Common use of Indemnification of the Liquidating Trustee Clause in Contracts

Indemnification of the Liquidating Trustee. The Liquidating Trustee shall be indemnified and held harmless by the Partnership from and against any and all claims, demands, liabilities, costs, damages and causes of action of any nature whatsoever, arising out of or incidental to the Liquidating Trustee taking any action authorized under, or within the scope of, this Article; provided, however, that the Liquidating Trustee shall be entitled to no indemnification hereunder where the claim at issue arose out of: (a) A matter entirely unrelated to the Liquidating Trustee's acting under the provisions of this Article; (b) The proven gross negligence, willful misconduct, fraud or bad faith of the Liquidating Trustee; or (c) The proven breach of the Liquidating Trustee of its obligations under this Article. The indemnification rights herein contained shall be cumulative of, and in addition to, any and all other rights, remedies, and resources to which the Liquidating Trustee shall be entitled, at law or in equity.

Indemnification of the Liquidating Trustee. The Liquidating Trustee shall be indemnified and held harmless by the Partnership from and against any and all claims, demands, liabilities, costs, damages damages, and causes of action of any nature whatsoever, arising out of or incidental to the Liquidating Trustee Trustee’s taking of any action authorized under, under or within the scope of, of this ArticleArticle IX; provided, however, that the Liquidating Trustee shall be entitled to no indemnification hereunder where the claim at issue arose out of: (a) A a matter entirely unrelated to the Liquidating Trustee's ’s acting under the provisions of this ArticleArticle IX; (b) The the proven gross negligence, negligence or willful misconduct, fraud or bad faith misconduct of the Liquidating Trustee; or (c) The the proven material breach of by the Liquidating Trustee of its obligations under this ArticleArticle IX. The indemnification rights herein contained shall be cumulative of, and in addition to, any and all other rights, remedies, and resources recourse to which the Liquidating Trustee shall be entitled, at law or in equity.