Common use of Indemnification by the Holder Clause in Contracts

Indemnification by the Holder. The Company may require, as a -------------------------------- condition to including the Registrable Securities in any Registration Statement filed pursuant to this Agreement, that the Company shall have received an undertaking satisfactory to it from the Holder, to indemnify and hold harmless (in the same manner and to the same extent as set forth in Paragraph 8 hereof) the Company, each director and 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 the Registration Statement, any preliminary prospectus contained therein, or any amendment or supplement thereto, if such statement or alleged statement or omission or alleged omission was made in reliance on and in conformity with written information furnished to the Company through an instrument duly executed by the Holder specifically stating that it is for use in the preparation of the Registration Statement, preliminary prospectus, final prospectus, summary prospectus, amendment or supplement. Notwithstanding the foregoing, the maximum liability hereunder which the Holder shall be required to suffer shall be limited to the net proceeds to the Holder from the Registrable Securities sold by the Holder in any such offering. 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 the Registrable Securities by the Holder.

Appears in 8 contracts

Samples: Registration Rights Agreement (Houston American Energy Corp), Registration Rights Agreement (Houston American Energy Corp), Registration Rights Agreement (Houston American Energy Corp)

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Indemnification by the Holder. The Company may require, as a -------------------------------- condition to including the Registrable Securities in any Registration Statement filed pursuant to this Agreement, that the Company shall have received an undertaking satisfactory to it from the Holder, to indemnify and hold harmless (in the same manner and to the same extent as set forth in Paragraph 8 7 hereof) the Company, each director and 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 or alleged statement in or omission or alleged omission from the Registration Statement, any preliminary prospectus contained therein, or any amendment or supplement thereto, if such statement or alleged statement or omission or alleged omission was made in reliance on and in conformity with written information furnished to the Company through an instrument duly executed by the Holder specifically stating that it is for use in the preparation of the Registration Statement, preliminary prospectus, final prospectus, summary prospectus, amendment or supplement. Notwithstanding the foregoing, the maximum liability hereunder which the Holder shall be required to suffer shall be limited to the net proceeds to the Holder from the Registrable Securities sold by the Holder in any such offering. 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 the Registrable Securities by the Holder.

Appears in 6 contracts

Samples: Agreement (American Fire Retardant Corp), Agreement (PTS Inc/Nv/), Registration Rights Agreement (Equitable Assets Inc)

Indemnification by the Holder. The Company may require, as a -------------------------------- condition to ----------------------------- including the Registrable Securities in any Registration Statement filed pursuant to this Agreement, that the Company shall have received an undertaking satisfactory to it from the Holder, to indemnify and hold harmless (in the same manner and to the same extent as set forth in Paragraph 8 7 hereof) the Company, each director and 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 or alleged statement in or omission or alleged omission from the Registration Statement, any preliminary prospectus contained therein, or any amendment or supplement thereto, if such statement or alleged statement or omission or alleged omission was made in reliance on and in conformity with written information furnished to the Company through an instrument duly executed by the Holder specifically stating that it is for use in the preparation of the Registration Statement, preliminary prospectus, final prospectus, summary prospectus, amendment or supplement. Notwithstanding the foregoing, the maximum liability hereunder which the Holder shall be required to suffer shall be limited to the net proceeds to the Holder from the Registrable Securities sold by the Holder in any such offering. 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 the Registrable Securities by the Holder.

Appears in 4 contracts

Samples: Registration Rights Agreement (Biolynx Com Inc), Agreement (Biolynx Com Inc), Agreement (Biolynx Com Inc)

Indemnification by the Holder. The Company may require, as a -------------------------------- condition to including the Registrable Securities in any Registration Statement registration statement filed pursuant to this Agreement, that the Company shall have received an undertaking satisfactory to it from the Holder, to indemnify and hold harmless (in the same manner and to the same extent as set forth in Paragraph 8 hereofSection 2.1) the Company, each director and of the Company, each officer of the Company and each other person, if any, who controls the Company Company, within the meaning of the Securities Act, with respect to any statement or alleged statement in or omission or alleged omission from the Registration Statementsuch registration statement, any preliminary prospectus contained therein, or any amendment or supplement thereto, if such statement or alleged statement or omission or alleged omission was made in reliance on and in conformity with written information furnished to the Company through an instrument duly executed by the Holder specifically stating that it is for use in the preparation of the Registration Statementsuch registration statement, preliminary prospectus, final prospectus, summary prospectus, amendment or supplement. Notwithstanding the foregoing, the maximum liability hereunder which the Holder any holder shall be required to suffer shall be limited to the net proceeds to the such Holder from the Registrable Securities sold by the such Holder in any such the offering. 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 the Registrable Securities by the Holder.

Appears in 3 contracts

Samples: Registration Rights Agreement (Sahara Media Holdings, Inc.), Registration Rights Agreement (Youblast Global, Inc.), Registration Rights Agreement (Youblast Global, Inc.)

Indemnification by the Holder. The Company may require, as a -------------------------------- condition to including the Registrable Securities in any Registration Statement filed pursuant to this Agreement, that the Company shall have received an undertaking satisfactory to it from the Holder, to indemnify and hold harmless (in the same manner and to the same extent as set forth in Paragraph 8 7 hereof) the Company, each director and 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 or alleged statement in or omission or alleged omission from the Registration Statement, any preliminary prospectus contained therein, or any amendment or supplement thereto, if such statement or alleged statement or omission or alleged omission was made in reliance on and in conformity with written information furnished to the Company through an instrument duly executed by the Holder specifically stating that it is for use in the preparation of the Registration Statement, preliminary prospectus, final prospectus, summary prospectus, amendment or supplement. Notwithstanding the foregoing, the maximum liability hereunder which the Holder shall be required to suffer shall be limited to the net proceeds to the Holder from the Registrable Securities sold by the Holder in any such offering. 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 the Registrable Securities by the Holder.

Appears in 2 contracts

Samples: Agreement (Universal Broadband Communications Inc), Registration Rights Agreement (Biolynx Com Inc)

Indemnification by the Holder. The Company may require, as a -------------------------------- condition to including the Registrable Securities in any Registration Statement filed pursuant to this Agreement, that the Company shall have received an undertaking satisfactory to it from the Holder, to indemnify and hold harmless (in the same manner and to the same extent as set forth in Paragraph 8 Section 7 hereof) the Company, each director and officer of the Company and each other person, if any, who controls the Company within the meaning of the Securities ActAct (collectively, the "Company Indemnified Group" with respect to any statement or alleged statement or alleged statement in or omission or alleged omission from the Registration Statement, any preliminary prospectus contained therein, or any amendment or supplement thereto, if such statement or alleged statement or omission or alleged omission was made in reliance on and in conformity with written information furnished to the Company through an instrument duly executed by the Holder specifically stating that it is for use in the preparation of the Registration Statement, preliminary prospectus, final prospectus, summary prospectus, amendment or supplement. Notwithstanding the foregoing, the maximum liability hereunder which the Holder shall be required to suffer shall be limited to the net proceeds to the Holder from the Registrable Securities sold by the Holder in any such offering. 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 Holder's transfer of the Registrable Securities by the HolderSecurities.

Appears in 1 contract

Samples: Registration Rights Agreement (Houston American Energy Corp)

Indemnification by the Holder. The Company may require, as a -------------------------------- condition to --------------------------------- including the Registrable Securities in any Registration Statement filed pursuant to this Agreement, that the Company shall have received an undertaking satisfactory to it from the Holder, to indemnify and hold harmless (in the same manner and to the same extent as set forth in Paragraph 8 7 hereof) the Company, each director and 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 or alleged statement in or omission or alleged omission from the Registration Statement, any preliminary prospectus contained therein, or any amendment or supplement thereto, if such statement or alleged statement or omission or alleged omission was made in reliance on and in conformity with written information furnished to the Company through an instrument duly executed by the Holder specifically stating that it is for use in the preparation of the Registration Statement, preliminary prospectus, final prospectus, summary prospectus, amendment or supplement. Notwithstanding the foregoing, the maximum liability hereunder which the Holder shall be required to suffer shall be limited to the net proceeds to the Holder from the Registrable Securities sold by the Holder in any such offering. 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 the Registrable Securities by the Holder.

Appears in 1 contract

Samples: Asset Purchase Agreement (Charys Holding Co Inc)

Indemnification by the Holder. The Company Westower may require, as a -------------------------------- condition ----------------------------- to including the Registrable Securities in any Registration Statement filed pursuant to this Agreement, that the Company Westower shall have received an undertaking satisfactory to it from the Holder, to indemnify and hold harmless (in the same manner and to the same extent as set forth in Paragraph 8 hereof) the CompanyWestower, each director and officer of the Company Westower and each other person, if any, who controls the Company Westower within the meaning of the Securities Act, with respect to any statement or alleged statement or alleged statement in or omission or alleged omission from the Registration Statement, any preliminary prospectus contained therein, or any amendment or supplement thereto, if such statement or alleged statement or omission or alleged omission was made in reliance on and in conformity with written information furnished to the Company Westower through an instrument duly executed by the Holder specifically stating that it is for use in the preparation of the Registration Statement, preliminary prospectus, final prospectus, summary prospectus, amendment or supplement. Notwithstanding the foregoing, the maximum liability hereunder which the Holder shall be required to suffer shall be limited to the net proceeds to the Holder from the Registrable Securities sold by the Holder in any such offering. Such indemnity shall remain in full force and effect, regardless of any investigation made by or on behalf of the Company Westower or any such director, officer or controlling person and shall survive the transfer of the Registrable Securities by the Holder.

Appears in 1 contract

Samples: Registration Rights Agreement (Westower Corp)

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Indemnification by the Holder. The Company may require, as a -------------------------------- condition to including the any Registrable Securities in any Registration Statement registration statement filed pursuant to this AgreementSection 2.1 or 2.2, 10 that the Company shall have received an undertaking satisfactory to it from the Holder, Holder to indemnify and hold harmless (in the same manner and to the same extent as set forth in Paragraph 8 hereofsubdivision (a) of this Section 2.5) the Company, each director and officer of the Company and each other personPerson, if any, who controls the Company within the meaning of the Securities Act, with respect to any statement statement, or alleged statement in or omission or alleged omission from the Registration Statementsuch 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 on upon and in conformity with written information furnished to the Company through an instrument duly executed by the Holder specifically stating that it is for use in the preparation of the Registration Statement, preliminary prospectus, final prospectus, summary prospectus, amendment or supplement. Notwithstanding the foregoing, the maximum liability hereunder which the Holder shall be required to suffer shall be limited to the net proceeds to the Holder from the Registrable Securities sold by the Holder in any such offeringregistration statement. 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 Person and shall survive the transfer of the such Registrable Securities by the Holder. Notwithstanding the foregoing, the aggregate liability of any Holder for any indemnification under this Section 2.5(b) shall be limited to the aggregate net proceeds received by the Holder from the sale of Registrable Securities pursuant to such registration statement.

Appears in 1 contract

Samples: Registration Rights Agreement (SCC Communications Corp)

Indemnification by the Holder. The Company may require, as a -------------------------------- ----------------------------- condition to including the Registrable Securities in any Registration Statement filed pursuant to this Agreement, that the Company shall have received an undertaking satisfactory to it from the Holder, to indemnify and hold harmless (in the same manner and to the same extent as set forth in Paragraph 8 7 hereof) the Company, each director and 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 or alleged statement in or omission or alleged omission from the Registration Statement, any preliminary prospectus contained therein, or any amendment or supplement thereto, if such statement or alleged statement or omission or alleged omission was made in reliance on and in conformity with written information furnished to the Company through an instrument duly executed by the Holder specifically stating that it is for use in the preparation of the Registration Statement, preliminary prospectus, final prospectus, summary prospectus, amendment or supplement. Notwithstanding the foregoing, the maximum liability hereunder which the Holder shall be required to suffer shall be limited to the net proceeds to the Holder from the Registrable Securities sold by the Holder in any such offering. 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 the Registrable Securities by the Holder.

Appears in 1 contract

Samples: Agreement (Biolynx Com Inc)

Indemnification by the Holder. The Company LOCX may require, as a -------------------------------- condition to including the Registrable Securities in any Registration Statement registration statement filed pursuant to this Agreement, that the Company LOCX shall have received an undertaking satisfactory to it from the Holder, to indemnify and hold harmless (in the same manner and to the same extent as set forth in Paragraph 8 hereofSection 2.1) the CompanyLOCX, each director and of LOCX, each officer of the Company LOCX and each other person, if any, who controls the Company LOCX, within the meaning of the Securities Act, with respect to any statement or alleged statement in or omission or alleged omission from the Registration Statementsuch registration statement, any preliminary prospectus contained therein, or any amendment or supplement thereto, if such statement or alleged statement or omission or alleged omission was made in reliance on and in conformity with written information furnished to the Company LOCX through an instrument duly executed by the Holder specifically stating that it is for use in the preparation of the Registration Statementsuch registration statement, preliminary prospectus, final prospectus, summary prospectus, amendment or supplement. Notwithstanding the foregoing, the maximum liability hereunder which the Holder any holder shall be required to suffer shall be limited to the net proceeds to the such Holder from the Registrable Securities Shares sold by the such Holder in any such the offering. Such indemnity shall remain in full force and effect, regardless of any investigation made by or on behalf of the Company LOCX or any such director, officer or controlling person and shall survive the transfer of the Registrable Securities by the Holder.

Appears in 1 contract

Samples: Plan of Merger (Design Automation Systems Inc)

Indemnification by the Holder. The Company may require, as a -------------------------------- ------------------------------- condition to including the Registrable Securities in any Registration Statement filed pursuant to this Agreement, that the Company shall have received an undertaking satisfactory to it from the Holder, to indemnify and hold harmless (in the same manner and to the same extent as set forth in Paragraph 8 hereof) the Company, each director and 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 the Registration Statement, any preliminary prospectus contained therein, or any amendment or supplement thereto, if such statement or alleged statement or omission or alleged omission was made in reliance on and in conformity with written information furnished to the Company through an instrument duly executed by the Holder specifically stating that it is for use in the preparation of the Registration Statement, preliminary prospectus, final prospectus, summary prospectus, amendment or supplement. Notwithstanding the foregoing, the maximum liability hereunder which the Holder shall be required to suffer shall be limited to the net proceeds to the Holder from the Registrable Securities sold by the Holder in any such offering. 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 the Registrable Securities by the Holder.

Appears in 1 contract

Samples: Registration Rights Agreement (Houston American Energy Corp)

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