Common use of Claims by Third Parties and Defenses Clause in Contracts

Claims by Third Parties and Defenses. If the Potentially Indemnified Claim is brought against the Indemnified Party by a third party, the Indemnified Party may, but shall not be obligated to, tender the Potentially Indemnified Claim to the Indemnifying Party’s insurer or self- insurance fund for defense, and the Indemnifying Party’s insurer or self-insurance fund may, but shall not be obligated to, provide the Indemnified Party with a defense to such Potentially Indemnified Claim. For this purpose it is agreed and understood that, with respect to Potentially Indemnified Claims alleging professional liability, the insurer for OLPG and LSU/HSC-S is the State of Louisiana, Office of Risk Management. If the Indemnified Party elects not to tender the Potentially Indemnified Claim to the Indemnifying Party or the Indemnifying Party elects not to provide the Indemnified Party with a defense, then the Indemnified Party and the Indemnifying Party shall each vigorously defend the Potentially Indemnified Claim. If the Indemnified Party elects not to tender the Potentially Indemnified Claim to the Indemnifying Party, or the Indemnifying Party elects not to provide the Indemnified Party with a defense, and in either case the Indemnified Party is ultimately held liable or otherwise incurs Losses solely as a result of, or arising out of, directly or indirectly, the wanton misconduct or negligent act or omission of the Indemnifying Party, then the Indemnifying Party’s insurer or self-insurance fund shall reimburse the Indemnified Party for the amount of its Losses, subject to this IXD 1 - 1.a below.

Claims by Third Parties and Defenses. If the Potentially Indemnified Claim is brought against the Indemnified Party by a third party, the Indemnified Party may, but shall not be obligated to, tender the Potentially Indemnified Claim to the Indemnifying Party’s insurer or self- self-insurance fund for defense, and the Indemnifying Party’s insurer or self-insurance fund may, but shall not be obligated to, provide the Indemnified Party with a defense to such Potentially Indemnified Claim. For this purpose it is agreed and understood that, with respect to Potentially Indemnified Claims alleging professional liability, the insurer for OLPG and LSU/HSC-S is the State of Louisiana, Office of Risk Management, and the Administrator is self-insured. If the Indemnified Party elects not to tender the Potentially Indemnified Claim to the Indemnifying Party or the Indemnifying Party elects not to provide the Indemnified Party with a defense, then the Indemnified Party and the Indemnifying Party shall each vigorously defend the Potentially Indemnified Claim. If the Indemnified Party elects not to tender the Potentially Indemnified Claim to the Indemnifying Party, or the Indemnifying Party elects not to provide the Indemnified Party with a defense, and in either case the Indemnified Party is ultimately held liable or otherwise incurs Losses solely as a result of, or arising out of, directly or indirectly, the wanton misconduct or negligent act or omission of the Indemnifying Party, then the Indemnifying Party’s insurer or self-insurance fund shall reimburse the Indemnified Party for the amount of its Losses, subject to this IXD 1 - 1.a Section 7.4 (a) and (b) below.

Claims by Third Parties and Defenses. If the Potentially Indemnified Claim is brought against the Indemnified Party by a third party, the Indemnified Party may, but shall not be obligated to, tender the Potentially Indemnified Claim to the Indemnifying Party’s insurer or self- self-insurance fund for defense, and the Indemnifying Party’s insurer or self-insurance fund may, but shall not be obligated to, provide the Indemnified Party with a defense to such Potentially Indemnified Claim. For this purpose it is agreed and understood that, with respect to Potentially Indemnified Claims alleging professional liability, the insurer for OLPG and LSU/HSC-S is the State of Louisiana, Office of Risk Management, and the Hospital Entities/OLH/OLHS-NL are self- insured. If the Indemnified Party elects not to tender the Potentially Indemnified Claim to the Indemnifying Party or the Indemnifying Party elects not to provide the Indemnified Party with a defense, then the Indemnified Party and the Indemnifying Party shall each vigorously defend the Potentially Indemnified Claim. If the Indemnified Party elects not to tender the Potentially Indemnified Claim to the Indemnifying Party, or the Indemnifying Party elects not to provide the Indemnified Party with a defense, and in either case the Indemnified Party is ultimately held liable or otherwise incurs Losses solely as a result of, or arising out of, directly or indirectly, the wanton misconduct or negligent act or omission of the Indemnifying Party, then the Indemnifying Party’s insurer or self-insurance fund shall reimburse the Indemnified Party for the amount of its Losses, subject to this IXD 1 - 1.a Section 8.04 (a) and (b) below.

Claims by Third Parties and Defenses. If the Potentially Indemnified Claim is brought against the Indemnified Party by a third party, the Indemnified Party may, but shall not be obligated to, tender the Potentially Indemnified Claim to the Indemnifying Party’s insurer or self- self-insurance fund for defense, and the Indemnifying Party’s insurer or self-insurance fund may, but shall not be obligated to, provide the Indemnified Party with a defense to such Potentially Indemnified Claim. For this purpose it is agreed and understood that, with respect to Potentially Indemnified Claims alleging professional liability, the insurer for OLPG and LSU/HSC-S LSU is the State of Louisiana, Office of Risk Management, and OLH and the Hospital Subsidiaries are self-insured. If the Indemnified Party elects not to tender the Potentially Indemnified Claim to the Indemnifying Party or the Indemnifying Party elects not to provide the Indemnified Party with a defense, then the Indemnified Party and the Indemnifying Party shall each vigorously defend the Potentially Indemnified Claim. If the Indemnified Party elects not to tender the Potentially Indemnified Claim to the Indemnifying Party, or the Indemnifying Party elects not to provide the Indemnified Party with a defense, and in either case the Indemnified Party is ultimately held liable or otherwise incurs Losses solely as a result of, or arising out of, directly or indirectly, the wanton misconduct or negligent act or omission of the Indemnifying Party, then the Indemnifying Party’s insurer or self-insurance fund shall reimburse the Indemnified Party for the amount of its Losses, subject to this IXD 1 - 1.a Section 8.04 (a) and (b) below.