Paragraph 296 I1

Without limiting the other provisions of this Part of this Schedule, the undertaker must indemnify Trent Valley Internal Drainage Board in respect of all costs and losses, liabilities, proceedings, damages, expenses, claims and demands not otherwise provided for in this Schedule which may be made or taken against, recovered from or incurred by Trent Valley Internal Drainage Board by reason of, or arising out of—

Trent Valley Internal Drainage Board must give to the undertaker reasonable notice of any such claim or demand.

The undertaker may at its own expense conduct all negotiations for the settlement of the same and any litigation that may arise therefrom.

Trent Valley Internal Drainage Board must not compromise or settle any such claim or make any admission which might be prejudicial to the claim without the agreement of the undertaker which agreement must not be unreasonably withheld or delayed.

Trent Valley Internal Drainage Board will, having regard to its statutory functions, at all times take reasonable steps to prevent and mitigate any such claims, demands, proceedings, costs, damages, expenses or loss to which the indemnity under sub-paragraph (1) applies.

Trent Valley Internal Drainage Board will, at the request of the undertaker and having regard to its statutory functions, afford all reasonable assistance for the purpose of contesting any such claim or action, and is to be repaid its reasonable costs and expenses incurred in so doing.

The fact that any work or thing has been executed or done by the undertaker in accordance with a plan approved or deemed to be approved by Trent Valley Internal Drainage Board, or to its satisfaction, or in accordance with any directions or award of an arbitrator, does not relieve the undertaker from any liability under this Part of this Schedule.

Nothing in sub-paragraph (1) imposes any liability on the undertaker with respect to any damage to the extent that it is attributable to the act, neglect or default of Trent Valley Internal Drainage Board or the breach of a statutory duty of Trent Valley Internal Drainage Board, its officers, servants, contractors or agents.