11. The Contractor shall guard, cover, protect, and exercise due diligence to secure, and will secure said premises and building thereon, also the adjoining and contiguous premises with wall or walls, structure or structures thereon, also the Contractor's work and materials, from injury during or resulting from any work performed under this agreement, and all damage so happening to same shall be made good by the Contractor, except as otherwise agreed in this seventh clause. The Owner shall not in any way or to any extent be liable or responsible or accountable for any loss, injury or damage, which shall or may happen to the work done, or to the materials supplied, or other things used or employed by the Contractor on or about premises or in and about said building, (damage to work and to materials built into said building, also damage to tools, scaffolding, hoisting apparatus and materials delivered at the building site, by fire excepted as hereinafter agreed) and shall not be responsible, answerable or accountable for the consequence of any act or acts, omission or omissions or negligence, of the Contractor or any sub-contractor or their workmen, servants, or employees, engaged on or about or for such building, nor for any injury or damage thereby happening to person or property or work done, or materials furnished by the Contractor hereunder, or anyone employed under said Contractor or any sub-contractor. The Owner will insure against loss by fire all materials built into said building, also from time to time, at the Contractor's request, for a reasonable valuation amount to be named by the Contractor, and protecting both the said Owner and said Contractor, as their respective interests may appear, tools, scaffolding, hoisting apparatus, and materials for said building as same are delivered at the building site, provided the Contractor delivers the request for such insurance to the Owner, through the said Architects, at least three days in advance of the delivery of the tools, scaffolding, hoisting apparatus, and materials at the building site. Premiums on all such fire insurance will be paid by the Owner.
12. Should any person or persons, or property be damaged or injured by the Contractor, or any of its subcontractors, or by any person or persons employed under said Contractor, or any of its sub-contractors, in the course of the performance by said Contractor, or any of its sub-contractors, of this agreement or otherwise, whether by negligence or otherwise, said Contractor shall alone be liable, responsible and answerable therefor, and does hereby agree to and with the said Owner, to hold harmless and indemnify said Owner, of and from all claims, suits, actions, costs, counsel fees, expenses, damages, judgments or decrees by reason thereof.
13. Should any claim or claims be made by any person or persons, for work done upon, or materials furnished for, the said building, upon the employment of, or on the purchase of, or under agreement with, or alleged employment or purchase of, or agreement with said Contractor, and a notice of such claim or claims be, under any law now in force or which may be in force, filed so as to create a lien or liens on said building, or the land whereon the same is constructed, or should any assignment of this contract or of the moneys due or to become due thereunder, be made, or any order drawn by the Contractor for the payment of such moneys, said Owner shall have the right to withhold, out of any moneys then or thereafter payable to said Contractor under this agreement, a sum sufficient to satisfy said claim or claims, lien or liens, assignment or order, and any reasonable costs and expenses thereby incurred or to which it may be subjected by reason of said claim or claims, lien or liens, assignment or order, until such claim or claims, hen or liens, assignment or order be cancelled and discharged of record by said Contractor, and the delivery to said Owner of due and proper certificate or certificates, of the discharge and cancellation of record of such claim or claims, lien or liens, assignment or order. And said Contractor hereby agrees to cause such claim or claims, lien or liens, assignment or order to be cancelled and discharged of record as soon as attention is called thereto, without loss, damage, or expense to said Owner, and without delaying said work; and in case said Contractor fails so to do within ten days after attention is called thereto, said Owner may, with any moneys retained as aforesaid, and by any course that will accomplish it, whether by payment to the claimant or claimants or by deposit with the proper official, secure or cause the cancellation and satisfaction of such claim or claims, lien or liens, assignment or order, and any and all of them, and at the expense of the said Contractor, and any moneys so expended by the Owner, including any legal fees or other proper charges, shall be applied upon and deducted from any moneys that may be payable to the Contractor hereunder. If any lien or claim be filed or remain unsatisfied after all payments are made, the Contractor shall refund to the Owner all moneys that the latter may be compelled to pay in discharging such lien or claim, including all costs and expenses.
14. Where it is necessary to sub-let any of the works covered by the within agreement, the said Contractor will obtain competitive bids for the supply of materials and performance of labor therefor. Such bids shall be taken from responsible and skillful sub-contractors and responsible material houses designated by Architects or Owner and Contractor. Timely opportunity to bid shall be accorded to all such sub-contractors and material houses. Such bids shall be delivered to and opened by the Architects. These sub-contracts shall be awarded to the bidder chosen by the Contractor, but must be approved by the Architects or Owner. All sub-contracts executed shall be made in the name of the Contractor.
Nothing contained in the sub-contracts shall create any contractual relation between any sub-contractor and the Owner, and the same shall not in any way relieve the Contractor of its agreements, covenants, obligations and responsibilities hereunder.
15. The Contractor agrees that it will keep accurate records and books of accounts, showing the cost of the respective works performed under this agreement on said building, and will permit the said Owner, the said Architects, or their representatives, during all reasonable business hours, to inspect all payrolls, accounts, contracts, records, and books of the said Contractor, in so far as they relate to matters or works covered by this agreement.
16. The Contractor agrees to protect and hold the Owner harmless against any and all demands and claims on account of infringements or alleged infringements of patented or alleged patented articles or inventions used on and for said building, will pay all royalties, and will, at its own cost and expense, defend any and all suits which may be brought against the Contractor or the Owner on account of infringements or alleged infringements, and will pay any and all fees, costs and damages resulting therefrom.
17. It is agreed that the Architects act in a professional capacity and simply as agents for the Owner, and that as such they neither assume nor incur any pecuniary responsibility whatever.
18. The Contractor agrees to be responsible for and will superintend the execution of all the works covered by this agreement.
The Contractor agrees to consult and cooperate with the Architects, give advice, make suggestions, and wherever possible, will endeavor to effect proper savings and economies in all parts of the work.
19. The sum hereinbefore agreed to be paid to the Contractor will be full and complete compensation for all the services to be performed by the Contractor, and no additional compensation will be given for the letting of any sub-contracts by the Contractor and no extras shall be granted by the Contractor to any sub-contractors without a written order from the Architects.
20. The Contractor shall maintain such insurance as will protect him and the Owner from claims under Workmen's Compensation Acts, and from any other claims for damages for personal injury, including death, which may arise from operations under this contract. Certificates of such insurance shall be filed with the Architects, and shall be subject to approval of Owner and Architects as to the companies writing such insurance and the adequacy of protection. The cost of such insurance is to be charged as part of the net cost of the building.
21. It is agreed that the said ................is an independent Contractor and not an agent for the Owner.
22. It is agreed by and between the Owner and Contractor that time is of the essence of this agreement.
23. This agreement shall not be assignable by the Contractor without the written consent of the Owner.