipient’s subagreement(s) shall require the other party to such subagreement(s) that is not a unit of local government as defined in ORS 190.003, if any, to indemnify, defend, save and hold harmless OEM and its officers, employees and agents from and against any and all claims, actions, liabilities, damages, losses, or expenses, including attorneys’ fees, arising from a tort, as now or hereafter defined in ORS 30.260, caused, or alleged to be caused, in whole or in part, by the negligent or willful acts or omissions of the other party to Subrecipient’s subagreement or any of such party’s officers, agents, employees or subcontractors (“Claims”). It is the specific intention of the Parties that OEM shall, in all instances, except for Claims arising solely from the negligent or willful acts or omissions of OEM, be indemnified by the other party to Subrecipient’s subagreement(s) from and against any and all Claims. ii. Any such indemnification shall also provide that neither Subrecipient’s contractor(s) nor any attorney engaged by Subrecipient’s contractor(s) shall defend any claim in the name of OEM or any agency of the State of Oregon (collectively “State”), nor purport to act as legal representative of the State or any of its agencies, without the prior written consent of the Oregon Attorney General. The State may, at any time at its election, assume its own defense and settlement in the event that it determines that Subrecipient’s contractor is prohibited from defending State or that Subrecipient’s contractor is not adequately defending State’s interests, or that an important governmental principle is at issue or that it is in the best interests of State to do so. State reserves all rights to pursue claims it may have against Subrecipient’s contractor if State elects to assume its own defense. Sections 9(c)(i) and (ii) shall survive the expiration or termination of this Agreement. iii. Subrecipient shall require the other party, or parties, to each of its subagreements that are not units of local government as defined in ORS 190.003 to obtain and maintain insurance of the types and amounts provided in Exhibit C to this Agreement.

Subagreement indemnity; insurance. i. Subrecipient’s subagreement(s) shall require the other party to such subagreement(ssubagreements(s) that is not a unit of local government as defined in ORS 190.003, if any, to indemnify, defend, save and hold harmless OEM and its officers, employees and agents from and against any and all claims, actions, liabilities, damages, losses, or expenses, including attorneys’ fees, arising from a tort, as now or hereafter defined in ORS 30.260, caused, or alleged to be caused, in whole or in part, by the negligent or willful acts or omissions of the other party to Subrecipient’s subagreement or any of such party’s officers, agents, employees or subcontractors (“Claims”). It is the specific intention of the Parties that OEM shall, in all instances, except for Claims arising solely from the negligent or willful acts or omissions of OEM, be indemnified by the other party to Subrecipient’s subagreement(s) from and against any and all Claims. ii. Any such indemnification shall also provide that neither Subrecipient’s contractor(s) nor any attorney engaged by Subrecipient’s contractor(s) shall defend any claim in the name of OEM or any agency of the State of Oregon (collectively “State”), nor purport to act as legal representative of the State or any of its agencies, without the prior written consent of the Oregon Attorney General. The State may, at any time at its election, assume its own defense and settlement in the event that it determines that Subrecipient’s contractor is prohibited from defending State or that Subrecipient’s contractor is not adequately defending State’s interests, or that an important governmental principle is at issue or that it is in the best interests of State to do so. State reserves all rights to pursue claims it may have against Subrecipient’s contractor if State elects to assume its own defense. Sections 9(c)(i) and (ii) shall survive the expiration or termination of this Agreement. iii. Subrecipient shall require the other party, or parties, to each of its subagreements that are not units of local government as defined in ORS 190.003 to obtain and maintain insurance of the types and in the amounts provided in Exhibit C to this Agreement.

Subagreement indemnity; insurance. i. Subrecipient’s subagreement(s) Recipient shall require the other party to such subagreement(sits contractor(s) and subcontractor(s) that is are not a unit units of local government as defined in ORS Oregon Revised Statute (ORS) 190.003, if any, to indemnify, defend, save and hold harmless OEM the State of Oregon, Oregon Transportation Commission and it members, the Oregon Department of Transportation and its officers, employees and agents from and against any and all claims, actions, liabilities, damages, losses, or expenses, including attorneys’ fees, arising from a tort, as now or hereafter defined in ORS 30.26030.260 (“Claims”), to the extent such Claims are caused, or alleged to be caused, in whole or in part, caused by the negligent or willful acts or omissions of the other party to SubrecipientRecipient’s subagreement contractor or any of such party’s the officers, agents, employees or subcontractors (“Claims”)of the contractor. It is the specific intention of the Parties that OEM ODOT shall, in all instances, except for to the extent Claims arising solely arise from the negligent or willful acts or omissions of OEMODOT, be indemnified for all Claims caused or alleged to be caused by the other party to Subrecipient’s subagreement(s) from and against any and all Claimscontractor or subcontractor. ii. Any such indemnification shall also provide that neither SubrecipientRecipient’s contractor(s) contractor or subcontractor, nor any attorney engaged by SubrecipientRecipient’s contractor(s) contractor or subcontractor, shall defend any claim in the name the State of OEM Oregon or any agency of the State of Oregon (collectively “State”)Oregon, nor purport to act as legal representative of the State of Oregon or any of its agencies, without the prior written consent of the Oregon Attorney General. The State of Oregon may, at any time at its election, assume its own defense and settlement in the event that it determines that SubrecipientRecipient’s contractor is prohibited from defending the State of Oregon, or that SubrecipientRecipient’s contractor is not adequately defending Statethe State of Oregon’s interests, or that an important governmental principle is at issue or that it is in the best interests of the State of Oregon to do so. The State of Oregon reserves all rights to pursue claims it may have against SubrecipientRecipient’s contractor if the State of Oregon elects to assume its own defense. Sections 9(c)(i) and (ii) shall survive the expiration or termination of this Agreement. iii. Subrecipient Recipient shall require the other party, or parties, to each of its subagreements that are not units of local government as defined in ORS 190.003 to obtain and maintain insurance of the types and in the amounts provided in Exhibit C to this Agreement.

Subagreement indemnity; insurance. i. Subrecipient’s subagreement(s) shall require the other Subrecipient party to such subagreement(ssubagreements(s) that is not a unit of local government as defined in ORS 190.003, if any, to indemnify, defend, save and hold harmless OEM and its officers, employees and agents from and against any and all claims, actions, liabilities, damages, losses, or expenses, including attorneys’ fees, arising from a tort, as now or hereafter defined in ORS 30.260, caused, or alleged to be caused, in whole or in part, by the negligent or willful acts or omissions of the other party to Subrecipient’s subagreement or any of such party’s officers, agents, employees or subcontractors (“Claims”). It is the specific intention of the Parties that Subrecipient OEM shall, in all instances, except for Claims arising solely from the negligent or willful acts or omissions of OEM, be indemnified by the other party to Subrecipient’s subagreement(s) from and against any and all Claims. ii. Subrecipient Any such indemnification shall also provide that neither Subrecipient’s Subrecipient s contractor(s) nor any attorney engaged by Subrecipient’s Subrecipient s contractor(s) shall defend any claim in the name of OEM or any agency of the State of Oregon (collectively “State”), nor purport to act as legal representative of the State or any of its agencies, without the prior written consent of the Oregon Attorney General. The State may, at any time at its election, assume its own defense and settlement in the event that it determines that Subrecipient’s Subrecipient s contractor is prohibited from defending State or that Subrecipient’s Subrecipient s contractor is not adequately defending State’s State s interests, or that an important governmental principle is at issue or that it is in the best interests of State to do so. State reserves all rights to pursue claims it may have against Subrecipient’s Subrecipient s contractor if State elects to assume its own defense. Sections 9(c)(i) and (ii) shall survive the expiration or termination of this Agreement. iii. Subrecipient shall require the other party, or parties, to each of its subagreements that are not units of local government as defined in ORS 190.003 to obtain and maintain insurance of the types and in the amounts provided in Exhibit C to this Agreement.