Common use of Indemnification by Selling Stockholders Clause in Contracts

Indemnification by Selling Stockholders. As a condition to including any Stockholder Shares in any Registration Statement, the Company shall have received an undertaking satisfactory to it from each Stockholder so including his Stockholder Shares in such Registration Statement, to indemnify and hold harmless ( in the same manner and to the same extent as set forth in subdivision (a) of this Section 8) the Company, and each director of the Company, each officer of the Company and each other 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 prospectus, final prospectus or summary prospectus contained therein, or any amendment or supplement thereto, 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 instrument duly executed by such Stockholder specifically stating that it is for use in the preparation of such Registration Statement, preliminary prospectus, final prospectus, summary prospectus, amendment or supplement; provided, however, that the liability of a Stockholder under this Section 8(b) shall be limited to the amount of proceeds received by such indemnifying party in the offering giving rise to such liability. Such indemnity shall remain in full force and effect, regardless of any investigation made by or on behalf of the Company or any such director, officer, or controlling Person and shall survive the transfer of such securities by a Stockholder.

Indemnification by Selling Stockholders. As a condition to --------------------------------------- including any Stockholder Shares in any Registration Statement, the Company shall have received an undertaking satisfactory to it from each Stockholder so including his Stockholder Shares in such Registration StatementShares, to indemnify and hold harmless ( in the same manner and to the same extent as set forth in subdivision (a) of this Section 8) 5) the Company, and each director of the Company, each officer of the Company and each other 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 prospectus, final prospectus or summary prospectus contained therein, or any amendment or supplement thereto, 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 instrument duly executed by such Stockholder specifically stating that it is for use in the preparation of such Registration Statement, preliminary prospectus, final prospectus, summary prospectus, amendment or supplement; provided, however, that the -------- ------- liability of a Stockholder under this Section 8(b5(b) shall be limited to the amount of proceeds received by such indemnifying party in the offering giving rise to such liability. Such indemnity shall remain in full force and effect, regardless of any investigation made by or on behalf of the Company or any such director, officer, or controlling Person and shall survive the transfer of such securities by a Stockholder.