Common use of Procedures and Defense Clause in Contracts

Procedures and Defense. If a claim or action arises, the City or any other indemnified party shall promptly tender the defense of the claim to Operator, which defense shall be at Operator’s expense. The City may participate in the defense of a claim, but if Operator provides a defense at Operator’s expense then Operator shall not be liable for any attorneys’ fees, expenses or other costs the City may incur if it chooses to participate in the defense of a claim, unless and until separate representation as described below in subsection A.6 is required. In that event, the provisions of subsection A.6 shall govern Operator’s responsibility for City’s attorney’s fees, expenses or other costs. In any event, Operator may not agree to any settlement of claims affecting the City without the City’s approval.