Advisement; Cooperation Sample Clauses

Advisement; Cooperation. Counsel handling the Indemnity Proceeding on ----------------------- behalf of any party or parties shall diligently defend the matter and shall keep the other parties fully informed of the status of the Indemnity Proceeding and of any Indemnifiable Claims, including all relevant facts and information pertaining to the action, claims and strategy to be followed. Each party shall cooperate with each other party and their respective counsel in connection with the defense, compromise, settlement or other resolution of the Indemnifiable Claims; shall assert the "joint-counsel" privilege or its equivalent where reasonably possible and appropriate; shall make available his, her or its personnel, and provide such testimony and access to books, records, materials and information in their possession or control relating thereto as is reasonably required by the party handling the defense of such Indemnifiable Claims; all at the sole cost and expense of the party defending such Indemnifiable Claims (unless such defending party is entitled to indemnification as provided herein).