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<br /> GENERAL AGREEMENT FOR INDEMNITY
<br /> This General Agreement for Indemnity (the "Agreement") dated [INSERT], 2020 (the "Effective Date") is
<br /> made by the Indemnitors(as hereinafter defined),jointly,severally and individually,as the case may be,for
<br /> the continuing benefit of and as an inducement to Surety (as hereinafter defined) in connection with any
<br /> Bond(s)issued on behalf of any one or more of the Indemnitors.
<br /> 1. Definitions. The following definitions apply in this Agreement:
<br /> 1.1, "Bond" or "Bonds" means any and all bonds, undertakings, indemnity, document, contractual
<br /> obligations, and or other express or implied obligation of guarantee or suretyship executed,
<br /> authorized, issued, committed to,or procured by Surety on, before,or after the Effective Date for
<br /> any Principal or any Indemnitor, and any riders, endorsements, extensions, continuations,
<br /> renewals, substitutions, increases or decreases in penal sum, reinstatements, modifications,
<br /> alterations, or replacements thereto,
<br /> 1.2. "Contract" means any undertaking, contract,document, or obligation the performance of which is
<br /> guaranteed by any Bond.
<br /> 1.3. "Event of Default" means the occurrence of any one or more of the following: (a) any breach of
<br /> any of the terms and conditions of this Agreement; (b) principal's abandonment, forfeiture, or
<br /> material breach of any Contract; (c)declaration of being in default by an obligee named under a
<br /> Bond("Obligee")with respect to the Contract relating to such Bond;(d)Principal's failure, neglect,
<br /> or refusal to pay, when due, for any labor or materials used in the performance of any Contract;
<br /> (e)the commencement of an action or proceedings instituted against any Indemnitor or Principal
<br /> alleging that they are insolvent, or for the appointment of a receiver or trustee for the benefit of
<br /> creditors, whether such Indemnitor or Principal is insolvent or not; (f) the commencement of an
<br /> action or proceeding against any Indemnitor or Principal,the effect of which may be to deprive any
<br /> of them of the use of any part of the equipment used in connection with the work under the Contract
<br /> so as to hinder, delay or impede the normal satisfactory progress of the work;(g)any Indemnitor
<br /> dying, becoming legally incompetent, being imprisoned, being convicted of a felony, or
<br /> disappearing and being unable to be located; (h) any change in control or existence of any
<br /> Indemnitor,where such change of control means the addition or departure of any person or entity
<br /> having a 10% or greater ownership interest in any Indemnitor; or (i) with respect to any of the
<br /> Indemnitors,filing of an involuntary or voluntary petition in bankruptcy or for the appointment of a
<br /> trustee, receiver or conservator.
<br /> 1.4. "Indemnitor" or "Indemnitors" means the Principal, undersigned persons (i.e., such as, but not
<br /> necessarily limited to, an executor, executrix, administrator or administratrix),their guarantor(s),
<br /> or entities on behalf of itself and all of its existing or prospective heirs, their estate, personal
<br /> representatives, executors, administrators, parent companies, purchasers, successors (through
<br /> asset acquisition or otherwise), assigns, related entities, co-venturers, joint ventures, affiliates,
<br /> subsidiaries,divisions,and marital communities(including partners)along with any entity(whether
<br /> partially or wholly owned and/or controlled) of whatever description and whenever formed or
<br /> acquired in which any of the foregoing persons or entities have an ownership or beneficial interest.
<br /> 1.5. "Loss"means any and all claims,demands,liability,cost,charge,suit,judgment,fee,and expense
<br /> of any kind or nature, including, attorneys'and other professional fees, which Surety incurs, may
<br /> incur,or may be liable for, in connection with any Bond or this Agreement, including,but not limited
<br /> to, any and all loss and expense incurred by reason of Surety: (a) making any investigation in
<br /> connection with any Bond; (b)prosecuting or defending any action, claim, demand, or suit arising
<br /> in connection with any Bond; (c)obtaining the release from liability or discharge of any Bond; (d)
<br /> recovering or attempting to recover property (including any Collateral as defined in Section 7 of
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<br /> GBENA Surety GAl(Ed.June 2014)
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