Personal Injury and Property Damage
Indemnification.Seller agrees at its expense to indemnify, defend, and hold harmless Buyer, its directors, officers, employees, affiliates, subsidiaries, agents, customers and end users from any and all loss, claims and liability, including, without limitation, reasonable legal fees and costs, for death, injury or disability of any person or damage to or destruction of property (including, without limitation, the loss of use of any property or the presence of hazardous substances at any property) caused by or resulting from the acts or omissions of Seller, its agents, suppliers or employees in connection with the performance of this purchase order. During the performance of this purchase order, Seller shall maintain in full force and effect, at its sole cost and expense, the minimum insurance coverage stated below, written on an “occurrence basis” and not “claims-made” basis (unless otherwise stated), covering activities performed under this purchase order, including without limitation, coverage of all automobile exposure, all property liability exposure and all contractual liability exposure. All insurance shall be placed with reputable insurance companies acceptable to Buyer with a current rating in A.M. Bests Insurance Rating guide of at least A-X and licensed to do business in the country(ies), state(s) or province(s) where the purchase order is being performed. Seller shall maintain insurance with the following minimum policy limits: 1)Worker’s Compensation - as required by code, ordinance or government regulation of the state, nation, territory or province where activities are performed and with Employer’s Liability of not less than $500,000 per occurrence; 2)Business Automobile Liability covering all owned, non-owned, and hired vehicles used in connection with the performance of this purchase order with limits not less than $2.0 million per occurrence for bodily injury and property damage; 3)Commercial General Liability written on a broad form basis, including but not limited to coverage for bodily injury, property damage, contractual liability, products and completed operations, subcontractors, personal injury and ad¬vertising injury with a combined single limit of not less than $2.0 million per occurrence for bodily injury and property damage; and 4) If applicable, Professional Liability covering activities performed under this purchase order with limits of not less than $5.0 million per occurrence (written on a “claims-made” basis).
Such policies, with the exception of the Professional Liability policy(ies), shall name Buyer, its directors, officers, employees and agents as additional insured covering activities performed under this purchase order. All policies shall provide that coverage may not be materially changed, canceled or non-renewed without thirty (30) days prior written notice to Buyer. The insurance requirements set forth in this purchase order are not intended and shall not be construed to modify, limit or reduce the indemnifications made in this purchase order by Seller to Buyer or to limit Seller’s liability under this purchase order to the limits of the policies required to be maintained by Seller under this purchase order or in any other manner. Seller shall furnish Buyer with certificates of insurance for the coverage required under this purchase order prior to performance under this purchase order. Such insurance shall be primary to, not contributing with, and not in excess of, coverage which Buyer may carry. Seller’s insurance shall contain a severability of interest provision. The insurance afforded by these policies applies separately to each insured against whom claim is made or suit is brought, in the same manner as such insured would be covered if the policy insured only such party. The inclusion of such additional insured shall not increase the policy limits.