Ok, ok... our company is finally coming into the new age and looking at contracts/agreements. One thing that has come up is "Indemnity Clause". This is something our client is very adamant to be in the contract.
"Indemnity. Surveyor shall indemnify, defend and hold harmless Client against any and all claims, damages, losses, causes of action, liabilities, civil or criminal penalties and charges, and other costs and expenses (including without limitation reasonable attorneys’ fees) arising out of or incident to any willful or negligent act or omission of, or any breach of or default under this Agreement by, Surveyor, any subcontractor, or anyone directly or indirectly employed by them or anyone for whose acts they may be liable.
a. Except as otherwise disclaimed or provided by this agreement, each party will defend and indemnify the other party, against all third party claims, liabilities, costs, and expenses, including reasonable attorneys’ fees, for any injury to, including the death of persons and any loss of any damage caused by, arising out of or from the breach of any use, provision of service, terms or conditions of this agreement or the negligent acts of employees or provision of equipment by the other party.
Of course we are trying to get this removed and stated that we have insurance to cover any thing that happens while surveying. Our lawyer stated that we should not even sign and walk away.
My question is this: who would sign a contract with this in it and who wouldn't and why?
Just send that over to your insurer/bonder for some concise legal advice and send the reply verbatim back to the requestor.
I would never sign that. Walk away and look for better clients. No sense asking for trouble.
Our largest client had us sign a contract with very similar clause. Any client worth working for will ask for an indemnity clause in the contract. I am wondering where all of the posters who think contracts are the end all in business are? Contracts are nothing more than the golden rule, “Those with the gold, make all of the rules.”
We sign the contract because the client is worth a lot of revenue to our company. I would be more precise, but last time I posted what our yearly revenue from this particular client was, I got a lot of replies indicating I was less than honest. I will say that for our company to sign a contract with that clause in it would need to generate at least 100K in yearly revenue or I wouldn’t do it.
nm
