Common use of Defense by Partnership Clause in Contracts

Defense by Partnership. Promptly after the assertion of ---------------------- any claim or the commencement of any action by any third party in respect of which an Indemnified Person is entitled to be indemnified or held harmless under this Agreement, the Indemnified Person shall notify the Partnership in writing of such assertion or commencement. Subject to Section 7.2.4 below, the Partnership shall, at its expense, assume the defense thereof with counsel reasonably satisfactory to the Indemnified Person, in which event the Partnership shall have full control of the defense, including any compromise or settlement; provided, however, that any settlement requiring material nonmonetary consideration from the Indemnified Person must be approved in advance by the Indemnified Person, which approval shall not be unreasonably withheld.

Defense by Partnership. Promptly after the assertion of ---------------------- any claim or the commencement of any action by any third party in respect of which an Indemnified Person is entitled to be indemnified or held harmless under this Agreement, the Indemnified Person shall notify the Partnership in writing of such assertion or commencement. Subject to Section 7.2.4 below, the Partnership shall, at its expense, assume the defense thereof with counsel reasonably satisfactory to the Indemnified Person, in which event the Partnership shall have full control of the defense, including any compromise or settlement; provided, however, that any settlement requiring material nonmonetary consideration from the Indemnified Person must be approved in advance by the Indemnified Person, which approval shall not be unreasonably withheld.