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UDC Corporation - Blanket Agreement, Exhibit A, 2005, 10 20 04 (Page 4)

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UDC Corporation - Blanket Agreement, Exhibit A, 2005, 10 20 04
1041 KRAEMER PLACE ­ ANAHEIM ­ CA ­ 92806 ­ 714.630.8580 ­ 714.630.0430 FAX
4
a.
The indemnities set forth in this Section shall not be limited by the
insurance requirements set forth herein or as attached, nor by any other
document or agreement.
b. Liens. Subcontractor shall at all times indemnify and save Contractor
and Owner harmless against all liability for Claims and liens for labor
performed or materials used or furnished to be used on the job which
are provided by those persons payable by Subcontractor, including any
costs and expenses for attorney's fees, and all incidental or
consequential damages resulting to Contractor or Owner from such
Claims or liens. Further, in case suit on such Claim is brought,
Subcontractor shall defend said suit at its own costs and expense, and
will pay and satisfy any such lien or judgment as may be established by
the decision of the court in said suit. Subcontractor agrees within ten
(10) days after written demand to cause the effect of any suit or lien to
be removed from the premises, whether by bond, settlement, or
otherwise, and in the event Subcontractor shall fail to do so, Contractor
is authorized to use whatever means in its sole and absolute discretion it
may deem appropriate to cause said lien or suit to be removed or
dismissed and the cost thereof together with reasonable attorneys fees,
shall be immediately due and payable to the Contractor by
Subcontractor. Subcontractor may litigate any such lien or suit provided
it causes the effect thereof to be removed, promptly in advance, from
the premises, and shall further do such things as may be necessary to
cause Owner not to withhold any monies due to Contractor from Owner
by reasons of such liens or suits.
F.
Permits and Taxes
1.
Subcontractor shall pay any and all federal, state and municipal taxes and
licenses, including sales tax, if any for which Subcontractor may be liable in
connection with the labor and materials provided. These taxes shall not be in
addition to the Subcontract price listed in the Subcontract agreement or on the
Subcontractor's written proposal. Governing agency permit(s), cost of permit(s),
and labor to acquire permit(s) shall be provided by Subcontractor unless
specifically noted as being "excluded" in the Subcontractor's written proposal.
G.
Governing Law and Disputes
1. Venue. This Subcontract agreement shall be governed by the Laws of California
and venue and jurisdiction for any dispute, mediation, arbitration, or lawsuit shall
be in the County of Orange.

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