Common use of Indemnification by Contributors Clause in Contracts

Indemnification by Contributors. Subject to the terms of this Article XIV, Contributors shall, severally and not jointly as more fully described below, indemnify and hold harmless ETP, its general partner and their respective partners, members, managers, directors, officers, employees, consultants and permitted assigns (collectively, the “ETP Indemnitees” and, together with Contributor Indemnitees, the “Indemnitees”) to the fullest extent permitted by applicable Law, from and against Losses incurred, as follows: (a) each Holdco Group Member, severally (solely with respect to such Holdco Group Member) and not jointly, shall indemnify and hold harmless the ETP Indemnitees to the extent of such Holdco Group Member’s Pro Rata Share of such Losses and as set forth in Section 14.3, from and against: (i) any breach by such Holdco Group Member of any of the representations and warranties (in each case, when made) contained in Article III; (ii) any breach by such Holdco Group Member of any of the covenants or agreements of such Holdco Group Member contained in this Agreement; and (iii) any claim made against PennTex pursuant to the Permian Sale Agreement; (b) each GP Owner, severally (solely with respect to such GP Owner) and not jointly, shall indemnify and hold harmless the ETP Indemnitees to the extent of such GP Owner’s Pro Rata Share of such Losses and as set forth in Section 14.3, from and against: (i) any breach by such GP Owner of any of the representations and warranties of such GP Owner (in each case, when made) contained in Article IV; and (ii) any breach by such GP Owner of any of the covenants or agreements of such GP Owner (including, without limitation, PennTex) contained in this Agreement; (c) each Contributor, severally (solely with respect to such Contributor) and not jointly, shall indemnify and hold harmless the ETP Indemnitees to the extent of such Contributor’s Pro Rata Share of such Losses and as set forth in Section 14.3, from and against: (i) any breach by such Contributor of any of the representations and warranties (in each case, when made) contained in Article V; and (ii) any breach by such Contributor of any of the covenants or agreements of such Contributor contained in this Agreement.

Indemnification by Contributors. Subject to the terms of this Article XIV, Contributors shall, severally and not jointly as more fully described below, indemnify and hold harmless ETP, its general partner and their respective partners, members, managers, directors, officers, employees, consultants and permitted assigns (collectively, the “ETP Indemnitees” and, together with Contributor Indemnitees, the “Indemnitees”) to the fullest extent permitted by applicable Law, from and against Losses incurred, as follows: (a) each Holdco Group Member, severally (solely with respect to such Holdco Group Member) and not jointly, shall indemnify and hold harmless the ETP Indemnitees to the extent of such Holdco Group Member’s Pro Rata Share of such Losses and as set forth in Section 14.3, from and against: (i) any breach by such Holdco Group Member of any of the representations and warranties (in each case, when made) contained in Article III;III; (ii) any breach by such Holdco Group Member of any of the covenants or agreements of such Holdco Group Member contained in this Agreement; Agreement; and (iii) any claim made against PennTex pursuant to the Permian Sale Agreement;Agreement; (b) each GP Owner, severally (solely with respect to such GP Owner) and not jointly, shall indemnify and hold harmless the ETP Indemnitees to the extent of such GP Owner’s Pro Rata Share of such Losses and as set forth in Section 14.3, from and against: (i) any breach by such GP Owner of any of the representations and warranties of such GP Owner (in each case, when made) contained in Article IV; IV; and (ii) any breach by such GP Owner of any of the covenants or agreements of such GP Owner (including, without limitation, PennTex) contained in this Agreement;Agreement; (c) each Contributor, severally (solely with respect to such Contributor) and not jointly, shall indemnify and hold harmless the ETP Indemnitees to the extent of such Contributor’s Pro Rata Share of such Losses and as set forth in Section 14.3, from and against: (i) any breach by such Contributor of any of the representations and warranties (in each case, when made) contained in Article V; V; and (ii) any breach by such Contributor of any of the covenants or agreements of such Contributor contained in this Agreement.