[R.O. 1993 § 160.010; Ord. No. 2590 § 1, 12-13-2005]
A. 
The City shall indemnify, defend and hold harmless any elected or appointed officials, officers, employees, agents and any member of a City agency, commission, committee or board who is a party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative (other than an action by or in the right of the City), by reason of the fact that he or she is or was a public official, whether elected or appointed, officer, employee or agent of the City or while serving at the request of the City as a member of a City agency, commission, committee or board, against all expenses, including attorney fees, judgments, fines and amounts paid in settlement or compromise, actually and reasonably incurred by him or her in connection with such action, suit or proceeding if he or she acted in good faith and in a manner he or she reasonably believed to be in (or not opposed to) the best interest of the City, without malice or specific intent to commit a violation of another person's constitutional rights and, with respect to any criminal action or proceeding, had no reasonable cause to believe his or her conduct was unlawful or unconstitutional. The termination of any such action, suit or proceeding by judgment, order, settlement, conviction or upon a plea of nolo contendere or its equivalent shall not, of itself, create a presumption that the person failed to act in good faith and in a manner that he/she reasonably believed to be in or not opposed to the best interest of the City, or that the person acted with malice or specific intent to commit a violation of another person's constitutional rights or, with respect to any criminal action or proceeding, that the person had reasonable cause to believe that his/her conduct was unlawful; provided, however, the City shall not be liable for any settlement of any such claim or suit effected without its consent and the City reserves the right to assert any defense and make any settlement or any claim or suit that it deems expedient.
B. 
The City shall have the right and duty to provide legal representation through the City Counselor or, in its discretion, through the selection of outside legal counsel to any officer or employee sued in connection with any claim for damages or other civil action against such person arising out of the course and scope of employment, provided that such officer or employee is entitled to indemnification as set forth in this Section. Such legal representation shall be provided at no cost to the officer or employee, and any officer or employee may have his or her own counsel assist in the defense at the sole expense of the officer or employee. The officer or employee shall cooperate fully with the City in preparation and presentation of the case and the failure to cooperate shall waive such officer's or employee's right to representation and indemnity under this Section. Expenses incurred in defending a civil or criminal action, suit or proceeding may be paid by the City in advance of the final disposition of the action, suit or proceeding as authorized by the City Council in the specific case upon receipt of an undertaking by or on behalf of the public official, employee or agent to pay the expense of such action.
C. 
Any person seeking indemnification from the City shall, in the event of any occurrence and upon receipt of notice of any claim, suit, action or proceeding, promptly notify in writing the City Manager of the identity of the person seeking indemnification and also reasonably obtainable information with respect to the time, place and circumstance that give rise to the occurrence, including the name and address of the injured party and of any witnesses.
D. 
The person seeking indemnification shall cooperate with the City in any investigation, defense, negotiation or compromise of any claim, suit or action, even if any of the allegations of the suit are groundless, false or fraudulent, and the City may make such investigation and settlement of any claim or suit as it deems expedient, but the City shall not be obligated to pay any claim or judgment or expense including attorney fees unless and until the benefits of any insurance, whether provided by the City or by the person seeking indemnification, have been exhausted.
E. 
Any investigation, defense, negotiation or compromise covered by this Section shall be conducted by the City Attorney or his/her designees.
F. 
The City may, in its discretion, purchase and maintain insurance on behalf of the City or any person who is or was a public official, whether elected or appointed, or an employee or agent of the City, its boards or commissions, or is or was serving on any other board or commission at the request of the City, against claims or causes of action for property damage or personal injuries, including death, caused while in the exercise of governmental functions.
G. 
The indemnification provided herein is intended for the personal enjoyment, protection and welfare of the City, its public officials whether elected or appointed, its employees or agents as herein set forth and no such person can assign, sell, pledge, hypothecate or in any other manner anticipate or dispose of such right to indemnification, and no party recovering any such judgment, fines, amounts paid settlement or compromise of claim or cause of action or expense, including attorney fees, against a person eligible for indemnification can sue the City to recover or enforce any claim for indemnification.
H. 
Nothing herein shall be construed to broaden the liability of the City, its public officials whether elected or appointed, its employees or agents, nor to abolish or waive any defense at law that might otherwise be available to the City, its public officials whether elected or appointed, its employees or agents.
I. 
The payment of such amounts as may be necessary for the benefit of any person covered hereby are deemed necessary and proper public purposes for which funds of this City may be expended.