Common use of Indemnification Regarding Agents Clause in Contracts

Indemnification Regarding Agents. The Trading Partner shall indemnify, defend and hold harmless DMH from any and all claims, actions, damages, liabilities, costs and expenses, specifically including, without limitation, reasonable attorney’s fees and costs resulting from the acts or omissions of the Trading Partner, its Agents, employees, subcontractors in the performance of the underlying contract; provided however, that DMH shall have the option, at its sole discretion, to employ attorneys selected by it to defend any such action, the costs and expenses of which shall be the responsibility of the Trading Partner. DMH for its part shall provide the Trading Partner with timely notice of the existence of such proceedings and such information, documents and other cooperation as reasonably necessary to assist the Trading Partner in establishing a defense to such action.

Appears in 2 contracts

Samples: Business Associate Agreement, file.lacounty.gov

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Indemnification Regarding Agents. The Trading Partner shall must indemnify, defend and hold harmless DMH from any and all claims, actions, damages, liabilities, costs and expenses, specifically including, without limitation, reasonable attorney’s fees and costs resulting from the acts or omissions of the Trading Partner, its Agents, employees, subcontractors in the performance of the underlying contract; provided however, that DMH shall will have the option, at its sole discretion, to employ attorneys selected by it to defend any such action, the costs and expenses of which shall will be the responsibility of the Trading Partner. DMH for its part shall must provide the Trading Partner with timely notice of the existence of such proceedings and such information, documents and other cooperation as reasonably necessary to assist the Trading Partner in establishing a defense to such action.

Appears in 1 contract

Samples: Chief Information Office Bureau

Indemnification Regarding Agents. The Trading Partner shall indemnify, defend and hold harmless DMH from any and all claims, actions, damages, liabilities, costs and expenses, specifically including, without limitation, reasonable attorney’s fees and costs resulting from the acts or omissions of the Trading Partner, its Agents, employees, subcontractors in the performance of the underlying contractthis Agreement; provided however, that DMH shall have the option, at its sole discretion, to employ attorneys selected by it to defend any such action, the costs and expenses of which shall be the responsibility of the Trading Partner. DMH for its part part, shall provide the Trading Partner with timely notice of the existence of such proceedings and such information, documents and other cooperation as reasonably necessary to assist the Trading Partner in establishing a defense to such action. These indemnities shall survive termination of this Agreement and DMH reserves the right, at its option and expense, to participate in the defense of any suit or proceeding through counsel of its own choosing.

Appears in 1 contract

Samples: Electronic Trading Partner Agreement

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Indemnification Regarding Agents. The Trading Partner shall indemnify, defend and hold harmless DMH from any and all claims, actions, damages, liabilities, costs and expenses, specifically including, without limitation, reasonable attorney’s fees and costs resulting from the acts or omissions of the Trading Partner, its Agents, employees, subcontractors in the performance of the underlying contractthis Agreement; provided however, that DMH shall have the option, at its sole discretion, to employ attorneys selected by it to defend any such action, the costs and expenses of which shall be the responsibility of the Trading Partner. DMH for its part shall provide the Trading Partner with timely notice of the existence of such proceedings and such information, documents and other cooperation as reasonably necessary to assist the Trading Partner in establishing a defense to such action. These indemnities shall survive termination of this Agreement and DMH reserves the right, at its option and expense, to participate in the defense of any suit or proceeding through counsel of its own choosing.

Appears in 1 contract

Samples: Trading Partner Agreement

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