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<br /> ;-RICAN DRUGGISTS' INSURANCE COMPANY COMPASS INSURANCE CONI?WYY
<br /> osl Control Parkway. Cincinnati.Ohio 45202 New YD6, Nev:1b V
<br /> 0 GENERAL INDEMNITY AGREEMENT
<br /> IIS AGREEMENT of Indemnity,made and entered into this 8th day of June 19 82
<br /> :cuted by the undersigned for the purpose of indemnifying the surety indicated above as hereinafter mentioned in connection with
<br /> fonds written on behalf of:
<br /> MATHENY CONSTRUCTION COMPANY
<br /> Elk River, Minnesota 55330
<br /> (address)
<br /> i referrred to as the "Principal."
<br /> oEFINITIUNS
<br /> he following definitions apply in this agreement:
<br /> BOND — Any contractual obligation undertaken by Surety for Principal,before or after the date of this Agreement,and any renewal
<br /> or extension of said obligation.
<br /> PRINCIPAL — The person or entity set forth above or any one or combination thereof,or their successors in interest,whether alone
<br /> or in joint venture with others named herein or not.
<br /> SURETY — The surety indicated above, its reinsurers,and any other person or entity which the surety may procure to act as Surety
<br /> or co-surety on any bond or any other person or entity who executes any bond at its request.
<br /> CONTRACT —Any agreement of Principal,the performance of which is bonded by the surety.
<br /> NDEMNIT�'
<br /> k rp)cUndersigned agree to indemnify and save harmless the Surety from and against any and all demands,liabilities,loss,costs,damages
<br /> nses of whatever nature or kind, including fees of attorneys and all other expenses, including but not limited to cost and fees of
<br /> stigation, adjustment of claims, procuring or attempting to procure the discharge of such bonds and in attemptine to recover losses or
<br /> !n%.--s from the Undersigned or third parties, whether the Surety shall have paid out any such surns or any part thereof or not acid
<br /> niums on Bonds issued by the Surety on behalf of the Principal.
<br /> In furtherance of such indemnity:
<br /> A.Surety shall have the right in its sole discretion to determine whether any claims shall be paid, compromised, defended,
<br /> prosecuted or appealed.
<br /> B. Surety shall have the right to incur such expenses in handling a claim as it shall deem necessary, including but not limited
<br /> to the expense for investigative,accounting,engineering and legal services.
<br /> C. Surety shall have the foregoing rights, irrespective of the fact that the Undersigned may have assumed, or offered to assume,
<br /> the defense of the Surety upon such claim.
<br /> D. In any claim or suit hereunder, an itemized statement of the aforesaid loss and expense, sworn to by an officer of Surety,
<br /> or the vouchers or other evidence of disbursement by Surety, shall be prima facie evidence of the fact and extent of the liability
<br /> hereunder of the Undersigned.
<br /> E. Surety shall have the right to reimbursement of its expenses, premiums and attorneys'fees hereunder,irrespective of whether
<br /> any bond loss payment has been made by Surety. In any suit on this Agreement, Surety may recover its further expenses and
<br /> attorneys'fees incurred in such suit.
<br /> )EFAULT
<br /> :ontractor shall be in Default with respect to a Contract,and hereunder if any of the following occur:
<br /> A.Contractor breaches,abandons or repudiates any Contract.
<br /> B. Any Obligee declares Contractor to be in Default.
<br /> C. Contractor fails to pay for any labor or materials when such payment is due.
<br /> D.Contractor diverts any Contract funds from one Contract to another,prior to the complete discharge of surety.
<br /> E_ Contractor,or any of the Undersigned,breaches any provision of this Agreement.
<br /> 0F. Contractor, or any one of the Undersigned,becomes the subject of any Agreement or proceedings of composition,insolvency,
<br /> 6ankruptcy,receivership,trusteeship,or assignment for creditors.
<br /> G.Contractor,or any one of the Undersigned,becomes actually insolvent.
<br /> H.Contractor, if an individual, dies, is adjudged mentally incompetent, convicted of a felony,becomes a fugitive from justice or
<br /> disappears and cannot be located with usual methods.
<br /> REMEDIES UPON DEFAULT
<br /> !n the event of Default,as defused above,Surety may at its option and sole discretion:
<br /> A.Take over any Contract and arrange for its completion.
<br /> B.Take possession of the Contractor's equipment, materials and supplies at the site of the work or elsewhere, and utilize the
<br /> same for completion of any Contract.
<br /> C. Take possession of the office equipment, books and records of Contractor as are necessary for completion of any Contract.
<br /> D.Loan such funds, guarantee a loan for such funds, as Surety shall deem necessary for the completion of any Contract and
<br /> for the discharge of Surety in connection with any Contract.Repayment of such loan shall be covered by the indemnity hereunder.
<br /> E. File an immediate suit to enforce the provisions of this Agreement.
<br /> 201.LATERAL SECURITY
<br /> If a claim is made against Surety, or if Surety deems it necessary to establish a reserve for potential claims,and upon demand from
<br /> ety, the Undersigned shall deposit with Surety cash or other property acceptable to Surety,as collateral security,in sufficient amount
<br /> protect the Surety with respect to such claim or potential claims and any expense or attorneys' fees. Such collateral may be held by
<br /> ety until it has received evidence of its complete discharge from such claim or potential claims,and until it has been fully reimbursed
<br /> all loss,expense and attorneys'fees.
<br /> N—so
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