Common use of Other Arrangements Not Excluded Clause in Contracts

Other Arrangements Not Excluded. The indemnification and advancement of expenses authorized in or ordered by a court pursuant to this Article VIII: (a) Does not exclude any other rights to which a Person seeking indemnification or advancement of expenses may be entitled under any agreement, decision of the Member or otherwise, for either an action of the Member, any Special Member or any Manager, officer, employee or agent in the official capacity of such Person or an action in another capacity while holding such position, except that indemnification, unless ordered by a court, may not be made to or on behalf of the Member, any Special Member or any Manager if a final adjudication established that its acts or omissions involved intentional misconduct, fraud or a knowing violation of the law and was material to the cause of action; and (b) Continues for a person who has ceased to be the Member, a Special Member or a Manager, officer, employee or agent and inures to the benefit of the successors, heirs, executors and administrators of such a person.

Other Arrangements Not Excluded. The indemnification and advancement of expenses authorized in or ordered by a court pursuant to this Article VIIIIX: (a) Does does not exclude any other rights to which a Person seeking indemnification or advancement of expenses may be entitled under any agreement, decision of the Member or otherwise, for either an action of the Member, any Special Member or any Manager, officer, employee or agent in the official capacity of such Person or an action in another capacity while holding such position, except that indemnification, unless ordered by a courtcourt of competent jurisdiction, may not be made to or on behalf of the Member, any Special Member or any Manager if a final adjudication established that its acts or omissions involved intentional misconduct, fraud or a knowing violation of the law and was material to the cause of action; and (b) Continues continues for a person Person who has ceased to be the Member, a Special Member or a Member, Manager, officer, employee or agent and inures to the benefit of the successors, heirs, executors and administrators of such a personPerson.

Other Arrangements Not Excluded. The indemnification and advancement of expenses authorized in or ordered by a court pursuant to this Article VIIIXIII: (a) Does not exclude any other rights to which a Person person seeking indemnification or advancement of expenses may be entitled under the Articles of Organization or any agreement, decision vote of the Member Members or otherwise, for either an action of the Member, any Special Member or any Manager, officer, employee or agent in the his official capacity of such Person or an action in another capacity while holding such positionhis office, except that indemnification, unless ordered by a courtcourt pursuant to Section 13.2 above or for the advancement of expenses made pursuant to Section 13.5 above, may not be made to or on behalf of the Member, any Special Member or any Manager if a final adjudication established establishes that its his acts or omissions involved intentional misconduct, fraud or a knowing violation of the law and was material to the cause of action; and. (b) Continues for a person who has ceased to be the a Member, a Special Member or a Manager, officer, employee or agent and inures to the benefit of the successors, heirs, executors and administrators of such a person.

Other Arrangements Not Excluded. The indemnification and advancement of expenses authorized in or ordered by a court pursuant to this Article VIII: (a) Does not exclude any other rights to which a Person seeking indemnification or advancement of expenses may be entitled under any agreement, decision of the Member or otherwise, for either an action of the Member, any the Special Member or any Manager, officer, employee or agent in the official capacity of such Person or an action in another capacity while holding such position, except that indemnification, unless ordered by a court, may not be made to or on behalf of the Member, any the Special Member or any Manager if a final adjudication established that its acts or omissions involved intentional misconduct, fraud or a knowing violation of the law and was material to the cause of action; and (b) Continues for a person who has ceased to be the Member, a the Special Member or a Manager, officer, employee or agent and inures to the benefit of the successors, heirs, executors and administrators of such a person.

Other Arrangements Not Excluded. The indemnification and advancement of expenses authorized in or ordered by a court pursuant to this Article VIIIXIII: (a) Does does not exclude any other rights to which a Person person seeking indemnification or advancement of expenses may be entitled under the Certificate of Formation or any agreement, decision vote of the Member Partners or otherwise, for either an action of the Member, any Special Member in his or any Manager, officer, employee her or agent in the its official capacity of such Person or an action in another capacity while holding such positionhis or her or its office, except that indemnification, unless ordered by a courtcourt pursuant to Section 13.05 hereof, may not be made to or on behalf of the Member, any Special Member Partner or any Manager Governor if a final adjudication established that his or her or its acts or omissions involved intentional misconduct, fraud or a knowing violation of the law and was material to the cause of action; and (b) Continues continues for a person who has ceased to be the Membera Partner, a Special Member or a ManagerGovernor, director, officer, employee or agent and inures to the benefit of the successors, heirs, executors and administrators of such a person, notwithstanding any amendment or subsequent modification of this Article XIII.

Other Arrangements Not Excluded. The indemnification and advancement of expenses authorized in or ordered by a court pursuant to this Article VIII10: (a) Does not exclude any other rights to which a Person person seeking indemnification or advancement of expenses may be entitled under the Certificate of Formation or any agreement, decision of the Member or otherwise, for either an action of the a Member, any Special Member or any Manager, officer, employee or agent in the official capacity of such Person person or an action in another capacity while holding such position, except that indemnification, unless ordered by a courtcourt pursuant to Section 10.05 above, may not be made to or on behalf of the Member, any Special Member or any Manager if a final adjudication established that its acts or omissions involved intentional misconduct, fraud or a knowing violation of the law and was material to the cause of action; and (b) Continues for a person who has ceased to be the a Member, a Special Member or a Manager, officer, employee or agent and inures to the benefit of the successors, heirs, executors and administrators of such a person.

Other Arrangements Not Excluded. The indemnification and advancement of expenses authorized in or ordered by a court pursuant to this Article VIIIX: (a) Does does not exclude any other rights to which a Person seeking indemnification or advancement of expenses may be entitled under the Certificate of Formation or any agreement, decision vote of the Member Members entitled to vote or otherwise, for either an action of the Member, any Special Member or any Manager, officer, employee or agent in the such Person's official capacity of such Person or an action in another capacity while holding such positionoffice, except that indemnification, unless ordered by a courtcourt pursuant to Section 10.5 above, may not be made to or on behalf of the Member, any Special Managing Member or any Manager Member if a final adjudication established that its the acts or omissions involved intentional misconduct, fraud or a knowing violation of the law and was material to the cause of action; and (b) Continues continues for a person Person who has ceased to be the a Managing Member, a Special Member or a Manager, officerMember, employee or agent and inures to the benefit of the successors, heirs, executors and administrators of such a personPerson.

Other Arrangements Not Excluded. The indemnification and advancement of expenses authorized in or ordered by a court pursuant to this Article VIIIXIII: (a) 13.06.1 Does not exclude any other rights to which a Person person seeking indemnification or advancement of expenses may be entitled under the Articles of Organization or any agreement, decision vote of the Member Members or otherwise, for either an action of the Member, any Special Member or any Manager, officer, employee or agent in the his official capacity of such Person or an action in another capacity while holding such positionhis office, except that indemnification, unless ordered by a courtcourt pursuant to Section 13.02, or for the advancement of expenses made pursuant to Section 13.05, may not be made to or on behalf of the Member, any Special Member or any Manager if a final adjudication established establishes that its his acts or omissions involved intentional misconduct, fraud or a knowing violation of the law and was material to the cause of action; and. (b) 13.06.2 Continues for a person who has ceased to be the a Member, a Special Member or a Manager, officer, employee or agent and inures to the benefit of the successors, heirs, executors and administrators of such a person. ARTICLE XIV.

Other Arrangements Not Excluded. The indemnification and advancement of expenses authorized in or ordered by a court pursuant to this Article VIIIARTICLE 10: (a) Does do not exclude any other rights to which a Person seeking indemnification or advancement of expenses may be entitled under any agreement, decision vote of the Member Members, Board Representatives or otherwise, for either an action of the Member, any Special Member or any Manager, officer, employee or agent in the Person's official capacity of such Person or an action in another capacity while holding such positionthe Person's office, except that indemnification, unless ordered by a courtcourt or other tribunal of competent jurisdiction, may not be made to or on behalf of the any Member, any Special Member Representative or any Manager agent if a final adjudication established that its the Person's acts or omissions involved intentional misconduct, fraud or a knowing violation of the law and was material to the cause of action; and (b) Continues continues for a person Person who has ceased to be the a Member, a Special Member or a Manager, officer, employee Representative or agent and inures to the benefit of the successors, heirs, executors and administrators of such a personPerson; and (c) does not preclude the Board from advancing expenses to agents of the Company in its sole discretion.

Other Arrangements Not Excluded. The indemnification and advancement of expenses authorized in or ordered by a court pursuant to this Article VIIIX: (a) Does does not exclude any other rights to which a Person seeking indemnification indem nification or advancement of expenses may be entitled under the Certificate of Formation or any agreement, decision vote of the Member Members entitled to vote or otherwise, for either an action of the Member, any Special Member or any Manager, officer, employee or agent in the such Person's official capacity of such Person or an action in another capacity while holding such positionoffice, 37 except that indemnification, unless ordered by a courtcourt pursuant to Section 10.5 above, may not be made to or on behalf of the Member, any Special Managing Member or any Manager Member if a final adjudication established that its the acts or omissions involved intentional misconduct, fraud or a knowing violation of the law and was material to the cause of action; and (b) Continues continues for a person Person who has ceased to be the a Managing Member, a Special Member or a Manager, officerMember, employee or agent and inures to the benefit of the successors, heirs, executors and administrators adminis trators of such a personPerson.

Other Arrangements Not Excluded. The indemnification and advancement of expenses authorized in or ordered by a court pursuant to this Article VIII10: (a) Does not exclude any other rights to which a Person person seeking indemnification or advancement of expenses may be entitled under the Certificate of Formation or any agreement, decision of the Member or otherwise, for either an action of the a Member, any Special Member or any Manager, officer, employee or agent in the official capacity of such Person person or an action in another capacity while holding such position, except that indemnification, unless ordered by a courtcourt pursuant to Section 10.05 above, may not be made to or on behalf of the Member, any Special Member or any Manager if a final adjudication established that its such acts or omissions involved intentional misconduct, fraud or a knowing violation of the law and was material to the cause of action; and (b) Continues for a person who has ceased to be the Member, a Special Member or a Manager, officer, employee or agent and inures to the benefit of the successors, heirs, executors and administrators of such a person.

Other Arrangements Not Excluded. The indemnification and advancement of expenses authorized in or ordered by a court pursuant to this Article VIII: (a) Does not exclude any other rights to which a Person seeking indemnification or advancement of expenses may be entitled under any agreement, decision of the Member or otherwise, for either an action of the Member, any Special Member or any Manager, officer, employee or agent in the official capacity of such Person or an action in another capacity while holding such position, except that indemnification, unless ordered by a courtcourt pursuant to Section 8.05 above, may not be made to or on behalf of the Member, any Special Member or any Manager if a final adjudication established that its acts or omissions involved intentional misconduct, fraud or a knowing violation of the law and was material to the cause of action; and (b) Continues for a person who has ceased to be the Member, a Special Member or a Manager, officer, employee or agent and inures to the benefit of the successors, heirs, executors and administrators of such a person.

Other Arrangements Not Excluded. The indemnification and advancement of expenses authorized in or ordered by a court pursuant to this Article VIII: (a) Does does not exclude any other rights to which a Person seeking indemnification or advancement of expenses may be entitled under any agreement, decision of the Member or otherwise, for either an action of the Member, any the Special Member or any Manager, officer, employee or agent in the official capacity of such Person or an action in another capacity while holding such position, except that indemnification, unless ordered by a court, may not be made to or on behalf of the Member, any the Special Member or any Manager if a final adjudication established that its acts or omissions involved intentional misconduct, fraud or a knowing violation of the law and was material to the cause of action; and (b) Continues continues for a person Person who has ceased to be the Member, a the Special Member or a Manager, officer, employee or agent and inures to the benefit of the successors, heirs, executors and administrators of such a personPerson.

Other Arrangements Not Excluded. The indemnification and advancement of expenses authorized in or ordered by a court pursuant to this Article VIII: (a) Does not exclude any other rights to which a Person seeking indemnification or advancement of expenses may be entitled under the Certificate of Formation or any agreement, decision of the Member or otherwise, for either an action of the Member, any Special Member or any Manager, officer, employee or agent in the official capacity of such Person or an action in another capacity while holding such position, except that indemnification, unless ordered by a courtcourt pursuant to Section 8.05 above, may not be made to or on behalf of the Member, any Special Member or any Manager if a final adjudication established that its acts or omissions involved intentional misconduct, fraud or a knowing violation of the law and was material to the cause of action; and (b) Continues for a person who has ceased to be the Member, a Special Member or a Manager, officer, employee or agent and inures to the benefit of the successors, heirs, executors and administrators of such a person.

Other Arrangements Not Excluded. The indemnification and advancement of expenses authorized in or ordered by a court pursuant to this Article VIII: (a) Does not exclude any other rights to which a Person seeking indemnification indemnifica tion or advancement of expenses may be entitled under any agreement, decision of the Member or otherwise, for either an action of the Member, any Special Member or any Manager, officer, employee or agent in the official capacity of such Person or an action in another capacity while holding such position, except that indemnification, unless ordered by a court, may not be made to or on behalf of the Member, any Special Member Mem ber or any Manager if a final adjudication established that its acts or omissions omis sions involved intentional misconduct, fraud or a knowing violation of the law and was material to the cause of action; and (b) Continues for a person who has ceased to be the Member, a Special Member Mem ber or a Manager, officer, employee or agent and inures to the benefit of the successors, heirs, executors and administrators of such a person.