Common use of Exemption and Compensation Clause in Contracts

Exemption and Compensation. 4.1 The Parties acknowledge that Framedia Investment shall not be requested to be liable for or compensate (monetary or otherwise) other Parties or any third party due to exercise of Entrusted Rights by the Trustees designated by Framedia Investment under this Agreement. 4.2 Century Shenghuo and the Shareholders agree to compensate Framedia Investment for and hold it harmless against all losses incurred or likely to be incurred by it due to exercise of the Entrusted Rights by the Trustees designated by Framedia Investment, including without limitation any loss resulting from any litigation, demand arbitration or claim initiated or raised by any third party against it or from administrative investigation or penalty of governmental authorities. However, the Shareholders and Century Shenghuo will not compensate for losses incurred due to wilful misconduct or gross negligence of Framedia Investment.

Appears in 2 contracts

Samples: Proxy Agreement (Focus Media Holding LTD), Proxy Agreement (Focus Media Holding LTD)

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Exemption and Compensation. 4.1 The Parties acknowledge that Framedia Investment shall not be requested to be liable for or compensate (monetary or otherwise) other Parties or any third party due to exercise of Entrusted Rights by the Trustees designated by Framedia Investment under this Agreement. 4.2 Century Shenghuo Target Company and the Shareholders agree to compensate Framedia Investment for and hold it harmless against all losses incurred or likely to be incurred by it due to exercise of the Entrusted Rights by the Trustees designated by Framedia Investment, including without limitation any loss resulting from any litigation, demand arbitration or claim initiated or raised by any third party against it or from administrative investigation or penalty of governmental authorities. However, the Shareholders and Century Shenghuo Target Company will not compensate for losses incurred due to wilful misconduct or gross negligence of Framedia Investment.

Appears in 2 contracts

Samples: Proxy Agreement (Focus Media Holding LTD), Proxy Agreement (Focus Media Holding LTD)

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Exemption and Compensation. 4.1 The Parties acknowledge that Framedia Investment shall not be requested to be liable for or compensate (monetary or otherwise) other Parties or any third party due to exercise of Entrusted Rights by the Trustees designated by Framedia Investment under this Agreement. 4.2 Century Shiji Shenghuo and the Shareholders agree to compensate Framedia Investment for and hold it harmless against all losses incurred or likely to be incurred by it due to exercise of the Entrusted Rights by the Trustees designated by Framedia Investment, including without limitation any loss resulting from any litigation, demand arbitration or claim initiated or raised by any third party against it or from administrative investigation or penalty of governmental authorities. However, the Shareholders and Century Shiji Shenghuo will not compensate for losses incurred due to wilful misconduct or gross negligence of Framedia Investment.

Appears in 1 contract

Samples: Shareholders' Voting Rights Proxy Agreement (Focus Media Holding LTD)

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