Common use of By Member Clause in Contracts

By Member. Each Member shall indemnify, protect, defend, release and hold harmless the Company, any other Members and such Member's Directors, Affiliates and respective directors, officers, employees and agents from and against any Claims asserted by or on behalf of any Person (including another Member) that arise out of, relate to or are otherwise attributable to, directly or indirectly, a Default by the indemnifying Member or its Affiliates, any Pre-Transfer Liability of the indemnifying Member or its Affiliates or the gross negligence or willful misconduct of the indemnifying Member or its Directors, Affiliates and respective directors, officers, employees and agents in connection with this Agreement.

Appears in 2 contracts

Sources: Limited Liability Company Agreement (Lazare Kaplan International Inc), Limited Liability Company Agreement (Lazare Kaplan International Inc)