Common use of Indemnification by Holder Clause in Contracts

Indemnification by Holder. The Company may require, as a condition to including the Registrable Securities in any registration statement filed in accordance with this Agreement, that the Company shall have received an undertaking reasonably satisfactory to it from Holder or any underwriter, to indemnify and hold harmless (in the same manner and to the same extent as set forth in Section 5.1) the Company and its controlling persons and all other prospective sellers and their respective controlling persons with respect to any statement or alleged statement in or omission or alleged omission from such registration statement, any preliminary, final or summary prospectus contained therein, or any amendment or supplement, if such statement or alleged statement or omission or alleged omission was made in reliance upon and in conformity with written information furnished to the Company through an instruction duly executed by Holder or underwriter specifically stating that it is for use in the preparation of such registration statement, preliminary, final or summary prospectus or amendment or supplement, or a document incorporated by reference into any of the foregoing. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of the Company or Holder and shall survive the transfer of such securities by Holder; provided, however, that Holder shall not be liable to the Company under this Section 5.2 for any amounts exceeding the product of the purchase price per Registrable Security and the number of Registrable Securities being sold pursuant to such registration statement or prospectus by Holder.

Indemnification by Holder. The Company may require, as a condition to including the Registrable Securities in any registration statement filed in accordance with pursuant to this Agreement, that the Company shall have received an undertaking reasonably satisfactory to it from Holder or any underwriterHolder, to indemnify and hold harmless (in the same manner and to the same extent as set forth in Section 5.12.1) the Company, each director of the Company, each officer of the Company and its controlling persons and all each other prospective sellers and their respective controlling persons person, if any, who controls the Company, within the meaning of the Securities Act, with respect to any statement or alleged statement in or omission or alleged omission from such registration statement, any preliminary, final or summary preliminary prospectus contained therein, or any amendment or supplementsupplement thereto, if such statement or alleged statement or omission or alleged omission was made in reliance upon on and in conformity with written information furnished to the Company through an instruction instrument duly executed by Holder or underwriter specifically stating that it is for use in the preparation of such registration statement, preliminarypreliminary prospectus, final or prospectus, summary prospectus or prospectus, amendment or supplement, or a document incorporated by reference into any of . Notwithstanding the foregoing, the maximum liability hereunder which any holder shall be required to suffer shall be limited to the net proceeds to such Holder from the Securities sold by such Holder in the offering. Such indemnity shall remain in full force and effect effect, regardless of any investigation made by or on behalf of the Company or Holder any such director, officer or controlling person and shall survive the transfer of such securities by Holder; provided, however, that Holder shall not be liable to the Company under this Section 5.2 for any amounts exceeding the product of the purchase price per Registrable Security and the number of Registrable Securities being sold pursuant to such registration statement or prospectus by Holder.

Indemnification by Holder. The Company may require, as a condition to including the Registrable Securities in any registration statement filed in accordance with pursuant to this Agreement, that the Company shall have received an undertaking reasonably satisfactory to it from Holder or any underwriterHolder, to indemnify and hold harmless (in the same manner and to the same extent as set forth in Section 5.12.1) the Company, each director of the Company, each officer of the Company and its controlling persons and all each other prospective sellers and their respective controlling persons person, if any, who controls the Company, within the meaning of the Act, with respect to any statement or alleged statement in or omission or alleged omission from such registration statement, any preliminary, final or summary preliminary prospectus contained therein, or any amendment or supplementsupplement thereto, if such statement or alleged statement or omission or alleged omission was made in reliance upon on and in conformity with written information furnished to the Company through an instruction instrument duly executed by Holder or underwriter specifically stating that it is for use in the preparation of such registration statement, preliminarypreliminary prospectus, final or prospectus, summary prospectus or prospectus, amendment or supplement, or a document incorporated by reference into any of . Notwithstanding the foregoing, the maximum liability hereunder which any holder shall be required to suffer shall be limited to the net proceeds to such Holder from the Securities sold by such Holder in the offering. Such indemnity shall remain in full force and effect effect, regardless of any investigation made by or on behalf of the Company or Holder any such director, officer or controlling person and shall survive the transfer of such securities by Holder; provided, however, that Holder shall not be liable to the Company under this Section 5.2 for any amounts exceeding the product of the purchase price per Registrable Security and the number of Registrable Securities being sold pursuant to such registration statement or prospectus by Holder.

Indemnification by Holder. The Company may require, as a condition to including the Registrable Securities in any registration statement filed in accordance with this Agreement, that the Company shall have received an undertaking reasonably satisfactory to it from Holder or any underwriter, to indemnify and hold harmless (in the same manner and to the same extent as set forth in Section 5.1) the Company and its controlling persons and all other prospective sellers and their respective controlling persons with respect to any statement or alleged statement in or omission or alleged omission from such registration statement, any preliminary, final or summary prospectus contained therein, or any amendment or supplement, if such statement or alleged statement or omission or alleged omission was made in reliance upon and in conformity with written information furnished to the Company through an instruction instrument duly executed by Holder or underwriter specifically stating that it is for use in the preparation of such registration statement, preliminary, final or summary prospectus or amendment or supplement, or a document incorporated by reference into any of the foregoing. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of the Company or Holder and shall survive the transfer of such securities by Holder; provided, however, that Holder shall not be liable to the Company under this Section 5.2 for any amounts exceeding the product of the purchase price per Registrable Security and the number of Registrable Securities being sold pursuant to such registration statement or prospectus by Holder.

Indemnification by Holder. The Company may require, as a condition to including the Registrable Securities in any registration statement filed in accordance with this Agreement, that the Company shall have received an undertaking reasonably satisfactory to it from Holder or any underwriter, to indemnify and hold harmless (in the same manner and to the same extent as set forth in Section 5.14.1) the Company and its controlling persons and all other prospective sellers and their respective controlling persons with respect to any statement or alleged statement in or omission or alleged omission from such registration statement, any preliminary, final or summary prospectus contained therein, or any amendment or supplement, if such statement or alleged statement or omission or alleged omission was made in reliance upon and in conformity with written information furnished to the Company through an instruction duly executed by Holder or underwriter specifically stating that it is for use in the preparation of such registration statement, preliminary, final or summary prospectus or amendment or supplement, or a document incorporated by reference into any of the foregoing. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of the Company or Holder and shall survive the transfer of such securities by Holder; providedPROVIDED, howeverHOWEVER, that Holder shall not be liable to the Company under this Section 5.2 4.2 for any amounts exceeding the product of the purchase price per Registrable Security and the number of Registrable Securities being sold pursuant to such registration statement or prospectus by Holder.

Indemnification by Holder. The Company may require, as a condition to including the Registrable Securities in any registration statement filed in accordance with pursuant to this Agreement, that the Company shall have received an undertaking reasonably satisfactory to it from Holder or any underwriterHolder, to indemnify and hold harmless (in the same manner and to the same extent as set forth in Section 5.12.1) the Company, each director of the Company, each officer of the Company and its controlling persons and all each other prospective sellers and their respective controlling persons person, if any, who controls the Company, within the meaning of the Securities Act, with respect to any statement or alleged statement in or omission or alleged omission from such registration statement, any preliminary, final or summary preliminary prospectus contained therein, or any amendment or supplementsupplement thereto, if such statement or alleged statement or omission or alleged omission was made in reliance upon on and in conformity with written information furnished to the Company through an instruction instrument duly executed by Holder or underwriter specifically stating that it is for use in the preparation of such registration statement, preliminarypreliminary prospectus, final or prospectus, summary prospectus or prospectus, amendment or supplement, or a document incorporated by reference into any of . Notwithstanding the foregoing, the maximum liability hereunder which any holder shall be required to suffer shall be limited to the net proceeds to such Holder from the Shares sold by such Holder in the offering. Such indemnity shall remain in full force and effect effect, regardless of any investigation made by or on behalf of the Company or Holder any such director, officer or controlling person and shall survive the transfer of such securities by Holder; provided, however, that Holder shall not be liable to the Company under this Section 5.2 for any amounts exceeding the product of the purchase price per Registrable Security and the number of Registrable Securities being sold pursuant to such registration statement or prospectus by Holder.

Indemnification by Holder. The Company may require, as a condition to including the Registrable Securities in any registration statement filed in accordance with pursuant to this Agreement, that the Company shall have received an undertaking reasonably satisfactory to it from Holder or any underwriterHolder, to indemnify and hold harmless (in the same manner and to the same extent as set forth in Section 5.12.1) the Company, each director of the Company, each officer of the Company and its controlling persons and all each other prospective sellers and their respective controlling persons person, if any, who controls the Company, within the meaning of the Securities Act, with respect to any statement or alleged statement in or omission or alleged omission from such registration statement, any preliminary, final or summary preliminary prospectus contained therein, or any amendment or supplementsupplement thereto, if such statement or alleged statement or omission or alleged omission was made in reliance upon on and in conformity with written information furnished to the Company through an instruction instrument duly executed by Holder or underwriter specifically stating that it is for use in the preparation of such registration statement, preliminarypreliminary prospectus, final or prospectus, summary prospectus or prospectus, amendment or supplement, or a document incorporated by reference into any of . Notwithstanding the foregoing, the maximum liability hereunder which any holder shall be required to suffer shall be limited to the net proceeds to such Holder from the Conversion Shares sold by such Holder in the offering. Such indemnity shall remain in full force and effect effect, regardless of any investigation made by or on behalf of the Company or Holder any such director, officer or controlling person and shall survive the transfer of such securities by Holder; provided, however, that Holder shall not be liable to the Company under this Section 5.2 for any amounts exceeding the product of the purchase price per Registrable Security and the number of Registrable Securities being sold pursuant to such registration statement or prospectus by Holder.

Indemnification by Holder. The Company may require, as a condition to including the Registrable Securities in any registration statement filed in accordance with this Agreement, that the Company shall have received an undertaking reasonably satisfactory to it from Holder or any underwriterHolder, to indemnify and hold harmless (in the same manner and to the same extent as set forth in Section 5.14.1) the Company and its controlling persons and all other prospective sellers and their respective controlling persons with respect to any statement or alleged statement in or omission or alleged omission from such registration statement, any preliminary, final or summary prospectus contained therein, or any amendment or supplement, if such statement or alleged statement or omission or alleged omission was made in reliance upon and in conformity with written information furnished to the Company through an instruction duly executed by Holder or underwriter specifically stating that it is for use in the preparation of such registration statement, preliminary, final or summary prospectus or amendment or supplement, or a document incorporated by reference into any of the foregoing. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of the Company or Holder and shall survive the transfer of such securities by Holder; providedPROVIDED, howeverHOWEVER, that Holder shall not be liable to the Company under this Section 5.2 4.2 for any amounts exceeding the product of the purchase price per Registrable Security and the number of Registrable Securities being sold pursuant to such registration statement or prospectus by Holder.

Indemnification by Holder. The Company may require, as a condition to including the Registrable Securities in any registration statement filed in accordance with pursuant to this Agreement, that the Company shall have received an undertaking reasonably satisfactory to it from Holder or any underwriterHolder, to indemnify and hold harmless (in the same manner and to the same extent as set forth in Section 5.12.1) the Company, each director of the Company, each officer of the Company and its controlling persons and all each other prospective sellers and their respective controlling persons person, if any, who controls the Company, within the meaning of the Securities Act, with respect to any statement or alleged statement in or omission or alleged omission from such registration statement, any preliminary, final or summary prospectus preliminary prospects contained therein, or any amendment or supplementsupplement thereto, if such statement or alleged statement or omission or alleged omission was made in reliance upon on and in conformity with written information furnished to the Company through an instruction instrument duly executed by Holder or underwriter specifically stating that it is for use in the preparation of such registration statement, preliminarypreliminary prospectus, final or prospectus, summary prospectus or prospectus, amendment or supplement, or a document incorporated by reference into any of . Notwithstanding the foregoing, the maximum liability hereunder which any holder shall be required to suffer shall be limited to the net proceeds to such Holder from the Shares sold by such Holder in the offering. Such indemnity shall remain in full force and effect effect, regardless of any investigation made by or on behalf of the Company or Holder any such director, officer or controlling person and shall survive the transfer of such securities by Holder; provided, however, that Holder shall not be liable to the Company under this Section 5.2 for any amounts exceeding the product of the purchase price per Registrable Security and the number of Registrable Securities being sold pursuant to such registration statement or prospectus by Holder.

Indemnification by Holder. The Company may require, as a condition to including the Registrable Securities in any registration statement filed in accordance with this Agreement, that the Company shall have received an undertaking reasonably satisfactory to it from Holder or any underwriter, to indemnify and hold harmless (in the same manner and to the same extent as set forth in Section 5.14.1) the Company and its controlling persons and all other prospective sellers and their respective controlling persons with respect to any statement or alleged statement in or omission or alleged omission from such registration statement, any preliminary, final or summary prospectus contained therein, or any amendment or supplement, if such statement or alleged statement or omission or alleged omission was made in reliance upon and in conformity with written information furnished to the Company through an instruction instrument duly executed by Holder or underwriter specifically stating that it is for use in the preparation of such registration statement, preliminary, final or summary prospectus or amendment or supplement, or a document incorporated by reference into any of the foregoing. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of the Company or Holder and shall survive the transfer of such securities by Holder; provided, however, that Holder shall not be liable to the Company under this Section 5.2 4.2 for any amounts exceeding the product of the purchase price per Registrable Security and the number of Registrable Securities being sold pursuant to such registration statement or prospectus by Holder.

Indemnification by Holder. The Company may require, as a condition to including the Registrable Securities in any registration statement filed in accordance with pursuant to this Agreement, that the Company shall have received an undertaking reasonably satisfactory to it from Holder or any underwriterHolder, to indemnify and hold harmless (in the same manner and to the same extent as set forth in Section 5.12.1) the Company, each director of the Company, each officer of the Company and its controlling persons and all each other prospective sellers and their respective controlling persons person, if any, who controls the Company, within the meaning of the Securities Act, with respect to any statement or alleged statement in or omission or alleged omission from such registration statement, any preliminary, final or summary preliminary prospectus contained therein, or any amendment or supplementsupplement thereto, if such statement or alleged statement or omission or alleged omission was made in reliance upon on and in conformity with written information furnished to the Company through an instruction instrument duly executed by Holder or underwriter specifically stating that it is for use in the preparation of such registration statement, preliminarypreliminary prospectus, final or prospectus, summary prospectus or prospectus, amendment or supplement, or a document incorporated by reference into any of . Notwithstanding the foregoing, the maximum liability hereunder which any holder shall be required to suffer shall be limited to the net proceeds to such Holder from theSecurities sold by such Holder in the offering. Such indemnity shall remain in full force and effect effect, regardless of any investigation made by or on behalf of the Company or Holder any such director, officer or controlling person and shall survive the transfer of such securities by Holder; provided, however, that Holder shall not be liable to the Company under this Section 5.2 for any amounts exceeding the product of the purchase price per Registrable Security and the number of Registrable Securities being sold pursuant to such registration statement or prospectus by Holder.