INDEMNITY OF THE MEMBERS AND THE MANAGERS. 12.7.1 The Company shall indemnify every Member and Manager in respect to the payments made and personal liabilities reasonably incurred by that Member or Manager in the ordinary and proper conduct of the Company's business or property. No indemnification shall be provided if and to the extent that such liability was incurred based on the breach of this Agreement by the Manager, his negligence (to the extent not reimbursed by insurance), fraud or misconduct.
Appears in 6 contracts
Samples: Operating Agreement (Wellsford Real Properties Inc), Assignment of Interest (Wellsford Real Properties Inc), Operating Agreement (Wellsford Real Properties Inc)
