Exception to Indemnification. Notwithstanding anything to the contrary in this Agreement, the General Partner shall not be entitled to indemnification hereunder for any loss, claim, damage, liability or expense for which the General Partner is obligated to indemnify the Partnership under any other agreement between the General Partner and the Partnership.
Exception to Indemnification. Notwithstanding anything to the contrary in this Agreement, the Managing Member shall not be entitled to indemnification hereunder for any loss, claim, damage, liability or expense for which the Managing Member is obligated to indemnify the Company under any other agreement between the Managing Member and the Company.
Exception to Indemnification. If the allegations asserted in any action or if any facts established during or with respect to any action would require Dealer to defend and indemnify Distributor under Section A, above, and Distributor to defend and indemnify Dealer under Section B, above, Distributor and Dealer shall each be responsible for its own defense in such an action and there shall be no obligation or responsibility in connection with any defense, judgment, settlement or expenses of such action as between Distributor and Dealer, except to the extent that such an obligation or responsibility may be imposed by applicable law.
Exception to Indemnification. Sections 12.1 and 12.2 shall not apply to the extent that a claim is caused by any Equipment (i) which is manufactured to Buyer's unique design requirements for Buyer's sole and exclusive use, (ii) modified by Buyer or its contractors after Delivery and by reason of said design, use or modification a suit is brought against Buyer or (iii) furnished under this Contract and used by Buyer in conjunction with any other apparatus or material not reasonably anticipated or specified by Seller. To the extent of a claim described in the preceding sentence, Seller assumes no liability whatsoever for infringement.
Exception to Indemnification. Neither Party shall be required to indemnify the other Party to the extent that any such claims or suits arose out of or resulted from the other Party’s gross negligence, recklessness or willful misconduct or fraud.
Exception to Indemnification. Notwithstanding any provision contained herein to the contrary, no Indemnified Party shall be entitled to indemnification hereunder from and after the Closing with respect to a breach by an Indemnifying Party of any representation, warranty or covenant hereunder of which such Indemnified Party had knowledge as of the Closing Date.
Exception to Indemnification. Notwithstanding anything in this Agreement to the contrary, MPC is not responsible for indemnification obligations pursuant to Section 7.2 for any cause of action arising from the actions, inactions, admissions, or omissions of any personnel provided or caused to be provided to HSM pursuant to the Amended and Restated Employee Services Agreement, provided the Amended and Restated Employee Services Agreement is still in effect at the time the cause of action arose. MPC is responsible for indemnification obligations pursuant to Section 7.2 for any cause of action arising from the grossly negligent or willful actions, inactions, admissions, or omissions of any personnel provided or caused to be provided to HSM pursuant to the Amended and Restated Employee Services Agreement, provided the Amended and Restated Employee Services Agreement is still in effect at the time the cause of action arose.
Exception to Indemnification. Notwithstanding anything to the contrary contained herein, if the Closing occurs no claim for indemnification may be asserted under this Agreement or any document delivered in connection herewith with respect to any matter which the indemnifying party can prove was discovered or known by the party otherwise entitled to seek indemnification on or before the Closing Date.
Exception to Indemnification. Notwithstanding anything to the contrary in this Agreement, the Initial Member shall not be entitled to indemnification hereunder for any loss, claim, damage, liability or expense for which the Initial Member is obligated to indemnify the Company under any other agreement between the Initial Member and the Company.
Exception to Indemnification. 15 V. TERMINATION........................................................ 17
