Common use of Indemnification of LLC Clause in Contracts

Indemnification of LLC. Cornerstone and the Operating Partnership each ---------------------- hereby agree to indemnify, defend and hold harmless the LLC and its owners, managers, officers, employees, independent contractors, agents, successors and assigns (collectively, the "LLC Parties") from and against any and all liabilities, losses, costs or expenses which any of the LLC Parties may suffer or for which any of the LLC Parties may become liable and which are based on, the result of, arise out of or are otherwise related to any of the following: (a) any inaccuracy or misrepresentation in, or breach of any representation or warranty of Cornerstone or the Operating Partnership contained in this Agreement or any schedule hereto or any certificate furnished by Cornerstone or the Operating Partnership pursuant to this Agreement; (b) any breach or failure of Cornerstone or Operating Partnership to perform any covenant or agreement required to be performed by Operating Partnership pursuant to this Agreement (except with respect to Section 6.9 and Section 6.10); and (c) any and all Related Expenses incident to any of the foregoing (collectively, "LLC Indemnifiable Claims").

Appears in 4 contracts

Samples: Membership Interest Contribution Agreement (Cornerstone Realty Income Trust Inc), Membership Interest Contribution Agreement (Cornerstone Realty Income Trust Inc), Membership Interest Contribution Agreement (Cornerstone Realty Income Trust Inc)

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Indemnification of LLC. Cornerstone and the Operating Partnership ---------------------- each ---------------------- hereby agree to indemnify, defend and hold harmless the LLC and its owners, managers, officers, employees, independent contractors, agents, successors and assigns (collectively, the "LLC Parties") from and against any and all liabilities, losses, costs or expenses which any of the LLC Parties may suffer or for which any of the LLC Parties may become liable and which are based on, the result of, arise out of or are otherwise related to any of the following: (a) any inaccuracy or misrepresentation in, or breach of any representation or warranty of Cornerstone or the Operating Partnership contained in this Agreement or any schedule hereto or any certificate furnished by Cornerstone or the Operating Partnership pursuant to this Agreement; (b) any breach or failure of Cornerstone or Operating Partnership to perform any covenant or agreement required to be performed by Operating Partnership pursuant to this Agreement (except with respect to Section 6.9 and Section 6.10); and (c) any and all Related Expenses incident to any of the foregoing (collectively, "LLC Indemnifiable Claims").

Appears in 4 contracts

Samples: Membership Interest Contribution Agreement (Cornerstone Realty Income Trust Inc), Membership Interest Contribution Agreement (Cornerstone Realty Income Trust Inc), Membership Interest Contribution Agreement (Cornerstone Realty Income Trust Inc)

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