Transfer Indemnity. Each Member hereby agrees to indemnify and hold harmless the Company, the Special Member, the Managers, the Management Company and each other Member (and any successor or assign of any of the foregoing) from and against all taxes, costs, claims, damages, liabilities, losses and expenses (including losses, claims, damages, liabilities, costs and expenses of any judgments, fines and amounts paid in settlement), joint or several, to which those persons may become subject by reason of or arising from any Transfer made in contravention of the provisions of this Agreement or any misrepresentation made by such Member in connection with any purported Transfer.
Appears in 4 contracts
Samples: Limited Liability Company Agreement (Excelsior Private Markets Fund III (TI), LLC), Limited Liability Company Agreement (Excelsior Private Markets Fund III (TE), LLC), Limited Liability Company Agreement (Excelsior Private Markets Fund II (TE), LLC)
Transfer Indemnity. Each Member hereby agrees to indemnify and hold harmless the Company, the Special Member, the Managers, the Management Company Investment Adviser and each other Member (and any successor or assign of any of the foregoing) from and against all taxes, costs, claims, damages, liabilities, losses and expenses (including losses, claims, damages, liabilities, costs and expenses of any judgments, fines and amounts paid in settlement), joint or several, to which those persons may become subject by reason of or arising from any Transfer made in contravention of the provisions of this Agreement or any misrepresentation made by such Member in connection with any purported Transfer.
Appears in 4 contracts
Samples: Limited Liability Company Agreement, Limited Liability Company Agreement (Excelsior Private Markets Fund III (Master), LLC), Limited Liability Company Agreement (Excelsior Private Markets Fund II (Master), LLC)
Transfer Indemnity. Each Member hereby agrees to indemnify and hold harmless the Company, the Special Member, the Managers, the Management Company each Appropriate Officer and each other Member (and any successor or assign of any of the foregoing) from and against all taxes, costs, claims, damages, liabilities, losses and expenses (including losses, claims, damages, liabilities, costs and expenses of any judgments, fines and amounts paid in settlement), joint or several, to which those persons may become subject by reason of or arising from any Transfer made in contravention of the provisions of this Agreement or any misrepresentation made by such Member in connection with any purported Transfer.
Appears in 3 contracts
Samples: Limited Liability Company Operating Agreement (Excelsior Venture Partners Iii LLC), Limited Liability Company Operating Agreement (Excelsior Venture Partners Iii LLC), Limited Liability Company Operating Agreement (Excelsior Venture Partners Iii LLC)
Transfer Indemnity. Each Member hereby agrees to indemnify and hold harmless the Company, the Special Member, the Managers, the Management Company and each other Member (and any successor or assign of any of the foregoing) from and against all taxes, costs, claims, damages, liabilities, losses and expenses (including losses, claims, damages, liabilities, costs and expenses of any judgments, fines and amounts paid in settlement), joint or several, to which those persons may become subject by reason of or arising from any Transfer made in contravention of the provisions of this Agreement or any misrepresentation made by such Member in connection with any purported Transfer.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (NB Crossroads Private Markets Fund IV Holdings LLC), Limited Liability Company Agreement (NB Crossroads Private Markets Fund IV (TE) - Client LLC), Limited Liability Company Agreement (NB Crossroads Private Markets Fund IV (TI) - Client LLC)
Transfer Indemnity. Each Member hereby agrees to indemnify and hold harmless the Company, the Special MemberInvestment Advisor, the Managers, the Management Company each Appropriate Officer and each other Member (and any successor or assign of any of the foregoing) from and against all taxes, costs, claims, damages, liabilities, losses and expenses (including losses, claims, damages, liabilities, costs and expenses of any judgments, fines and amounts paid in settlement), joint or several, to which those persons may become subject by reason of or arising from any Transfer made in contravention of the provisions of this Agreement or any misrepresentation made by such Member in connection with any purported Transfer.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Fortress Brookdale Investment Fund LLC), Limited Liability Company Agreement (Fortress Pinnacle Investment Fund LLC)
Transfer Indemnity. Each Member hereby agrees to indemnify and hold harmless the CompanyFund, the Special MemberManagement Company, the Managers, the Management Company and each other Member (and any successor or assign of any of the foregoing) from and against all taxes, costs, claims, damages, liabilities, losses and expenses (including losses, claims, damages, liabilities, costs and expenses of any judgments, fines and amounts paid in settlement), joint or several, to which those persons may become subject by reason of or arising from any Transfer made in contravention of the provisions of this Agreement or any misrepresentation made by such Member in connection with any purported Transfer.
Appears in 1 contract
Samples: Limited Liability Company Agreement (NB Crossroads Private Markets Access Fund LLC)
Transfer Indemnity. Each Member hereby agrees to indemnify and hold harmless the Company, the Special Managing Member, the Managers, the Management Company Investment Adviser and each other Member (and any successor or assign of any of the foregoing) from and against all taxes, costs, claims, damages, liabilities, losses and expenses (including losses, claims, damages, liabilities, costs and expenses of any judgments, fines and amounts paid in settlement), joint or several, to which those persons may become subject by reason of or arising from any Transfer made in contravention of the provisions of this Agreement or any misrepresentation made by such Member in connection with any purported Transfer.
Appears in 1 contract
Samples: Operating Agreement (Excelsior Buyout Investors LLC)
Transfer Indemnity. Each Member hereby agrees to indemnify and hold harmless the CompanyFund, the Special MemberAdviser, the ManagersDirectors, the Management Company and each other Member (and any successor or assign of any of the foregoing) from and against all taxes, costs, claims, damages, liabilities, losses and expenses (including losses, claims, damages, liabilities, costs and expenses of any judgments, fines and amounts paid in settlement), joint or several, to which those persons may become subject by reason of or arising from any Transfer made in contravention of the provisions of this Agreement or any misrepresentation made by such Member in connection with any purported Transfer.
Appears in 1 contract
Samples: Limited Liability Company Agreement (HL Scope RIC LLC)
Transfer Indemnity. Each Member hereby agrees to indemnify and hold harmless the Company, the Special MemberInvestment Adviser, the Managers, the Management Company each Appropriate Officer and each other Member (and any successor or assign of any of the foregoing) from and against all taxes, costs, claims, damages, liabilities, losses and expenses (including losses, claims, damages, liabilities, costs and expenses of any judgments, fines and amounts paid in settlement), joint or several, to which those persons may become subject by reason of or arising from any Transfer made in contravention of the provisions of this Agreement or any misrepresentation made by such Member in connection with any purported Transfer.
Appears in 1 contract
Samples: Limited Liability Company Operating Agreement (Excelsior Venture Partners Fund Iii LLC)
