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no obligation to review a Claim that is not accompanied by the
<br />required supporting data.
<br />
<br />11.6 INDEMNIFICATION
<br />
<br />1 '1.8.'1 To the fullest extent permitted by law, the
<br />Design/Builder shall indemnify and hold harmless the Owner,
<br />Owner's consultants, and agents and employees of any of them
<br />from and against claims, damages, losses and expenses,
<br />including but not lknited to economic loss. direct_, indirect and
<br />consequential damages, and attorneys' fees, arising out of or
<br />resulting from performance of the Work, provided that such
<br />claim, damage, loss or expense is attributable to bodily injury,
<br />sickness, disease or death, or to injury to or destruction of
<br />tangible property (other than the Work itself) including loss of
<br />use resulting therefrom, but only to the extent caused in whole
<br />or in part by negligent acts or omissions of the Design/Builder,
<br />anyone directly or indirectly employed by the Design/Builder
<br />or anyone for whose acts the Design/Builder may be liable,
<br />regardless of whether or not such claim, damage, loss or
<br />expense is caused in part by a party indemnified hereunder. '
<br />Such obligation shall not be construed to negate, abridge, or
<br />reduce other fights or obligations of indemnity which would
<br />otherwise exist as to a party or person described in this
<br />Paragraph 11.5.
<br />
<br />1 '1.5.2 In claims against any person or entity indemnified
<br />under this Paragraph 11.5 by an employee of the
<br />Design/Builder, anyone directly or indirectly employed by the
<br />Design/Builder or anyone for whose acts the Design/Builder
<br />may be liable, the indemnification obligation under this
<br />Paragraph 11.5 shall not be limited by a limitation on amount
<br />or type of damages, compensation or benefits payable by or for
<br />the Design/Builder under workers' compensation acts,
<br />disability benefit acts or other employee benefit acts.
<br />
<br />11.6 SUCCESSORS AND ASSIGNS
<br />
<br />11.6.1 The Owner and Design/Builder, respectively, bind
<br />themselves, their parmers, successors, assigns and legal
<br />representatives to the other party to this Part 2 Agreement and
<br />to the partners, successors and assigns of such other party with
<br />respect to all covenants of this Part 2 Agreement. ~.~c'~*~=r '~=
<br />r~ ....... u~ r~.;~n~..;~. ~,~, The Desim~rBuilder shall
<br />not assign this Part 2 Agreement without the prior written
<br />consent of the ~h~ Owner. The Owner may assign this Part 2
<br />Agreement to any institutional lender providing construction
<br />financing, and the Design/Builder agrees to execute all
<br />consents reasonably required to facilitate such an assignment.
<br />If either party makes such an assignment, that party shall
<br />nevextheless remain legally responsible for all obligations
<br />under this Part 2 Agreement, unless otherwise agreed by the
<br />other party.
<br />
<br />11.7 TERMINATION OF PROFESSIONAL
<br /> DESIGN SERVICES
<br />
<br />t ~.7.'1 Prior to termination of the services of the Architect or
<br />any other design professional designated in this Part 2
<br />Agreement, the Design/Builder shall identify to the Owner in
<br />writing another architect or other design professional with
<br />respect to whom the Owner has no reasonable objection, who
<br />will provide the services originally to have been provided by
<br />the Architect or other design professional whose services are
<br />being terminated.
<br />
<br />11.8 . EXTENT OF AGREEMENT
<br />
<br />11.8.'1 This Part 2 Agreement represents the entire agreement
<br />between the Owner and the Design/Builder and supersedes
<br />prior negotiations, representations or agreements, either
<br />written or oral. This Part 2 Agreement may be amended only by
<br />written instrument and signed by both the Owner and the
<br />Design/Builder. If any provision of this Agreement or the
<br />Contract Documents is held to be illegal, invalid or
<br />unenforceable under any applicable law~ such provision shall
<br />be fully severable, and all other provisions shall remain in full
<br />force and effect.
<br />
<br />Insert AH: 11.9 DESIGN/BLTII.DER'S BUSINESS
<br />REPRESENTATIONS AND WARRANTIE~
<br />
<br />Insert Al: 11.9.1 The Desi_an/Builder represents and warrants
<br />to the Owner (in addition to all other representations and
<br />warranties contained in the Contract Documents) as a material
<br />inducement to the Owner to enter into the Contract: (1) that it
<br />is financially solvent, able to pa_v all debts as they mature and
<br />possessed of sufficient working capital to complote the Work
<br />and perform all obli~tions under the Contract Documents; (2)
<br />that it is able to furnish the facilities, tools, materials, supplies,
<br />equipment and labor required to complete the Work and
<br />perform its obligations under the Contract Doeurnents and has
<br />sufficient experience and competence to do so; (3) that i~; is
<br />authorized to do business in the state where the Project is
<br />located and is properly licensed, or shall employ or otherwise
<br />hire properl.v licensed individuals or tm'as, by all necessary.
<br />governmental and public and quasi-public _amhorities having
<br />jurisdiction over the Deal_an/Builder and over the Work and the
<br />Project: and (.4) that its execution of the Contract and
<br />performance thereof is within the Desi_an/Buildefs d~y
<br />authorized powers. The representations and warranties given
<br />herein shall survive the execution of the Contract, any
<br />termination of the Contract and the final completion of the
<br />Work.
<br />
<br />Insert A J: 11.10 The Contractor shall keep full and detailed
<br />accounts and exercise such controls as ma.v be necessary, for
<br />proper financial management under this Contmct~ the
<br />accounting and control systems shall be satisfactory_ to the
<br />Owner. The Owner and the Owneffs accotmtant~ shall be
<br />
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