Common use of Contractor Indemnity Clause in Contracts

Contractor Indemnity. THE PROVISIONS SET FORTH IN SECTION 5 OF THE MASTER AGREEMENT [INDEMNITY PROCEDURES] SHALL APPLY TO ANY CLAIMS FOR INDEMNITY UNDER THIS AGREEMENT AND ARE INCORPORATED HEREIN BY REFERENCE. TO THE FULLEST EXTENT PERMITTED BY LAW AND WITHOUT LIMITING BUILDER’S INDEMNITY OBLIGATIONS IN THE OPTION AGREEMENT, CONTRACTOR DOES AND SHALL INDEMNIFY, DEFEND AND HOLD HARMLESS, AND HEREBY RELEASES AND DISCHARGES, OWNER AND ITS MEMBERS AND MANAGER, THE MEMBERS OF ITS MEMBERS AND MANAGER, AND THEIR RESPECTIVE OWNERS, EMPLOYEES, DIRECTORS, OFFICERS, AGENTS, AND AFFILIATES (EXCLUDING OWNER, COLLECTIVELY, THE “OWNER-RELATED PERSONS”), FOR, FROM AND AGAINST ALL CLAIMS, ACTIONS, DEMANDS, LIABILITIES, LOSSES, AND DAMAGES (COLLECTIVELY, “CLAIMS”), ARISING OUT OF, RESULTING FROM OR IN CONNECTION WITH (A) THE PERFORMANCE OF THE WORK BY CONTRACTOR OR CONTRACTOR’S USE OR OCCUPANCY OF THE PROPERTY, (B) ANY LIENS OR ENCUMBRANCES INCURRED OR RESULTING FROM THE ACTS OF CONTRACTOR AND ITS AGENTS, EMPLOYEES AND SUBCONTRACTORS, (C) ANY WORK, OCCURRENCE, CONDUCT, ACT OR OMISSION MAINTAINED, PERFORMED, PERMITTED OR SUFFERED BY CONTRACTOR OR ANY REPRESENTATIVE, SUBCONTRACTOR OR SUPPLIER OF CONTRACTOR, OR ANY EMPLOYEE, AGENT, INVITEE OR LICENSEE OF ANY OF THE FOREGOING, ON OR ABOUT OR PERTAINING TO THE PROPERTY, (D) ANY CLAIM PERTAINING OR RELATING TO THE HOMESITES, OR ANY OTHER PORTION OF THE PROPERTY, SPECIFICALLY INCLUDING, WITHOUT LIMITATION, ANY CLAIMS ARISING AS A RESULT OF THE EXISTENCE OF EXPANSIVE AND/OR SETTLING SOILS AND THE CONDITION OF THE SURFACE AND SUB-SURFACE OF THE HOMESITES, ANY OTHER PORTION OF THE PROPERTY AND/OR THE FAILURE OF THE HOMESITES, ANY OTHER PORTION OF THE PROPERTY TO BE PROPERLY GRADED AND COMPACTED IN A FASHION NECESSARY TO PREVENT SUBSIDENCE AND ANY OTHER SETTLEMENT, CAVITY FORMATION OR MOVEMENT OF THE SOILS (I.E. SUBSURFACE SOIL CONDITIONS COMMONLY ASSOCIATED WITH SINKHOLE ACTIVITY), (E) ANY CONDITION OF OR ON THE HOMESITES, OR ANY OTHER PORTION OF THE PROPERTY, OR OF OR ON ANY STREET, CURB OR SIDEWALK THEREON OR ADJACENT THERETO OR ANY IMPROVEMENT CONSTRUCTED OR TO BE CONSTRUCTED THEREON TO THE EXTENT THE CONDITION GIVING RISE TO THE CLAIM ARISES PRIOR TO COMPLETION OF THE WORK OR EARLIER TERMINATION OF THIS AGREEMENT, (F) CONTRACTOR’S FAILURE TO PERFORM CONTRACTOR’S MATERIAL OBLIGATIONS, OR CONTRACTOR’S BREACH OF CONTRACTOR’S MATERIAL REPRESENTATIONS OR WARRANTIES, UNDER THIS AGREEMENT, (G) ANY ACT OR NEGLIGENCE OF CONTRACTOR OR ITS REPRESENTATIVES, SUBCONTRACTORS, SUPPLIERS, EMPLOYEES, AGENTS, INVITEES OR LICENSEES, (H) ANY ACCIDENT, INJURY OR DAMAGE WHATSOEVER CAUSED TO ANY PERSON, ON THE PROPERTY OR ANY SIDEWALK, STREET OR LAND ADJACENT THERETO RESULTING FROM ANY ACT OR OMISSION OF CONTRACTOR OR ITS REPRESENTATIVES, SUBCONTRACTORS, SUPPLIERS, EMPLOYEES, AGENTS, INVITEES OR LICENSEES PRIOR TO COMPLETION OF THE WORK OR EARLIER TERMINATION OF THIS AGREEMENT, AND (I) ANY ACTIVITIES PERFORMED BY CONTRACTOR ON PROPERTY NOT OWNED BY OWNER IN CONNECTION WITH THE CONSTRUCTION OF THE “SUBDIVISION IMPROVEMENTS” (AS DEFINED IN THE OPTION AGREEMENT) OR OTHER DEVELOPMENT OF THE PROPERTY. THE INDEMNIFICATION OBLIGATION UNDER THIS SECTION 7 SHALL NOT BE LIMITED BY A LIMITATION ON AMOUNT OR TYPE OF DAMAGES, COMPENSATION OR BENEFITS PAYABLE BY OR FOR CONTRACTOR OR A SUBCONTRACTOR UNDER WORKERS’ OR WORKMEN’S COMPENSATION ACTS, DISABILITY BENEFIT ACTS OR OTHER EMPLOYEE BENEFIT ACTS OR ANY OTHER INSURANCE POLICY REQUIRED TO BE MAINTAINED BY CONTRACTOR OR A SUBCONTRACTOR HEREUNDER. IN CONNECTION WITH THE FOREGOING RELEASE AND INDEMNITY, CONTRACTOR HEREBY WAIVES ANY RIGHTS OR BENEFITS UNDER THE LAWS OF THE STATE IN WHICH THE PROPERTY IS LOCATED LIMITING THE SCOPE OR NATURE OF THE RELEASE GRANTED BY CONTRACTOR TO OWNER PURSUANT TO THIS SECTION 7. NOTWITHSTANDING THE FOREGOING, OR ANYTHING TO THE CONTRARY IN THIS SECTION 7, CONTRACTOR DOES NOT RELEASE (AND SHALL NOT BE REQUIRED TO INDEMNIFY, DEFEND AND HOLD HARMLESS) OWNER AND THE OWNER-RELATED PERSONS FOR OR FROM ANY CLAIMS TO THE EXTENT ARISING FROM (A) THE NEGLIGENCE OR WILLFUL MISCONDUCT OF OWNER AND/OR ANY OWNER-RELATED PERSONS, (B) OWNER’S FRAUD; (C) ANY IMPROVEMENTS INSTALLED, WORK PERFORMED, OCCURRENCE, CONDUCT, ACT OR OMISSION MAINTAINED, PERFORMED, PERMITTED OR SUFFERED BY OWNER, THE OWNER-RELATED PERSONS OR BY ANY THIRD-PARTY (INCLUDING A REPLACEMENT BUILDER OR REPLACEMENT CONTRACTOR) (“THIRD PARTY”), OR ANY REPRESENTATIVE, CONTRACTOR, SUBCONTRACTOR OR SUPPLIER OF SUCH THIRD PARTY; (D) FROM THE FAILURE TO PERFORM OR COMPLETE THE REMAINING WORK AFTER TERMINATION OF THIS AGREEMENT DUE TO A DEFAULT BY OWNER UNDER THIS AGREEMENT; (E) ANY ACCIDENT, INJURY OR DAMAGE WHATSOEVER CAUSED TO ANY PERSON, FIRM OR CORPORATION ON OR IN CONNECTION WITH THE UNPURCHASED HOMESITES FOLLOWING A TERMINATION OF THE OPTION AGREEMENT (OR EARLIER TERMINATION OF THIS AGREEMENT), UNLESS CAUSED BY OR THROUGH CONTRACTOR OR ANY REPRESENTATIVE, SUBCONTRACTOR OR SUPPLIER OF CONTRACTOR, AND (F) ANY THIRD PARTY CLAIM ARISING FROM TERMINATION OF THIS AGREEMENT DUE TO A DEFAULT BY OWNER UNDER THIS AGREEMENT. THE CONTRACTOR’S INDEMNIFICATION OBLIGATION SHALL BE LIMITED TO ITS COMPARATIVE FAULT.

Contractor Indemnity. THE PROVISIONS SET FORTH IN SECTION 5 OF THE MASTER AGREEMENT [INDEMNITY PROCEDURES] SHALL APPLY TO ANY CLAIMS FOR INDEMNITY UNDER THIS AGREEMENT AND ARE INCORPORATED HEREIN BY REFERENCE. TO THE FULLEST EXTENT PERMITTED BY LAW AND WITHOUT LIMITING BUILDER’S INDEMNITY OBLIGATIONS IN THE OPTION AGREEMENT, CONTRACTOR DOES AND SHALL INDEMNIFY, DEFEND AND HOLD HARMLESS, AND HEREBY RELEASES AND DISCHARGES, OWNER AND ITS MEMBERS AND MANAGER, THE MEMBERS OF ITS MEMBERS AND MANAGER, AND THEIR RESPECTIVE OWNERS, EMPLOYEES, DIRECTORS, OFFICERS, AGENTS, AND AFFILIATES (EXCLUDING OWNER, COLLECTIVELY, THE “OWNER-RELATED PERSONS”), FOR, FROM AND AGAINST ALL CLAIMS, ACTIONS, DEMANDS, LIABILITIES, LOSSES, AND DAMAGES (COLLECTIVELY, “CLAIMS”), ARISING OUT OF, RESULTING FROM OR IN CONNECTION WITH (A) THE PERFORMANCE OF THE WORK BY CONTRACTOR OR CONTRACTOR’S USE OR OCCUPANCY OF THE PROPERTY, (B) ANY LIENS OR ENCUMBRANCES INCURRED OR RESULTING FROM THE ACTS OF CONTRACTOR AND ITS AGENTS, EMPLOYEES AND SUBCONTRACTORS, (C) ANY WORK, OCCURRENCE, CONDUCT, ACT OR OMISSION MAINTAINED, PERFORMED, PERMITTED OR SUFFERED BY CONTRACTOR OR ANY REPRESENTATIVE, SUBCONTRACTOR OR SUPPLIER OF CONTRACTOR, OR ANY EMPLOYEE, AGENT, INVITEE OR LICENSEE OF ANY OF THE FOREGOING, ON OR ABOUT OR PERTAINING TO THE PROPERTY, (D) ANY CLAIM PERTAINING OR RELATING TO THE HOMESITES, OR ANY OTHER PORTION OF THE PROPERTY, SPECIFICALLY INCLUDING, WITHOUT LIMITATION, ANY CLAIMS ARISING AS A RESULT OF THE EXISTENCE OF EXPANSIVE AND/OR SETTLING SOILS AND THE CONDITION OF THE SURFACE AND SUB-SURFACE OF THE HOMESITES, ANY OTHER PORTION OF THE PROPERTY AND/OR THE FAILURE OF THE HOMESITES, ANY OTHER PORTION OF THE PROPERTY TO BE PROPERLY GRADED AND COMPACTED IN A FASHION NECESSARY TO PREVENT SUBSIDENCE AND ANY OTHER SETTLEMENT, CAVITY FORMATION OR MOVEMENT OF THE SOILS (I.E. SUBSURFACE SOIL CONDITIONS COMMONLY ASSOCIATED WITH SINKHOLE ACTIVITY), (E) ANY CONDITION OF OR ON THE HOMESITES, OR ANY OTHER PORTION OF THE PROPERTY, OR OF OR ON ANY STREET, CURB OR SIDEWALK THEREON OR ADJACENT THERETO OR ANY IMPROVEMENT CONSTRUCTED OR TO BE CONSTRUCTED THEREON TO THE EXTENT THE CONDITION GIVING RISE TO THE CLAIM ARISES PRIOR TO COMPLETION OF THE WORK OR EARLIER TERMINATION OF THIS AGREEMENT, (F) CONTRACTOR’S FAILURE TO PERFORM CONTRACTOR’S MATERIAL OBLIGATIONS, OR CONTRACTOR’S BREACH OF CONTRACTOR’S MATERIAL REPRESENTATIONS OR WARRANTIES, UNDER THIS AGREEMENT, (G) ANY ACT OR NEGLIGENCE OF CONTRACTOR OR ITS REPRESENTATIVES, SUBCONTRACTORS, SUPPLIERS, EMPLOYEES, AGENTS, INVITEES OR LICENSEES, (H) ANY ACCIDENT, INJURY OR DAMAGE WHATSOEVER CAUSED TO ANY PERSON, ON THE PROPERTY OR ANY SIDEWALK, STREET OR LAND ADJACENT THERETO RESULTING FROM ANY ACT OR OMISSION OF CONTRACTOR OR ITS REPRESENTATIVES, SUBCONTRACTORS, SUPPLIERS, EMPLOYEES, AGENTS, INVITEES OR LICENSEES PRIOR TO COMPLETION OF THE WORK OR EARLIER TERMINATION OF THIS AGREEMENT, AND (I) ANY ACTIVITIES PERFORMED BY CONTRACTOR ON PROPERTY NOT OWNED BY OWNER IN CONNECTION WITH THE CONSTRUCTION OF THE “SUBDIVISION IMPROVEMENTS” (AS DEFINED IN THE OPTION AGREEMENT) OR OTHER DEVELOPMENT OF THE PROPERTY. THE INDEMNIFICATION OBLIGATION UNDER THIS SECTION 7 SHALL NOT BE LIMITED BY A LIMITATION ON AMOUNT OR TYPE OF DAMAGES, COMPENSATION OR BENEFITS PAYABLE BY OR FOR CONTRACTOR OR A SUBCONTRACTOR UNDER WORKERS’ OR WORKMEN’S COMPENSATION ACTS, DISABILITY BENEFIT ACTS OR OTHER EMPLOYEE BENEFIT ACTS OR ANY OTHER INSURANCE POLICY REQUIRED TO BE MAINTAINED BY CONTRACTOR OR A SUBCONTRACTOR HEREUNDER. IN CONNECTION WITH THE FOREGOING RELEASE AND INDEMNITY, CONTRACTOR HEREBY WAIVES ANY RIGHTS OR BENEFITS UNDER THE LAWS OF THE STATE IN WHICH THE PROPERTY IS LOCATED LIMITING THE SCOPE OR NATURE OF THE RELEASE GRANTED BY CONTRACTOR TO OWNER PURSUANT TO THIS SECTION 7. NOTWITHSTANDING THE FOREGOING, OR ANYTHING TO THE CONTRARY IN THIS SECTION 7, CONTRACTOR DOES NOT RELEASE (AND SHALL NOT BE REQUIRED TO INDEMNIFY, DEFEND AND HOLD HARMLESS) OWNER AND THE OWNER-RELATED PERSONS FOR OR FROM ANY CLAIMS TO THE EXTENT ARISING FROM (A) THE NEGLIGENCE OR WILLFUL MISCONDUCT OF OWNER AND/OR ANY OWNER-RELATED PERSONS, (B) OWNER’S FRAUD; (C) ANY IMPROVEMENTS INSTALLED, WORK PERFORMED, OCCURRENCE, CONDUCT, ACT OR OMISSION MAINTAINED, PERFORMED, PERMITTED OR SUFFERED BY OWNER, THE OWNER-RELATED PERSONS OR BY ANY THIRD-PARTY (INCLUDING A REPLACEMENT BUILDER OR REPLACEMENT CONTRACTOR) (“THIRD PARTY”), OR ANY REPRESENTATIVE, CONTRACTOR, SUBCONTRACTOR OR SUPPLIER OF SUCH THIRD PARTY; (D) FROM THE FAILURE TO PERFORM OR COMPLETE THE REMAINING WORK AFTER TERMINATION OF THIS AGREEMENT DUE TO A DEFAULT BY OWNER UNDER THIS AGREEMENT; (E) ANY ACCIDENT, INJURY OR DAMAGE WHATSOEVER CAUSED TO ANY PERSON, FIRM OR CORPORATION ON OR IN CONNECTION WITH THE UNPURCHASED HOMESITES FOLLOWING A TERMINATION OF THE OPTION AGREEMENT (OR EARLIER TERMINATION OF THIS AGREEMENT), UNLESS CAUSED BY OR THROUGH CONTRACTOR OR ANY REPRESENTATIVE, SUBCONTRACTOR OR SUPPLIER OF CONTRACTOR, AND (F) ANY THIRD PARTY CLAIM ARISING FROM TERMINATION OF THIS AGREEMENT DUE TO A DEFAULT BY OWNER UNDER THIS AGREEMENT. THE CONTRACTOR’S INDEMNIFICATION OBLIGATION SHALL BE LIMITED TO ITS COMPARATIVE FAULT.

Contractor Indemnity. THE PROVISIONS SET FORTH IN SECTION 5 OF THE MASTER AGREEMENT [INDEMNITY PROCEDURES] SHALL APPLY TO ANY CLAIMS FOR INDEMNITY UNDER THIS AGREEMENT AND ARE INCORPORATED HEREIN BY REFERENCE. TO THE FULLEST EXTENT PERMITTED BY LAW AND WITHOUT LIMITING BUILDER’S INDEMNITY OBLIGATIONS IN THE OPTION AGREEMENT, CONTRACTOR DOES AND SHALL INDEMNIFY, DEFEND WILL INDEMNIFY AND HOLD HARMLESS, AND HEREBY RELEASES AND DISCHARGES, HARMLESS OWNER AND ITS MEMBERS AND MANAGER, THE MEMBERS OF ITS MEMBERS AND MANAGER, AND THEIR RESPECTIVE OWNERS, EMPLOYEESOWNER'S OFFICERS, DIRECTORS, OFFICERSEMPLOYEES, AGENTS, AND AFFILIATES REPRESENTATIVES (EXCLUDING OWNEREACH AN "OWNER INDEMNIFIED PARTY") FROM, COLLECTIVELYAND SHALL REIMBURSE EACH OWNER INDEMNIFIED PARTY FOR AND WITH RESPECT TO, THE “OWNER-RELATED PERSONS”ANY AND ALL COSTS, EXPENSES (INCLUDING, WITHOUT LIMITATION, REASONABLE ATTORNEYS FEES), FORCLAIMS, FROM AND AGAINST ALL CLAIMSDEMANDS, ACTIONS, DEMANDSPROCEEDINGS, LIABILITIESJUDGMENTS, LOSSESHEARINGS, DAMAGES, LOSSES AND DAMAGES LIABILITIES BROUGHT OR ASSERTED BY OR PAYABLE TO ANY THIRD PARTY (COLLECTIVELYINCLUDING CONTRACTOR, “ANY SUBCONTRACTOR OR ANY SUB-SUBCONTRACTOR, OR ANY OF ITS OR THEIR AGENTS, REPRESENTATIVES OR EMPLOYEES) ON ACCOUNT OF PERSONAL INJURY, DEATH, PROPERTY DAMAGE OR ANY OTHER FORM OF INJURY OR DAMAGE (EACH A "CLAIM" AND COLLECTIVELY THE "CLAIMS”), ") TO THE EXTENT ARISING OUT OF, RESULTING FROM OF OR IN CONNECTION WITH RELATING OR INCIDENT TO (A) ANY NEGLIGENCE OR INTENTIONAL MISCONDUCT OF CONTRACTOR OR CONTRACTOR'S OFFICERS, DIRECTORS, OR EMPLOYEES, (B) ANY BREACH OF THIS AGREEMENT BY CONTRACTOR, (C) THE PERFORMANCE OF THE WORK BY CONTRACTOR OR CONTRACTOR’S USE ANY OF ITS SUBCONTRACTORS OR OCCUPANCY ANY SUB-SUBCONTRACTOR OR ANY OTHER PERSON PERFORMING ANY PORTION OF THE PROPERTY, (B) ANY LIENS WORK ON BEHALF OF OR ENCUMBRANCES INCURRED OR RESULTING FROM FOR THE ACTS OF CONTRACTOR AND ITS AGENTS, EMPLOYEES AND SUBCONTRACTORS, (C) ANY WORK, OCCURRENCE, CONDUCT, ACT OR OMISSION MAINTAINED, PERFORMED, PERMITTED OR SUFFERED BY CONTRACTOR OR ANY REPRESENTATIVE, SUBCONTRACTOR OR SUPPLIER BENEFIT OF CONTRACTOR, OR ANY EMPLOYEE, AGENT, INVITEE OR LICENSEE OF ANY OF THE FOREGOING, ON OR ABOUT OR PERTAINING TO THE PROPERTY, (D) ANY CLAIM PERTAINING FIRE, EXPLOSION OR RELATING TO ACCIDENT OCCURRING DURING THE HOMESITES, OR ANY OTHER PORTION PERFORMANCE OF THE PROPERTY, SPECIFICALLY INCLUDING, WITHOUT LIMITATION, ANY CLAIMS ARISING AS A RESULT OF THE EXISTENCE OF EXPANSIVE AND/OR SETTLING SOILS AND THE CONDITION OF THE SURFACE AND SUB-SURFACE OF THE HOMESITES, ANY OTHER PORTION OF THE PROPERTY AND/OR THE FAILURE OF THE HOMESITES, ANY OTHER PORTION OF THE PROPERTY TO BE PROPERLY GRADED AND COMPACTED IN A FASHION NECESSARY TO PREVENT SUBSIDENCE AND ANY OTHER SETTLEMENT, CAVITY FORMATION OR MOVEMENT OF THE SOILS (I.E. SUBSURFACE SOIL CONDITIONS COMMONLY ASSOCIATED WITH SINKHOLE ACTIVITY), (E) ANY CONDITION OF OR ON THE HOMESITES, OR ANY OTHER PORTION OF THE PROPERTY, OR OF OR ON ANY STREET, CURB OR SIDEWALK THEREON OR ADJACENT THERETO OR ANY IMPROVEMENT CONSTRUCTED OR TO BE CONSTRUCTED THEREON WORK; EXCEPT TO THE EXTENT SUCH CLAIMS ARE ATTRIBUTABLE OR CAUSED BY THE CONDITION GIVING RISE SOLE, JOINT, CONCURRENT, OR COMPARATIVE NEGLIGENCE, FAULT OR STRICT LIABILITY OF AN OWNER INDEMNIFIED PARTY. IF A THIRD PARTY FILES A LAWSUIT OR BRINGS ANY OTHER LEGAL ACTION ASSERTING A CLAIM AGAINST AN OWNER INDEMNIFIED PARTY, THEN CONTRACTOR, UPON NOTICE FROM THE OWNER INDEMNIFIED PARTY, SHALL RESIST AND DEFEND SUCH CLAIM THROUGH COUNSEL REASONABLY SATISFACTORY TO THE CLAIM ARISES PRIOR TO COMPLETION OWNER INDEMNIFIED PARTY. CONTRACTOR DOES NOT INDEMNIFY OWNER FROM ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT OR PUNITIVE DAMAGES, SUCH AS LOSS OF THE WORK USE OR EARLIER TERMINATION LOSS OF THIS AGREEMENTPROFIT. FURTHERMORE, (F) CONTRACTOR SHALL NOT BE LIABLE FOR ANY THIRD PARTY ECONOMIC OR FINANCIAL LOSSES. CONTRACTOR’S FAILURE TO PERFORM CONTRACTOR’S MATERIAL OBLIGATIONS, OR CONTRACTOR’S BREACH OF CONTRACTOR’S MATERIAL REPRESENTATIONS OR WARRANTIES, 'S OBLIGATIONS UNDER THIS AGREEMENT, (G) ANY ACT OR NEGLIGENCE OF CONTRACTOR OR ITS REPRESENTATIVES, SUBCONTRACTORS, SUPPLIERS, EMPLOYEES, AGENTS, INVITEES OR LICENSEES, (H) ANY ACCIDENT, INJURY OR DAMAGE WHATSOEVER CAUSED TO ANY PERSON, ON SUBSECTION SHALL SURVIVE THE PROPERTY OR ANY SIDEWALK, STREET OR LAND ADJACENT THERETO RESULTING FROM ANY ACT OR OMISSION OF CONTRACTOR OR ITS REPRESENTATIVES, SUBCONTRACTORS, SUPPLIERS, EMPLOYEES, AGENTS, INVITEES OR LICENSEES PRIOR TO COMPLETION OF THE WORK OR EARLIER TERMINATION OF THIS AGREEMENT, AND (I) ANY ACTIVITIES PERFORMED BY CONTRACTOR ON PROPERTY NOT OWNED BY OWNER IN CONNECTION WITH THE CONSTRUCTION OF THE “SUBDIVISION IMPROVEMENTS” (AS DEFINED IN THE OPTION AGREEMENT) OR OTHER DEVELOPMENT OF THE PROPERTY. THE INDEMNIFICATION OBLIGATION UNDER THIS SECTION 7 SHALL NOT BE LIMITED IN ANY WAY BY A LIMITATION ON AMOUNT OR TYPE ANY LIMITS OF DAMAGES, COMPENSATION OR BENEFITS PAYABLE BY OR FOR CONTRACTOR OR A SUBCONTRACTOR UNDER WORKERS’ OR WORKMEN’S COMPENSATION ACTS, DISABILITY BENEFIT ACTS OR OTHER EMPLOYEE BENEFIT ACTS OR ANY OTHER INSURANCE POLICY REQUIRED TO BE MAINTAINED CARRIED BY CONTRACTOR OR A SUBCONTRACTOR HEREUNDER. IN CONNECTION WITH THE FOREGOING RELEASE AND INDEMNITY, CONTRACTOR HEREBY WAIVES ANY RIGHTS OR BENEFITS UNDER THE LAWS OF THE STATE IN WHICH THE PROPERTY IS LOCATED LIMITING THE SCOPE OR NATURE OF THE RELEASE GRANTED BY CONTRACTOR TO OWNER PURSUANT TO THIS SECTION 7. NOTWITHSTANDING THE FOREGOING, OR ANYTHING TO THE CONTRARY IN THIS SECTION 7, CONTRACTOR DOES NOT RELEASE (AND SHALL NOT BE REQUIRED TO INDEMNIFY, DEFEND AND HOLD HARMLESS) OWNER AND THE OWNER-RELATED PERSONS FOR OR FROM ANY CLAIMS TO THE EXTENT ARISING FROM (A) THE NEGLIGENCE OR WILLFUL MISCONDUCT OF OWNER AND/OR ANY OWNER-RELATED PERSONS, (B) OWNER’S FRAUD; (C) ANY IMPROVEMENTS INSTALLED, WORK PERFORMED, OCCURRENCE, CONDUCT, ACT OR OMISSION MAINTAINED, PERFORMED, PERMITTED OR SUFFERED BY OWNER, THE OWNER-RELATED PERSONS OR BY ANY THIRD-PARTY (INCLUDING A REPLACEMENT BUILDER OR REPLACEMENT CONTRACTOR) (“THIRD PARTY”), OR ANY REPRESENTATIVE, CONTRACTOR, SUBCONTRACTOR OR SUPPLIER OF SUCH THIRD PARTY; (D) FROM THE FAILURE TO PERFORM OR COMPLETE THE REMAINING WORK AFTER TERMINATION OF THIS AGREEMENT DUE TO A DEFAULT BY OWNER UNDER THIS AGREEMENT; (E) ANY ACCIDENT, INJURY OR DAMAGE WHATSOEVER CAUSED TO ANY PERSON, FIRM OR CORPORATION ON OR IN CONNECTION WITH THE UNPURCHASED HOMESITES FOLLOWING A TERMINATION OF THE OPTION AGREEMENT (OR EARLIER TERMINATION OF THIS AGREEMENT), UNLESS CAUSED BY OR THROUGH CONTRACTOR OR ANY REPRESENTATIVE, SUBCONTRACTOR OR SUPPLIER OF CONTRACTOR, AND (F) ANY THIRD PARTY CLAIM ARISING FROM TERMINATION OF THIS AGREEMENT DUE TO A DEFAULT BY OWNER UNDER THIS AGREEMENT. THE CONTRACTOR’S INDEMNIFICATION OBLIGATION SHALL BE LIMITED TO ITS COMPARATIVE FAULT.