Common use of Indemnification of a Party Who is Wholly or Partly Successful Clause in Contracts

Indemnification of a Party Who is Wholly or Partly Successful. Notwithstanding any other provision of this Agreement, to the extent that the Indemnitee is, by reason of the Indemnitee’s Corporate Status, a party to and is successful in, on the merits or otherwise, any Proceeding, the Indemnitee shall be indemnified by the Company to the maximum extent consistent with the Articles of Incorporation against all Expenses and Liabilities actually incurred by or for him or her in connection therewith. If the Indemnitee is not wholly successful in such Proceeding but is successful, on the merits or otherwise, as to one or more but less than all claims, issues or matters in such Proceeding, the Company shall hold harmless and indemnify the Indemnitee to the maximum extent consistent with the Articles of Incorporation against all Expenses and Liabilities actually and reasonably incurred by or for the Indemnitee in connection with each successfully resolved claim, issue or matter in such Proceeding. Resolution of a claim, issue or matter by dismissal, with or without prejudice, but except as provided in Section IV.F hereof, shall be deemed a successful result as to such claim, issue or matter so long as there has been no finding (either adjudicated or pursuant to Article VI hereof) that the act(s) or omission(s) of the Indemnitee giving rise thereto were not a Good Faith Act(s) or Omission(s).

Indemnification of a Party Who is Wholly or Partly Successful. Notwithstanding any other provision of this Agreement, to the extent that the Indemnitee is, by reason of the Indemnitee’s Corporate Status, a party to and is successful insuccessful, on the merits or otherwise, in any Proceeding, the Indemnitee shall be indemnified by the Company to the maximum extent consistent with the Articles of Incorporation permitted by law against all Expenses Expenses, judgments, penalties, fines and Liabilities amounts paid in settlement, actually and reasonably incurred by Indemnitee or for him or her on Indemnitee’s behalf in connection therewith. If the Indemnitee is not wholly successful in such Proceeding but is successful, on the merits or otherwise, as to one or more but less than all claims, issues or matters in such Proceeding, the Company shall hold harmless and indemnify the Indemnitee to the maximum extent consistent with the Articles of Incorporation permitted by law, against all Expenses Expenses, judgments, penalties, fines and Liabilities amounts paid in settlement, actually and reasonably incurred by Indemnitee or for the Indemnitee on Indemnitee’s behalf in connection with each successfully resolved claim, issue or matter in such Proceedingmatter. Resolution For purposes of a this Section 4(d) and without limitation, the termination of any claim, issue or matter in such a Proceeding by dismissal, with or without prejudice, but except as provided in Section IV.F hereof, shall be deemed to be a successful result as to such claim, issue or matter matter, so long as there has been no finding (either adjudicated or pursuant to Article VI hereofSection 6) that the act(s) or omission(s) of the Indemnitee giving rise thereto were did not a act in Good Faith Act(s) or Omission(s)Faith.

Indemnification of a Party Who is Wholly or Partly Successful. Notwithstanding any other provision of this AgreementSubject to the exceptions set forth in Section 4.05 herein, to the extent that the Indemnitee was or is, by reason of the Indemnitee’s Corporate Status, a party to and is successful insuccessful, on the merits or otherwise, in defense of any Proceeding, the Indemnitee shall be indemnified by the Company to the maximum extent consistent with the Articles of Incorporation permitted by law, against all Expenses Expenses, actually and Liabilities actually reasonably incurred by Indemnitee or for him or her on Indemnitee’s behalf in connection therewithwith such Proceeding or any claim, issue or matter therein. If Subject to the exceptions set forth in Section 4.05, if Indemnitee is not wholly successful in such Proceeding but is successful, on the merits or otherwise, as to one or more but less than all claims, issues or matters in such Proceeding, the Company shall hold harmless and indemnify the Indemnitee to the maximum extent consistent with the Articles of Incorporation permitted by law, against all Expenses and Liabilities actually and reasonably incurred by Indemnitee or for the Indemnitee on Indemnitee’s behalf in connection with each successfully resolved claim, issue or matter in such Proceedingmatter. Resolution For purposes of a this Subsection 4.04 and without limitation, the termination of any claim, issue or matter in such a Proceeding by dismissal, with or without prejudice, but except as provided in Section IV.F hereof, shall be deemed to be a successful result as to such claim, issue or matter matter, so long as there has been no finding (either adjudicated or pursuant to Article VI hereofVI) that the act(s) or omission(s) of the Indemnitee giving rise thereto were did not a act in Good Faith Act(s) or Omission(s)Faith.

Indemnification of a Party Who is Wholly or Partly Successful. Notwithstanding any other provision of this Agreement, to the extent that the Indemnitee is, by reason of the Indemnitee’s 's Corporate Status, a party to and is successful insuccessful, on the merits or otherwise, in any Proceeding, the Indemnitee shall be indemnified by the Company to the maximum extent consistent with the Articles of Incorporation permitted by law, against all Expenses Losses, Expenses, judgments, penalties, Fines and Liabilities amounts paid in settlement, actually and reasonably incurred by Indemnitee or for him or her on Indemnitee's behalf in connection therewith. If the Indemnitee is not wholly successful in such Proceeding but is successful, on the merits or otherwise, as to one or more but less than all claims, issues or matters in such Proceeding, the Company shall hold harmless and indemnify the Indemnitee to the maximum extent consistent with the Articles of Incorporation permitted by law, against all Expenses Losses, Expenses, judgments, penalties, Fines and Liabilities amounts paid in settlement, actually and reasonably incurred by Indemnitee or for the Indemnitee on Indemnitee's behalf in connection with each successfully resolved claim, issue or matter in such Proceedingmatter. Resolution For purposes this Section 4.03 and without limitation, the termination of a any claim, issue or matter in such a Proceeding by dismissal, with or without prejudice, but except as provided in Section IV.F hereof, shall be deemed to be a successful result as to such claim, issue or matter matter, so long as there has been no finding (either adjudicated or pursuant to Article VI hereofVI) that the act(s) or omission(s) of the Indemnitee giving rise thereto were did not a act in Good Faith Act(s) or Omission(s)Faith.

Indemnification of a Party Who is Wholly or Partly Successful. Notwithstanding any other provision of this Agreement, to the extent that the Indemnitee is, by reason of the Indemnitee’s Corporate Status, a party to and is successful insuccessful, on the merits or otherwise, in any Proceeding, the Indemnitee shall be indemnified by the Company to the maximum extent consistent with the Articles of Incorporation permitted by law, against all Expenses Losses, Expenses, judgments, penalties, Fines and Liabilities amounts paid in settlement, actually and reasonably incurred by Indemnitee or for him or her on Indemnitee’s behalf in connection therewith. If the Indemnitee is not wholly successful in such Proceeding but is successful, on the merits or otherwise, as to one or more but less than all claims, issues or matters in such Proceeding, the Company shall hold harmless and indemnify the Indemnitee to the maximum extent consistent with the Articles of Incorporation permitted by law, against all Expenses Losses, Expenses, judgments, penalties, Fines and Liabilities amounts paid in settlement, actually and reasonably incurred by Indemnitee or for the Indemnitee on Indemnitee’s behalf in connection with each successfully resolved claim, issue or matter in such Proceedingmatter. Resolution For purposes of a this Section 4.03 and without limitation, the termination of any claim, issue or matter in such a Proceeding by dismissal, with or without prejudice, but except as provided in Section IV.F hereof, shall be deemed to be a successful result as to such claim, issue or matter matter, so long as there has been no finding (either adjudicated or pursuant to Article VI hereofVI) that the act(s) or omission(s) of the Indemnitee giving rise thereto were did not a act in Good Faith Act(s) or Omission(s)Faith.

Indemnification of a Party Who is Wholly or Partly Successful. Notwithstanding any other provision of this Agreement, to the extent that the Indemnitee was or is, by reason of the Indemnitee’s Corporate Status, a party to (or a participant or otherwise involved in) and is successful insuccessful, on the merits or otherwise, in any Proceeding, the in whole or in part, Indemnitee shall be indemnified by the Company to the maximum extent consistent with the Articles of Incorporation permitted by law, against all Expenses and Liabilities Losses (including all interest, assessments and other charges paid or payable in connection with or in respect of such Expenses or Losses), actually and reasonably paid or incurred by Indemnitee or for him or her on Indemnitee’s behalf in connection therewith. If the Indemnitee is not wholly successful in such Proceeding but is successful, on the merits or otherwise, as to one or more but less than all claims, issues or matters in such Proceeding, the Company shall hold harmless and indemnify the Indemnitee to the maximum extent consistent with the Articles of Incorporation permitted by law, against all Expenses and Liabilities Losses (including all interest, assessments and other charges paid or payable in connection with or in respect of such Expenses or Losses), actually and reasonably incurred or paid by Indemnitee or for the Indemnitee on Indemnitee’s behalf in connection with each successfully resolved claim, issue or matter in such Proceedingmatter. Resolution For purposes of a this Section 4.04 and without limitation, the termination of any claim, issue or matter in such a Proceeding by dismissal, with or without prejudice, but except as provided in Section IV.F hereof, shall be deemed to be a successful result as to such claim, issue or matter matter, so long as there has been no finding (either adjudicated or pursuant to Article VI hereofVI) that the act(s) or omission(s) of the Indemnitee giving rise thereto were did not a act in Good Faith Act(s) or Omission(s)Faith.

Indemnification of a Party Who is Wholly or Partly Successful. Notwithstanding any other provision of this Agreement, to the extent that the Indemnitee is, by reason of the Indemnitee’s Corporate Status, a party to and is successful insuccessful, on the merits or otherwise, in any Proceeding, the Indemnitee shall be indemnified by the Company to the maximum extent consistent with the Articles of Incorporation permitted by law, against all Expenses Losses, Expenses, judgments, penalties, Fines and Liabilities amounts paid in settlement, actually and reasonably incurred by Indemnitee or for him or her on Indemnitee’s behalf in connection therewith. If the Indemnitee is not wholly successful in such Proceeding but is successful, on the merits or otherwise, as to one or more but less than all claims, issues or matters in such Proceeding, the Company shall hold harmless and indemnify the Indemnitee to the maximum extent consistent with the Articles of Incorporation permitted by law, against all Expenses Losses, Expenses, judgments, penalties, Fines and Liabilities amounts paid in settlement, actually and reasonably incurred by Indemnitee or for the Indemnitee on Indemnitee’s behalf in connection with each successfully resolved claim, issue or matter in such Proceedingmatter. Resolution For purposes of a this Section 4.03 and without limitation, the termination of any claim, issue or matter in such a Proceeding by dismissal, with or without prejudice, but except as provided in Section IV.F hereof, shall be deemed to be a successful result as to such claim, issue or matter matter, so long as there has been no finding (either adjudicated or pursuant to Article VI hereofVI) that the act(s) or omission(s) of the Indemnitee giving rise thereto were did not a act in Good Faith Act(s) or Omission(s)Faith.

Indemnification of a Party Who is Wholly or Partly Successful. Notwithstanding any other provision of this Agreement, to the extent that the Indemnitee is, by reason of the Indemnitee’s 's Corporate Status, a party to and is successful insuccessful, on the merits or otherwise, in any Proceeding, the Indemnitee shall be indemnified by the Company to the maximum extent consistent with the Articles of Incorporation applicable law, against all Expenses and Liabilities actually incurred by or for him or her in connection therewith. If the Indemnitee is not wholly successful in such Proceeding but is successful, on the merits or otherwise, as to one or more but less than all claims, issues or matters in such Proceeding, the Company shall hold harmless and indemnify the Indemnitee to the maximum extent consistent with the Articles of Incorporation applicable law, against all Expenses and Liabilities actually and reasonably incurred by or for the Indemnitee him in connection with each successfully resolved claim, issue or matter in such Proceeding. Resolution of a claim, issue or matter by dismissal, with or without prejudice, but except as provided in Section IV.F subsection F hereof, shall be deemed a successful result as to such claim, issue or matter matter, so long as there has been no finding (either adjudicated or pursuant to Article VI hereof) that the act(s) or omission(s) of the Indemnitee giving rise thereto were not a Good Faith Act(s) or Omission(s).

Indemnification of a Party Who is Wholly or Partly Successful. Notwithstanding any other provision of this Agreement, to the extent that the Indemnitee is, by reason of the Indemnitee’s 's Corporate Status, a party to and is successful insuccessful, on the merits or otherwise, in any Proceeding, the Indemnitee shall be indemnified by the Company and the Partnership, jointly and severally, to the maximum extent consistent with the Articles of Incorporation law, against all Expenses and Liabilities actually incurred by or for him or her in connection therewith. If the Indemnitee is not wholly successful in such Proceeding but is successful, on the merits or otherwise, as to one or more but less than all claims, issues or matters in such Proceeding, the Company and the Partnership jointly and severally shall hold harmless and indemnify the Indemnitee to the maximum extent consistent with the Articles of Incorporation law, against all Expenses and Liabilities actually and reasonably incurred by or for the Indemnitee him in connection with each successfully resolved claim, issue or matter in such Proceeding. Resolution of a claim, issue or matter by dismissal, with or without prejudice, but except as provided in Section IV.F hereof, shall be deemed a successful result as to such claim, issue or matter matter, so long as there has been no finding (either adjudicated or pursuant to Article VI hereof) that the act(s) or omission(somissions) of the Indemnitee giving rise thereto were was not a Good Faith Act(s) or Omission(s).

Indemnification of a Party Who is Wholly or Partly Successful. Notwithstanding any other provision of this Agreement, to the extent that the Indemnitee is, by reason of the Indemnitee’s Corporate Status, a party to and is successful insuccessful, on the merits or otherwise, in any ProceedingProceeding described in A above, the Indemnitee shall be indemnified by the Company to the maximum extent consistent with the Articles of Incorporation law, against all Expenses and Liabilities actually incurred by or for him or her in connection therewith. If the Indemnitee is not wholly successful in such Proceeding but is successful, on the merits or otherwise, as to one or more but less than all claims, issues or matters in such Proceeding, the Company shall hold harmless and indemnify the Indemnitee to the maximum extent consistent with the Articles of Incorporation law, against all Expenses and Liabilities actually and reasonably incurred by or for the Indemnitee him in connection with each successfully resolved claim, issue or matter in such Proceeding. Resolution of a claim, issue or matter by dismissal, with or without prejudice, but except as provided in Section IV.F hereof, shall be deemed a successful result as to such claim, issue or matter matter, so long as there has been no finding (either adjudicated or pursuant to Article VI hereof) that the act(s) or omission(somissions) of the Indemnitee giving rise thereto were was not a Good Faith Act(s) or Omission(s).

Indemnification of a Party Who is Wholly or Partly Successful. Notwithstanding any other provision of this Agreement, to the extent that the Indemnitee is, by reason of the Indemnitee’s Corporate Status, a party to and is successful in, on the merits or otherwise, any Proceeding, the Indemnitee shall be indemnified by the Company to the maximum extent consistent with the Articles of Incorporation Act and the LLC Agreement against all Expenses and Liabilities actually incurred by or for him or her in connection therewith. If the Indemnitee is not wholly successful in such Proceeding but is successful, on the merits or otherwise, as to one or more but less than all claims, issues or matters in such Proceeding, the Company shall hold harmless and indemnify the Indemnitee to the maximum extent consistent with the Articles of Incorporation Act and the LLC Agreement against all Expenses and Liabilities actually and reasonably incurred by or for the Indemnitee in connection with each successfully resolved claim, issue or matter in such Proceeding. Resolution of a claim, issue or matter by dismissal, with or without prejudice, but except as provided in Section IV.F hereof, shall be deemed a successful result as to such claim, issue or matter so long as there has been no finding (either adjudicated or pursuant to Article VI hereof) that the act(s) or omission(s) of the Indemnitee giving rise thereto were not a Good Faith Act(s) or Omission(s).

Indemnification of a Party Who is Wholly or Partly Successful. Notwithstanding any other provision of this Agreement, to the extent that the Indemnitee is, by reason of the Indemnitee’s Corporate Status, a party to and is successful insuccessful, on the merits or otherwise, in any Proceeding, the Indemnitee shall be indemnified by the Company to the maximum extent consistent with the Articles of Incorporation permitted by law, against all Expenses Expenses, judgments, penalties, fines, and Liabilities amounts paid in settlement, actually and reasonably incurred by Indemnitee or for him or her on Indemnitee’s behalf in connection therewith. If the Indemnitee is not wholly successful in such Proceeding but is successful, on the merits or otherwise, as to one or more but less than all claims, issues or matters in such Proceeding, the Company shall hold harmless and indemnify the Indemnitee to the maximum extent consistent with the Articles of Incorporation permitted by law, against all Expenses Expenses, judgments, penalties, fines, and Liabilities amounts paid in settlement, actually and reasonably incurred by Indemnitee or for the Indemnitee on Indemnitee’s behalf in connection with each successfully resolved claim, issue or matter in such Proceedingmatter. Resolution For purposes of a this Section 4.4 and without limitation, the termination of any claim, issue or matter in such a Proceeding by dismissal, with or without prejudice, but except as provided in Section IV.F hereof, shall be deemed to be a successful result as to such claim, issue or matter matter, so long as there has been no finding (either adjudicated or pursuant to Article VI hereofVI) that the act(s) or omission(s) of the Indemnitee giving rise thereto were did not a act in Good Faith Act(s) or Omission(s)Faith.