INDEMNIFICATION BY ADVISOR. The Advisor shall indemnify and hold harmless the Company from contract or other liability, claims, damages, taxes or losses and related expenses including attorneys’ fees, to the extent that (i) such liability, claims, damages, taxes or losses and related expenses are not fully reimbursed by insurance and (ii) are incurred by reason of the Advisor’s bad faith, fraud, misfeasance, misconduct, negligence or reckless disregard of its duties. The Advisor shall not be held responsible for any action of the Board in following or declining to follow any advice or recommendation given by the Advisor.
Appears in 37 contracts
Samples: Fourth Amended and Restated Advisory Agreement (Carter Validus Mission Critical REIT II, Inc.), Third Amended and Restated Advisory Agreement (Carter Validus Mission Critical REIT II, Inc.), Third Amended and Restated Advisory Agreement (Carter Validus Mission Critical REIT, Inc.)
INDEMNIFICATION BY ADVISOR. The Advisor shall indemnify and hold harmless the Company from contract or other liability, claims, damages, taxes or losses and related expenses including attorneys’ ' fees, to the extent that (i) such liability, claims, damages, taxes or losses and related expenses are not fully reimbursed by insurance and (ii) are incurred by reason of the Advisor’s 's bad faith, fraud, willful misfeasance, misconduct, negligence or reckless disregard of its duties. The , but the Advisor shall not be held responsible for any action of the Board of Directors in following or declining to follow any advice or recommendation given by the Advisor.
Appears in 35 contracts
Samples: Advisory Agreement (CNL Hospitality Properties Inc), Advisory Agreement (CNL Retirement Properties Inc), Advisory Agreement (CNL American Properties Fund Inc)
INDEMNIFICATION BY ADVISOR. The Advisor shall indemnify and hold harmless the Company from contract or other liability, claims, damages, taxes or losses and related expenses expenses, including attorneys’ fees, to the extent that (i) such liability, claims, damages, taxes or losses and related expenses are not fully reimbursed by insurance and (ii) are incurred by reason of the Advisor’s bad faith, fraud, willful misfeasance, misconduct, negligence or reckless disregard of its duties. The , but the Advisor shall not be held responsible for any action of the Board in following or declining to follow any advice or recommendation given by the Advisor.
Appears in 23 contracts
Samples: Advisory Agreement (Griffin-American Healthcare REIT IV, Inc.), Form of Advisory Agreement (Griffin-American Healthcare REIT IV, Inc.), Form of Advisory Agreement (Griffin-American Healthcare REIT IV, Inc.)
INDEMNIFICATION BY ADVISOR. The Advisor shall indemnify and hold harmless the Company from contract or other liability, claims, damages, taxes or losses and related expenses including attorneys’ fees, to the extent that (i) such liability, claims, damages, taxes or losses and related expenses are not fully reimbursed by insurance and (ii) are incurred by reason of the Advisor’s bad faith, fraud, misfeasance, misconduct, negligence or reckless disregard of its duties. The , but the Advisor shall not be held responsible for any action of the Board in following or declining to follow any advice or recommendation given by the Advisor.
Appears in 19 contracts
Samples: Advisory Management Agreement (Behringer Harvard Opportunity REIT I, Inc.), Advisory Agreement (Paladin Realty Income Properties Inc), Registration Rights Agreement (Behringer Harvard Reit I Inc)
INDEMNIFICATION BY ADVISOR. The Advisor shall indemnify and hold harmless the Company from contract or other liability, claims, damages, taxes or losses and related expenses including attorneys’ fees, to the extent that (i) such the liability, claims, damages, taxes or losses and related expenses are not fully reimbursed by insurance and (ii) are incurred by reason of the Advisor’s bad faith, fraud, misfeasance, misconduct, gross negligence or reckless disregard of its duties. The , but the Advisor shall not be held responsible for any action of the Board in following or declining to follow any advice or recommendation given by the Advisor.
Appears in 19 contracts
Samples: Advisory Management Agreement (Behringer Harvard Opportunity REIT II, Inc.), Advisory Management Agreement (Behringer Harvard Opportunity REIT II, Inc.), Advisory Management Agreement (Behringer Harvard Opportunity REIT II, Inc.)
INDEMNIFICATION BY ADVISOR. The Advisor shall indemnify and hold harmless the Company from contract or other liability, claims, damages, taxes or losses and related expenses including attorneys’ fees, to the extent that (i) such liability, claims, damages, taxes or losses and related expenses are not fully reimbursed by insurance and (ii) are incurred by reason of the Advisor’s bad faith, fraud, willful misfeasance, misconduct, negligence or reckless disregard of its duties. The , but the Advisor shall not be held responsible for any action of the Board of Directors in following or declining to follow any advice or recommendation given by the Advisor.
Appears in 16 contracts
Samples: Form of Advisory Agreement (Wells Real Estate Investment Trust Ii Inc), Advisory Agreement (Orange REIT, Inc.), Advisory Agreement (Orange Hospitality, INC)
INDEMNIFICATION BY ADVISOR. The Advisor shall indemnify and hold harmless the Company and the Operating Partnership from contract or other liability, claims, damages, taxes or losses and related expenses including attorneys’ ' fees, to the extent that (i) such liability, claims, damages, taxes or losses and related expenses are not fully reimbursed by insurance and (ii) are incurred by reason of the Advisor’s 's bad faith, fraud, willful misfeasance, gross misconduct, gross negligence or reckless disregard of its duties. The , but the Advisor shall not be held responsible for any action of the Board of Directors in following or declining to follow any advice or recommendation given by the Advisor.
Appears in 13 contracts
Samples: Advisory Agreement (Ares Real Estate Income Trust Inc.), Advisory Agreement (Ares Real Estate Income Trust Inc.), Advisory Agreement (Ares Real Estate Income Trust Inc.)
INDEMNIFICATION BY ADVISOR. The Advisor shall indemnify and hold harmless the Company and the Operating Partnership from contract or other liability, claims, damages, taxes or losses and related expenses including attorneys’ fees, to the extent that (i) such liability, claims, damages, taxes or losses and related expenses are not fully reimbursed by insurance and (ii) are incurred by reason of the Advisor’s bad faith, fraud, misfeasancewillful misconduct or gross negligence; provided, misconducthowever, negligence or reckless disregard of its duties. The that the Advisor shall not be held responsible for any action of the Board in following or declining to follow any advice or recommendation given by the Advisor.
Appears in 12 contracts
Samples: Advisory Agreement (Cantor Fitzgerald Income Trust, Inc.), Advisory Agreement (Rodin Income Trust, Inc.), Advisory Agreement (Rodin Global Property Trust, Inc.)
INDEMNIFICATION BY ADVISOR. The Advisor shall indemnify and hold harmless the Company from contract or other liability, claims, damages, taxes or losses and related expenses including attorneys’ fees, to the extent that (i) such liability, claims, damages, taxes or losses and related expenses are not fully reimbursed by insurance and (ii) are incurred by reason of the Advisor’s bad faith, fraud, willful misfeasance, misconduct, negligence or reckless disregard of its duties. The , but Advisor shall not be held responsible for any action of the Board in following or declining to follow any advice or recommendation given by the Advisor.
Appears in 10 contracts
Samples: Advisory Agreement (Strategic Storage Trust, Inc.), Advisory Agreement (Strategic Storage Trust, Inc.), Advisory Agreement (Gc Net Lease Reit, Inc.)
INDEMNIFICATION BY ADVISOR. The Advisor shall indemnify and hold harmless the Company from contract or other liability, claims, damages, taxes or losses and related expenses including attorneys’ fees, to the extent that (i) such liability, claims, damages, taxes or losses and related expenses are not fully reimbursed by insurance and (ii) are incurred by reason of the Advisor’s bad faith, fraud, willful misfeasance, intentional misconduct, gross negligence or reckless disregard of its duties. The , but the Advisor shall not be held responsible for any action of the Board in following or declining to follow any advice or recommendation given by the Advisor.
Appears in 8 contracts
Samples: Advisory Agreement (Paladin Realty Income Properties Inc), Advisory Agreement (Paladin Realty Income Properties Inc), Advisory Agreement (Paladin Realty Income Properties Inc)
INDEMNIFICATION BY ADVISOR. The Advisor shall indemnify and hold harmless the Company from contract or other liability, claims, damages, taxes or losses and related expenses including attorneys’ fees, to the extent that (i) such liability, claims, damages, taxes or losses and related expenses are not fully reimbursed by insurance and (ii) are incurred by reason of the Advisor’s bad faith, fraud, willful misfeasance, misconduct, gross negligence or reckless disregard of its duties. The , but the Advisor shall not be held responsible for any action of the Board of Trustees in following or declining to follow any advice or recommendation given by the Advisor.
Appears in 7 contracts
Samples: Fourth Amended And (Cb Richard Ellis Realty Trust), Advisory Agreement (Cb Richard Ellis Realty Trust), Advisory Agreement (Cb Richard Ellis Realty Trust)
INDEMNIFICATION BY ADVISOR. The Advisor shall indemnify and hold harmless the Company from contract or other liability, claims, damages, taxes or losses and related expenses including attorneys’ ' fees, to the extent that (i) such liability, claims, damages, taxes or losses and related expenses are not fully reimbursed by insurance and (ii) are incurred by reason of the Advisor’s 's bad faith, fraud, misfeasance, misconduct, negligence or reckless disregard of its duties. The , but the Advisor shall not be held responsible for any action of the Board of Directors in following or declining to follow any advice or recommendation given by the Advisor.
Appears in 6 contracts
Samples: Form of Advisory Agreement (Cole Credit Property Trust II Inc), Form of Advisory Agreement (Cole Credit Property Trust II Inc), Advisory Agreement (Cole Credit Property Trust II Inc)
INDEMNIFICATION BY ADVISOR. The Advisor shall indemnify and hold harmless the Company from contract or other liability, claims, damages, taxes or losses and related expenses expenses, including attorneys’ ' fees, to the extent that (i) such liability, claims, damages, taxes or losses and related expenses are not fully reimbursed by insurance and (ii) are incurred by reason of the Advisor’s 's bad faith, fraud, willful misfeasance, misconduct, negligence or reckless disregard of its duties. The , but the Advisor shall not be held responsible for any action of the Board in following or declining to follow any advice or recommendation given by the Advisor.
Appears in 6 contracts
Samples: Form of Advisory Agreement (NNN Healthcare/Office REIT, Inc.), Form of Advisory Agreement (NNN Healthcare/Office REIT, Inc.), Form of Advisory Agreement (NNN Healthcare/Office REIT, Inc.)
INDEMNIFICATION BY ADVISOR. The Advisor shall indemnify and hold harmless the Company from contract or other liability, claims, damages, taxes or losses and related expenses including attorneys’ fees, to the extent that (i) such liability, claims, damages, taxes or losses and related expenses are not fully reimbursed by insurance and (ii) are incurred by reason of the Advisor’s bad faith, fraud, willful misfeasance, misconduct, negligence or reckless disregard of its duties. The , but the Advisor shall not be held responsible for any action of the Board in following or declining to follow any advice or recommendation given by the Advisor.
Appears in 6 contracts
Samples: Amended and Restated Advisory Agreement (Wells Timberland REIT, Inc.), Advisory Agreement (Wells Timberland REIT, Inc.), Advisory Agreement (Wells Timberland REIT, Inc.)
INDEMNIFICATION BY ADVISOR. The Advisor shall indemnify and hold harmless the Company from contract or other liability, claims, damages, taxes or losses and related expenses including attorneys’ ' fees, to the extent that (i) such liability, claims, damages, taxes or losses and related expenses are not fully reimbursed by insurance and (ii) are incurred by reason of the Advisor’s 's bad faith, fraud, misfeasance, misconduct, negligence or reckless disregard of its duties. The , but the Advisor shall not be held responsible for any action of the Board in following or declining to follow any advice or recommendation given by the Advisor.
Appears in 5 contracts
Samples: Form of Advisory Agreement (Behringer Harvard Opportunity REIT I, Inc.), Advisory Agreement (Behringer Harvard Reit I Inc), Advisory Agreement (Behringer Harvard Reit I Inc)
INDEMNIFICATION BY ADVISOR. The Advisor shall indemnify and hold harmless the Company Trust from contract or other liability, claims, damages, taxes or losses and related expenses including attorneys’ fees, to the extent that (i) such liability, claims, damages, taxes or losses and related expenses are not fully reimbursed by insurance and (ii) are incurred by reason of the Advisor’s bad faith, fraud, misfeasance, misconduct, negligence or reckless disregard of its duties. The Advisor shall not be held responsible for any action of the Board in following or declining to follow any advice or recommendation given by the Advisor.
Appears in 5 contracts
Samples: Advisory Agreement (United Development Funding Income Fund V), Advisory Agreement (United Development Funding IV), Advisory Agreement (United Development Funding IV)
INDEMNIFICATION BY ADVISOR. The Advisor shall indemnify and hold harmless the Company and the Operating Partnership from contract or other liability, claims, damages, taxes or losses and related expenses including attorneys’ fees, to the extent that (i) such liability, claims, damages, taxes or losses and related expenses are not fully reimbursed by insurance and (ii) are incurred by reason of the Advisor’s bad faith, fraud, willful misfeasance, gross misconduct, gross negligence or reckless disregard of its duties. The , but the Advisor shall not be held responsible for any action of the Board of Directors in following or declining to follow any advice or recommendation given by the Advisor.
Appears in 5 contracts
Samples: Advisory Agreement (Dividend Capital Diversified Property Fund Inc.), Advisory Agreement (Dividend Capital Diversified Property Fund Inc.), Advisory Agreement (Dividend Capital Total Realty Trust Inc.)
INDEMNIFICATION BY ADVISOR. The Advisor shall indemnify and hold harmless the Company from contract or other liability, claims, damages, taxes or losses and related expenses including attorneys’ fees, to the extent that (i) such liability, claims, damages, taxes or losses and related expenses are not fully reimbursed by insurance and (ii) are incurred by reason of the Advisor’s bad faith, fraud, misfeasance, intentional misconduct, negligence or reckless disregard of its duties. The ; provided, however, that the Advisor shall not be held responsible for any action of the Board in following or declining to follow any advice or recommendation given by the Advisor.
Appears in 5 contracts
Samples: Advisory Agreement (Shearson American REIT, Inc.), Advisory Agreement (Shearson American REIT, Inc.), Advisory Agreement (MVP Monthly Income Realty Trust, Inc.)
INDEMNIFICATION BY ADVISOR. The Advisor shall indemnify and hold harmless the Company from contract or other liability, claims, damages, taxes or losses and related expenses including attorneys’ ' fees, to the extent that (i) such liability, claims, damages, taxes or losses and related expenses are not fully reimbursed by insurance and (ii) are incurred by reason of the Advisor’s 's bad faith, fraud, willful misfeasance, misconduct, gross negligence or reckless disregard of its duties. The , but the Advisor shall not be held responsible for any action of the Board of Directors in following or declining to follow any advice or recommendation given by the Advisor.
Appears in 4 contracts
Samples: Advisory Agreement (Behringer Harvard Reit I Inc), Advisory Agreement (Behringer Harvard Reit I I Inc), Advisory Agreement (Behringer Harvard Reit I Inc)
INDEMNIFICATION BY ADVISOR. The Advisor shall indemnify and hold harmless the Company from contract or other liability, claims, damages, taxes or losses and related expenses including attorneys’ fees, to the extent that (i) such the liability, claims, damages, taxes or losses and related expenses are not fully reimbursed by insurance and (ii) are incurred by reason of the Advisor’s bad faith, fraud, misfeasance, willful misconduct, gross negligence or reckless disregard of its duties. The duties under this Agreement, but the Advisor shall not be held responsible for any action or inaction of the Board of the Company in following or declining to follow any advice or recommendation given by the Advisor.
Appears in 4 contracts
Samples: Advisory Agreement (Lightstone Value Plus REIT V, Inc.), Advisory Agreement (Lightstone Value Plus REIT V, Inc.), Advisory Management Agreement (Behringer Harvard Opportunity REIT II, Inc.)
INDEMNIFICATION BY ADVISOR. The Advisor shall indemnify and hold harmless the Company Trust from contract or other liability, claims, damages, taxes or losses and related expenses including attorneys’ fees, to the extent that (i) such liability, claims, damages, taxes or losses and related expenses are not fully reimbursed by insurance and (ii) are incurred by reason of the Advisor’s bad faith, fraud, misfeasance, willful misconduct, gross negligence or reckless disregard of its duties. The duties under this Agreement; provided, however, that the Advisor shall not be held responsible for any action of the Board in following or declining to follow any advice or recommendation given by the Advisor.
Appears in 3 contracts
Samples: Advisory Agreement (Starwood Credit Real Estate Income Trust), Advisory Agreement (Starwood Credit Real Estate Income Trust), Advisory Agreement (Starwood Credit Real Estate Income Trust)
INDEMNIFICATION BY ADVISOR. The Advisor shall indemnify and hold -------------------------- harmless the Company from contract or other liability, claims, damages, taxes or losses and related expenses including attorneys’ ' fees, to the extent that (i) such liability, claims, damages, taxes or losses and related expenses are not fully reimbursed by insurance and (ii) are incurred by reason of the Advisor’s 's bad faith, fraud, willful misfeasance, misconduct, negligence or reckless disregard of its duties. The , but the Advisor shall not be held responsible for any action of the Board of Directors in following or declining to follow any advice or recommendation given by the Advisor.
Appears in 3 contracts
Samples: Advisory Agreement (Wells Real Estate Investment Trust Inc), Advisory Agreement (Wells Real Estate Investment Trust Inc), Advisory Agreement (Wells Real Estate Investment Trust Inc)
INDEMNIFICATION BY ADVISOR. The Advisor shall indemnify and hold harmless the Company from contract or other liability, claims, damages, taxes or losses and related expenses including attorneys’ ' fees, to the extent that (i) such liability, claims, damages, taxes or losses and related expenses are not fully reimbursed by insurance and (ii) are not incurred by reason of the Advisor’s 's bad faith, fraud, willful misfeasance, misconduct, negligence or reckless disregard of its duties. The , but the Advisor shall not be held responsible for any action of the Board in following or declining to follow any advice or recommendation given by the Advisor.
Appears in 2 contracts
Samples: Advisory Agreement (Wells Timber Real Estate Investment Trust, Inc.), Advisory Agreement (Wells Timber Real Estate Investment Trust, Inc.)
INDEMNIFICATION BY ADVISOR. The Advisor shall indemnify and hold harmless the Company Fund from contract or other liability, claims, damages, taxes or losses and related expenses including attorneys’ fees, to the extent that (i) such liability, claims, damages, taxes or losses and related expenses are not fully reimbursed by insurance and (ii) are incurred by reason of the Advisor’s bad faith, fraud, willful misfeasance, intentional misconduct, gross negligence or reckless disregard of its duties. The , but the Advisor shall not be held responsible for any action of the Board in following or declining to follow any advice or recommendation given by the Advisor.
Appears in 1 contract
INDEMNIFICATION BY ADVISOR. The Advisor shall indemnify and hold harmless the Company from contract or other liability, claims, damages, taxes or losses and related expenses including attorneys’ ' fees, to the extent that (i) such the liability, claims, damages, taxes or losses and related expenses are not fully reimbursed by insurance and (ii) are incurred by reason of the Advisor’s 's bad faith, fraud, misfeasance, misconduct, gross negligence or reckless disregard of its duties. The , but the Advisor shall not be held responsible for any action of the Board in following or declining to follow any advice or recommendation given by the Advisor.
Appears in 1 contract
Samples: Advisory Management Agreement (Behringer Harvard Opportunity REIT II, Inc.)
INDEMNIFICATION BY ADVISOR. The Advisor shall indemnify and hold harmless the Company and the Operating Partnership from contract or other liability, claims, damages, taxes or losses and related expenses including attorneys’ ' fees, to the extent that (i) such liability, claims, damages, taxes or losses and related expenses are not fully reimbursed by insurance and (ii) are incurred by reason of the Advisor’s 's bad faith, fraud, willful misfeasance, gross misconduct, gross negligence or reckless disregard of its duties. The , but the Advisor shall not be held responsible for any action of the Board of Directors in following or declining to follow any advice or recommendation given by the Advisor.
Appears in 1 contract
Samples: Advisory Agreement (Black Creek Diversified Property Fund Inc.)
INDEMNIFICATION BY ADVISOR. The Advisor shall indemnify and hold harmless the Company Trust and the Operating Partnership from contract or other liability, claims, damages, taxes or losses and related expenses including attorneys’ fees, to the extent that (i) such liability, claims, damages, taxes or losses and related expenses are not fully reimbursed by insurance and (ii) are incurred by reason of the Advisor’s bad faith, fraud, willful misfeasance, gross misconduct, gross negligence or reckless disregard of its duties. The , but the Advisor shall not be held responsible for any action of the Board of Trustees in following or declining to follow any advice or recommendation given by the Advisor.
Appears in 1 contract
INDEMNIFICATION BY ADVISOR. The Advisor shall indemnify and hold harmless the Company from contract or other liability, claims, damages, taxes or losses and related expenses including attorneys’ fees, to the extent that (i) such liability, claims, damages, taxes or losses and related expenses are not fully reimbursed by insurance and (ii) are incurred by reason of the Advisor’s bad faith, fraud, willful misfeasance, misconduct, negligence willful misconduct or reckless disregard of its duties. The , but the Advisor shall not be held responsible for any action of the Board of Directors in following or declining to follow any advice or recommendation given by the Advisor.
Appears in 1 contract
Samples: Advisory Agreement (Cole Credit Property Trust Inc)
INDEMNIFICATION BY ADVISOR. The Advisor shall indemnify and hold harmless the Company from contract or other liability, claims, damages, taxes or losses and related expenses including attorneys’ ' fees, to the extent that (i) such liability, claims, damages, taxes or losses and related expenses are not fully reimbursed by insurance and (ii) are incurred by reason of the Advisor’s 's bad faith, fraud, willful misfeasance, negligence, misconduct, negligence or reckless disregard of its duties. The , but Advisor shall not be held responsible for any action of the Board Directors in following or declining to follow any advice or recommendation given by the Advisor.
Appears in 1 contract
Samples: Advisory Agreement (Cornerstone Core Properties REIT, Inc.)
INDEMNIFICATION BY ADVISOR. The Advisor shall indemnify and hold harmless the Company from contract or other liability, claims, damages, taxes or losses and related expenses including attorneys’ ' fees, to the extent that (i) such liability, claims, damages, damages taxes or losses and related expenses are not fully reimbursed by insurance and (ii) are incurred by reason of the Advisor’s 's bad faith, fraud, willful misfeasance, misconduct, negligence or reckless disregard of its duties. The , but the Advisor shall not be held responsible for any action of the Board of Directors in following or declining to follow any advice or recommendation given by the Advisor.
Appears in 1 contract
Samples: Form of Advisory Agreement (CNL American Realty Fund Inc)
INDEMNIFICATION BY ADVISOR. The Advisor shall indemnify and hold harmless the Company from contract or other liability, claims, damages, taxes or losses and related expenses including attorneys’ fees, to the extent that (i) such liability, claims, damages, taxes or losses and related expenses are not fully reimbursed by insurance and (ii) are incurred by reason of the Advisor’s bad faith, fraud, misfeasance, misconduct, gross negligence or reckless disregard of its duties. The , but the Advisor shall not be held responsible for any action of the Board in following or declining to follow any advice or recommendation given by the Advisor.
Appears in 1 contract
Samples: Form of Advisory Management Agreement (Behringer Harvard Opportunity REIT II, Inc.)
INDEMNIFICATION BY ADVISOR. The Advisor shall indemnify and hold harmless the Company from contract or other liability, claims, damages, taxes or losses and related expenses expenses, including attorneys’ fees, to the extent that (i) such the liability, claims, damages, taxes or losses and related expenses are not fully reimbursed by insurance and (ii) are incurred by reason of the Advisor’s bad faith, fraud, misfeasance, misconduct, gross negligence or reckless disregard of its duties. The , but the Advisor shall not be held responsible for any action of the Board in following or declining to follow any advice or recommendation given by the Advisor.
Appears in 1 contract
Samples: Advisory Management Agreement (Adaptive Real Estate Income Trust, Inc.)
