Common use of Duty to Defend and Attorneys and Other Fees and Expenses Clause in Contracts

Duty to Defend and Attorneys and Other Fees and Expenses. If covered by the indemnification pursuant to Section 4.1 of this Agreement, upon written request by any Indemnified Party, Indemnitor shall defend same (if requested by the Indemnified Party, in the name of the Indemnified Party) at the sole cost and expense of Indemnitor, with counsel and other professionals acceptable to such Indemnified Party. Notwithstanding the foregoing, any Indemnified Party may, in its discretion, if it does not believe its interests are being properly protected, engage its own attorneys and other professionals to defend or assist it, and, at the option of Indemnified Party, its attorneys shall control the resolution of any claim or proceeding, but shall keep Indemnitor advised on a periodic basis of the progress toward such resolution. Upon demand, Indemnitor shall pay or, in the sole discretion of the Indemnified Party, reimburse such Indemnified Party for the payment of documented fees and disbursements of its attorneys (including both in-house and outside counsel), engineers, environmental consultants, laboratories and other professionals in connection therewith.

Duty to Defend and Attorneys and Other Fees and Expenses. If covered by the indemnification pursuant to Section 4.1 of this Agreement, upon Upon written request by any Indemnified Party, Indemnitor shall defend same (if requested by the any Indemnified Party, in the name of the Indemnified Party) at the sole cost and expense of Indemnitor, with counsel by attorneys and other professionals acceptable approved by the Indemnified Parties with respect to such Indemnified Partymatters that are indemnified pursuant to this Agreement. Notwithstanding the foregoing, any Indemnified Party Parties may, in its their sole and absolute discretion, if it does not believe its interests are being properly protected, engage its their own attorneys and other professionals to defend or assist itthem, and, at the option of Indemnified PartyParties, its their attorneys shall control the resolution of any claim or proceeding, but providing that no compromise or settlement shall keep Indemnitor advised on a periodic basis of the progress toward such resolutionbe entered without Indemnitor’s consent, which consent shall not be unreasonably withheld. Upon demand, Indemnitor shall pay or, in the sole and absolute discretion of the Indemnified PartyParties, reimburse such reimburse, the Indemnified Party Parties for the payment of documented reasonable fees and disbursements of its attorneys (including both in-house and outside counsel)attorneys, engineers, environmental consultants, laboratories and other professionals in connection therewith.

Duty to Defend and Attorneys and Other Fees and Expenses. If covered by the indemnification pursuant to Section 4.1 of this Agreement, upon Upon --------------------------------------------------------- written request by any Indemnified Party, the Indemnitor shall defend same (if requested by the any Indemnified Party, in the name of the Indemnified Party) at the sole cost and expense of Indemnitor, with counsel attorneys and other professionals reasonably acceptable to such the Indemnified PartyParties. Notwithstanding the foregoing, any Indemnified Party Parties may, in its their sole discretion, if it does not believe its interests are being properly protected, engage its their own attorneys and other professionals professionals, at the Indemnified Parties' sole expense, to defend or assist itthem, and, at the option of the Indemnified PartyParties, its their attorneys shall control the resolution of any claim or proceeding, but shall keep the Indemnitor advised on a periodic basis of the progress toward such resolution. Upon demand, the Indemnitor shall pay or, in the sole discretion of the Indemnified PartyParties, reimburse such reimburse, the Indemnified Party Parties for the payment of documented reasonable fees and disbursements of its attorneys (including both in-house and outside counsel)or attorneys, engineers, environmental consultants, laboratories and other professionals in connection therewith.

Duty to Defend and Attorneys and Other Fees and Expenses. If covered by the indemnification pursuant to Section 4.1 of this Agreement, upon Upon written request by any Indemnified Party, Indemnitor shall defend same such Indemnified Party (if requested by the any Indemnified Party, in the name of the Indemnified Party) at the sole cost and expense of Indemnitor, with counsel by attorneys and other professionals acceptable to approved by the Indemnified Parties against any action, inquiry or other matter for which such Indemnified PartyParty is indemnified pursuant to this Agreement. Notwithstanding the foregoing, any Indemnified Party Parties may, in its their sole and absolute discretion, if it does not believe its interests are being properly protected, engage its their own attorneys and other professionals to defend or assist itthem, and, at the option of Indemnified PartyParties, its their attorneys shall control the resolution of any claim or proceeding, but providing that no compromise or settlement shall keep Indemnitor advised on a periodic basis of the progress toward such resolutionbe entered without Indemnitor’s consent, which consent shall not be unreasonably withheld. Upon demand, Indemnitor shall pay or, in the sole and absolute discretion of the Indemnified PartyParties, reimburse such reimburse, the Indemnified Party Parties for the payment of documented reasonable fees and disbursements of its attorneys (including both in-house and outside counsel)attorneys, engineers, environmental consultants, laboratories and other professionals in connection therewith.

Duty to Defend and Attorneys and Other Fees and Expenses. If covered by the indemnification pursuant to Section 4.1 of this Agreement, upon Upon written request by any Indemnified Party, Indemnitor Indemnitors shall defend same (if requested by the any Indemnified Party, in the name of the Indemnified Party) at the sole cost and expense of Indemnitor, with counsel by attorneys and other professionals acceptable to such approved by the Indemnified PartyParties. Notwithstanding the foregoing, any Indemnified Party Parties may, in its their sole and absolute discretion, if it does not believe its interests are being properly protected, engage its their own attorneys and other professionals to defend or assist itthem, and, at the option of Indemnified PartyParties, its their attorneys shall control the resolution of any claim or proceeding; provided, but however, that, unless any conflict of interest shall keep Indemnitor advised on a periodic basis arise among the Indemnified Parties, the Indemnified Parties shall have the right to retain no more than one firm of the progress toward such resolutionattorneys to defend or assist them. Upon demand, Indemnitor Indemnitors shall pay or, in the sole and absolute discretion of the Indemnified PartyParties, reimburse such reimburse, the Indemnified Party Parties for the payment of documented reasonable fees and disbursements of its attorneys (including both in-house and outside counsel)attorneys, engineers, environmental consultants, laboratories and other professionals in connection therewith.