Common use of Indemnification by Placement Agent Clause in Contracts

Indemnification by Placement Agent. Placement Agent agrees to indemnify and hold harmless the Company (its officers, directors and agents) and each person, if any, who controls any of the foregoing within the meaning of the 1933 Act to the same extent as the indemnity from the Company described above against any and all Claims whatsoever (or actions in respect thereto) arising out of or based upon any misrepresentation or alleged misrepresentation, failure or alleged failure by Placement Agent to comply with the covenants and agreements set forth in Section 3.

Indemnification by Placement Agent. The Placement Agent agrees to ------------------------------------- indemnify and hold harmless the Company (Company, its officers, directors representatives and agents) affiliates from and each person, if any, who controls any of the foregoing within the meaning of the 1933 Act to the same extent as the indemnity from the Company described above against any and all Claims whatsoever (losses claims, damages, liabilities, expenses, joint or actions several, including reasonable attorney's and accountant's fees and the costs of any of the Company's personnel involved in respect thereto) any such matter arising out of the Placement Agent's reckless acts or based upon breaches of law in connection with its performance under this agreement which they or any misrepresentation of them may incur under the Act, or alleged misrepresentation, failure or alleged failure by Placement Agent to comply with any State securities law and the covenants Rules and agreements set forth in Section 3Regulations thereunder.

Indemnification by Placement Agent. Placement Agent agrees to indemnify and hold harmless the Company (its officers, directors and agents) and each person, if any, who controls any of the foregoing within the meaning of the 1933 Act to the same extent as the indemnity from the Company described above against any and all Claims loss, liability, claim, damage and expense whatsoever (or actions in respect thereto) arising out of or based upon any misrepresentation or alleged misrepresentation, failure or alleged failure by Placement Agent to comply with the covenants and agreements set forth in Section 3.

Indemnification by Placement Agent. Placement Agent agrees to indemnify and hold harmless the Company (its officers, directors and agents) and each person, if any, who controls any of the foregoing within the meaning of the 1933 Act to the same extent as the indemnity from the Company described above against any and all Claims loss, liability, claim, damage and expense whatsoever (or actions in respect thereto) arising out of or based upon any misrepresentation or alleged misrepresentation, failure or alleged failure by Placement Agent to comply with the covenants and agreements set forth in Section 34 of this Agreement.

Indemnification by Placement Agent. The Placement Agent agrees to indemnify and hold harmless the Company (Company, its officers, directors directors, managers, agents, and agents) and each personemployees, if anyagainst any losses, who controls any of the foregoing within the meaning of the 1933 Act claims, damages, or liabilities, joint or several, to the same extent as the indemnity from which the Company described above against or any and all Claims whatsoever such person may become subject under the Securities Act or otherwise insofar as such losses, claims, damages, or liabilities (or actions in respect theretothereof) arising arise out of or are based upon any misrepresentation or alleged misrepresentation, failure or alleged failure (i) the breach by the Placement Agent to comply with the covenants and of its representations, warranties, or agreements set forth contained in Section 3.this