Common use of Rights of Indemnitee Clause in Contracts

Rights of Indemnitee. The Company will periodically reimburse each Indemnitee for all Losses (including fees and expenses of counsel) indemnified pursuant to Section 6.2(a) as such Losses are incurred in connection with investigating, preparing, pursuing or defending any Proceeding; provided that such Indemnitee shall promptly repay to the Company the amount of any such reimbursed expenses paid to it if it shall be judicially determined by judgment or order not subject to further appeal or discretionary review that such Indemnitee is not entitled to be indemnified by the Company in connection with such matter. The indemnification and advancement of expenses provided by, or granted pursuant to, this Section 6.2 shall not be deemed exclusive of, and shall not limit, any other rights or remedies to which any Indemnitee may be entitled or which may otherwise be available to any Indemnitee at law or in equity, (ii) shall continue as to a Person notwithstanding that such Person has ceased to be an Indemnitee, and (iii) shall inure to the benefit of the heirs, successors, assigns and administrators of the Indemnitee. Subject to the foregoing sentence, the provisions of this Section 6.2 are solely for the benefit of the Indemnitees and shall not be deemed to create any rights for the benefit of any other Persons. Each Indemnitee shall have a claim against the property and assets of the Company for payment of any indemnity amounts from time to time due hereunder, which amounts shall be paid or properly reserved for prior to the making of distributions by the Company to Members.

Appears in 3 contracts

Samples: Operating Agreement (Chevrontexaco Corp), Limited Liability Company Agreement (Energy Conversion Devices Inc), Operating Agreement (Energy Conversion Devices Inc)

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Rights of Indemnitee. The Company will periodically reimburse each -------------------- Indemnitee for all Losses (including fees and expenses of counsel) indemnified pursuant to Section 6.2(a) as such Losses are incurred in connection with investigating, preparing, pursuing or defending any Proceeding; provided that such Indemnitee shall promptly repay to the Company the amount of any such reimbursed expenses paid to it if it shall be judicially determined by judgment or order not subject to further appeal or discretionary review that such Indemnitee is not entitled to be indemnified by the Company in connection with such matter. The indemnification and advancement of expenses provided by, or granted pursuant to, this Section 6.2 shall not be deemed exclusive of, and shall not limit, any other rights or remedies to which any Indemnitee may be entitled or which may otherwise be available to any Indemnitee at law or in equity, (ii) shall continue as to a Person notwithstanding that such Person has ceased to be an Indemnitee, and (iii) shall inure to the benefit of the heirs, successors, assigns and administrators of the Indemnitee. Subject to the foregoing sentence, the provisions of this Section 6.2 are solely for the benefit of the Indemnitees and shall not be deemed to create any rights for the benefit of any other Persons. Each Indemnitee shall have a claim against the property and assets of the Company for payment of any indemnity amounts from time to time due hereunder, which amounts shall be paid or properly reserved for prior to the making of distributions by the Company to Members.

Appears in 1 contract

Samples: Operating Agreement (Energy Conversion Devices Inc)

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Rights of Indemnitee. The Company will periodically reimburse each Indemnitee for all Losses (including fees and expenses of counsel) indemnified pursuant to Section 6.2(a) as such Losses are incurred in connection with investigating, preparing, pursuing or defending any Proceeding; provided that such Indemnitee shall promptly repay to the Company the amount of any such reimbursed expenses paid to it if it shall be judicially determined by judgment or order not subject to further appeal or discretionary review that such Indemnitee is not entitled to be indemnified by the Company in connection with such matter. The indemnification and advancement of expenses provided by, or granted pursuant to, this Section 6.2 shall not be deemed exclusive of, and shall not limit, any other rights or remedies to which any Indemnitee may be entitled or which may otherwise be available to any Indemnitee at law or in equity, (ii) shall continue as to a Person notwithstanding that such Person has ceased to be an Indemnitee, and (iii) shall inure to the benefit of the heirs, successors, assigns and administrators of the Indemnitee. Subject to the foregoing sentence, the provisions of this Section 6.2 are solely for the benefit of the Indemnitees and shall not be deemed to create any rights for the benefit of any other Personspersons. Each Indemnitee shall have a claim against the property and assets of the Company for payment of any indemnity amounts from time to time due hereunder, which amounts shall be paid or properly reserved for prior to the making of distributions by the Company to Members.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Energy Conversion Devices Inc)

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