Common use of Defense by Indemnitee Clause in Contracts

Defense by Indemnitee. If an action or proceeding is brought against an indemnitee or to which an indemnitee may be a party, and such indemnitee elects to conduct its own defense because indemnitor fails to choose counsel reasonably satisfactory to said indemnitee, indemnitor shall be conclusively liable for the results obtained by the indemnitee, including without limitation the amount of any judgment or good faith, out-of-court settlement or compromise. In addition, indemnitor shall be liable for any and all costs and expenses, including, but not limited to, all attorneys' fees, that said indemnitee incurs.