Common use of Holder Indemnification Clause in Contracts

Holder Indemnification. In connection with any registration statement in which a holder of Registrable Securities is participating, each such holder agrees to indemnify, to the extent permitted by law, Newco, its directors and officers and each Person who controls Newco (within the meaning of the Securities Act) and the officers, directors, affiliates, employees and agents of each of the foregoing (whether or not any litigation is commenced or threatened and whether or not such indemnified Persons are parties to any litigation commenced or threatened), against any losses, claims, damages, liabilities and expenses including, without limitation, attorneys' fees, expert fees and amounts paid in settlement, resulting from or arising out of any untrue or alleged untrue statement of material fact contained in the registration statement, prospectus or preliminary prospectus or any amendment thereof or supplement thereto or any omission or alleged omission of a material fact required to be stated therein or necessary to make the statements therein not misleading, but only to the extent that such untrue statement or omission is contained in any information furnished in writing to Newco by such holder expressly for use in such registration statement; provided, however, that the obligation to indemnify will be individual to each such holder and will be limited to the net amount of proceeds received by such holder from the sale of Registrable Securities pursuant to such registration statement.

Holder Indemnification. In connection with any registration statement in which a any holder of Registrable Securities is participating, each such holder agrees shall furnish to indemnifythe Company in writing such information and affidavits as the Company reasonably requests for use in connection with any such registration statement or prospectus and, to the extent permitted by law, Newcoshall, severally and not jointly, indemnify and hold harmless the Company, its directors and officers officers, directors, employees, agents, and each Person who controls Newco the Company (within the meaning of the Securities Act) from and the officers, directors, affiliates, employees and agents of each of the foregoing (whether or not any litigation is commenced or threatened and whether or not such indemnified Persons are parties to any litigation commenced or threatened), against any losses, claims, damages, liabilities liabilities, and expenses including, without limitation, attorneys' fees, expert fees and amounts paid in settlement, resulting from or arising out of any untrue or alleged untrue statement of material fact contained in the registration statement, prospectus or prospectus, preliminary prospectus prospectus, or any amendment thereof thereof, or supplement thereto or any omission or alleged omission of a material fact required to be stated therein or necessary to make the statements therein not misleading, but only to the extent that such untrue statement or omission is contained in any information or affidavit so furnished in writing to Newco by such holder expressly for use in such registration statementholder; provided, however, provided that the obligation to indemnify will shall be individual to each such holder and will shall be limited to the net amount of proceeds (net of any Registration Expenses) received by such holder from the sale of Registrable Securities pursuant to such registration statement.

Holder Indemnification. In connection with any registration statement in which a holder of Registrable Securities is participating, each such holder agrees will furnish to indemnifythe Parent Corporation in writing such information and affidavits as the Parent Corporation reasonably requests for use in connection with any such registration statement or prospectus and, to the extent permitted by law, Newcowill indemnify the Parent Corporation, its directors and officers and each Person who controls Newco the Parent Corporation (within the meaning of the Securities Act) and the officers, directors, affiliates, employees and agents of each of the foregoing (whether or not any litigation is commenced or threatened and whether or not such indemnified Persons are parties to any litigation commenced or threatened), against any losses, claims, damages, liabilities and expenses including, without limitation, attorneys' fees, expert fees and amounts paid in settlement, resulting from or arising out of any untrue or alleged untrue statement of material fact contained in the registration statement, prospectus, summary prospectus or preliminary prospectus or any amendment thereof or supplement thereto or any omission or alleged omission of a material fact required to be stated therein or necessary to make the statements therein not misleading, but only to the extent that such untrue statement or omission is contained in any information or affidavit so furnished in writing to Newco by such holder expressly through an instrument duly executed by or on behalf of such holder, specifically stating that it is for use in the preparation thereof, or resulting from such holder's failure to deliver a copy of the registration statementstatement or prospectus or any amendments or supplements thereto after the Parent Corporation has furnished such holder with a sufficient number of copies of the same; provided, however, provided that the obligation to indemnify will be individual to liability of each such holder and indemnifying party will be limited to the net amount of proceeds (net of expenses and underwriting discounts and commissions) received by such holder from indemnifying party in the sale of Registrable Securities pursuant offering giving rise to such registration statementliability.