Common use of Survival of Rights, Duties and Obligations Clause in Contracts

Survival of Rights, Duties and Obligations. Dissolution, liquidation, winding up, or termination of the Company for any reason shall not release any party from any Loss that at the time of such dissolution, liquidation, winding up, or termination already had accrued to any other party or thereafter may accrue in respect of any act or omission before such dissolution, liquidation, winding up, or termination. For the avoidance of doubt, none of the foregoing shall replace, diminish, or otherwise adversely affect any Shareholder’s right to indemnification pursuant to ARTICLE IX.

Appears in 3 contracts

Samples: Joint Venture Agreement (Hempacco Co., Inc.), Joint Venture Agreement (Hempacco Co., Inc.), Joint Venture Agreement (Hempacco Co., Inc.)

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Survival of Rights, Duties and Obligations. Dissolution, liquidation, winding up, or termination of the Company for any reason shall not release any party from any Loss that which at the time of such dissolution, liquidation, winding up, or termination already had accrued to any other party or which thereafter may accrue in respect of any act or omission before prior to such dissolution, liquidation, winding up, or termination. For the avoidance of doubt, none of the foregoing shall replace, diminish, or otherwise adversely affect any ShareholderMember’s right to indemnification pursuant to ARTICLE IXSection 11.03.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (Canopy Growth Corp), Limited Liability Company Agreement (Canopy Growth Corp), Limited Liability Company Agreement (Canopy Growth Corp)

Survival of Rights, Duties and Obligations. Dissolution, liquidation, winding up, up or termination of the Company for any reason shall not release any party from any Loss that which at the time of such dissolution, liquidation, winding up, up or termination already had accrued to any other party or which thereafter may accrue in respect of any act or omission before prior to such dissolution, liquidation, winding up, up or termination. For the avoidance of doubt, none of the foregoing shall replace, diminish, diminish or otherwise adversely affect any ShareholderMember’s right to indemnification pursuant to ARTICLE IXSection 13.03.

Appears in 3 contracts

Samples: Operating Agreement (Verb Technology Company, Inc.), Operating Agreement (Atlanticus Holdings Corp), Limited Liability Company Agreement (Shepherd's Finance, LLC)

Survival of Rights, Duties and Obligations. Dissolution, liquidation, winding up, up or termination of the Company for any reason shall will not release any party from any Loss that loss which at the time of such dissolution, liquidation, winding up, up or termination already had accrued to any other party or which thereafter may accrue in respect of any act or omission before prior to such dissolution, liquidation, winding up, up or termination. For the avoidance of doubt, none of the foregoing shall will replace, diminish, diminish or otherwise adversely affect any ShareholderMember’s right to indemnification pursuant to ARTICLE IXSection 13.3.

Appears in 3 contracts

Samples: Operating and Management Agreement (Rocky Mountain High Brands, Inc.), Operating and Management Agreement (Rocky Mountain High Brands, Inc.), Operating and Management Agreement (Rocky Mountain High Brands, Inc.)

Survival of Rights, Duties and Obligations. Dissolution, liquidation, winding up, or termination of the Company Partnership for any reason shall not release any party from any Loss that at the time of such dissolution, liquidation, winding up, or termination already had accrued to any other party or thereafter may accrue in respect of any act or omission before prior to such dissolution, liquidation, winding up, or termination. For the avoidance of doubt, none of the foregoing shall replace, diminish, or otherwise adversely affect any ShareholderPartner’s right to indemnification pursuant to ARTICLE IXSection 9.03.

Appears in 2 contracts

Samples: Limited Partnership Agreement (Park View OZ REIT Inc), Limited Partnership Agreement (Park View OZ REIT Inc)

Survival of Rights, Duties and Obligations. Dissolution, liquidation, winding up, up or termination of the Company for any reason shall not release any party from any Loss that which at the time of such dissolution, liquidation, winding up, up or termination already had accrued to any other party or which thereafter may accrue in respect of any act or omission before prior to such dissolution, liquidation, winding up, up or termination. For the avoidance of doubt, none of the foregoing shall replace, diminish, diminish or otherwise adversely affect any Shareholder’s Member's right to indemnification pursuant to ARTICLE IXSection 13.03.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Shepherd's Finance, LLC), Limited Liability Company Agreement (Shepherd's Finance, LLC)

Survival of Rights, Duties and Obligations. Dissolution, liquidation, winding up, up or termination of the Company for any reason shall not release any party Party from any Loss that at the time of such dissolution, liquidation, winding up, up or termination already had accrued to any other party Party or thereafter may accrue in respect of any act or omission before prior to such dissolution, liquidation, winding up, up or termination. For the avoidance of doubt, none of the foregoing shall replace, diminish, diminish or otherwise adversely affect any ShareholderMember’s right to indemnification pursuant to ARTICLE IXSection 9.03.

Appears in 2 contracts

Samples: Class B Preferred Unit Purchase Agreement (Learn SPAC HoldCo, Inc.), Limited Liability Company Agreement (Learn SPAC HoldCo, Inc.)

Survival of Rights, Duties and Obligations. Dissolution, liquidation, winding up, or termination of the Company for any reason shall not release any party from any Loss that at the time of such dissolution, liquidation, winding up, or termination already had accrued to any other party or thereafter may accrue in respect of any act or omission before such dissolution, liquidation, winding up, or termination. For the avoidance of doubt, none of the foregoing shall replace, diminish, or otherwise adversely affect any Shareholder’s Member's right to indemnification pursuant to ARTICLE IX.

Appears in 2 contracts

Samples: Limited Liability Company Operating Agreement (iPower Inc.), Limited Liability Company Operating Agreement (iPower Inc.)

Survival of Rights, Duties and Obligations. Dissolution, liquidation, winding up, up or termination of the Company for any reason shall not release any party from any Loss that which at the time of such dissolution, liquidation, winding up, up or termination already had accrued to any other party or which thereafter may accrue in respect of any act or omission before prior to such dissolution, liquidation, winding up, up or termination. For the avoidance of doubt, none of the foregoing shall replace, diminish, diminish or otherwise adversely affect any ShareholderMember’s right to indemnification pursuant to ARTICLE IXSection 11.3.

Appears in 1 contract

Samples: Operating Agreement (NextPlay Technologies Inc.)

Survival of Rights, Duties and Obligations. Dissolution, liquidation, winding up, or termination of the Company for any reason shall not release any party from any Loss that at the time of such dissolution, liquidation, winding up, or termination already had accrued to any other party or thereafter may accrue in respect of any act or omission before prior to such dissolution, liquidation, winding up, or termination. For the avoidance of doubt, none of the foregoing shall replace, diminish, or otherwise adversely affect any Shareholder’s Member's right to indemnification pursuant to ARTICLE IXSection 9.03.

Appears in 1 contract

Samples: Operating Agreement (Csac Acquisition Inc.)

Survival of Rights, Duties and Obligations. Dissolution, liquidation, winding up, or termination of the Company for any reason shall not release any party from any Loss that at the time of such dissolution, liquidation, winding up, or termination already had accrued to any other party or thereafter may accrue in respect of any act or omission before such dissolution, liquidation, winding up, or termination. For the avoidance of doubt, none of the foregoing shall replace, diminish, or otherwise adversely affect any ShareholderMember’s right to indemnification pursuant to ARTICLE IX.X.

Appears in 1 contract

Samples: Operating Agreement (Sugarmade, Inc.)

Survival of Rights, Duties and Obligations. Dissolution, liquidation, winding up, or termination of the Company for any reason shall not release any party from any Loss that at the time of such dissolution, liquidation, winding up, or termination already had accrued to any other party or thereafter may accrue in respect of any act or omission before prior to such dissolution, liquidation, winding up, or termination. For the avoidance of doubt, none of the foregoing shall replace, diminish, or otherwise adversely affect any ShareholderMember’s right to indemnification pursuant to ARTICLE IXSection 9.03.

Appears in 1 contract

Samples: Company Agreement

Survival of Rights, Duties and Obligations. Dissolution, liquidation, winding up, up or termination of the Company for any reason shall not release any party from any Loss that at the time of such dissolution, liquidation, winding up, up or termination already had accrued to any other party or thereafter may accrue in respect of any act or omission before prior to such dissolution, liquidation, winding up, up or termination. For the avoidance of doubt, none of the foregoing shall replace, diminish, or otherwise adversely affect any Shareholder’s Member's right to indemnification pursuant to ARTICLE IXSection 10.01.

Appears in 1 contract

Samples: Operating Agreement

Survival of Rights, Duties and Obligations. Dissolution, liquidation, winding up, up or termination of the Company for any reason shall not release any party from any Loss that at the time of such dissolution, liquidation, winding up, up or termination already had accrued to any other party or thereafter may Exhibit 10.38 accrue in respect of any act or omission before prior to such dissolution, liquidation, winding up, up or termination. For the avoidance of doubt, none of the foregoing shall replace, diminish, diminish or otherwise adversely affect any Shareholder’s Covered Person's right to indemnification pursuant to ARTICLE IXSection 8.03.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Tecogen Inc.)

Survival of Rights, Duties and Obligations. Dissolution, liquidation, winding up, up or termination of the Company for any reason shall not release any party from any Loss losses that at the time of such dissolution, liquidation, winding up, up or termination already had accrued to any other party or thereafter may accrue in respect of any act or omission before prior to such dissolution, liquidation, winding up, up or termination. For the avoidance of doubt, none of the foregoing shall replace, diminish, diminish or otherwise adversely affect any ShareholderMember’s right to indemnification pursuant to ARTICLE IX.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Priority Technology Holdings, Inc.)

Survival of Rights, Duties and Obligations. Dissolution, liquidation, winding up, up or termination of the Company for any reason shall not release any party from any Loss that which at the time of such dissolution, liquidation, winding up, up or termination already had accrued to any other party or which thereafter may accrue in respect of any act or omission before prior to such dissolution, liquidation, winding up, up or termination. For the avoidance of doubt, none of the foregoing shall replace, diminish, diminish or otherwise adversely affect any Shareholder’s Member's right to indemnification pursuant to ARTICLE IXSection 10.03.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Capstone Therapeutics Corp.)

Survival of Rights, Duties and Obligations. Dissolution, liquidation, winding up, up or termination of the Company for any reason shall not release any party from any Loss damages, losses, or claims that at the time of such dissolution, liquidation, winding up, up or termination already had accrued to any other party or thereafter may accrue in respect of any act or omission before prior to such dissolution, liquidation, winding up, up or termination. For the avoidance of doubt, none of the foregoing shall replace, diminish, diminish or otherwise adversely affect any ShareholderCovered Party’s right to indemnification pursuant to ARTICLE IXSection 5.10.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Axiall Corp/De/)

Survival of Rights, Duties and Obligations. Dissolution, liquidation, winding up, or termination of the Company for any reason shall not release any party from any Loss that which at the time of such dissolution, liquidation, winding up, or termination already had accrued to any other party or which thereafter may accrue in respect of any act or omission before prior to such dissolution, liquidation, winding up, or termination. For the avoidance of doubt, none of the foregoing shall replace, diminish, or otherwise adversely affect any ShareholderMember’s right to indemnification pursuant to ARTICLE IXSection 14.03.

Appears in 1 contract

Samples: Operating Agreement (Agrify Corp)

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Survival of Rights, Duties and Obligations. Dissolution, liquidation, winding up, or termination of the Company for any reason shall not release any party from any Loss that which at the time of such dissolution, liquidation, winding up, or termination already had accrued to any other party or which thereafter may accrue in respect of any act or omission before prior to such dissolution, liquidation, winding up, or termination. For the avoidance of doubt, none of the foregoing shall replace, diminish, or otherwise adversely affect any Shareholder’s Member's right to indemnification pursuant to ARTICLE IXSection 13.03.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Ternio, LLC)

Survival of Rights, Duties and Obligations. Dissolution, liquidation, winding up, up or termination of the Company for any reason shall not release any party from any Loss Liabilities that at the time of such dissolution, liquidation, winding up, up or termination already had accrued to any other party or thereafter may accrue in respect of any act or omission before prior to such dissolution, liquidation, winding up, up or termination. For the avoidance of doubt, none of the foregoing shall replace, diminish, diminish or otherwise adversely affect any ShareholderCovered Person’s right to indemnification pursuant to ARTICLE IXSection 8.3.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Grom Social Enterprises, Inc.)

Survival of Rights, Duties and Obligations. Dissolution, liquidation, winding up, up or termination of the Company for any reason shall not release any party from any Loss that which at the time of such dissolution, liquidation, winding up, up or termination already had accrued to any other party or which thereafter may accrue in respect of any act or omission before prior to such dissolution, liquidation, winding up, up or termination. For the avoidance of doubt, none of the foregoing shall replace, diminish, diminish or otherwise adversely affect any Shareholder’s Member's right to indemnification pursuant to ARTICLE IXSection 14.03.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Good Hemp, Inc.)

Survival of Rights, Duties and Obligations. Dissolution, liquidation, winding up, up or termination of the Company for any reason shall not release any party Party from any Loss that which at the time of such dissolution, liquidation, winding up, up or termination already had accrued to any other party Party or which thereafter may accrue in respect of any act or omission before prior to such dissolution, liquidation, winding up, up or termination. For the avoidance of doubt, none of the foregoing shall replace, diminish, diminish or otherwise adversely affect any ShareholderMember’s right to indemnification pursuant to ARTICLE IX§ 13.2.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Forterra, Inc.)

Survival of Rights, Duties and Obligations. Dissolution, liquidation, winding up, up or termination of the Company for any reason shall not release any party from any Loss that at the time of such dissolution, liquidation, winding up, up or termination already had accrued to any other party or thereafter may accrue in respect of any act or omission before prior to such dissolution, liquidation, winding up, up or termination. For the avoidance of doubt, none of the foregoing shall replace, diminish, diminish or otherwise adversely affect any ShareholderMember’s right to indemnification pursuant to ARTICLE IXArticle VIII.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Rayven Properties, LLC)

Survival of Rights, Duties and Obligations. Dissolution, liquidation, winding up, up or termination of the Company for any reason shall not release any party from any Loss that at the time of such dissolution, liquidation, winding up, up or termination already had accrued to any other party or thereafter may accrue in respect of any act or omission before prior to such dissolution, liquidation, winding up, up or terminationtermination . For the avoidance of doubt, none of the foregoing shall replace, diminish, diminish or otherwise adversely affect any ShareholderMember’s right to indemnification pursuant to ARTICLE IXSection 10.03.

Appears in 1 contract

Samples: Operating Agreement (BBX Capital Florida LLC)

Survival of Rights, Duties and Obligations. Dissolution, liquidation, winding up, up or termination of the Company for any reason shall not release any party from any Loss that which at the time of such dissolution, liquidation, winding up, up or termination already had accrued to any other party or which thereafter may accrue in respect of any act or omission before prior to such dissolution, liquidation, winding up, up or termination. For the avoidance of doubt, none of the foregoing shall replace, diminish, diminish or otherwise adversely affect any ShareholderMember’s right to indemnification pursuant to ARTICLE IXSection 10.3.

Appears in 1 contract

Samples: Operating Agreement (Monaker Group, Inc.)

Survival of Rights, Duties and Obligations. Dissolution, liquidation, winding up, up or termination of the Company for any reason shall not release any party from any Loss that at the time of such dissolution, liquidation, winding up, up or termination already had accrued to any other party or thereafter may accrue in respect of any act or omission before prior to such dissolution, liquidation, winding up, up or termination. For the avoidance of doubt, none of the foregoing shall replace, diminish, or otherwise adversely affect any ShareholderMember’s right to indemnification pursuant to ARTICLE IXSection 9.01.

Appears in 1 contract

Samples: Operating Agreement

Survival of Rights, Duties and Obligations. Dissolution, liquidation, winding up, up or termination of the Company for any reason shall not release any party Member from any Loss that at the time of such dissolution, liquidation, winding up, up or termination already had accrued to any other party Member or thereafter may accrue in respect of any act or omission before prior to such dissolution, liquidation, winding up, up or termination. For the avoidance of doubt, none of the foregoing shall replace, diminish, diminish or otherwise adversely affect any ShareholderMember’s right to indemnification pursuant to ARTICLE IXSection 8.03.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Loop Industries, Inc.)

Survival of Rights, Duties and Obligations. Dissolution, liquidation, winding up, up or termination of the Company for any reason shall not release any party from any Loss that which at the time of such dissolution, liquidation, winding up, up or termination already had accrued to any other party or which thereafter may accrue in respect of any act or omission before prior to such dissolution, liquidation, winding up, up or termination. For the avoidance of doubt, none of the foregoing shall replace, diminish, diminish or otherwise adversely affect any ShareholderMember’s right to indemnification pursuant to ARTICLE IXSection 15.03.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Longeveron LLC)

Survival of Rights, Duties and Obligations. Dissolution, liquidation, winding up, up or termination of the Company for any reason shall not release any party from any Loss that which at the time of such dissolution, liquidation, winding up, up or termination already had accrued to any other party or which thereafter may accrue in respect of any act or omission before prior to such dissolution, liquidation, winding up, up or termination. For the avoidance of doubt, none of the foregoing shall replace, diminish, diminish or otherwise adversely affect any ShareholderMember’s right to indemnification pursuant to ARTICLE IXSection 12.03.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Global Defense & National Security Holdings LLC)

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