Common use of Right of Indemnification Clause in Contracts

Right of Indemnification. In accordance with Section 18-108 of the Delaware LLC Act, the LLC shall indemnify and hold harmless any Member, Representative, LLC General Manager, officer, and Affiliate thereof (individually, in each case, an "Indemnitee") to the fullest extent permitted by law from and against any and all losses, claims, demands, costs, damages, liabilities joint or several), expenses of any nature (including attorneys' fees and disbursements), judgments, fines, settlements and other amounts arising from any and all claims, demands, actions, suits or proceedings, whether civil, criminal, administrative or investigative, in which the Indemnitee may be involved or threatened to be involved, as a party or otherwise, arising out of or incidental to the business or activities of or relating to the LLC regardless of whether the Indemnitee continues to be a Member, a Representative, an LLC General Manager, an officer or any Affiliate thereof at the time any such liability or expense is paid or incurred; provided, however, that this provision shall not eliminate or limit the liability of an Indemnitee (i) for any breach of the Indemnitee's duty of loyalty to the LLC or its Members, (ii) for acts or omissions which involve gross negligence, intentional misconduct or a knowing violation of law, or (iii) for any transaction from which the Indemnitee received any improper personal benefit.

Right of Indemnification. In accordance with Section 18-108 of the Delaware LLC Act, the LLC Company shall indemnify and hold harmless any Member, Representative, LLC General Manager, officer, and Affiliate thereof (individually, in each case, an "“Indemnitee"”) to the fullest extent permitted by law from and against any and all losses, claims, demands, costs, damages, liabilities joint or several), expenses of any nature (including attorneys' ’ fees and disbursements), judgments, fines, settlements and other amounts arising from any and all claims, demands, actions, suits or proceedings, whether civil, criminal, administrative or investigative, in which the Indemnitee may be involved or threatened to be involved, as a party or otherwise, arising out of or incidental to the business or activities of or relating to the LLC Company, regardless of whether the Indemnitee continues to be a Member, a Representative, an LLC General Manager, an officer or any Affiliate thereof at the time any such liability or expense is paid or incurred; provided, however, that this provision shall not eliminate or limit the liability of an Indemnitee (i) for any breach of the Indemnitee's ’s duty of loyalty to the LLC Company or its Members, (ii) for acts or omissions which involve gross negligence, intentional misconduct or a knowing violation of law, or (iii) for any transaction from which the Indemnitee received any improper personal benefit; provided, further, that the provisions of this Section 7.04(a) shall not apply to disputes among Members and Managers.

Right of Indemnification. In accordance with To the fullest extent allowed by Section 18-108 8.001 et seq. of the Delaware LLC ActBOC, as if the Company were a corporation under the BOC, without any of the limitations imposed by the BOC, and as if all permissive provisions thereof are mandatory for the purposes hereof, the LLC Company shall indemnify and hold harmless any Covered Person, Member, Representative, LLC General Manager, officer, officer and Affiliate thereof (individually, in each case, an "“Indemnitee"”) to the fullest extent permitted by law from and against any and all losses, claims, demands, costs, damages, liabilities (joint or several), expenses of any nature (including without limitation taxes; penalties; judgments; fines; amounts paid or to be paid in settlement; costs of investigation and preparations; and fees, expenses, and disbursements of attorneys' fees and disbursements, whether or not the dispute or proceeding involves the Company or any Member), judgments, fines, settlements and other amounts arising from any and all claims, demands, actions, suits or proceedings, whether civil, criminal, administrative or investigative, in which the Indemnitee may be involved or threatened to be involved, as a party or otherwise, arising out of or incidental to the business or activities of or relating to the LLC Company, regardless of whether the Indemnitee continues to be a Member, a Representative, an LLC General Manager, an officer or any Affiliate thereof at the time any such liability or expense is paid or incurred; provided, however, that this provision shall not eliminate or limit the liability of an Indemnitee Indemnitee, subject to the limitations set forth in Section 5.14 of this Agreement with regard to Excused Persons, (i) for any breach of the Indemnitee's ’s duty of loyalty to the LLC Company or its Members, (ii) for acts or omissions which involve gross negligence, intentional misconduct or a knowing violation of law, law or (iii) for any transaction from which the Indemnitee received any improper personal benefit.