Expenses of Transfer; Indemnification. All expenses, including attorneys’ fees and expenses, incurred by the Managing Member or the Company in connection with any Transfer shall be fully borne by the transferring Member or such Member’s transferee. In addition, the transferring Member or such transferee shall indemnify the Company and the Managing Member in a manner reasonably satisfactory to the Managing Member against any losses, claims, damages, liabilities or expenses to which the Company or the Managing Member may become subject arising out of or based upon any false representation or warranty made by, or breach or failure to comply with any covenant or agreement of, such transferring Member or such transferee in connection with such Transfer.
Appears in 4 contracts
Samples: Operating Agreement (Acadia Realty Trust), Operating Agreement (Acadia Realty Trust), Operating Agreement (Acadia Realty Trust)
Expenses of Transfer; Indemnification. All expenses, including attorneys’ fees reasonable costs and expenses, expenses incurred by the Managing Member or and the Company in connection with any Transfer of a Member’s Units, including any filing and recording costs and the reasonable fees and disbursements of counsel for the Company, shall be fully borne paid by the transferring Member or such Member’s transferee. In addition, the transferring Member or such transferee shall indemnify the Company and hereby indemnifies the Managing Member in a manner reasonably satisfactory to and the Managing Member Company against any losses, claims, damages, damages or liabilities or expenses to which the Managing Member, the Company or the Managing Member any of their respective Affiliates may become subject arising out of or based upon any false representation or warranty made by, or breach or failure to comply with any covenant or agreement of, such transferring Member or such transferee in connection with such Transfer.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Manning & Napier, Inc.), Limited Liability Company Agreement (Manning & Napier, Inc.)
Expenses of Transfer; Indemnification. All expenses, including attorneys’ fees and expenses, incurred by the Managing Member or the Company in connection with any Transfer shall be fully borne by the transferring Member or and such Member’s transferee. In addition, the transferring Member or and such transferee shall shall, jointly and severally, indemnify the Company and the Managing Member in a manner reasonably satisfactory to the Managing Member Member, in its sole discretion, against any losses, claims, damages, liabilities or expenses to which the Company or the Managing Member may become subject arising out of or based upon any false representation or warranty made by, or breach or failure to comply with any covenant or agreement of, such transferring Member or such transferee in connection with such Transfer.
Appears in 1 contract
Samples: Limited Liability Company Operating Agreement (Barrington Quincy LLC)