Common use of Indemnification of the Company and the Guarantors Clause in Contracts

Indemnification of the Company and the Guarantors. Each Initial Purchaser agrees, severally and not jointly, to indemnify and hold harmless the Company, each of the Guarantors, each of their respective directors and officers and each person, if any, who controls the Company or any of the Guarantors within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Initial Purchaser furnished to the Company in writing by such Initial Purchaser through the Representative expressly for use in the Preliminary Offering Memorandum, any of the other Time of Sale Information, any Issuer Written Communication or the Offering Memorandum (or any amendment or supplement thereto), it being understood and agreed that the only such information consists of the information appearing in (i) the fifth and sixth sentences of the first paragraph under the caption “Risk factors—An active trading market for the notes does not exist and may not develop”, (ii) the third paragraph under the caption “Plan of Distribution” in the Offering Memorandum, (iii) the fourth and fifth sentences of the twelfth paragraph under the caption “Plan of Distribution” in the Offering Memorandum, (iv) the fourteenth paragraph under the caption “Plan of Distribution” in the Offering Memorandum and (v) the sixteenth paragraph under the caption “Plan of Distribution” in the Offering Memorandum.

Indemnification of the Company and the Guarantors. Each Initial Purchaser agrees, severally and not jointly, to indemnify and hold harmless the Company, each of the Guarantors, each of their respective directors and officers and each person, if any, who controls the Company or any of the Guarantors within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (aSection 7(a) abovehereof, but only with respect to any losses, claims, damages or liabilities (including, without limitation, legal fees and other expenses incurred in connection with any suit, action or proceeding or any claim asserted, as such fees and expenses are incurred) that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Initial Purchaser furnished to the Company in writing by such Initial Purchaser through the Representative expressly for use in the Preliminary Offering Memorandum, any of the other Time of Sale Information, any Issuer Written Communication or the Offering Memorandum (or any amendment or supplement thereto), it being understood and agreed that the only such information consists of the information appearing in (i) the fifth and sixth sentences of the first paragraph under the caption “Risk factors—An active trading market for the notes does not exist and may not develop”, ,” (ii) the third paragraph under the caption “Plan of Distribution” in the Offering Memorandum, (iii) the fourth and fifth sentences of the twelfth paragraph under the caption “Plan of Distribution” in the Offering Memorandum, (iv) the fourteenth seventh paragraph under the caption “Plan of Distribution” in the Offering Memorandum and (viv) the sixteenth first and sixth sentences of the ninth paragraph under the caption “Plan of Distribution” in the Offering Memorandum.

Indemnification of the Company and the Guarantors. Each Initial Purchaser agrees, severally and not jointly, to indemnify and hold harmless the Company, each of the Guarantors, each of their respective directors and officers and each person, if any, who controls the Company or any of the Guarantors within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Initial Purchaser furnished to the Company in writing by such Initial Purchaser through the Representative expressly for use in the Preliminary Offering Memorandum, any of the other Time of Sale Information, any Issuer Written Communication or the Offering Memorandum (or any amendment or supplement thereto), it being understood and agreed that the only such information consists of the information appearing in (i) the fourth and fifth and sixth sentences of the first paragraph under the caption “Risk factors—An active trading market for the notes does not exist and may not develop”, (ii) the third paragraph under the caption “Plan of Distribution” in the Offering Memorandum, (iii) the third and fourth and fifth sentences of the twelfth tenth paragraph under the caption “Plan of Distribution” in the Offering Memorandum, (iv) the fourteenth twelfth paragraph under the caption “Plan of Distribution” in the Offering Memorandum and (v) the sixteenth fourteenth paragraph under the caption “Plan of Distribution” in the Offering Memorandum.

Indemnification of the Company and the Guarantors. Each Initial Purchaser agrees, severally and not jointly, to indemnify and hold harmless the Company, each of the Guarantors, each of their respective directors and officers and each person, if any, who controls the Company or any of the Guarantors within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Initial Purchaser furnished to the Company in writing by such Initial Purchaser through the Representative expressly for use in the Preliminary Offering Memorandum, any of the other Time of Sale Information, any Issuer Written Communication or the Offering Memorandum (or any amendment or supplement thereto), it being understood and agreed that the only such information consists of the information appearing in (i) the fifth and sixth sentences of the first paragraph under the caption “Risk factors—An active trading organized public market for the notes does not exist and may not develop”, (ii) the third paragraph under the caption “Plan of Distribution” in the Offering Memorandum, (iii) the fourth and fifth sentences of the twelfth tenth paragraph under the caption “Plan of Distribution” in the Offering Memorandum, (iv) the fourteenth twelfth paragraph under the caption “Plan of Distribution” in the Offering Memorandum and (v) the sixteenth fourteenth paragraph under the caption “Plan of Distribution” in the Offering Memorandum.