Common use of Right to Tender or Undertake Defense Clause in Contracts

Right to Tender or Undertake Defense. If COMPANY is named a party in any judicial, administrative or other proceeding arising out of or in connection with any non-permitted use or disclosure of COMPANY’s Protected Health Information or other breach of this Addendum by BUSINESS ASSOCIATE or any subcontractor or agent under BUSINESS ASSOCIATE’s control, COMPANY will have the option at any time either (A) to tender its defense to BUSINESS ASSOCIATE, in which case BUSINESS ASSOCIATE will provide qualified attorneys, consultants, and other appropriate professionals to represent COMPANY’s interests at BUSINESS ASSOCIATE’s expense, or (B) undertake its own defense, choosing the attorneys, consultants, and other appropriate professionals to represent its interests, in which case BUSINESS ASSOCIATE will be responsible for and pay the reasonable fees and expenses of such attorneys, consultants, and other professionals.

Right to Tender or Undertake Defense. If COMPANY is named a party in any judicial, administrative or other proceeding arising out of or in connection with any non-non- permitted use or disclosure of COMPANY’s Protected Health Information or other breach of this Addendum by BUSINESS ASSOCIATE or any subcontractor or agent under BUSINESS ASSOCIATE’s control, COMPANY will have the option at any time either (A) to tender its defense to BUSINESS ASSOCIATE, in which case BUSINESS ASSOCIATE will provide qualified attorneys, consultants, and other appropriate professionals to represent COMPANY’s interests at BUSINESS ASSOCIATE’s expense, or (B) undertake its own defense, choosing the attorneys, consultants, and other appropriate professionals to represent its interests, in which case BUSINESS ASSOCIATE will be responsible for and pay the reasonable fees and expenses of such attorneys, consultants, and other professionals.