Common use of Indemnification by Enrollment Assister Clause in Contracts

Indemnification by Enrollment Assister. Enrollment Assister shall hold the Commonwealth and PHIEA harmless from and indemnify the Commonwealth and PHIEA against any and all third party claims, demands and actions based upon or arising out of any activities performed by Enrollment Assister and its employees and agents under this Agreement, provided the Commonwealth gives Enrollment Assister prompt notice of any such claim of which it learns. Pursuant to the Commonwealth Attorneys Act (71 P.S. § 732-101, et seq.), the Office of Attorney General (OAG) has the sole authority to represent the Commonwealth in actions brought against the Commonwealth. OAG may, however, in its sole discretion and under such terms as it deems appropriate, delegate its right of defense. If OAG delegates the defense to the Enrollment Assister, the Commonwealth will cooperate with all reasonable requests of Enrollment Assister made in the defense of such suits. Notwithstanding the aforementioned, neither party shall enter into any settlement without the other party's written consent, which shall not be unreasonably withheld. The Commonwealth may, in its sole discretion, allow the Enrollment Assister to control the defense and any related settlement negotiations.

Indemnification by Enrollment Assister. Enrollment Assister shall hold the Commonwealth and PHIEA harmless from and indemnify the Commonwealth and PHIEA against any and all third third-party claims, demands and actions based upon or arising out of any activities performed by Enrollment Assister and its employees and agents under this Agreement, provided the Commonwealth gives Enrollment Assister prompt notice of any such claim of which it learns. Pursuant to the Commonwealth Attorneys Act (71 P.S. § 732-101, et seq.), the Office of Attorney General (OAG) has the sole authority to represent the Commonwealth in actions brought against the Commonwealth. OAG may, however, in its sole discretion and under such terms as it deems appropriate, delegate its right of defense. If OAG delegates the defense to the Enrollment Assister, the Commonwealth will cooperate with all reasonable requests of Enrollment Assister made in the defense of such suits. Notwithstanding the aforementioned, neither party shall enter into any settlement without the other party's written consent, which shall not be unreasonably withheld. The Commonwealth may, in its sole discretion, allow the Enrollment Assister to control the defense and any related settlement negotiations.