Common use of Indemnification and Reimbursement for Payments on Behalf of a Member Clause in Contracts

Indemnification and Reimbursement for Payments on Behalf of a Member. If the Company is obligated under applicable law to pay any amount to a governmental agency because of a Member’s status as a member of the Company or for federal or state withholding taxes on payments made to a Member, other than due to the Company’s actions or inactions, then such Member (the “Indemnifying Member”) shall indemnify the Company in full for the entire amount paid (including, without limitation, any interest, penalties and expenses associated with such payments). The amount to be indemnified shall be charged against the Capital Account of the Indemnifying Member and, at the option of the Board, either: (a) promptly upon notification of an obligation to indemnify the Company, the Indemnifying Member shall make a cash payment to the Company equal to the full amount to be indemnified (and the amount paid shall be added to the Indemnifying Member’s Capital Account but shall not be treated as a Capital Contribution), or (b) the Company shall reduce Distributions which would otherwise be made to the Indemnifying Member, until the Company has recovered the amount to be indemnified (and, notwithstanding Section 4.1, the amount withheld shall not be treated as a Capital Contribution).

Indemnification and Reimbursement for Payments on Behalf of a Member. If the Company is obligated under applicable law to pay any amount to a governmental agency (or otherwise makes a payment) because of a Member’s status as or otherwise specifically attributable to a member of the Company or for Member (including, without limitation, federal or state withholding taxes on payments made with respect to a Memberforeign Persons, other than due to the Company’s actions or inactionsstate personal property taxes, state unincorporated business taxes, etc.), then such Member (the “Indemnifying Member”) shall indemnify the Company in full for the entire amount paid (including, without limitation, any interest, penalties and expenses associated with such payments). The amount to be indemnified shall be charged against the Capital Account of the Indemnifying Member Member, and, at the option of the Board, either: (a) promptly upon notification of an obligation to indemnify the Company, the Indemnifying Member shall make a cash payment to the Company equal to the full amount to be indemnified (and the amount paid shall be added to the Indemnifying Member’s Capital Account but shall not be treated as a Capital Contribution), or (b) the Company shall reduce Distributions distributions which would otherwise be made to the Indemnifying Member, until the Company has recovered the amount to be indemnified (and, notwithstanding Section 4.1, the amount withheld shall not be treated as a Capital Contribution).

Indemnification and Reimbursement for Payments on Behalf of a Member. If the Company is obligated under applicable law to pay any amount to a governmental agency (or otherwise makes a payment) because of a Member’s 's status as or otherwise specifically attributable to a member of the Company or for Member (including, without limitation, federal or state withholding taxes on payments made with respect to a Memberforeign Persons, other than due to the Company’s actions or inactionsstate personal property taxes, state unincorporated business taxes, etc.), then such Member (the “Indemnifying Member”"INDEMNIFYING MEMBER") shall indemnify the Company in full for the entire amount paid (including, without limitation, any interest, penalties and expenses associated with such payments). The amount to be indemnified shall be charged against the Capital Account of the Indemnifying Member Member, and, at the option of the Board, either: (a) promptly upon notification of an obligation to indemnify the Company, the Indemnifying Member shall make a cash payment to the Company equal to the full amount to be indemnified (and the amount paid shall be added to the Indemnifying Member’s 's Capital Account but shall not be treated as a Capital Contribution), or (b) the Company shall reduce Distributions distributions which would otherwise be made to the Indemnifying Member, until the Company has recovered the amount to be indemnified (and, notwithstanding Section 4.1, and the amount withheld shall not be treated as a Capital Contribution).

Indemnification and Reimbursement for Payments on Behalf of a Member. If the Company is obligated under applicable law to pay any amount to a governmental agency (or otherwise makes a payment) because of a Member’s status as or otherwise specifically attributable to a member of the Company or for Member (including, without limitation, federal or state withholding taxes on payments made with respect to a Memberforeign Persons, other than due to the Company’s actions or inactionsstate personal property taxes, state unincorporated business taxes, etc.), then such Member (the “Indemnifying MemberINDEMNIFYING MEMBER”) shall indemnify the Company in full for the entire amount paid (including, without limitation, any interest, penalties and expenses associated with such payments). The amount to be indemnified shall be charged against the Capital Account of the Indemnifying Member Member, and, at the option of the Board, either: (a) promptly upon notification of an obligation to indemnify the Company, the Indemnifying Member shall make a cash payment to the Company equal to the full amount to be indemnified (and the amount paid shall be added to the Indemnifying Member’s Capital Account but shall not be treated as a Capital Contribution), or (b) the Company shall reduce Distributions distributions which would otherwise be made to the Indemnifying Member, until the Company has recovered the amount to be indemnified (and, notwithstanding Section 4.1, and the amount withheld shall not be treated as a Capital Contribution).