Common use of Members' Claims Clause in Contracts

Members' Claims. Except as otherwise provided in this Article XI, in any action by an owner of a Membership Interest against a Related Party, including a Company derivative suit, the Company shall indemnify and hold harmless each Related Party from and against any liability or damage incurred by any of them, including, without limitation, reasonable attorneys' fees and disbursements incurred in defense of such action, if: (i) the Related Party is successful in such action or (ii) in the opinion of the Company's counsel, the matter has been settled by controlling precedent in favor of such indemnification, and if the matter has not been settled by such controlling precedent, the Company shall submit to a court of appropriate jurisdiction the question of whether such indemnification by the Company is not against public policy, which final adjudication shall be binding on all parties.

Members' Claims. Except as otherwise provided in this Article XIXIV, in any action by an owner of a Membership Interest against a Related Party, including a Company derivative suit, the Company shall indemnify and hold harmless each Related Party from and against any liability or damage incurred by any of them, including, without limitation, reasonable attorneys' fees and disbursements incurred in defense of such action, if: (i) the Related Party is successful in such action action; or (ii) in the opinion of the Company's counsel, the matter has been settled by controlling precedent in favor of such indemnification, and if the matter has not been settled by such controlling precedent, the Company shall submit to a court of appropriate jurisdiction the question of whether such indemnification by the Company is not against public policy, which final adjudication shall be binding on all parties.

Members' Claims. Except as otherwise provided in this Article XI10.0, in any action by an owner of a Membership Interest against a Related Party, including a Company derivative suit, the Company shall will indemnify and hold harmless each Related Party from and against any liability or damage incurred by any of them, including, without limitation, reasonable attorneys' fees and disbursements incurred in defense of such action, if: (i) the Related Party is successful in such action action; or (ii) in the opinion of the Company's counsel, the matter has been settled by controlling precedent in favor of such indemnification, and if the matter has not been settled by such controlling precedent, the Company shall will submit to a court of appropriate jurisdiction the question of whether such indemnification by the Company is not against public policy, which final adjudication shall will be binding on all parties.