Paragraph 43 Indemnity

(1)

The Company must indemnify National Highways from and against all costs, expenses, damages, losses and liabilities suffered by National Highways arising from or in connection with any claim, demand, action or proceedings (including but not limited to statutory claims) resulting from:

(a)

the construction and maintenance of the NH works; and

(b)

the use of the NH works,

PROVIDED THAT—

(c)

National Highways notifies the Company upon receipt of any claim; and

(d)

National Highways following the acceptance of any claim notifies the quantum of the claim to the Company in writing.

(2)

Within 14 days of the receipt of the notification referred to in sub-paragraph (1)(c) the Company must pay to National Highways the amount specified as the quantum of such claim.

(3)

Sub-paragraphs (1) and (2) do not apply if the costs, expenses, liabilities and damages were caused by or arose out of the neglect or default of National Highways or its officers, servants, agents or contractors or any person or body for whom it is responsible.

(4)

National Highways must not settle any claim without first consulting the Company and having all proper regards to the Company’s response to such consultation.