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� MEMBERSHIP AGREEMENT=JULIE, INC. <br /> . AMENDED-July 19,2000 . <br /> � administrative expenses, that may arise, or be alleged to have arisen, out of or in <br /> connection with such member's perFormance of, or failure to perform, any work, obligation <br /> or service undertaken by, or imposed herein upon, such member, or any part thereof, <br /> whether or not due or claimed to be due in whole or in part to the active, passive or <br /> concurrent negligence or fault of such member, including without limitation damages, <br /> fines, civil penalties, claims, demands, liabilities, losses, costs and expenses for or on <br /> account of bodily injury, sickness, disease or death sustained by any person or persons <br /> or injury or damage to, or loss or destruction of, any property, or any act or omission of <br /> such member, its officers, agents or employees. <br /> 2.4.1 Where more than one member is obligated to indemnify and hold harmless <br /> the corporation pursuant to Section 2.4 above in connection with an occurrence for which <br /> indemnification and hold harmless protection is sought, such members shall provide <br /> indemnification and hold harmless protection to the corporation in the ratios set forth in <br /> Section 2.5 below. <br /> 2.4.2 Where more than one member is obligated to indemnify and hold harmless <br /> the corporation pursuant to Section 2.4 above in connection with an occurrence for which <br /> indemnification and hold harmless protection is sought and any such member fails to fulfill <br /> its obligation under Section 2.4.1, then the other members obligated to indemnify and v <br /> hold harmless the corporation pursuant to Section 2.4 above shall be responsible for such <br /> obligation in the ratios set forth in Section 2.6 below, provided, such other obligated <br /> members shall have the right to pursue at law, equity and otherwise all available <br /> remedies (including but not limited to, by way of subrogation, the corporation's right to <br /> indemnification under Section 2.4 above) to enforce the obligation of the failing member <br /> - 3 - � <br />