Epstein Secrets

officer, manager, trustcc, employee, agent and Affiliate of any of the foregoing (each, an ""Indemnitee") shall be indemnified (whether or not the Indemnitee continues to serve in such capacity at the time such action, suit or proceeding is brought or threatened), subject to the other provisions of this A

GLOUS143 Henry Nicholas Proprietary and Confidential omission is taken or suffered in reliance upon and in accordance with the opinion or advice of legal counsel (as to m

GLOUS143 Henry Nicholas Proprietary and Confidential indirectly through the Partnership (or by the Indemnitee against the Partnership and/or the General Partner). 12.2.4 Insurance. At its election, the General Partner may cause the Partnership to purchase

GLOUS143 Henry Nicholas Proprietary and Confidential indirectly through the Partnership (or by the Indemnitee against the Partnership and/or the General Partner). 12.2.4

eral Partner in its reasonable discretion; and (b) Each Limited Partner hereby agrees to indemnify and hold harmless the Partnership and any other Indemnitee for its sham of any Tax Liability and for all claims, liabilities and expenses of whatever nature relating to the Partnership's or the Indemnitee's

GLOUS143 Henry Nicholas Proprietary and Confidential Partners to which the related Tax Liability is attributable (and therefore shall reduce distributions under this Agre

se (including attorney's' fees), judgment and/or liability. To the extent that the Partnership is required to provide indemnification payments to an Indemnitee pursuant to the terms of this Agreement, it hereby waives and releases the General Partner and their respective Affiliates (other than the Partners

GLOUS143 Henry Nicholas Proprietary and Confidential cost, loss, damage, expense (including attorney's' fees), judgment and/or liability. To the extent that the Partnersh