Common use of Indemnification by the Shareholders Clause in Contracts

Indemnification by the Shareholders. Each Shareholder agrees to indemnify, hold harmless and reimburse, to the fullest extent permitted by Law (in the same manner and to the same extent as set forth in Section 4(a)), the Company, its Affiliates, officers, directors, and each Person, if any, who controls any of the foregoing within the meaning of the Securities Act or the Exchange Act, with respect to any untrue statement or alleged untrue statement of a material fact in or omission or alleged omission to state a material fact from such Registration Statement, any Prospectus contained therein, or any amendment or supplement thereto, to the extent, but only to the extent, that such untrue statement or alleged untrue statement or omission or alleged omission was made in reliance upon and in conformity with written information about such Shareholder furnished to the Company by such Shareholder or its authorized representative expressly for inclusion therein, it being understood and agreed that the only such information furnished by any Shareholder consists of the information described as such in Section 4(a); provided, however, that a Shareholder shall not be liable for any amounts in excess of the net proceeds received by such Shareholder from sales of Registrable Securities pursuant to the Registration Statement to which the claims relate; provided, further, that the obligations of the Shareholders shall be several and not joint and several. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of the Company or any indemnified party and shall survive the transfer of such securities by the Company.

Indemnification by the Shareholders. Each Shareholder agrees to indemnifyThe Shareholders will, and hereby agree to, indemnify and hold harmless and reimburseand, subject to the fullest extent permitted by Law Section 4.3 below, defend (in the same manner and to the same extent as set forth in Section 4(a)4.1 above), hold harmless and defend, the Company and the Company, its Affiliates, ’s officers, directors, employees, agents, representatives and each other Person, if any, who controls any of the foregoing Company within the meaning of the Securities Act or the Exchange Act, with respect to any such untrue statement or alleged untrue statement of a material fact in in, or any such omission or alleged omission to state a material fact from such from, the Registration Statement, any Prospectus contained thereinProspectus, or any amendment or supplement thereto, to the extent, but only to the extent, that if such untrue statement or alleged untrue statement or omission or alleged omission was made in reliance upon and in conformity with written information about such Shareholder furnished in writing to the Company by such Shareholder or its authorized representative expressly the Shareholders from time to time specifically for inclusion therein, it being understood and agreed that the only such information furnished by any Shareholder consists of the information described as such use in Section 4(a); provided, however, that a Shareholder shall not be liable for any amounts in excess of the net proceeds received by such Shareholder from sales of Registrable Securities pursuant to the Registration Statement to which Statement, the claims relate; providedProspectus, further, that the obligations of the Shareholders shall be several and not joint and severalany such amendment or supplement thereto. Such indemnity shall remain in full force and effect effect, regardless of any investigation made by or on behalf of the Company or any indemnified party such director, officer or any other Person and shall survive the transfer of such securities by the CompanyShareholders. The liability of an indemnifying party under this Section 4.2 shall be limited to the amount of the net proceeds received by such indemnifying party upon the resale of any Registrable Shares pursuant to the Registration Statement creating such liability.

Indemnification by the Shareholders. Each Shareholder agrees to indemnify, hold harmless and reimburse, to the fullest extent permitted by Law (in the same manner and to the same extent as set forth in Section 4(a)), the Company, its Affiliates, officers, directors, and each Person, if any, who controls any of the foregoing within the meaning of the Securities Act or the Exchange Act, with respect to any untrue statement or alleged untrue statement of a material fact in or omission or alleged omission to state a material fact from such Registration Statement, any Prospectus contained therein, or any amendment or supplement thereto, to the extent, but only to the extent, that such untrue statement or alleged untrue statement or omission or alleged omission was made in reliance upon and in conformity with written information about such Shareholder furnished to the Company by such Shareholder or its authorized representative expressly for inclusion therein, it being understood and agreed that the only such information furnished by any Shareholder consists of the information described as such in Section 4(a); provided, however, provided that a Shareholder shall not be liable for any amounts in excess of the net proceeds received by such Shareholder from sales of Registrable Securities pursuant to the Registration Statement to which the claims relate; provided, further, that the obligations of the Shareholders shall be several and not joint and several. Such indemnity shall remain in full force and effect regardless of any investigation made by or on behalf of the Company or any indemnified party and shall survive the transfer of such securities by the Company.