PROFESSIONAL SERVICES ONLY, NON-ACCESS:

1. If Seller provides Professional services, including but not limited to engineering, design, calibration, and surveying; the Seller shall provide Professional Liability Insurance with limits of not less than $5,000,000 to cover errors and omissions for such Professional service.
2. All insurance required under this Contract shall be carried by Seller with insurance companies rated not less than AM Best “A-VII“ or which are otherwise acceptable to Buyer per written confirmation. All of the policies referenced in this Contract shall provide at least thirty (30) days written notice of cancellation of policy or of any other material change that would reduce the insurance or liability of the respective policies.  All policies shall be endorsed and/or written to afford the Buyer Group no less coverage than that provided to the named insured, and shall not limit coverage based on the completion of Seller’s operations or the existence of Buyer Group fault or strict liability.  If Seller employs any subcontractors, then Seller will require that Seller’s subcontractors obtain the same insurance policies and conditions in favor of the Buyer Group.
3. If any of the policies of insurance required above fail to afford coverage to the Buyer Group for any reason, Seller shall assume the role of insurer.
4. Seller’s compliance, or its failure to comply, with the insurance provisions of this Agreement shall not relieve or limit its obligation to indemnify or hold the Buyer Group harmless where and to the extent so required by the provisions of this Agreement.