Common use of By Each Selling Holder Clause in Contracts

By Each Selling Holder. Each Selling Holder agrees to indemnify and hold harmless the Partnership, its directors, officers, employees and agents and each Person, if any, who controls the Partnership within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from the Partnership to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in a Shelf Registration Statement or any other registration statement contemplated by this Agreement, any preliminary prospectus or final prospectus contained therein, or any free writing prospectus related thereto, or any amendment or supplement thereof; provided, however, that the liability of each Selling Holder by way of indemnity under this Section 2.08(b) or contribution under Section 2.08(d) shall not be greater in amount than the dollar amount of the proceeds (net of Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of the Partnership or any such director, officer, employee, agent, manager or controlling Person, and shall survive the transfer of such securities by such Selling Holder.

By Each Selling Holder. Each Selling Holder agrees agrees, severally and not jointly, to indemnify and hold harmless each other Selling Holder and the PartnershipCompany, its their respective directors, officers, employees and agents and each Person, if any, who controls a Selling Holder or the Partnership Company within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from the Partnership Company to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in a Shelf Mandatory Registration Statement or any other registration statement contemplated by this Agreement, any preliminary prospectus or final prospectus contained therein, or any free writing prospectus related thereto, or any amendment or supplement thereof; provided, however, that the liability of each Selling Holder by way of indemnity under this Section 2.08(b) or contribution under Section 2.08(d) shall not be greater in amount than the dollar amount of the proceeds (net of Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities Shares giving rise to such indemnification. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of any Selling Holder or the Partnership Company or any such director, officer, employee, agent, manager or controlling Person, and shall survive the transfer of such securities by such Selling Holder.

By Each Selling Holder. Each Selling Holder agrees to indemnify and hold harmless each other Selling Holder and the PartnershipCompany, its their respective directors, officers, employees and agents and each Person, if any, who controls a Selling Holder or the Partnership Company within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from the Partnership Company to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in a Shelf Mandatory Registration Statement or any other registration statement contemplated by this Agreement, any preliminary prospectus or final prospectus contained therein, or any free writing prospectus related thereto, or any amendment or supplement thereof; provided, however, that the liability of each Selling Holder by way of indemnity under this Section 2.08(b) or contribution under Section 2.08(d) shall not be greater in amount than the dollar amount of the proceeds (net of Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of any Selling Holder or the Partnership Company or any such director, officer, employee, agent, manager or controlling Person, and shall survive the transfer of such securities by such Selling Holder.

By Each Selling Holder. Each Selling Holder agrees to indemnify and hold harmless the PartnershipCompany, its their respective directors, officers, employees and agents and each Person, if any, who controls the Partnership Company within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from the Partnership Company to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in a Shelf Mandatory Registration Statement or any other registration statement contemplated by this Agreement, any preliminary prospectus or final prospectus contained therein, or any free writing prospectus related thereto, or any amendment or supplement thereof; provided, however, that the liability of each Selling Holder by way of indemnity under this Section 2.08(b) or contribution under Section 2.08(d) shall not be greater in amount than the dollar amount of the proceeds (net of Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of the Partnership Company or any such director, officer, employee, agent, manager or controlling Person, and shall survive the transfer of such securities by such Selling Holder.

By Each Selling Holder. Each Selling Holder agrees to indemnify and hold harmless the PartnershipSouthcross, its directors, officers, employees and agents and each Person, if any, who controls the Partnership Southcross within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from the Partnership Southcross to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in a Shelf Registration Statement or any other registration statement contemplated by this Agreement, any preliminary prospectus or final prospectus contained therein, or any free writing prospectus related thereto, or any amendment or supplement thereof; provided, however, that the liability of each Selling Holder by way of indemnity under this Section 2.08(b) or contribution under Section 2.08(d) shall not be greater in amount than the dollar amount of the proceeds (net of Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of the Partnership Southcross or any such director, officer, employee, agent, manager or controlling Person, and shall survive the transfer of such securities by such Selling Holder.

By Each Selling Holder. Each Selling Holder agrees to indemnify and hold harmless the PartnershipCopano, its directors, officers, employees and agents and each Person, if any, who controls the Partnership Copano within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from the Partnership Copano to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in a Shelf Registration Statement or any other registration statement contemplated by this Agreement, any preliminary prospectus or final prospectus contained therein, or any free writing prospectus related thereto, or any amendment or supplement thereof; provided, however, that the liability of each Selling Holder by way of indemnity under this Section 2.08(b) or contribution under Section 2.08(d) shall not be greater in amount than the dollar amount of the proceeds (net of Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of the Partnership Copano or any such director, officer, employee, agent, manager or controlling Person, and shall survive the transfer of such securities by such Selling Holder.

By Each Selling Holder. Each Selling Holder agrees to indemnify and hold harmless the PartnershipMWE, its directors, officers, employees and agents and each Person, if any, who controls the Partnership MWE within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from the Partnership MWE to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in a the Shelf Registration Statement filed pursuant to Section 2.01(a) or any other registration statement contemplated by this Agreement, any preliminary prospectus or final prospectus contained therein, or any free writing prospectus related thereto, or any amendment or supplement thereof; provided, however, that the liability of each Selling Holder by way of indemnity under this Section 2.08(b) or contribution under Section 2.08(d) shall not be greater in amount than the dollar amount of the proceeds (net of Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of the Partnership MWE or any such director, officer, employee, agent, manager or controlling Person, and shall survive the transfer of such securities by such Selling Holder.

By Each Selling Holder. Each Selling Holder agrees to indemnify and hold harmless the PartnershipPlacement Agent and the Company, its their respective directors, officers, employees and agents and each Person, if any, who controls the Partnership Placement Agent or the Company within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from the Partnership Placement Agent and the Company to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in a Shelf Mandatory Registration Statement or any other registration statement contemplated by this Agreement, any preliminary prospectus or final prospectus contained therein, or any free writing prospectus related thereto, or any amendment or supplement thereof; provided, however, that the liability of each Selling Holder by way of indemnity under this Section 2.08(b) or contribution under Section 2.08(d) shall not be greater in amount than the dollar amount of the proceeds (net of Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of the Partnership Placements Agent and Company or any such director, officer, employee, agent, manager or controlling Person, and shall survive the transfer of such securities by such Selling Holder.

By Each Selling Holder. Each Selling Holder Holder, severally and not jointly, agrees to indemnify and hold harmless the PartnershipCompany, its directors, officers, employees and agents and each Person, if any, who controls the Partnership Company within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from the Partnership Company to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in a Shelf Registration Statement or any other registration statement contemplated by this Agreement, any preliminary prospectus or final prospectus contained therein, or any free writing prospectus related thereto, or any amendment or supplement thereof; provided, however, that the liability of each Selling Holder by way of indemnity under this Section 2.08(b) or contribution under Section 2.08(d) shall not be greater in amount than the dollar amount of the proceeds (net of Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities Shares giving rise to such indemnification. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of the Partnership Company or any such directorits directors, officerofficers, employeeemployees and agents and each Person, agentif any, manager who controls the Company within the meaning of the Securities Act or controlling Personof the Exchange Act, and shall survive the transfer of such securities by such Selling Holder.

By Each Selling Holder. Each Selling Holder agrees to indemnify and hold harmless the PartnershipCompany, its directors, officers, employees and agents and each Person, if any, who controls the Partnership Company within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from the Partnership Company to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in a Shelf Registration Statement or any other registration statement contemplated by this Agreement, any preliminary prospectus or final prospectus contained therein, or any free writing prospectus related thereto, or any amendment or supplement thereof; provided, however, that the liability of each Selling Holder by way of indemnity under this Section 2.08(b) or contribution under Section 2.08(d) shall not be greater in amount than the dollar amount of the proceeds (net of Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of the Partnership Company or any such director, officer, employee, agent, manager or controlling Person, and shall survive the transfer of such securities by such Selling Holder.

By Each Selling Holder. Each Selling Holder agrees to indemnify and hold harmless the PartnershipK-Sea, its directors, officers, employees and agents and each Person, if any, who controls the Partnership K-Sea within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from the Partnership K-Sea to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in a Shelf Registration Statement or any other registration statement contemplated by this Agreement, any preliminary prospectus or final prospectus contained therein, or any free writing prospectus related thereto, or any amendment or supplement thereof; provided, however, that the liability of each Selling Holder by way of indemnity under this Section 2.08(b) or contribution under Section 2.08(d) shall not be greater in amount than the dollar amount of the proceeds (net of Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification; provided further, that the indemnity contained in this Section 2.08(b) shall not apply to amounts paid in settlement of any such claim if such settlement is effected without the consent of a majority in interest of the Selling Holders that sold Registrable Securities pursuant to a registration statement, Prospectus or any amendment or supplement thereto out of which such claim arose. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of the Partnership K-Sea or any such director, officer, employee, agent, manager or controlling Person, and shall survive the transfer of such securities by such Selling Holder.

By Each Selling Holder. Each Selling Holder agrees to indemnify and hold harmless the PartnershipMPLX, its directors, officers, employees and agents and each Person, if any, who controls the Partnership MPLX within the meaning of the Securities Act or of the Exchange Act to the same extent as the foregoing indemnity from the Partnership MPLX to the Selling Holders, but only with respect to information regarding such Selling Holder furnished in writing by or on behalf of such Selling Holder expressly for inclusion in a the Shelf Registration Statement filed pursuant to Section 2.01(a) or any other registration statement contemplated by this Agreement, any preliminary prospectus or final prospectus contained therein, or any free writing prospectus related thereto, or any amendment or supplement thereof; provided, however, that the liability of each Selling Holder by way of indemnity under this Section 2.08(b) or contribution under Section 2.08(d) shall not be greater in amount than the dollar amount of the proceeds (net of Selling Expenses) received by such Selling Holder from the sale of the Registrable Securities giving rise to such indemnification. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of the Partnership MPLX or any such director, officer, employee, agent, manager or controlling Person, and shall survive the transfer of such securities by such Selling Holder.