Common use of Indemnification of Managers, Officers, Employees and Agents Clause in Contracts

Indemnification of Managers, Officers, Employees and Agents. (a) Each person who was or is made a party or is threatened to be made a party to or is otherwise involved in any action, suit or proceeding, whether civil criminal, administrative or investigative (hereinafter a “proceeding”) by reason of the fact that he or she is or was a Manager or officer of the Company, or is or was serving at the request of the Company as a Manager, director, officer, employee or agent of another limited liability company or of a corporation, partnership, joint venture, trust or other enterprise, including a service with respect to an employee benefit plan (hereinafter an “indemnitee”), whether the basis of such a proceeding is alleged action in an official capacity as a Manager, officer, employee or agent or in any other capacity while serving as a Manager, officer, employee or agent, shall be indemnified and held harmless by the Company to the fullest extent authorized by the Delaware Act (including indemnification for negligence, gross negligence and breach of fiduciary duty to the extent so authorized), as the Delaware Act exists or may hereafter be amended (but, in the case of any such amendment, only to the extent that such amendment permits the Company to provide broader indemnification rights than such law permitted the Company to provide prior to such amendment), against all expense, liability and loss (including attorneys’ fees, judgments, fines, excise taxes, or penalties and amounts paid in settlement) reasonably incurred or suffered by such indemnitee in connection therewith.

Indemnification of Managers, Officers, Employees and Agents. (a) A. Each person Person who was or is made a party or is threatened to be made a party to or is otherwise involved in any action, suit or proceeding, whether civil civil, criminal, administrative or investigative (hereinafter a “proceedingProceeding”) by reason of the fact that he or she is or was a Manager Managing Member or an officer of the Company, or is or was serving at the request of the Company as a Managermanager, director, officer, employee or agent of another limited liability company or of a corporation, partnership, joint venture, trust or other enterprise, including a service with respect to an employee benefit plan (hereinafter an “indemniteeIndemnitee”), whether the basis of such a proceeding Proceeding is alleged action in an official capacity as a ManagerManaging Member, officer, employee or agent of the Company or in any other capacity while serving as a ManagerManaging Member, officer, employee or agentagent of the Company, shall be indemnified and held harmless by the Company to the fullest extent authorized permitted by the Delaware Act law (including indemnification for negligence, negligence or gross negligence and breach of fiduciary duty but excluding indemnification (i) for acts or omissions involving actual fraud or willful misconduct or (ii) with respect to any transaction from which the extent so authorized), as the Delaware Act exists or may hereafter be amended (but, in the case of any such amendment, only to the extent that such amendment permits the Company to provide broader indemnification rights than such law permitted the Company to provide prior to such amendmentIndemnitee derived an improper personal benefit), against all expense, liability and loss (including reasonable attorneys’ fees, judgments, fines, excise taxes, taxes or penalties and amounts paid in settlement) reasonably incurred or suffered by such indemnitee Indemnitee in connection therewith.

Indemnification of Managers, Officers, Employees and Agents. (a) Each person Person who was or is made a party or is threatened to be made a party to or is otherwise involved in any action, suit or proceeding, whether civil civil, criminal, administrative or investigative (hereinafter hereinafter, a “"proceeding”") by reason of the fact that he or she is or was a Manager or an officer of the CompanyCompany (or exercised his or her rights with respect to meetings of the Board of Managers), or is or was serving at the request of the Company as a Managermanager, director, officer, employee or agent of another limited liability company or of a corporation, partnership, joint venture, trust or other enterprise, including a service with respect to an employee benefit plan (hereinafter an “"indemnitee”"), whether the basis of such a proceeding is alleged action in an official capacity as a Manager, officer, employee or agent or in any other capacity while serving as a Manager, officer, employee or agent, shall be indemnified and held harmless by the Company to the fullest extent authorized by the Delaware Act (including indemnification for negligence, negligence or gross negligence and breach of fiduciary duty but excluding indemnification (i) for acts or omissions involving actual fraud or willful misconduct or (ii) with respect to any transaction from which the extent so authorized), as the Delaware Act exists or may hereafter be amended (but, in the case of any such amendment, only to the extent that such amendment permits the Company to provide broader indemnification rights than such law permitted the Company to provide prior to such amendmentindemnitee derived an improper personal benefit), against all expense, liability and loss (including attorneys’ ' fees, judgments, fines, excise taxes, taxes or penalties and amounts paid in settlement) reasonably incurred or suffered by such indemnitee in connection therewith.

Indemnification of Managers, Officers, Employees and Agents. (a) Each person Person who was or is made a party or is threatened to be made a party to or is otherwise involved in any action, suit or proceeding, whether civil civil, criminal, administrative or investigative (hereinafter a “proceedingProceeding”) by reason of the fact that he or she is or was a Manager or an officer of the Company, or is or was serving at the request of the Company as a Manager, director, officer, employee or agent of another limited liability company or of a corporation, partnership, joint venture, trust or other enterprise, including a service with respect to an employee benefit plan (hereinafter an “indemniteeIndemnitee”), whether the basis of such a proceeding Proceeding is alleged action or omission in an official capacity as a Manager, officer, employee or agent or in any other capacity while serving as a Manager, officer, employee or agent, shall be indemnified and held harmless by the Company to the fullest extent authorized by the Delaware Act (including indemnification for negligence, negligence or gross negligence and breach of fiduciary duty but excluding indemnification (i) for acts or omissions involving actual fraud or willful misconduct or (ii) with respect to any transaction from which the extent so authorized), as the Delaware Act exists or may hereafter be amended (but, in the case of any such amendment, only to the extent that such amendment permits the Company to provide broader indemnification rights than such law permitted the Company to provide prior to such amendmentIndemnitee derived an improper personal benefit), against all expense, liability and loss (including attorneys’ fees, judgments, fines, excise taxes, taxes or penalties and amounts paid in settlement) reasonably incurred or suffered by such indemnitee Indemnitee in connection therewith.

Indemnification of Managers, Officers, Employees and Agents. (a) Each person who was or is made a party or is threatened to be made a party to or is otherwise involved in any action, suit or proceeding, whether civil civil, criminal, administrative or investigative (hereinafter hereinafter, a “"proceeding”") by reason of the fact that he or she is or was a Manager Managing Member or an officer of the Company, or is or was serving at the request of the Company as a Managermanager, director, officer, employee or agent of another limited liability company or of a corporation, partnership, joint venture, trust or other enterprise, including a service with respect to an employee benefit plan (hereinafter an “"indemnitee”"), whether the basis of such a proceeding is alleged action in an official capacity as a ManagerManaging Member, officer, employee or agent or in any other capacity while serving as a ManagerManaging Member, officer, employee or agent, shall be indemnified and held harmless by the Company to the fullest extent authorized by the Delaware Act (including indemnification for negligence, negligence or gross negligence and breach of fiduciary duty but excluding indemnification (i) for acts or omissions involving actual fraud or willful misconduct or (ii) with respect to any transaction from which the extent so authorized), as the Delaware Act exists or may hereafter be amended (but, in the case of any such amendment, only to the extent that such amendment permits the Company to provide broader indemnification rights than such law permitted the Company to provide prior to such amendmentindemnitee derived an improper personal benefit), against all expense, liability and loss (including attorneys’ ' fees, judgments, fines, excise taxes, taxes or penalties and amounts paid in settlement) reasonably incurred or suffered by such indemnitee in connection therewith.

Indemnification of Managers, Officers, Employees and Agents. (a) Each person Person who was or is made a party or is threatened to be made a party to or is otherwise involved in any action, suit or proceeding, whether civil civil, criminal, administrative or investigative (hereinafter hereinafter, a “"proceeding”") by reason of the fact that he or she is or was a Manager or an officer of the CompanyCompany (or exercised his or her observation rights with respect to meetings of the Board of Managers), or is or was serving at the request of the Company as a Managermanager, director, officer, employee or agent of another limited liability company or of a corporation, partnership, joint venture, trust or other enterprise, including a service with respect to an employee benefit plan (hereinafter an “"indemnitee”"), whether the basis of such a proceeding is alleged action in an official capacity as a Manager, officer, employee or agent or in any other capacity while serving as a Manager, officer, employee or agent, shall be indemnified and held harmless by the Company to the fullest extent authorized by the Delaware Act (including indemnification for negligence, negligence or gross negligence and breach of fiduciary duty but excluding indemnification (i) for acts or omissions involving actual fraud or willful misconduct or (ii) with respect to any transaction from which the extent so authorized), as the Delaware Act exists or may hereafter be amended (but, in the case of any such amendment, only to the extent that such amendment permits the Company to provide broader indemnification rights than such law permitted the Company to provide prior to such amendmentindemnitee derived an improper personal benefit), against all expense, liability and loss (including attorneys’ ' fees, judgments, fines, excise taxes, taxes or penalties and amounts paid in settlement) reasonably incurred or suffered by such indemnitee in connection therewith.

Indemnification of Managers, Officers, Employees and Agents. (a) Each person who was or is made a party or is threatened to be made a party to or is otherwise involved in any action, suit or proceeding, whether civil criminal, administrative or investigative (hereinafter a “proceeding”) by reason of the fact that he or she is or was a Manager or officer of the Company, or is or was serving at the request of the Company as a Manager, director, officer, employee or agent of another limited liability company or of a corporation, partnership, joint venture, trust or other enterprise, including a service with respect to an employee benefit plan (hereinafter an “”indemnitee”), whether the basis of such a proceeding is alleged action in an official capacity as a Manager, officer, employee or agent or in any other capacity while serving as a Manager, officer, employee or agent, shall be indemnified and held harmless by the Company to the fullest extent authorized by the Delaware Colorado Act (including indemnification for negligence, gross negligence and breach of fiduciary duty to the extent so authorized), as the Delaware Colorado Act exists or may hereafter be amended (but, in the case of any such amendment, only to the extent that such amendment permits the Company to provide broader indemnification rights than such law permitted the Company to provide prior to such amendment), against all expense, liability and loss (including attorneys’ fees, judgments, fines, excise taxes, or penalties and amounts paid in settlement) reasonably incurred or suffered by such indemnitee in connection therewith.

Indemnification of Managers, Officers, Employees and Agents. (a) Each person Person (as defined in the Act) who was or is made a party or is threatened to be made a party to or is otherwise involved in any action, suit or proceeding, whether civil civil, criminal, administrative or investigative (hereinafter hereinafter, a “"proceeding”") by reason of the fact that he or she is or was a Manager or an officer of the CompanyCompany (or exercised his or her rights with respect to meetings of the Board of Managers), or is or was serving at the request of the Company as a Managermanager, director, officer, employee or agent of another limited liability company or of a corporation, partnership, joint venture, trust or other enterprise, including a service with respect to an employee benefit plan (hereinafter an “"indemnitee”"), whether the basis of such a proceeding is alleged action in an official capacity as a Manager, officer, employee or agent or in any other capacity while serving as a Manager, officer, employee or agent, shall be indemnified and held harmless by the Company to the fullest extent authorized by the Delaware Act (including indemnification for negligence, negligence but excluding indemnification (i) for acts or omissions involving actual fraud or willful misconduct or gross negligence and breach of fiduciary duty or (ii) with respect to any transaction from which the extent so authorized), as the Delaware Act exists or may hereafter be amended (but, in the case of any such amendment, only to the extent that such amendment permits the Company to provide broader indemnification rights than such law permitted the Company to provide prior to such amendmentindemnitee derived an improper personal benefit), against all expense, liability and loss (including attorneys’ ' fees, judgments, fines, excise taxes, taxes or penalties and amounts paid in settlement) reasonably incurred or suffered by such indemnitee in connection therewith.