Contractor after the date of the termination notice that could have been avoided or mitigated by Contractor.
Termination under Sections 8.a. or 8.b. shall not relieve Contractor or any of its employees from liability for violations of this Agreement or any other act or omission of Contractor. The provisions of Sections 6.g., 9., 12.m., 12.p. and 12.t. shall survive the termination of this Agreement. In the event of a termination under Sections 8.a. or 8.b., Contractor hereby consents to employment by University of a substitute contractor to complete the Work under this Agreement, with the substitute contractor having all rights and privileges of the original contractor for the Project. If Contractor is terminated pursuant to Section 8.a., and the cost to complete the Work exceeds the remaining balance of the Contract Amount as more particularly set forth in Exhibit C, then Contractor shall be liable to University and shall reimburse University on demand for the amount of such excess.
As of the termination date of this Agreement, Contractor shall furnish to University all Work Material.
If Contractor fails to cure any default hereunder within fifteen (15) days after receiving written notice of such default, University shall be entitled (but shall not be obligated) to cure any such default and shall have the right to offset against all amounts due to Contractor hereunder, any and all reasonable expenses incurred in connection with such curative actions.
TO THE FULLEST EXTENT PERMITTED BY LAW, CONTRACTOR SHALL AND DOES HEREBY AGREE TO INDEMNIFY, PROTECT, DEFEND WITH COUNSEL APPROVED BY UNIVERSITY, AND HOLD HARMLESS UNIVERSITY AND THE UNIVERSITY OF TEXAS SYSTEM, AND THEIR
AGENTS (COLLECTIVELY “INDEMNITEES”) FROM AND AGAINST ALL DAMAGES, LOSSES, LIENS, CAUSES OF ACTION, SUITS, JUDGMENTS, EXPENSES (INCLUDING REASONABLE ATTORNEYS’ FEES), AND OTHER CLAIMS OF ANY NATURE, KIND, OR DESCRIPTION (COLLECTIVELY “CLAIMS”) BY ANY PERSON OR ENTITY, ARISING OUT OF, CAUSED BY, OR RESULTING FROM CONTRACTOR’S PERFORMANCE UNDER THIS AGREEMENT AND WHICH ARE CAUSED IN WHOLE OR IN PART BY ANY NEGLIGENT ACT, NEGLIGENT OMISSION OR WILLFUL MISCONDUCT OF CONTRACTOR, ANYONE DIRECTLY OR INDIRECTLY EMPLOYED BY CONTRACTOR OR ANYONE FOR WHOSE ACTS CONTRACTOR MAY BE LIABLE. THE PROVISIONS OF THIS SECTION SHALL NOT BE CONSTRUED TO ELIMINATE OR REDUCE ANY OTHER INDEMNIFICATION OR RIGHT WHICH ANY INDEMNITEE HAS BY LAW.
IN ADDITION, CONTRACTOR SHALL AND DOES HEREBY AGREE TO INDEMNIFY, PROTECT, DEFEND WITH COUNSEL APPROVED BY UNIVERSITY, AND HOLD HARMLESS INDEMNITEES FROM AND AGAINST ALL CLAIMS ARISING FROM INFRINGEMENT OR ALLEGED INFRINGEMENT OF ANY PATENT, COPYRIGHT, TRADEMARK OR OTHER PROPRIETARY INTEREST ARISING BY OR OUT OF THE PERFORMANCE OF SERVICES OR THE PROVISION OF GOODS BY CONTRACTOR PURSUANT TO THIS AGREEMENT, OR THE USE BY CONTRACTOR, OR BY INDEMNITEES AT
REGENTS, OFFICERS, REPRESENTATIVES AND