Indemnification of Agents. The Company shall indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending or complete action, suit or proceeding by reason of the fact that he or she is or was a member, Manager, officer, employee or other agent of the Company or that, being or having been such a Member, Manager, officer, employee or agent, he or she is or was serving at the request of the Company as a manager, director, officer, employee or other agent of another limited liability company, corporation, partnership, joint venture, trust or other enterprise (all such persons being referred to hereinafter as an "agent"), to the fullest extent permitted by applicable law in effect on the date hereof and to such greater extent as applicable law may hereafter from time to time permit. The Manager shall be authorized, on behalf of the Company, to enter into indemnity agreements from time to time with any person entitled to be indemnified by the company hereunder, upon such terms and conditions as the Manager deems appropriate in their business judgment.
Appears in 3 contracts
Samples: Operating Agreement (Chosen, LLC), Operating Agreement (Chosen, LLC), Operating Agreement (Chosen, LLC)
Indemnification of Agents. The Company shall will and hereby agrees to indemnify any person Person who was or is a party or is threatened to be made a party to any threatened, pending or complete completed action, suit or proceeding by reason of the fact that he or she such Person is or was a memberMember, Manager, Director, officer, employee or other agent of the Company or that, being or having been such a Member, Manager, officer, employee or agent, he or she such Person is or was serving at the request of the Company as a manager, director, officer, employee or other agent of another limited liability company, corporation, partnership, joint venture, trust or other enterprise (all such persons being referred to hereinafter as an "agentAgent"), to the fullest extent permitted by applicable law in effect on the date hereof Funding Date and to such greater extent as applicable law may hereafter from time to time permit. The Manager shall Managers will be authorized, on behalf of the Company, to enter into indemnity agreements from time to time with any person Person entitled to be indemnified by the company Company hereunder, upon such terms and conditions as the Manager deems Managers deem appropriate in their business judgment.
Appears in 3 contracts
Samples: Operating Agreement (Claxson Interactive Group Inc), Operating Agreement (Playboy Enterprises Inc), Operating Agreement (Playboy Enterprises Inc)
Indemnification of Agents. The Company shall indemnify any person Person who was or is a party or is threatened to be made a party to any threatened, pending or complete completed action, suit or proceeding by reason of the fact that he or she is or was a memberan Owner, Manager, officer, employee or other agent of the Company or that, being or having been such a Memberan Owner, Manager, officer, employee or agent, he or she is or was serving at the request of the Company as a manager, director, officer, employee or other agent of another limited liability company, corporation, partnership, joint venture, trust or other enterprise (all such persons being referred to hereinafter as an "agent"), to the fullest extent permitted by applicable law in effect on the date hereof and to such greater extent as applicable law may hereafter from time to time permit. The Manager Managers shall be authorized, on behalf of the Company, to enter into indemnity agreements from time to time with any person Person entitled to be indemnified by the company Company hereunder, upon such terms and conditions as the Manager deems Managers deem appropriate in their business judgment.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (NEMA Beverage Parent CORP), Limited Liability Company Agreement (NEMA Beverage Parent CORP)
Indemnification of Agents. The Company shall defend and indemnify (on an After-Tax Basis) the Managing Member and the Independent Managers, if any, and may indemnify any person other Person who was or is a party or is threatened to be made a party to any threatened, pending or complete completed action, suit or proceeding by reason of the fact that he or she such Person is or was a memberthe Managing Member, Manager, an Independent Manager or an officer, employee or other agent of the Company or that, being or having been such Managing Member, Member, Affiliate of a Member, Manager, officer, employee or agentagent of the Company, he or she such Person is or was serving at the request of the Company as a manager, director, officer, employee manager or other agent of another limited liability company, corporation, partnership, joint venture, trust or other enterprise a Subsidiary (all such persons being referred to hereinafter as an "agent"“Agent”), to the fullest extent permitted by applicable law Law in effect on the date hereof and to such greater extent as applicable law Law may hereafter from time to time permit. The Manager Managing Member shall be authorized, on behalf of the Company, to enter into indemnity agreements from time to time with any person Person entitled to be indemnified by the company Company hereunder, upon such terms and conditions as the Manager Managing Member reasonably deems appropriate in their its business judgment.
Appears in 2 contracts
Samples: Guaranty Agreement (NRG Yield, Inc.), Guaranty Agreement
Indemnification of Agents. The Company shall defend and indemnify any person Member or Manager and may indemnify any other Person who was or is a party or is threatened to be made a party to any threatened, pending or complete completed action, suit or proceeding by reason of the fact that he or she is or was a memberMember, Manager, officer, employee or other agent of the Company or that, being or having been such a Member, Manager, officer, employee or agent, he or she is or was serving at the request of the Company as a manager, director, officer, employee or other agent of another limited liability company, corporation, partnership, joint venture, trust or other enterprise (all such persons being referred to hereinafter as an "“agent"”), to the fullest extent permitted by applicable law in effect on the date hereof and to such greater extent as applicable law may hereafter from time to time permit. The Manager Managers shall be authorized, on behalf of the Company, to enter into indemnity agreements from time to time with any person Person entitled to be indemnified by the company Company hereunder, upon such terms and conditions as the Manager deems Managers deem appropriate in their business judgment.
Appears in 2 contracts
Samples: Operating Agreement (Ethos Environmental, Inc.), Operating Agreement (Ethos Environmental, Inc.)
Indemnification of Agents. The Company shall defend and indemnify any person ------------------------- Member or Manager and may indemnify any other Person who was or is a party or is threatened to be made a party to any threatened, pending or complete completed action, suit or proceeding by reason of the fact that he or she is or was a memberMember, Manager, officer, employee or other agent of the Company or that, being or having been such a Member, Manager, officer, employee or agent, he or she is or was serving at the request of the Company as a manager, director, officer, employee or other agent of another limited liability company, corporation, partnership, joint venture, trust or other enterprise (all such persons being referred to hereinafter as an "agent")enterprise, to the fullest extent permitted by applicable law in effect on the date hereof and to such greater extent as applicable law may hereafter from time to time permit. The Manager Managers shall be authorized, on behalf of the Company, to enter into indemnity agreements from time to time with any person Person entitled to be indemnified by the company Company hereunder, upon such terms and conditions as the Manager deems Managers deem appropriate in their business judgment.
Appears in 2 contracts
Samples: Operating Agreement (Franchise Mortgage Acceptance Co), Operating Agreement (Auto Marketing Network Inc)
Indemnification of Agents. The Company shall and hereby agrees to indemnify any person Person who was or is a party or is threatened to be made a party to any threatened, pending or complete completed action, suit or proceeding by reason of the fact that he or she such Person is or was a memberMember, Manager, officer, 41 employee or other agent of the Company or that, being or having been such a Member, Manager, officer, employee or agent, he or she such Person is or was serving at the request of the Company as a manager, director, officer, employee or other agent of another limited liability company, corporation, partnership, joint venture, trust or other enterprise (all such persons being referred to hereinafter as an "agent"“Agent”), to the fullest extent permitted by applicable law in effect on the date hereof and to such greater extent as applicable law may hereafter from time to time permit. The Manager Managers shall be authorized, on behalf of the Company, to enter into indemnity agreements from time to time with any person Person entitled to be indemnified by the company Company hereunder, upon such terms and conditions as the Manager deems Managers deem appropriate in their business judgment.
Appears in 1 contract
Samples: Operating Agreement (Claxson Interactive Group Inc)
Indemnification of Agents. The Company shall defend and indemnify any person Member and may indemnify any other Person who was or is a party or is threatened to be made a party to any threatened, pending or complete completed action, suit or proceeding by reason of the fact that he or she it is or was a member, ManagerMember, officer, employee or other agent of the Company or that, being or having been such a Member, Manager, officer, employee or agent, he or she it is or was serving at the request of the Company as a manager, member, director, officer, employee or other agent of another limited liability company, corporation, partnership, joint venture, trust or other enterprise (all such persons being referred to hereinafter as an "agent"), to the fullest extent permitted by applicable law in effect on the date hereof and to such greater extent as applicable law may hereafter from time to time permit. The Manager A Managing Interest of the Members shall be authorized, on behalf of the Company, to enter into indemnity agreements from time to time with any person Person entitled to be indemnified by the company Company hereunder, upon such terms and conditions as a Managing Interest of the Manager Members deems appropriate in their its business judgment.
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Indemnification of Agents. The Company shall and hereby agrees to indemnify any person Person who was or is a party or is threatened to be made a party to any threatened, pending or complete completed action, suit or proceeding by reason of the fact that he or she such Person is or was a memberMember, Manager, officer, employee or other agent of the Company or that, being or having been such a Member, Manager, officer, employee or agent, he or she such Person is or was serving at the request of the Company as a manager, director, officer, employee or other agent of another limited liability company, corporation, partnership, joint venture, trust or other enterprise (all such persons being referred to hereinafter as an "agentAgent"), to the fullest extent permitted by applicable law in effect on the date hereof Effective Date and to such greater extent as applicable law may hereafter from time to time permit. The Manager Managers shall be authorized, on behalf of the Company, to enter into indemnity agreements from time to time with any person Person entitled to be indemnified by the company Company hereunder, upon such terms and conditions as the Manager deems Managers deem appropriate in their business judgment.
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Indemnification of Agents. The Company shall defend and indemnify any person Member and may indemnify any other Person who was or is a party or is threatened to be made a party to any threatened, pending or complete completed action, suit or proceeding by reason of the fact that he or she it is or was a member, ManagerMember, officer, employee or other agent of the Company or that, being or having been such a Member, Manager, officer, employee or agent, he or she it is or was serving at the request of the Company as a manager, member, director, officer, employee or other agent of another limited liability company, corporation, partnership, joint venture, trust or other enterprise (all such persons being referred to hereinafter as an "“agent"”), to the fullest extent permitted by applicable law in effect on the date hereof and to such greater extent as applicable law may hereafter from time to time permit. The Manager A Managing Interest of the Members shall be authorized, on behalf of the Company, to enter into indemnity agreements from time to time with any person Person entitled to be indemnified by the company Company hereunder, upon such terms and conditions as a Managing Interest of the Manager Members deems appropriate in their its business judgment.
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Indemnification of Agents. The Company shall indemnify any person Person who was or is a party or is threatened to be made a party to any threatened, pending or complete completed action, suit or proceeding by reason of the fact that he or she is or was a memberMember, Manager, officer, employee or other agent of the Company or of the Manager or that, being or having been such a Member, Manager, officer, employee or agent, he or she is or was serving at the request of the Company as a manager, director, officer, employee or other agent of another limited limited-liability company, corporation, partnership, joint venture, trust or other enterprise (all such persons being referred to hereinafter as an "agent"), to the fullest extent permitted by applicable law in effect on the date hereof and to such greater extent as applicable law may hereafter from time to time permit. The Manager shall be authorized, on behalf of the Company, to enter into indemnity agreements from time to time with any person Person entitled to be indemnified by the company Company hereunder, upon such terms and conditions as the Manager deems appropriate in their his business judgment.
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Indemnification of Agents. The Company shall indemnify any person Person who was or is a party or is threatened to be made a party to any threatened, pending or complete completed action, suit or proceeding by reason of the fact that he or she is or was a memberMember, Manager, officer, employee or other agent of the Company or that, being or having been such a Member, Manager, officer, employee or agent, he or she is or was serving at the request of the Company as a managerManager, director, officer, employee or other agent of another limited liability company, corporation, partnership, joint venture, trust or other enterprise (all such persons being referred to hereinafter as an "agent"), to the fullest extent permitted by applicable law in effect on the date hereof and to such greater extent as applicable law may hereafter from time to time permit. The Manager shall be authorizedmay, on behalf of the Company, to enter into indemnity agreements from time to time with any person Person entitled to be indemnified by the company Company hereunder, upon such terms and conditions as the Manager deems appropriate in their business judgment.
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Indemnification of Agents. The Company shall indemnify any person Person who was or is a party or is threatened to be made a party to any threatened, pending or complete completed action, suit or proceeding by reason of the fact that he or she is or was a memberMember, Manager, officer, employee or other agent of the Company or that, being or having been such a Member, Manager, officer, employee or agent, he or she is or was serving at the request of the Company as a managerManager, director, officer, employee or other agent of another limited liability company, corporation, partnership, joint venture, trust or other enterprise (all such persons being referred to hereinafter as an "“agent"”), to the fullest extent permitted by applicable law in effect on the date hereof and to such greater extent as applicable law may hereafter from time to time permit. The Manager shall be authorizedManagers may, on behalf of the Company, to enter into indemnity agreements from time to time with any person Person entitled to be indemnified by the company Company hereunder, upon such terms and conditions as the Manager deems appropriate in their business judgment.. Operating Agreement for Universal Database of Music USA, LLC
Appears in 1 contract
Samples: Operating Agreement (Atwood Minerals & Mining CORP.)
Indemnification of Agents. The Company shall indemnify any person Person who was or is a party or is threatened to be made a party to any threatened, pending or complete completed action, suit or proceeding by reason of the fact that he or she such Member is or was a memberMember, Manager, officer, employee or other agent of the Company or that, being or having been such a Member, Manager, officer, employee or agent, he or she such Member is or was serving at the request of the Company as a manager, director, officer, employee or other agent of another limited liability company, corporation, partnership, joint venture, trust or other enterprise (all such persons being referred to hereinafter as an "“agent"”), to the fullest extent permitted by applicable law in effect on the date hereof and to such greater extent as applicable law may hereafter from time to time permit. The Manager Managers shall be authorized, on behalf of the Company, to enter into indemnity agreements from time to time with any person Person entitled to be indemnified by the company Company hereunder, upon such terms and conditions as the Manager deems Managers deem appropriate in their business judgment.
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Indemnification of Agents. The Company shall indemnify any person Person who was or is a party or is threatened to be made a party to any threatened, pending or complete completed action, suit or proceeding by reason of the fact that he or she is or was a memberMember, Manager, officer, employee or other agent of the Company or that, being or having been such a Member, Manager, officer, employee or agent, he or she is or was serving at the request of the Company as a managerManager, director, officer, employee or other agent of another limited liability company, corporation, partnership, joint venture, trust or other enterprise (all such persons being referred to hereinafter as an "“agent"”), to the fullest extent permitted by applicable law in effect on the date hereof and to such greater extent as applicable law may hereafter from time to time permit. The Manager shall be authorizedManagers may, on behalf of the Company, to enter into indemnity agreements from time to time with any person Person entitled to be indemnified by the company Company hereunder, upon such terms and conditions as the Manager deems appropriate in their business judgment.. Operating Agreement for Phreadz USA, LLC
Appears in 1 contract
Samples: Operating Agreement (Atwood Minerals & Mining CORP.)
Indemnification of Agents. The Company shall indemnify any person Person who was or is a party or is threatened to be made a party to any threatened, pending or complete completed action, suit or proceeding by reason of the fact that he or she such Person is or was a memberMember, Manager, officer, employee or other agent of the Company or that, being or having been such a Member, Manager, officer, employee or agent, he or she such Person is or was serving at the request of the Company as a managerManager, director, officer, employee or other agent of another limited liability company, corporationCompany, partnership, joint venture, trust or other enterprise (all such persons being referred to hereinafter as an "“agent"”), to the fullest extent permitted by applicable law in effect on the date hereof and to such greater extent as applicable law may hereafter from time to time permit. The Manager shall be authorized, on behalf of the Company, to enter into indemnity agreements from time to time with any person Person entitled to be indemnified by the company Company hereunder, upon such terms and conditions as the Manager deems appropriate in their business judgmentprudent.
Appears in 1 contract
Samples: Operating Agreement (SRS Labs Inc)
Indemnification of Agents. The Company shall and hereby agrees to indemnify any person Person who was or is a party or is threatened to be made a party to any threatened, pending or complete completed action, suit or proceeding by reason of the fact that he or she such Person is or was a memberMember, Manager, officer, employee or other agent of the Company or that, being or having been such a Member, Manager, officer, employee or agent, he or she such Person is or was serving at the request of the Company as a manager, director, officer, employee or other agent of another limited liability company, corporation, partnership, joint venture, trust or other enterprise (all such persons being referred to hereinafter as an "agentAgent"), to the fullest extent permitted by applicable law in effect on the date hereof and to such greater extent as applicable law may hereafter from time to time permit. The Manager Managers shall be authorized, on behalf of the Company, to enter into indemnity agreements from time to time with any person Person entitled to be indemnified by the company Company hereunder, upon such terms and conditions as the Manager deems Managers deem appropriate in their business judgment.
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Indemnification of Agents. The Company shall defend and indemnify any person Member or Manager and may indemnify any other Person who was or is a party or is threatened to be made a party to any threatened, pending or complete completed action, suit or proceeding by reason of the fact that he or she it is or was a memberMember, Manager, officer, employee or other agent of the Company or that, being or having been such a Member, Manager, officer, employee or agent, he or she it is or was serving at the request of the Company as a manager, director, officer, employee or other agent of another limited liability company, corporation, partnership, joint venture, trust or other enterprise (all such persons being referred to hereinafter as an "“agent"”), to the fullest extent permitted by applicable law in effect on the date hereof and to such greater extent as applicable law may hereafter from time to time permit. The Manager Managers shall be authorized, on behalf of the Company, to enter into indemnity agreements from time to time with any person Person entitled to be indemnified by the company Company hereunder, upon such terms and conditions as the Manager deems Managers deem appropriate in their business judgment.
Appears in 1 contract
Indemnification of Agents. The Company shall indemnify any person Person who was or is a party or is threatened to be made a party to any threatened, pending or complete completed action, suit or proceeding by reason of the fact that he he, she or she it is or was a memberMember, Manager, officer, employee or other agent of the Company or that, being or having been such a Member, Manager, officer, employee or agent, he he, she or she it is or was serving at the request of the Company as a managerManager, director, officer, employee or other agent of another limited liability company, corporation, partnership, joint venture, trust or other enterprise (all such persons Persons being referred to hereinafter herein as an "agent"), to the fullest extent permitted by applicable law in effect on the date hereof and to such greater grater extent as applicable law may hereafter from time to time permit, except in those instances involving fraud, intentional misconduct or gross negligence of the Person seeking indemnification. The Manager Managers shall be authorized, on behalf of the Company, to enter into indemnity agreements from time to time with any person Person entitled to be indemnified by the company Company hereunder, upon such terms and conditions as the Manager deems Managers deem appropriate in their its business judgment.
Appears in 1 contract
Indemnification of Agents. The Company shall indemnify any person Person who was or is a party or is threatened to be made a party to any threatened, pending or complete completed action, suit or proceeding by reason of the fact that he or she is or was a memberMember, Manager, officer, employee or other agent of the Company or that, being or having been such a Member, Manager, officer, employee or agent, he or she is or was serving at the request of the Company as a managerManager, director, officer, employee or other agent of another limited liability company, corporation, partnership, joint venture, trust or other enterprise (all such persons being referred to hereinafter herein as an "agent"), to the fullest extent permitted by applicable law in effect on the date hereof and to such greater grater extent as applicable law may hereafter from time to time permit, except in those instances involving fraud, intentional misconduct or gross negligence of the Person seeking indemnification. The Manager Managers shall be authorized, on behalf of the Company, to enter into indemnity agreements from time to time with any person Person entitled to be indemnified by the company Company hereunder, upon such terms and conditions as the Manager deems Managers deem appropriate in their its business judgment.
Appears in 1 contract
Indemnification of Agents. The Company shall indemnify any person Person who was or is a party or is threatened to be made a party to any threatened, pending or complete completed action, suit or proceeding by reason of the fact that he or she is or was a memberMember, Manager, officer, employee or other agent of the Company or that, being or having been such a Member, Manager, officer, employee or agent, he or she is or was serving at the request of the Company as a manager, director, officer, employee or other agent of another limited liability company, corporation, partnership, joint venture, trust or other enterprise (all such persons being referred to hereinafter as an "“agent"”), to the fullest extent permitted by applicable law in effect on the date hereof and to such greater extent as applicable law may hereafter from time to time permit. The Manager Managers shall be authorized, on behalf of the Company, to enter into indemnity agreements from time to time with any person Person entitled to be indemnified by the company Company hereunder, upon such terms and conditions as the Manager deems Managers deem appropriate in their business judgment.
Appears in 1 contract
Samples: Index Operating Agreement
Indemnification of Agents. The Company shall indemnify any person Person who was or is a party or is threatened to be made a party to any threatened, pending or complete completed action, suit or proceeding by reason of the fact that he or she is or was a memberMember, Manager, officerOfficer, employee or other agent of the Company or that, being or having been such a Member, Manager, officerOfficer, employee or agent, he or she is or was serving at the request of the Company as a managerManager, Officer, director, officer, employee or other agent of another limited liability company, corporation, partnership, joint venture, trust or other enterprise (all such persons being referred to hereinafter herein as an "agent"), to the fullest extent permitted by applicable law in effect on the date hereof and to such greater grater extent as applicable law may hereafter from time to time permit, except in those instances involving fraud, intentional misconduct or gross negligence of the Person seeking indemnification. The Manager Managers shall be authorized, on behalf of the Company, to enter into indemnity agreements from time to time with any person Person entitled to be indemnified by the company Company hereunder, upon such terms and conditions as the Manager deems Managers deem appropriate in their its business judgment.
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