Common use of Indemnification of Other Parties Clause in Contracts

Indemnification of Other Parties. If, for any reason, (A) the Operating Partnership or any of its partners or affiliates, other than Borrower (each, an “Indemnified Party”), is required to make (i) any payment to the Lender or (ii) any contribution to the Operating Partnership or the Borrower with respect to the portion of the Loan for which a payment pursuant to this Guaranty is required, or (B) the Lender’ ability to make a claim against any Guarantor is reduced solely as a result of the Lender’s concurrent status as an Indemnified Party (collectively, an “Indemnified Party Outlay”), each Guarantor shall absolutely and unconditionally reimburse the Indemnified Party for, or pay to the Lender (as applicable), the lesser of (i) such Guarantor’s Guaranty Percentage of the full amount of such Indemnified Party Outlay or (ii) the maximum amount such Guarantor would have been obligated to pay the Lender under Paragraph 1 hereof had such payment not been made by the Indemnified Party or had such reduction not occurred and provided the conditions set forth in Paragraph 1 hereof triggering such obligations by such Guarantor shall have occurred. Each Guarantor shall reimburse the Indemnified Party, or make a payment to the Lender, as and to the extent required by this Paragraph 7 within 60 days after receiving written notice of an Indemnified Party Outlay from the Indemnified Party. It is intended that each Indemnified Party be a third party beneficiary of the obligations of the Guarantors under this Paragraph 7, and that each Indemnified Party shall have the right to enforce the obligations of the Guarantors hereunder, except as expressly provided in this Guaranty. Any payments to an Indemnified Party or the Lender hereunder shall for all purposes hereunder be treated by each Guarantor and the Operating Partnership as capital contributions by each Guarantor to the Operating Partnership, followed by capital contributions by the Operating Partnership to the Borrower, or, if the Operating Partnership owns Borrower through one or more entities, as a contribution by the Operating Partnership to the capital of Borrower through successive contributions through each such entity, in accordance with the provisions of Paragraph 6 above.

Indemnification of Other Parties. IfSubject to the Lender's requirement to first exercise its rights against property of the Partnership as provided in Paragraph 1 hereof, if, for any reason, (A) the Operating General Partner, the Partnership, any other partner of the Partnership or any of its partners or affiliates, other than Borrower affiliate thereof (each, an “"Indemnified Party”), ") is required by Lender to make (i) any payment to the Lender or (ii) any contribution to the Operating Partnership or the Borrower with respect to the portion of the Loan for which a payment pursuant to this Guaranty Contribution is required, or (B) the Lender’ 's ability to make a claim against any Guarantor Protected Partner is reduced solely as a result of the Lender’s 's concurrent status as an Indemnified Party (collectively, an “"Indemnified Party Outlay”"), each Guarantor Protected Partner shall absolutely and unconditionally reimburse the Indemnified Party for, or pay to the Lender (as applicable), the lesser of (i) such Guarantor’s Guaranty Percentage Protected Partner's Allocable Share of the full amount of such Indemnified Party Outlay or (ii) the maximum Contribution amount such Guarantor Protected Partner would have been obligated to pay the Lender contribute under Paragraph 1 hereof had such payment not been made by the Indemnified Party or had such reduction not occurred and provided the conditions set forth in Paragraph 1 hereof triggering such obligations by such Guarantor shall have occurred. Each Guarantor Protected Partner shall reimburse the Indemnified Party, or make a payment to the Lender, as and to the extent required by this Paragraph 7 4 within 60 days after receiving written notice of an a Indemnified Party Outlay from the Indemnified Party. It is intended that each Indemnified Party be a third party beneficiary of , the obligations of Lender, the Guarantors under this Paragraph 7, and that each Indemnified Party shall have Partnership or the right to enforce the obligations of the Guarantors hereunder, except as expressly provided in this GuarantyPartnership. Any payments to an Indemnified Party or the Lender hereunder shall for all purposes hereunder be treated by each Guarantor and the Operating Partnership as capital contributions by each Guarantor Protected Partner to the Operating Partnership, Partnership followed by capital contributions the contribution of such amounts by the Operating Partnership to the Borrower, or, if the Operating Partnership owns Borrower through one or more entities, as a contribution by the Operating Partnership to the capital of Borrower through successive contributions through each such entity, the Partnership in accordance with the provisions of Paragraph 6 1 above.

Indemnification of Other Parties. IfSubject to the Lender’s requirement to first exercise its rights against the Property as provided in Paragraph 1 hereof, if, for any reason, (A) the General Partner, the Operating Partnership, any other partner of the Operating Partnership or any of its partners or affiliates, other than Borrower affiliate thereof (each, an “Indemnified Party”), ) is required by the Lender to make (i) any payment to the Lender or (ii) any contribution to the Borrower or the Operating Partnership or the Borrower with respect to the portion of the Loan for which a payment pursuant to this Guaranty Contribution is required, or (B) the Lender’ ’s ability to make a claim against any Guarantor Principal is reduced solely as a result of the Lender’s concurrent status as an Indemnified Party (collectively, an “Indemnified Party Outlay”), each Guarantor Principal shall absolutely and unconditionally reimburse the Indemnified Party for, or pay to the Lender (as applicable), the lesser of (i) such GuarantorPrincipal’s Guaranty Percentage Allocable Share of the full amount of such Indemnified Party Outlay or (ii) the maximum Contribution amount such Guarantor Principal would have been obligated to pay the Lender contribute under Paragraph 1 hereof had such payment not been made by the Indemnified Party or had such reduction not occurred and provided the conditions set forth in Paragraph 1 hereof triggering such obligations by such Guarantor shall have occurred. Each Guarantor Principal shall reimburse the Indemnified Party, or make a payment to the Lender, as and to the extent required by this Paragraph 7 4 within 60 days after receiving written notice of an a Indemnified Party Outlay from the Indemnified Party. It is intended that each Indemnified Party be a third party beneficiary of , the obligations of Lender, the Guarantors under this Paragraph 7, and that each Indemnified Party shall have Operating Partnership or the right to enforce the obligations of the Guarantors hereunder, except as expressly provided in this GuarantyBorrower. Any payments to an Indemnified Party or the Lender hereunder shall for all purposes hereunder be treated by each Guarantor and the Operating Partnership as capital contributions by each Guarantor Principal to the Operating Partnership, Partnership followed by capital contributions by the Operating Partnership to the Borrower, or, if the Operating Partnership owns Borrower through one or more entities, as a contribution of such amounts by the Operating Partnership to the capital of the Borrower through successive contributions through each such entity, in accordance with the provisions of Paragraph 6 1 above.